UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 8-K/A

                                 CURRENT REPORT
                       PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

       Date of Report (Date of earliest event reported): November 1, 2005

                        BIO-SOLUTIONS INTERNATIONAL, INC.
             (Exact name of registrant as specified in its charter)



            Nevada                33-25126-D                     85-0368333
(State or Other Jurisdiction   (Commission File             (I.R.S. Employer
       of Incorporation)            Number)              Identification Number)


                  1281 SW 28th Avenue, Boynton Beach, FL, 33426
               (Address of principal executive offices) (zip code)

                                 (561) 436-7064
              (Registrant's telephone number, including area code)


                                   Copies to:
                            Richard A. Friedman, Esq.
                       Sichenzia Ross Friedman Ference LLP
                           1065 Avenue of the Americas
                            New York, New York 10018
                              Phone: (212) 930-9700
                               Fax: (212) 930-9725


Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)

[ ] Soliciting  material  pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))



Item 1.01 Entry into a Material Definitive Agreement.

     On November 1, 2005, Bio-Solutions International,  Inc. ("Bio-Solutions" or
the  "Company")  entered into an Agreement and Plan of Merger (the  "Agreement")
with OmniMed  Acquisition  Corp.,  (the "Acquirer),  a Nevada  corporation and a
wholly owned subsidiary of the Company,  OmniMed  International,  Inc., a Nevada
corporation   ("OmniMed"),   and  the  shareholders  of  OmniMed  (the  "OmniMed
Shareholders").  Pursuant  to the  Agreement,  the Company  acquired  all of the
outstanding  equity  stock  of  OmniMed  from  the  OmniMed   Shareholders.   As
consideration  for the  acquisition  of  OmniMed,  the  Company  agreed to issue
9,894,900  shares of the  Company's  common  stock to the OmniMed  Shareholders.
These  issuances  are  deemed to be exempt  under rule 506 of  Regulation  D and
Section  4(2) of the  Securities  Act of 1933,  as amended  since,  among  other
things,  the transaction did not involve a public  offering,  the investors were
accredited  investors and/or qualified  institutional  buyers, the investors had
access to information about the company and their investment, the investors took
the securities for investment and not resale,  and the Company took  appropriate
measures to restrict the transfer of the securities.


Item 2.01 Completion of Acquisition or Disposition of Assets

                     DESCRIPTION OF BIO-SOLUTIONS' BUSINESS

Organizational History

Bio-Solutions  International,  Inc. was originally  incorporated  under the name
Septima  Enterprises,  Inc.  ("Septima") on September 12, 1988 under the laws of
the State of Colorado for the purpose of acquiring  interests in other  business
entities and  commercial  technologies.  Due to the  unsuccessful  nature of its
initial operations, Septima ceased all operations in February 1998. In September
1998,  creditors of Septima  were  successful  in  obtaining a judgment  against
Septima for unpaid  debts.  In October  1998,  Septima was subject to a Judicial
Sale whereby all assets of Septima were sold in  satisfaction  of the  September
1998  judgment.  Accordingly,  the  aggregate  adjusted  balance  of open  trade
payables,  as of December  31,  2000,  of  approximately  $134,000  was the only
remaining identifiable liability of Septima.

During the first  quarter  of Fiscal  2001,  Septima's  legal  counsel  began to
negotiate the settlement of the outstanding trade accounts payable.  As a result
of these efforts,  Septima was able to negotiate  settlements  during the second
quarter of Fiscal 2001, using cash, Septima's restricted and unregistered common
stock and combinations thereof, to satisfy approximately  $122,700 of open trade
payables  Additionally,  unaffiliated  third  parties  have agreed to assume the
remaining approximately $11,000 of trade payables owed to unlocated vendors.


On January 22, 2001, Septima held a Special Meeting of the Shareholders at which
the following items were approved: 1) a 1 for 100 reverse split of the Company's
issued  and   outstanding   common  stock  as  of  February  5,  2001;   2)  the
reincorporation  to the State of Nevada thereby changing the corporate  domicile
from Colorado to Nevada; and 3) a change the par value of the common shares from
no par value to $0.0001 per share.


Following the Special Meeting of the Shareholders,  Septima changed its state of
incorporation  from  Colorado  to  Nevada  by means of a merger  with and into a
Nevada  corporation  formed on  January  26,  2001  solely  for the  purpose  of
effecting the  reincorporation.  The Certificate of Incorporation  and Bylaws of
the Nevada  corporation are the Certificate of  Incorporation  and Bylaws of the
surviving corporation.  Such Certificate of Incorporation changed Septima's name
to Bio-Solutions International, Inc. and modified Septima's capital structure to
allow for the issuance of  100,000,000  total  equity  shares  consisting  of no
shares of preferred  stock and  100,000,000  shares of common stock,  with a par
value of $0.0001 per share. Overview of Business

Bio-Solutions has sold and spun-off its two operating subsidiaries and currently
has no operations.

                                       2

Sale of Manufacturing Division

In March  2004,  the  Company  sold  certain of its assets  associated  with the
manufacturing  portion of its business to Bio Solutions  Manufacturing,  Inc., a
Nevada corporation ("BSMI"). As a part of such agreement,  BSMI agreed to assume
certain  liabilities  totaling  $309,709.60  to be paid within six (6) months of
closing,  with  no less  than  $25,000  being  paid  each  month  until  all the
liabilities are satisfied. BSMI issued 2,000,000 shares of the restricted common
stock of Single Source Financial  Services,  Inc., paid the Company  $250,000.00
cash and agreed to make  payments  in the amount of  $25,000.00  per month for a
period of four (4) months as payment for the assets.

Also in March 2004, BSMI entered into a  marketing/manufacturing  agreement with
Bio-Solutions  Franchise Corp. ("BSFC").  As a part of the agreement,  BSMI will
manufacture,  test,  research  and develop  environmental  products  for BSFC to
market and sell. The term of the agreement is for a period of ten (10) years.


The Company recorded a gain on disposed of operations in the amount of $330,375,
net of income tax effects.


Spin Off of Franchise Division


Effective as of June 30, 2004,  Bio-Solutions  International,  Inc. has spun-out
its   formerly   wholly-owned   subsidiary,    Bio-Solutions   Franchise   Corp.
("Franchise"),  to all of its  stockholders  of record as of July 20, 2004.  The
spin-out was effectuated through a pro-rata  distribution of 100% of the capital
stock of Franchise to the existing  stockholders  of the Company.  The shares of
Franchise that were distributed are "restricted" securities and cannot be resold
without  registration  under the Securities  Act of 1933, as amended,  unless an
exemption from registration is available. Neither Franchise nor any class of its
capital  stock is  registered  under the  Securities  Exchange  Act of 1934,  as
amended. There is no public market for the shares of capital stock of Franchise,
nor is there expected to be one in the foreseeable future.


The Company recorded a loss on disposed of operations in the amount of $324,690,
net of income tax effects.


On July 20,  2004,  the Company  filed a Schedule 14C  approving by  shareholder
consent  a reverse  split of the  common  stock of 1 for 500,  the  increase  of
authorized  preferred stock and approved a restatement of the authorized  shares
after the reverse  split of  110,000,000,  of which  10,000,000 is preferred and
100,000,000   is  common,   and   approved  the  spinout  of  BSFC  to  existing
shareholders,  all of which  actions  have been  taken.  As a  condition  of new
funding  and to better  position  the  Company  for a merger or  acquisition,  a
majority of shareholders consented to and the Board of Directors has approved an
additional 1 for 10 reverse split of all outstanding  shares, the timing of such
reverse to be in the  discretion  of the Board of  Directors  but to occur on or
before June 30, 2005.

                                       3


                        DESCRIPTION OF OMNIMED'S BUSINESS

Organizational History

OmniMed  was  incorporated  in  the  State  of  Nevada  under  the  name  Mednet
International,  Inc. on July 16, 1997. On October 17, 2003, Mednet International
changed its name to OmniMed International, Inc.

Overview of Business

OmniMed  is  developing  a  system  for  gathering,   digitizing,   storing  and
distributing information for the healthcare field.

OmniMed's  goal is to  revolutionize  the medical  industry by bringing  digital
technology  to the  business of  medicine.  OmniMed  intends to  accomplish  its
objective by providing  individuals with a simple and secure way to access their
lifetime of actual medical  records in an efficient and  cost-effective  manner.
OmniMed's  products and services  are designed to provide  Healthcare  providers
with the ability to  reference  their  patient's  actual past  medical  records,
thereby  ensuring  the most  accurate  treatment  and  services  possible  while
simultaneously reducing redundant procedures.

OmniMed is creating a system for gathering  and  digitizing  medical  records so
that individuals can have a comprehensive record of all of their medical visits.
OmniMed's  primary  product is the MedeFile  system,  a highly secure system for
gathering and maintaining  medical  records.  The MedeFile system is designed to
gather all of its members'  medical  records and create a single,  comprehensive
medical record that is accessible 24 hours a day, seven days a week.

Industry Overview

Since the beginning of modern medicine,  information about a patient's  history,
testing,  treatment  and care  have been key  ingredients  in the  provision  of
quality  healthcare.  Medical record  information  takes many forms, such as the
patient's diagnosis, treatments, surgeries, medications,  allergies, x-rays, and
test results. The usage of medical record information has dramatically increased
over  the  past 2  decades  due to  factors  such as the  complex  reimbursement
structure  in the  United  States  healthcare  system,  an ever  more  litigious
society, and increased patient awareness.

Every  patient  visit  generates a medical  record.  Today this  information  is
typically contained in a paper-based patient medical record. A patient's medical
records are usually  stored in physicians'  offices as well as other  healthcare
facilities  the patient has  visited.  A record that tracks a patient's  medical
treatment over time is called a "longitudinal record".

In today's healthcare  environment,  access to hospital-based medical records by
patients and other authorized  parties (e.g.,  insurance  companies,  attorneys,
etc.) is controlled by Release of Information (ROI) policies and procedures. ROI
processes  are based on the premise that  patients  have a right to access their
medical  records and that they must  specifically  designate  any other party to
whom their medical information can be released.  ROI policies and procedures are
based  on  the  following  laws  and  policies:  the  federal  Health  Insurance
Portability and Accountability Act (HIPPA), various state laws, and the policies
and  professional   practice   guidelines  set  forth  by  the  American  Health
Information Management Association (AHIMA).

                                       4

Congress passed the Health Insurance Portability & Accountability Act (HIPAA) in
1996.  The purpose of HIPAA is to prevent  fraud in the health care industry and
to protect  confidential  patient  information.  HIPPA standardizes and provides
enforcement  mechanisms  for  ROI  rules  and  guidelines  to  protect  personal
healthcare  information.  HIPAA effects entities involved with electronic health
care  information--including  health care  providers,  health plans,  employers,
public health  authorities,  life insurers,  clearinghouses,  billing  agencies,
information  systems  vendors,  service  organizations,  universities,  and even
single-physician offices. The final version of the HIPAA Privacy regulations was
issued in  December  2000,  and went into effect on April 14,  2001.  A two-year
"grace"  period was  included;  enforcement  of the HIPAA Privacy Rules began on
April 14, 2003.

Overview of Products and Services

MedeFile

MedeFile  is a Business to  Business  and a Business  to  Consumer  subscription
service.  MedeFile is designed to create a "cradle to grave" longitudinal record
for each of its members by retrieving and consolidating  copies of their medical
records.  When the records are received,  the MedeFile system  consolidates them
into a single medically correct format. The records are then stored in OmniMed's
MedeVault, a secure repository that can be accessed by MedeFile members 24 hours
a day, 7 days a week.  Because of the unique  security  procedures  incorporated
into the MedeFile  system through Securo Med, the member is the only person able
to access or give permission to access their records.

A complete  MedeFile file is comprised of copies of the member's  actual medical
records as well as a Digital Health  Profile (DHP),  which is an overview of the
patient's and his family's medical history.  In addition,  every MedeFile member
receives a  MedeDrive,  an external  USB drive  which  stores all of a patient's
Emergency Medical Information as well as a copy of the member's MedeFile.

MedeFile's Emergency Medical Information (EMI) Card

Upon  becoming a MedeFile  member each  individual  will  receive a Membership /
Emergency Medical  Information (EMI) Card which contains  instructions on how to
contact MedeFile in order to retrieve the member's medical records.

The Digital Health Profile (DHP)

A part of a member's  MedeFile is their Digital Health Profile (DHP).  This form
is  completed  by the  patient in order to  provide a summary  of the  patient's
healthcare  history  which assists  healthcare  providers in  understanding  the
patient's  course of medical  treatment.  This  document,  along  with  Advanced
Directives and medical record  copies,  complete the documents  contained in the
patient's MedeFile.

MedeDrive

The MedeDrive is an external USB drive which stores all of a patient's Emergency
Medical  Information  and their  MedeFile  which  can be  viewed  on a  personal
computer. MedeDrive self loads its own viewer, so no special program or software
is  required.  The  MedeDrive  easily  plugs  into  any  PC  USB  port  on  most
Windows-based  computers  built in the last four  years.  (Macintosh  version is
currently  unavailable).  The  MedeDrive  USB key can be  updated  easily and as
frequently as the member desires at no additional cost.

MedeVault

The MedeVault is designed to serve as an electronic data and document repository
that  incorporates  state-of-the-art  security  features  in  order  to  prevent
unauthorized access to a patient's records.  Access to the MedeVault is provided
through an encrypted connection to a web service run by OmniMed. This connection
is provided by Secure  Sockets Layer (SSL)  technology.

                                       5

OmniMed Clinical Information Systems (CIS)

OmniMed CIS is a  Business-to-Business  professional  consulting service that is
designed to generate  revenue from two primary sources:  consulting  engagements
and product commissions.

OmniMed CIS  intends to offer a full range of HIPPA  assessment  and  compliance
services. OmniMed CIS' goal is to facilitate the transition to HIPAA compliance.
In  addition,  OmniMed CIS intends to offer  services  that will enable  medical
facilities to transition from paper-based  medical records to electronic medical
records.  OmniMed  CIS plans to  digitize  medical  facility  offices  and offer
software  to keep the  records  up-to-date,  index  the  records,  and make them
queryable based on each facility's specific needs.

OmniMed  consulting  engagements  are  generally  fixed-price  and  fixed  scope
projects that also generate  occasional  time-and-materials  income from ongoing
support and training  activities related to its services.  In addition,  OmniMed
CIS intends to resell  technology  from various  vendors as needed and may incur
commission revenue and revenue from the markup of these products.

OmniMed CIS will offer several services,  including the evaluation of the record
keeping,  security,  and back office  practices.  After  evaluation is complete,
OmniMed CIS staff will move forward to implement their own remediation plans for
the client. One aspect of these plans may include OmniScan,  a component of CIS,
which would produce additional revenue by scanning existing  paper-based medical
records  and  converting  them  to a  secure,  more  efficient  digital  format.
Furthermore,  other revenue streams may be created based on the licensing of the
OmniViewer for the digitized  records as well as the scanning software for those
facilities  wishing to implement a "go-forward"  scanning system.  Finally,  the
clients may be charged a contractual  support fee for ongoing  technical support
and updates, which may be assessed on an annual basis.

OmniScan

OmniMed's  OmniScan service is designed to enable medical  facilities to convert
their paper based medical records into a digital format.  OmniMed CIS intends to
license the software which allows for electronic records to be viewed at various
facility locations. In addition, the OmniScan service is designed to provide the
following advantages: high quality images, high-speed conversion, record keeping
in a single  location,  simultaneous  use of files,  and  simplified  release of
information.

SecurMed

Securo Med is  designed  to serve as an  authentication  process  that  protects
against any information being viewed by unauthorized persons.

Members

As of September 30, 2005, MedeFile had approximately 40 members.

Sales and Marketing

OmniMed  intends  to  employ  the  following  marketing  strategies  in order to
generate  awareness of OmniMed's  products and services:  direct  sales,  direct
mail, a public relations campaign,  speaking  engagements by OmniMed's executive
officers,  participation  in trade shows,  and alliances and  partnerships  with
third parties.

                                       6

OmniMed's  marketing  strategy will target the following types of organizations:
Health Maintenance Organizations, Preferred Provider Organizations, managed care
organizations,  insurance  companies,  large groups of individuals such as AARP,
large and medium sized corporations, nursing homes, and internet users.

In particular,  the MedeFile  service is designed to be sold in several distinct
ways:

     o    MedeFile Website - through normal e-commerce mechanisms,  patients may
          enroll in the service directly from the MedeFile  website.  Membership
          may be purchased  on an annual  basis and may be paid all at once,  or
          over time at the patient's discretion.

     o    Physician  Referrals  -  Patients  may  enroll  based  on  a  doctor's
          referral.  In the event that these  physicians  are also  OmniMed  CIS
          customers,  they may easily transfer their patients'  information into
          the MedeFile system.

     o    Large  group   offerings   (e.g.,   AARP,   trade   unions)  -  Large,
          membership-driven organizations may offer the MedeFile system to their
          members at a discounted  rate,  which may be  negotiated  with OmniMed
          based  on  the  size  of  the  expected   enrollment.   An  additional
          promotional  advantage may be derived from the use of MedeFile through
          the website of the client organization.  Hence, MedeFile functionality
          may be accessed using each organization's site.

     o    Insurance  companies  - Similar to large  group  offerings  identified
          above,  insurance companies will be able to offer the MedeFile service
          to their insured as a means to decrease the cost of medical care.

Technology

OmniMed  will use and  continue to update the most  advanced  security  measures
available.  Data  transmitted  between Web  browsers  and Web  servers  over the
Internet using TCP/IP is generally susceptible to unauthorized interception.  To
protect sensitive data, the most common method of protection is data encryption.
MedeFile will use the industry  standard Secure Sockets Layer (SSL),  which is a
mechanism  to secure  Internet  traffic  so that it cannot be  intercepted.  SSL
utilizes digital certificates to verify the identity and integrity of a web site
(such as MedeFile)  and to protect the security of  transactions  by  certifying
their source and destination.


                                       7

Competition

There are other companies  working in the medical  information  technology arena
such  as GE  Healthcare,  Bio-Imaging  Technologies,  and  Cyber  Records.  Some
competing  companies  offer a USB key for medical record storage but require the
customer  to provide  or  "self-populate"  the  information  to be  stored.  The
information in a self-populated record is limited and is only as accurate as the
individual's memory and understanding of their health condition. Other companies
expect each  customer to obtain  their own medical  records  from their  various
healthcare  providers.  Some  offer a CD-Rom for record  storage.  Usually,  the
CD-Rom cannot be updated with any changes to an  individual's  medical status or
treatment.  Therefore,  a new CD-Rom  needs to be obtained  from that company in
order  for the  individual  to  have  the  most  current,  accurate  information
regarding  their health.  There are companies that are solely  web-based that do
not provide the customer the capability to have a copy of their records. In this
case, an internet connection is required to view stored documents.  In addition,
there are  companies  that do not  concentrate  on  digitizing  an  individual's
medical  records but on  converting  medical  facilities'  records from paper to
electronic format.

The advantage to being a MedeFile member is that MedeFile gathers, consolidates,
organizes and securely  stores each  member's  actual  medical  records on their
behalf.  The MedeFile  membership  includes a Digital Health Profile (DHP) which
contains  the  member's  general  health  history,  emergency  contacts,  doctor
contacts,   family  medical  history,   allergies,   medications,   and  current
conditions.  A MedeFile  membership also includes a MedeDrive which easily plugs
into  any PC USB port on most  Windows-based  computers  built in the last  four
years. (Macintosh version is currently unavailable).  The MedeDrive contains the
member's emergency medical information which can be easily accessed by emergency
care  personnel,  and the client's  actual medical records which are stored in a
secure area of the subscriber's  MedeFile.  The MedeDrive USB key can be updated
easily and as frequently as the member desires at no additional cost.

Employees

As of October,  2005 OmniMed had a total of five employees,  including four full
time and one part time employees.

                      MANAGEMENT'S DISCUSSION AND ANALYSIS

FORWARD LOOKING STATEMENTS

Some of the statements  contained in this Form 8-K that are not historical facts
are  "forward-looking  statements"  which  can  be  identified  by  the  use  of
terminology such as "estimates,"  "projects,"  "plans,"  "believes,"  "expects,"
"anticipates," "intends," or the negative or other variations, or by discussions
of strategy that involve risks and uncertainties.  We urge you to be cautious of
the  forward-looking  statements,  that such statements,  which are contained in
this Form 8-K,  reflect our current  beliefs with  respect to future  events and
involve known and unknown risks,  uncertainties  and other factors affecting our
operations, market growth, services, products and licenses. No assurances can be
given regarding the achievement of future results,  as actual results may differ
materially  as a result of the risks we face,  and actual events may differ from
the  assumptions  underlying  the  statements  that  have  been  made  regarding
anticipated  events.  Factors that may cause actual results,  our performance or
achievements,  or industry results, to differ materially from those contemplated
by such forward-looking statements include without limitation:

1. Our ability to attract and retain  management,  and to integrate and maintain
technical information and management information systems;

2. Our ability to generate customer demand for our services;

3. The intensity of competition; and

4. General economic conditions.

                                       8

All written and oral  forward-looking  statements  made in connection  with this
Form 8-K  that are  attributable  to us or  persons  acting  on our  behalf  are
expressly qualified in their entirety by these cautionary statements.  Given the
uncertainties  that  surround  such  statements,  you are cautioned not to place
undue reliance on such forward-looking statements.


OmniMed Results of Operations

OmniMed Results of Operations for the Six Months ended June 30, 2005 compared to
the Six Months ended June 30, 2004.

Revenues

The Company is a  development  stage  company and has not generated any revenues
during the period from inception to June 30, 2005.

Depreciation Expenses

Depreciation is provided by the  straight-line  method over the estimated useful
life  of the  related  assets  utilizing  a  half-year  convention  in the  year
acquired. Depreciation expenses were $12,397 for the six month period ended June
30, 2005 as compared to $7,856 for the period ended June 30, 2004.  Our property
and equipment consist of: Computer equipment valued at $136,933 at June 30, 2005
as compared to $84,287 at June 30, 2004;  office  furniture valued at $12,928 at
June 30,  2005 as compared  to $11,230 at June 30,  2004 and;  office  equipment
valued at $2,529 at June 30,  2005,  as  compared to zero at June 30,  2004.  In
total, our property and equipment as of June 30, 2005 was valued at $154,880, as
compared to $95,517 at June 30, 2004.

Total Expenses

Total expenses for the period ended June 30, 2005 were $263,678,  as compared to
$159,517 for the period ended June 30, 2004.  This  increase is due primarily to
contracted marketing services and professional fees.

Net Income (Loss)

Net  loss for the six  month  period  ended  June 30,  2005 was  $(263,431),  as
compared to a net loss of  $(146,416)  for the six month  period  ended June 30,
2004. This increase resulted  primarily from increases in operating  expenses as
noted above.

Interest Expense and Interest Income

Interest  expense for the six month  period  ended June 30, 2005 was $2,189,  as
compared to interest expense of $0 for the six month period ended June 30, 2004.
This change resulted  primarily from advances from stockholder  being treated as
an interest bearing loan.

Liquidity and Capital Resources

As of June 30, 2005 we had cash and cash equivalents of $82,577,  as compared to
$53,483  as of June 30,  2004.  Our  current  liabilities  as of June  30,  2005
aggregated $21,223, compared to $4,507 as of June 30, 2004. Additionally, we had
a shareholder's deficiency in the amount of $56,708 at June 30, 2005 as compared
to $366,993 at June 30, 2004. The change in shareholders equity is the result of
net losses for the period.

Off Balance Sheet Arrangements

We do not have any off balance sheet  arrangements  as of June 30, 2005 or as of
the date of this report.

OmniMed  Results of Operations  for the Year ended December 31, 2004 compared to
year ended December 31, 2003.

Revenues

OmniMed is a development stage company and has not generated any revenues during
the period from inception to December 31, 2004.

                                       9

Depreciation Expenses

Depreciation is provided by the  straight-line  method over the estimated useful
life  of the  related  assets  utilizing  a  half-year  convention  in the  year
acquired.  Depreciation  expenses  were $18,405 for the year ended  December 31,
2004 as compared to $16,577 for the year ended December 31, 2003.

Our property and equipment consist of: Computer  equipment valued at $107,487 at
December 31, 2004 as compared to $4,287 at December 31, 2003;  office  furniture
valued at $12,928 at December  31,  2004 as  compared to $9,301 at December  31,
2003 and; office equipment valued at $2,529 at December 31, 2004, as compared to
zero at December 31, 2003.  In total,  our property and equipment as of December
31, 2004 was valued at $122,944, as compared to $93,588 at December 31, 2003..

Total Expenses

Total  expenses for the year ended  December 31, 2004 increased to $320,719 from
$163,310 for the year ended  December 31, 2003.  This increase in total expenses
is due to increases in executive  compensation,  technology  development  costs,
depreciation  and  amortization of fixed and intangible  assets and increases in
telephone and internet costs.

Net Income (Loss)

Net loss for the year ended December 31, 2004 was $400,310, as compared to a net
loss of $163,310 for the year ended  December 31, 2003.  This increase  resulted
primarily from increases in operating expenses and loss on sale of securities.

Liquidity and Capital Resources

As of December 31, 2004 we had cash of $5,971,  as compared  with cash of $2,719
as of December  31,  2003.  Our  current  liabilities  as of  December  31, 2004
aggregated   $6,213,   as  compared   with  $2,500  as  of  December  31,  2003.
Additionally,  we had shareholder's equity in the amount of $200,431 at December
31,  2004 as  compared  to  $489,355  at  December  31,  2003.  The  decrease in
shareholders equity is the result of losses incurred for the period.

Off Balance Sheet Arrangements

We do not have any off balance sheet  arrangements as of December 31, 2004 or as
of the date of this report.

Critical Accounting Policies

Our  discussion  and  analysis  of  our  financial   condition  and  results  of
operations,  including the  discussion on liquidity and capital  resources,  are
based upon our financial statements, which have been prepared in accordance with
accounting  principles  generally accepted in the United States. The preparation
of these financial  statements  requires us to make estimates and judgments that
affect the reported amounts of assets,  liabilities,  revenues and expenses, and
related  disclosure of contingent  assets and liabilities.  On an ongoing basis,
management re-evaluates its estimates and judgments,  particularly those related
to the  determination  of the estimated  recoverable  amounts of trade  accounts
receivable,  impairment of long-lived assets,  revenue  recognition and deferred
tax assets.

Income taxes are accounted for under the asset and liability method.  Under this
method,  to the extent that we believe that the deferred tax asset is not likely
to  be   recovered,   a  valuation   allowance  is  provided.   In  making  this
determination,  we consider  estimated  future taxable income and taxable timing
differences  expected to reverse in the future.  Actual  results may differ from
those estimates.

                                       10

Recently Issued Accounting Pronouncements

In December 2004 the FASB issued revised SFAS No. 123R,  "Share-Based  Payment".
SFAS No. 123R sets accounting  requirements  for  "share-based"  compensation to
employees  and  requires  companies to  recognize  in the income  statement  the
grant-date fair value of stock options and other equity-based compensation. SFAS
No. 123R is  effective  in interim or annual  periods  beginning  after June 15,
2005.  The Company will be required to adopt SFAS No. 123R in its third  quarter
of fiscal  2005 and  currently  discloses  the effect on net  (loss)  income and
(loss) earnings per share of the fair value  recognition  provisions of SFAS No.
123,  "Accounting  for  Stock-Based  Compensation".  The  Company  is  currently
evaluating the impact of the adoption of SFAS 123R on its financial position and
results of  operations,  including  the  valuation  methods  and support for the
assumptions that underlie the valuation of the awards.

Bio-Solutions Results of Operations

Bio-Solutions  Results of  Operations  For Year ended June 30, 2005  compared to
year ended June 30, 2004

Revenues

The  accounting  for the  year  are as for a  company  divesting  itself  of its
operations, as such, the Company recorded no revenues for the years presented.

Operating Expenses

Selling,  general and  administrative  expenses for the year ended June 30, 2005
were $22,000 versus $29,697 for the year ended June 30, 2004. These expenses are
those  allocated  to the parent  company  and  include  such items as the audit,
transfer agent fees, and management expenses of the sole  officer/employee.  Net
loss was $62,500 and $130,400, respectively. The primary reason for the decrease
was the lack of activity.

Assets and Liabilities

Assets were $45,000 at June 30, 2005, and $0 at June 30, 2004. At June 30, 2005,
assets  consisted of cash.  Liabilities  were  $603,600 and $567,900 at June 30,
2005 and 2004,  respectively.  At June 30, 2005 and 2004  liabilities  consisted
primarily of notes payable and accrued interest.

Stockholders' Deficit

Stockholders'  deficit was  $558,600  at June 30, 2005 and  $567,900 at June 30,
2004.

Financial Condition, Liquidity and Capital Resources

At June 30, 2005 and 2004 the Company had cash and cash  equivalents  of $45,000
and $0.  Beginning  July 1, 2004,  the Company is in the process of building and
establishing  a new  business  plan.  As of July 1,  2004,  the  Company  has no
operations, products, services or business plan.

We are uncertain if our Company and/or our former  management  have any exposure
with respect of Potential  Violations of Federal  Securities  Laws in Connection
with a spin-off of Shares of its former Subsidiary's Common Stock.

                                       11

BSII declared a dividend to its  stockholders  of record on June 30, 2004,  such
dividend comprised all of its shares of BSFC. BSII's Board of Directors declared
that 100% of the BSFC shares be issued pro-rata to BSII's common stockholders as
of the  record  date.  At the  time of the  spin-off  BSII  sent an  information
statement  to  its  shareholders   describing  the  spin-off.   Although  former
management   determined  that  in  connection  with  the   distribution  to  its
shareholders registration of the shares under the Exchange Act was not necessary
at the time of the spin-off because no trading market existed or was intended to
be created,  there are no assurances  that we may not have exposure with respect
to these matters which  exposure  could  conceivably  include  fines,  sanctions
and/or penalties.

                             DESCRIPTION OF PROPERTY

OmniMed leases its main office which is located at 2 Ridgedale Avenue, Ste. 217,
Cedar Knolls,  NJ, 07927. The lease, which commenced in expires in October 2008,
provides for  additional  rent for  increases in operating  expenses.  Projected
minimum annual rent payments under the lease are as follows:

                  ----------- -------------
                  2006          $18,673
                  ----------- -------------
                  2007           19,912
                  ----------- -------------
                  2008           21,149
                  ----------- -------------
                  2009            7,222
                  ----------- -------------


         SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth certain information,  as of November 1, 2005 with
respect to the beneficial  ownership of the Company's  outstanding  common stock
following  the  acquisition  of OmniMed by (i) any holder of more than five (5%)
percent;  (ii) each of the named  executive  officers,  directors  and  director
nominees;  and (iii)  our  directors,  director  nominees  and  named  executive
officers as a group.  Except as otherwise  indicated,  each of the  stockholders
listed below has sole voting and investment  power over the shares  beneficially
owned.



                                      Common Stock           Percentage of
  Name of Beneficial Owner (1)     Beneficially Owned (2)   Common Stock (2)
  -------------------------------- ---------------------- ------------------

  Vantage Holding Ltd.(3)              6,221,250                52.2%
  Milton Hauser                        3,000,000                25.2%
  Eric Rosenfeld                         100,000                  *
  David Dorrance                          13,000                  *
  -------------------------------- ---------------------- ------------------
  All officers and directors as
  a group (3 persons)                  3,113,000                26.1%

* Less than 1%

(1) Except as otherwise  indicated,  the address of each beneficial owner is c/o
OmniMed  International,  Inc., 2 Ridgedale Avenue,  Ste. 217, Cedar Knolls,  NJ,
07927.

(2)  Applicable  percentage  ownership is based on  11,915,594  shares of common
stock outstanding as of November 1, 2005,  together with securities  exercisable
or convertible into shares of common stock within 60 days of October24, 2005 for
each  stockholder.  Beneficial  ownership is determined  in accordance  with the
rules of the Securities and Exchange Commission and generally includes voting or
investment  power with  respect to  securities.  Shares of common stock that are
currently  exercisable  or  exercisable  within 60 days of  November 1, 2005 are
deemed to be  beneficially  owned by the person holding such  securities for the
purpose of computing  the  percentage  of ownership of such person,  but are not
treated as outstanding for the purpose of computing the percentage  ownership of
any other person.

(3) Lyle Hauser is the owner of The Vantage Group Ltd. and Vantage  Holding Ltd.
Lyle Hauser is the son of Milton Hauser.


                                       12


         DIRECTORS AND EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS

Executive Officers and Directors

Below are the names and certain  information  regarding the Company's  executive
officers, directors and director nominees following the acquisition of OmniMed.


- ----------------------- ------- ------------------------------------------------
Name                    Age     Position
- ----------------------- ------- ------------------------------------------------
Milton Hauser           62      President, Chief Executive Officer, Director
- ----------------------- ------- ------------------------------------------------
Eric Rosenfeld          40      Chief Technical Officer
- ----------------------- ------- ------------------------------------------------
David Dorrance          42      Vice President, Digital Imaging
- ----------------------- ------- ------------------------------------------------

Officers are elected annually by the Board of Directors (subject to the terms of
any employment  agreement),  at our annual meeting, to hold such office until an
officer's  successor has been duly  appointed and  qualified,  unless an officer
sooner dies, resigns or is removed by the Board.

Background of Executive Officers and Directors

Milton  Hauser,  President  and Chief  Operating  Officer.  Mr.  Hauser has been
President  and Chief  Operating  Officer for OmniMed  International  since 2001.
Prior to his joining OmniMed International,  his career was in the Marketing and
Advertising  field and included  creating  marketing  campaigns and programs for
such  companies as Panasonic,  Sanyo,  Avon,  Lederle  International,  and other
Fortune 500 companies.

Eric Rosenfeld,  Chief Technical Officer. Mr. Rosenfeld has been Chief Technical
Officer since 2002. He designs and develops the  technology  utilized by all the
divisions of the company.  Before working for OmniMed,  Mr.  Rosenfeld owned and
operated a successful  consulting company that was engaged in various healthcare
and pharmaceutical  projects for Fortune 500 companies.  Prior to that, he was a
senior member of Oracle Corporation and helped establish its NY Metro consulting
practice.  He was a  contributing  author  of  Oracle's  development  tools  and
consulting  methodologies,  including its Designer and CDM products.  Throughout
his  career,  Mr.  Rosenfeld  has  played  a key  role  in the  development  and
architecture of Oracle  Corporation's  Clinical and Pharmaceutical  products and
has authored clinical data management  computer systems for Merck,  Parke-Davis,
Schering-Plough,  and Johnson &  Johnson/PRD.  Mr.  Rosenfeld  was also a senior
member of Sybase Inc.

David Dorrance,  Vice  President,  Digital  Imaging.  Mr. Dorrance has been Vice
President,  Digital  Imaging since  February  2005..  Mr.  Dorrance is a 20-year
veteran of the health care industry including five years of clinical  experience
with McGill University  Hospital.  From January 2004 until 2005 Mr. Dorrance was
Director of New Business  Development for  Salumatics.  From 1998 until 2004 Mr.
Dorrance was Sales Director for Lason Corporation. He has extensive knowledge of
clinical  information  systems,  patient  information  management  software  and
hardware,  patient  monitoring  systems and digital patient record systems.  Mr.
Dorrance  successfully  implemented a paperless  system for a Canadian  hospital
(the first of its kind) by combining  the  conversion  of all  historical  paper
patient records and implementation of an electronic patient record system across
all patient visit types.

Employment Agreements

OmniMed has employment agreements with five key employees that provide for total
aggregate minimum annual salaries of $264,000.  Several of the employees did not
receive the minimum  salary as provided for in their  agreements and have waived
their right to receive unpaid salary.

                                       13

In February,  2004,  OmniMed  entered into an employment  agreement  with Milton
Hauser.  The  agreement  provides for Mr.  Hauser to receive an annual salary of
$120,000.

In  October,  2004,  OmniMed  entered  into an  employment  agreement  with Eric
Rosenfeld.  The agreement provides for Mr. Rosenfeld to receive an annual salary
of $60,000.  The agreement  also provides for Mr.  Rosenfeld to receive  200,000
shares of OmniMed common stock upon execution of the agreement and an additional
200,000 shares upon completion of the one-year term of employment.

In February  2005,  OmniMed  entered  into an  employment  agreement  with David
Dorrance.  The agreement  provides for Mr.  Dorrance to receive 40,000 shares of
OmniMed  common stock upon  execution of the agreement and an additional  60,000
shares vesting 2,500 shares per month for twenty-four months. The agreement also
provides  options to  purchase an  additional  50,000  shares of OmniMed  common
stock.

Stock Option Plan

During the year 1999,  OmniMed created the 1999 Stock Option Plan to attract and
retain the best qualified personnel.  Under the plan, OmniMed reserved 3,300,000
shares of its common stock to be given to employees and independent  contractors
as additional compensation as determined by the Board of Directors.  The options
under the plan are intended to qualify as Incentive  Stock Options under section
422 of the  Internal  Revenue  Code.  As of June 30,  2005,  OmniMed has granted
options to four of its  employees  purchase  200,000  shares of  OmniMed  common
stock.

                             EXECUTIVE COMPENSATION

The following  table sets forth  information  concerning the total  compensation
that the Company has paid or that has accrued on behalf of the  Company's  chief
executive  officer  and  other  executive  officers  with  annual   compensation
exceeding $100,000 during the years ended June 30, 2005, 2004 and 2003.

                           SUMMARY COMPENSATION TABLE


                                                                                            Long-Term
                                                                                           Compensation
                                                                            -------------------------------------------
                                              Annual Compensation                      Awards                Payouts
                                      ------------------------------------- ------------------------------ ------------
                                                                  Other                       Securities                   All
                                                                 Annual     Restricted        Underlying                  Other
        Name and                                                 Compen-    Stock Award(s)    Options/        LTIP       Compen-
   Principal Position       Year       Salary ($)   Bonus ($)  sation ($)   ($)               SARs (#)     Payouts ($)   sation ($)
- ------------------------- ----------- ------------- ---------- ------------ ----------------- ------------ ------------ -----------
                                                                                                  
Michael E. Bobrick          2005              0       -0-         -0-            -0-             -0-          -0-         -0-
President, CEO              2004              0       -0-         -0-            -0-             -0-          -0-         -0-
and Director (2)            2003              0       -0-         -0-            -0-             -0-          -0-         -0-
Louis H. Elwell, III        2005              0       -0-         -0-            -0-             -0-          -0-         -0-
President, CEO              2004          6,000       -0-         -0-            -0-             -0-          -0-         -0-
and Director (1)            2003         60,000       -0-         -0-            5,000           -0-          -0-         -0-



(1) 100% of the annual  compensation salary for Louis H. Elwell, III was accrued
rather than paid for the years ended June 30, 2005, 2004 and 2003.

(2) Michael E. Bobrick shall resign from his  positions as  President,  CEO, and
Director upon completion of the Agreement and Plan of Merger with OmniMed.


                                       14

The following  table sets forth  information  concerning the total  compensation
that OmniMed has paid or that has accrued on behalf of OmniMed's chief executive
officer and other executive officers with annual compensation exceeding $100,000
during the years ended December 31, 2004, 2003 and 2002.

                           SUMMARY COMPENSATION TABLE



                                                                                            Long-Term
                                                                                           Compensation
                                                                            -------------------------------------------
                                              Annual Compensation                      Awards                Payouts
                                      ------------------------------------- ------------------------------ ------------
                                                                  Other                       Securities                   All
                                                                 Annual     Restricted        Underlying                  Other
        Name and                                                 Compen-    Stock Award(s)    Options/        LTIP       Compen-
   Principal Position       Year       Salary ($)   Bonus ($)  sation ($)   ($)               SARs (#)     Payouts ($)   sation ($)
- ------------------------- ----------- ------------- ---------- ------------ ----------------- ------------ ------------ -----------
                                                                                                  
Milton Hauser               2004       120,000        -0-         -0-            -0-             -0-          -0-         -0-
President, CEO              2003       120,000        -0-         -0-            -0-             -0-          -0-         -0-
And Director                2002       120,000        -0-         -0-            -0-             -0-          -0-         -0-



                 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

OmniMed  has been able to  continue  operations  due to the  payment  of company
obligations  by The Vantage Group Ltd., a company  owned and  controlled by Lyle
Hauser.  Lyle Hauser is the control person of Vantage Holding Ltd., the majority
stockholder of the Company.

During the period July 16, 1997  (inception) to June 30, 2005, The Vantage Group
Ltd.,  has paid  OmniMed  obligations  in the amount of  $905,318 in addition to
contributing assets of $275,000 to capital and loans of $260,000.

As of June 30,  2005,  OmniMed was  indebted  to The  Vantage  Group Ltd. in the
amount of  $323,528,  including  accrued  interest  of  $2,189.  The loan  bears
interest at the rate of seven percent per annum and has no fixed maturity date.


                            DESCRIPTION OF SECURITIES


Bio-Solutions' authorized capital stock consists of 100,000,000 shares of common
stock at a par value of $0.0001 per share and zero shares of preferred stock. As
of  Novemeber  7, 2005,  there  were  11,915,594  shares of voting  stock of the
Company issued and outstanding.

Holders of the Company's common stock are entitled to one vote for each share on
all matters submitted to a stockholder vote. Holders of common stock do not have
cumulative  voting  rights.  Therefore,  holders of a majority  of the shares of
common  stock  voting  for  the  election  of  directors  can  elect  all of the
directors.  Holders of the Company's common stock representing a majority of the
voting power of the Company's capital stock issued,  outstanding and entitled to
vote, represented in person or by proxy, are necessary to constitute a quorum at
any  meeting  of  stockholders.  A vote  by the  holders  of a  majority  of the
Company's  outstanding  shares is required  to  effectuate  certain  fundamental
corporate  changes such as liquidation,  merger or an amendment to the Company's
articles of incorporation.

Holders of the  Company's  common stock are  entitled to share in all  dividends
that the board of directors, in its discretion,  declares from legally available
funds.  In  the  event  of  a  liquidation,  dissolution  or  winding  up,  each
outstanding share entitles its holder to participate pro rata in all assets that
remain after payment of liabilities and after providing for each class of stock,
if any, having  preference over the common stock. The Company's common stock has
no  pre-emptive  rights,  no  conversion  rights  and  there  are no  redemption
provisions applicable to the Company's common stock..

                                       15


            MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Market for Securities

Shares  of  Bio-Solutions'  common  stock  are  quoted  on the Over the  Counter
Bulletin Board ("OTCBB") under the symbol BSOU.

The high and low stock price for each quarter within the last two fiscal years
was:


                              High         Low
                              ---------------------
Quarter ended 09/30/03        $100.00      $45.00
Quarter ended 12/31/03        $110.00      $75.00
Quarter ended 03/31/04        $175.00      $75.00
Quarter ended 06/30/04        $160.00      $65.00
Quarter ended 09/30/04        $90.00       $12.00
Quarter ended 12/31/04        $50.00       $27.50
Quarter ended 03/31/05        $45.00       $10.10
Quarter ended 06/30/05        $17.50       $ 2.50
Quarter ended 09/30/05        $ 2.50       $ 2.50
Quarter ended 12/31/05*       $12.00       $ 2.50

*As of November 4, 2005

(The quarterly  prices are adjusted to reflect the August 2004 1 for 500 and the
May 2005, 1 for 10 reverse splits).

The shares quoted are subject to the  provisions of Section 15(g) and Rule 15g-9
of the Securities Exchange Act of 1934, as amended (the Exchange Act"), commonly
referred  to as the  "penny  stock"  rule.  Section  15(g)  sets  forth  certain
requirements for  transactions in penny stocks and Rule 15g9(d)(1)  incorporates
the definition of penny stock as that used in Rule 3a51-1 of the Exchange Act.

The Commission  generally defines penny stock to be any equity security that has
a market price less than $5.00 per share,  subject to certain  exceptions.  Rule
3a51-1  provides  that any equity  security  is  considered  to be a penny stock
unless that security is: registered and traded on a national securities exchange
meeting  specified  criteria set by the Commission;  authorized for quotation on
The NASDAQ Stock Market;  issued by a registered  investment  company;  excluded
from the  definition  on the basis of price (at  least  $5.00 per  share) or the
registrant's  net  tangible  assets;  or  exempted  from the  definition  by the
Commission.  Trading  in the  shares is subject  to  additional  sales  practice
requirements  on  broker-dealers  who sell penny  stocks to  persons  other than
established customers and accredited investors, generally persons with assets in
excess of $1,000,000 or annual income exceeding  $200,000,  or $300,000 together
with their spouse.

For  transactions  covered by these  rules,  broker-dealers  must make a special
suitability  determination  for the  purchase of such  securities  and must have
received  the  purchaser's  written  consent  to the  transaction  prior  to the
purchase.  Additionally,  for any  transaction  involving a penny stock,  unless
exempt,  the rules require the delivery,  prior to the first  transaction,  of a
risk  disclosure  document  relating to the penny stock market.  A broker-dealer
also must disclose the  commissions  payable to both the  broker-dealer  and the
registered representative,  and current quotations for the securities.  Finally,
the monthly  statements must be sent disclosing recent price information for the
penny stocks held in the account and  information on the limited market in penny
stocks. Consequently,  these rules may restrict the ability of broker dealers to
trade and/or maintain a market in the Company's  common stock and may affect the
ability of shareholders to sell their shares.

As of November 7, 2005, there were approximately  1,046 holders of record of the
Company's  common stock.  As of November 7, 2005, the Company had 11,915,594 its
common stock issued and  outstanding,  10,409,045 of which were  restricted Rule
144 shares and 1,506,549 of which were free-trading.

Dividend Policy

The Company has never paid or declared  any  dividends  on its common  stock and
does not anticipate paying cash dividends in the foreseeable future.

     There are no restrictions  in the Company's  articles of  incorporation  or
bylaws that prevent the Company from  declaring  dividends.  The Nevada  Revised
Statutes, however, do prohibit the Company from declaring dividends where, after
giving effect to the distribution of the dividend:

1. the  Company  would  not be able to pay its debts as they  become  due in the
usual course of business; or

2.  the  Company's  total  assets  would  be  less  than  the  sum of its  total
liabilities  plus the  amount  that  would be needed to  satisfy  the  rights of
shareholders  who have  preferential  rights  superior  to those  receiving  the
distribution.

                                       16


                      EQUITY COMPENSATION PLAN INFORMATION

The following table shows  information with respect to each equity  compensation
plan under which  OmniMed's  common stock is  authorized  for issuance as of the
fiscal year ended December 31, 2004.



- ------------------------------------ ------------------------ ----------------------- ---------------------------
           Plan category              Number of securities       Weighted average        Number of securities
                                        to be issued upon       exercise price of      remaining available for
                                           exercise of         outstanding options,     future issuance under
                                      outstanding options,     warrants and rights    equity compensation plans
                                       warrants and rights                              (excluding securities
                                                                                       reflected in column (a)
- ------------------------------------ ------------------------ ----------------------- ---------------------------
                                               (a)                     (b)                       (c)
- ------------------------------------ ------------------------ ----------------------- ---------------------------
                                                                                        
Equity compensation plans approved           200,000                   -0-                       3,100,000
by security holders
- ------------------------------------ ------------------------ ----------------------- ---------------------------
Equity compensation plans not                  -0-                     -0-                       -0-
approved by security holders
- ------------------------------------ ------------------------ ----------------------- ---------------------------
Total                                          -0-                     -0-                       -0-
- ------------------------------------ ------------------------ ----------------------- ---------------------------


                                LEGAL PROCEEDINGS
Bio-Solutions

In October 2003,  Bio-Solutions of Northern Virginia,  LLC and Joel H. Bernstein
filed a Motion for  Judgment  in the Circuit  Court for the City of  Alexandria,
Virginia alleging breach of contract, promissory estoppel, fraudulent inducement
to  contract,  fraud and  misrepresentation  and  violation  of Virginia  Retail
Franchise Act. Additionally,  also in October 2003, The Commonwealth of Virginia
State Corporation Commission issued a Rule to Show Cause regarding the Company's
failure to register the sale of a Virginia  franchise  to one of its  residents.
The  hearing  on the Rule to Show Cause was held in  January  2004.  Any and all
obligations  under the settlement  agreement of this action have been assumed by
Bio-Solutions  Franchise Corp.,  Bio-Solutions' formerly wholly-owned subsidiary
which was spun-off in 2004.

OmniMed

OmniMed is not a party to any pending legal proceeding,  nor is its property the
subject of a pending  legal  proceeding,  that is not in the ordinary  course of
business or otherwise material to the financial condition of OmniMed's business.


                  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS

On May 16, 2005 Bio-Solutions was notified that Baum & Company, PA was resigning
as the Bio-Solutions' independent auditor.

Baum & Company,  PA performed  the audits for the two year period ended June 30,
2004,  which  reports  for the two years  ended  June 30,  2004 and 2003 did not
contain any adverse opinion or a disclaimer of opinion,  nor was it qualified as
to audit scope or accounting principles but did carry a modification as to going
concern for the years ended June 30, 2004 and 2003.


During the  Registrant's  two most recent fiscal years and during any subsequent
interim  period  prior  to the  May  16,  2005,  resignation  as  the  Company's
independent auditors,  there were no disagreements with Baum & Company, PA, with
respect  to  accounting  or  auditing  issues  of the  type  discussed  in  Item
304(a)(iv) of Regulation S-B.

                                       17

On May 16, 2005, the Company's board of directors approved the engagement of the
firm of Lawrence  Scharfman & Company,  9608 Honey Bell Circle,  Boynton  Beach,
Florida  33437 as the  Company's  independent  auditors.  Such  appointment  was
accepted by Lawrence Scharfman of the firm.


During the Registrant's  two most recent fiscal years or any subsequent  interim
period prior to engaging Lawrence Scharfman & Company,  the Company,  or someone
on the  Company's  behalf,  had  not  consulted  Lawrence  Scharfman  &  Company
regarding any of the accounting or auditing concerns stated in Item 304(a)(2) of
Regulation S-B.


On May 16,  2005 the  Company  provided  Baum & Company,  PA with a copy of this
disclosure and requested  that it furnish a letter to the Company,  addressed to
the SEC,  stating that it agreed with the statements  made herein or the reasons
why it disagreed.


                     RECENT SALES OF UNREGISTERED SECURITIES


In October 2002,  Bio-Solutions issued 210,526 shares of restricted common stock
to satisfy  $40,000 of advances  made by a  stockholder.  In October  2002,  the
Company issued 2,000,000 shares of restricted  common stock to a stockholder for
his services.  In April 2003, the Company issued  5,000,000 shares of restricted
common stock to 5 stockholders for their services.

In April 2003,  Bio-Solutions issued 5,000,000 shares of restricted common stock
to employees and officers of the Company for compensation valued at $25,000. For
such offering, the Company relied upon the 506 Exemption.

In July 2003,  Bio-Solutions issued 375,000 shares of restricted common stock to
settle a business dispute.  In January 2004, the Company issued 55,000 shares of
restricted common stock in conjunction with the repurchase a franchise.


In July 2004,  Bio-Solutions issued 40,000,000 shares of restricted common stock
in exchange  for the  agreement  of the  Company's  largest  creditors  to cease
collection proceedings until December 31, 2004. These shares are also being used
as collateral for those creditors.


In August  2004,  Bio-Solutions  completed  a one for 500  reverse  split of its
common stock, and restated it capital stock at 110,000,000 authorized shares, of
which  10,000,000 are preferred stock and  100,000,000  are common.  In February
2005, the Company issued 5,000,000 shares of restricted common stock in exchange
for $50,000 in cash, or $0.01 per share.

In February 2005,  Bio-Solutions  accepted a stock subscription in the amount of
$50,000  to be used for  working  capital  and  issued  5,000,000  shares of its
restricted common stock in exchange therefor.

* All of the above  offerings  and sales were deemed to be exempt under rule 506
of Regulation D and Section 4(2) of the Securities  Act of 1933, as amended.  No
advertising or general solicitation was employed in offering the securities. The
offerings and sales were made to a limited  number of persons,  all of whom were
accredited investors, business associates of Bio-Solutions or executive officers
of  Bio-Solutions,  and transfer was restricted by  Bio-Solutions  in accordance
with  the   requirements   of  the  Securities  Act  of  1933.  In  addition  to
representations  by the  above-referenced  persons,  we  have  made  independent
determinations  that all of the  above-referenced  persons  were  accredited  or
sophisticated  investors, and that they were capable of analyzing the merits and
risks of their  investment,  and that they understood the speculative  nature of
their investment. Furthermore, all of the above-referenced persons were provided
with access to our Securities and Exchange Commission filings.

                    INDEMNIFICATION OF DIRECTORS AND OFFICERS

Bio-Solutions

The Company's  directors and executive  officers are  indemnified as provided by
the Nevada Revised  Statutes and the Company's  Bylaws.  These  provisions state
that the  Company's  directors  may cause the Company to indemnify a director or
former  director  against all costs,  charges and expenses,  including an amount
paid to settle an action or satisfy a judgment, actually and reasonably incurred
by him as a result of him acting as a director. The indemnification of costs can
include  an  amount  paid to  settle an  action  or  satisfy  a  judgment.  Such
indemnification  is at the discretion of the Company's board of directors and is
subject  to  the  Securities   and  Exchange   Commission's   policy   regarding
indemnification.

                                       18

Insofar as indemnification  for liabilities  arising under the Securities Act of
1933 may be permitted to directors,  officers or persons controlling the Company
pursuant to the foregoing provisions, or otherwise, the Company has been advised
that  in  the  opinion  of  the   Securities  and  Exchange   Commission,   such
indemnification  is against  public policy as expressed in the Securities Act of
1933 and is, therefore, unenforceable.

Item 3.02  Unregistered Sales of Equity Securities.

See Item 2.01.

Item 4.01  Changes in Registrant's Certifying Accountant.

See Item 2.01.

Item 5.01  Changes in Control of Registrant.

See Item 2.01.

Item 5.02  Departure of Directors or Principal  Officers; Election of Directors;
Appointment of Principal Officers.

See Item 2.01.

Item 5.03  Amendments to Articles of  Incorporation  or Bylaws; Change in Fiscal
Year.

In connection with the acquisition of OmniMed,  the Company is changing its name
to OmniMed International, Inc.

In  connection  with the  acquisition  of OmniMed,  the Company is changing  its
fiscal year end to December 31.

Item 9.01  Financial Statements and Exhibits.

(a) Financial statements of business acquired.

Report of Independent Registered Public Accounting Firm

OmniMed International, Inc. Balance Sheet as of June 30, 2005

OmniMed  International,  Inc.  Statement of Operations  For The Six Months Ended
June 30, 2005

                                       19

OmniMed International, Inc. Statement of Stockholders' Equity For The Six Months
Ended June 30, 2005

OmniMed  International,  Inc.  Statement  of Cash Flows For The Six Months Ended
June 30, 2005

OmniMed International, Inc. Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

OmniMed International, Inc. Balance Sheet as of December 31, 2004

OmniMed International,  Inc. Statement of Operations For The Year Ended December
31, 2004

OmniMed International, Inc. Statement of Stockholders' Equity For The Year Ended
December 31, 2004

OmniMed International,  Inc. Statement of Cash Flows For The Year Ended December
31, 2004

OmniMed International, Inc. Notes to Financial Statements

(b) Pro forma financial information.

Omnimed International, Inc. Pro forma Consolidated Financial Statements

Pro forma Consolidated Balance Sheet

Pro forma Consolidated Statements of Operations

Notes to Pro forma Consolidated Financial Statements

(c) Exhibits



Exhibit
Number         Description
- --------------------------------------------------------------------------------
2.1            Agreement  and Plan of Merger  made as of  November 1, 2005 among
               Bio-Solutions  International,  Inc.,  OmniMed  Acquisition Corp.,
               OmniMed  International,  Inc.,  and the  shareholders  of OmniMed
               International,  Inc.  (as  incorporated  by reference to Form 8-K
               filed with the Securities and Exchange  Commission on November 3,
               2005).

10.1           Employment Agreement by and between OmniMed  International,  Inc.
               and Milton Hauser,  dated February 1, 2004  (as  incorporated  by
               reference  to Form 8-K filed  with the  Securities  and  Exchange
               Commission on November 3, 2005).

10.2           Employment Agreement by and between OmniMed  International,  Inc.
               and Eric  Rosenfeld,  dated October 1, 2004  (as  incorporated by
               reference  to Form 8-K filed  with the  Securities  and  Exchange
               Commission on November 3, 2005).

10.3           Employment Agreement by and between OmniMed  International,  Inc.
               and David Dorrance,  dated February 1, 2005  (as  incorporated by
               reference  to Form 8-K filed  with the  Securities  and  Exchange
               Commission on November 3, 2005).


                                       20

                                   SIGNATURES

               Pursuant to the  requirements  of the Securities and Exchange Act
               of 1934,  the registrant has duly caused this report to be signed
               on its behalf by the undersigned hereunto duly authorized.

                                        Bio-Solutions International, Inc.





Dated: November 7, 2005                 By:  /s/ Milton Hauser
                                        -------------------------------
                                        Name:  Milton Hauser
                                        Title: President



                                       21





                           OMNIMED INTERNATIONAL, INC.

                              FINANCIAL STATEMENTS


             Report of Independent Registered Public Accounting Firm



                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                              FINANCIAL STATEMENTS
                                  JUNE 30, 2005




                                      INDEX

                                                                         PAGE


REPORT OF INDEPENDENT AUDITORS                                             1

BALANCE SHEETS                                                             2
   AS AT JUNE 30, 2005 AND JUNE 30, 2004

STATEMENTS OF OPERATIONS                                                   3
   FOR THE SIX MONTHS ENDED JUNE 30, 2005 AND JUNE 30,2004
   AND FOR THE PERIOD JULY 16, 1997 (INCEPTION) TO JUNE 30, 2005

STATEMENTS OF COMPREHENSIVE INCOME                                         4
   FOR THE SIX MONTHS ENDED JUNE 30, 2005 AND JUNE 30, 2004
   AND FOR THE PERIOD JULY 16,1997 (INCEPTION) TO JUNE 30, 2005

STATEMENTS OF DEFICIT ACCUMULATED DURING THE DEVELOPMENT STAGE             4
   FOR THE SIX MONTHS ENDED JUNE 30, 2005 AND JUNE 30, 2004

STATEMENT OF COMMON STOCK                                                  5
   FOR THE SIX MONTHS ENDED JUNE 30, 2005 AND JUNE 30, 2004

STATEMENTS OF ADDITIONAL PAID IN CAPITAL                                   5
   FOR THE SIX MONTHS ENDED JUNE 30, 2005 AND JUNE 30, 2004

STATEMENTS OF CASH FLOWS                                                   6
   FOR THE SIX MONTHS ENDED JUNE 30, 2005 AND JUNE 30, 2004
   AND FOR THE PERIOD JULY 16,1997(INCEPTION) TO JUNE 30, 2005

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION                          7
   FOR THE SIX MONTHS ENDED JUNE 30, 2005 AND JUNE 30, 2004
   AND FOR THE PERIOD JULY 16, 1997(INCEPTION) TO JUNE 30, 2005

NOTES TO FINANCIAL STATEMENTS                                            8 - 13




                         Report of Independent Auditors



Board of Directors
Omnimed International, Inc.
Las Vegas, Nevada


We have audited the accompanying balance sheet of Omnimed International, Inc. (a
development stage company) as of June 30, 2005 and June 30, 2004 and the related
statements of operations,  comprehensive income,  deficit accumulated during the
development stage,  common stock,  additional paid-in capital and cash flows for
the six months then ended and for the period July 16, 1997  (Inception)  to June
30, 2005.  These financial  statements are the  responsibility  of the Company's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements based upon our audit.

We conducted our audit in accordance with auditing standards  generally accepted
in the United  States of  America,  which  require  that we plan and perform the
audit to obtain reasonable  assurance about whether the financial statements are
free of material  misstatement.  An audit includes  examining,  on a test basis,
evidence supporting the amounts and disclosures in the financial statements.  An
audit also includes  assessing the accounting  principles  used and  significant
estimates  made by  management  as  well as  evaluating  the  overall  financial
statement  presentation.  We believe that our audits provide a reasonable  basis
for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Omnimed International,  Inc. (a
development stage company) at June 30, 2005 and June 30, 2004 and the results of
its  operations  and cash  flows for the six months  and  periods  then ended in
conformity with accounting principles generally accepted in the United States of
America.




/S/ Katz & Bloom, LLC
Roslyn Heights, New York
August 19, 2005



                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)



                                  BALANCE SHEET

                                     ASSETS

                                                                       June 30,      June 30,
                                                                         2005          2004
                                                                   ------------    ------------
                                                                             
Current Assets:
   Cash and cash equivalents (Note A)                              $     82,577    $     53,483
   Prepaid expenses                                                       1,625            --
          Total Current Assets                                           84,202          53,483
                                                                   ------------    ------------

Property and Equipment - at cost (Notes A and B)                        154,880          95,517
   Less accumulated depreciation                                        (67,933)        (44,987)
                                                                   ------------    ------------
          Property and equipment - net                                   86,947          50,530
                                                                   ------------    ------------

Other Assets:
   Capitalized software development costs-net of
     amortization of $41,515 at June 30, 2005 and $12,210
     at June 30, 2004 (Notes A and C)                                   105,010         134,315
   Investments (Notes A and D)                                            1,712         123,000
   Other intangible assets (Notes A and E)                                7,387           7,387
   Security deposit                                                       2,785           2,785
                                                                   ------------    ------------
          Total Other Assets                                            116,894         267,487
                                                                   ------------    ------------

          Total                                                    $    288,043    $    371,500
                                                                   ============    ============


               LIABILITIES AND STOCKHOLDERS' (DEFICIENCY) EQUITY

Current Liabilities:
   Accounts payable and accrued expenses                           $     21,223    $      4,507
                                                                   ------------    ------------
          Total Current Liabilities                                      21,223           4,507

Long -Term Liabilities
  Loan payable - stockholder (Note F)                                   323,528            --
          Total Liabilities                                             344,751           4,507

Commitments and Contingencies (Notes I & J)                                --              --

Stockholders' (Deficiency) Equity:
   Common Stock par value $.001: shares
     Authorized, 50,000,000 issued and outstanding
                                                                     48,209,500          48,210
   Common stock to be issued (Note I)                                     1,046
   Additional paid-in capital                                         1,189,627       1,150,593
   Deficit accumulated during development stage                      (1,295,591)       (831,810)
                                                                   ------------    ------------
          Total Stockholders' (Deficiency) Equity                       (56,708)        366,993
                                                                   ------------    ------------

          Total                                                    $    288,043    $    371,500
                                                                   ============    ============

   The accompanying notes are an integral part of these financial statements.

                                    2

                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                            STATEMENTS OF OPERATIONS




                                                                     Six Months Ended      Six Months Ended       July 16, 1997
                                                                                                                  (Inception) to
                                                                      June 30, 2005         June 30, 2004         June 30, 2005
                                                                   --------------         --------------         --------------
                                                                                                         
Revenues                                                           $          -           $            -          $          -

Expenses

   Executive compensation                                                  71,000                 90,000               563,175
   Contracted technology development and service                           18,500                 12,000                57,198
   Depreciation and amortization                                           27,049                 20,066               109,448
   Rent                                                                    10,378                  9,234                47,745
   Travel and entertainment                                                   500                  5,333                47,836
   Office expenses                                                         28,937                  1,718                51,975
   Legal fees                                                              15,271                  4,810                32,295
   Professional services and consulting                                    18,000                      -               116,557
   Contracted marketing                                                    57,575                      -                66,802
   Telephone and internet                                                   3,576                  7,484                28,102
   Interest                                                                 2,189                      -                 2,189
   Website design and development                                           5,050                  3,662                19,882
   Other                                                                    5,653                  5,210                36,153
   Repairs and maintenance                                                      -                      -                 7,269

     Total Expenses                                                       263,678                                    1,186,626
                                                                   --------------         --------------         --------------
                                                                                                 159,517

Net Loss From Operations                                                 (263,678)              (159,517)           (1,186,626)
                                                                   --------------         --------------         --------------

Other Revenue (Loss)
   Dividend income                                                            247                     17                   632
   Realized gain (loss) on sale of securities                                   -                 13,084               (79,891)
                                                                   --------------         --------------         --------------

     Total Other Revenue (Loss)                                               247                 13,101               (79,259)
                                                                   --------------         --------------         --------------

Net loss before provision for income taxes                               (263,431)              (146,416)           (1,265,885)

Income tax benefit (Note G)                                                     -                      -                     -

Net loss                                                           $     (263,431)        $     (146,416)         $ (1,265,885)
                                                                   ==============         ==============          ============

   The accompanying notes are an integral part of these financial statements.

                                       3

                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                       STATEMENTS OF COMPREHENSIVE INCOME




                                                                       Six Months         Six Months        July 16, 1997
                                                                         Ended             Ended            (Inception) to
                                                                     June 30, 2005       June 30, 2004      June 30, 2005
                                                                     -------------       -------------      --------------
                                                                                                    
Net loss                                                              $  (263,431)       $  (146,416)        $(1,265,885)

Other Comprehensive Income:

   Unrealized appreciation (depreciation)
      of securities                                                           112            (83,250)            (29,706)
                                                                      -----------        -----------         -----------

      Total Comprehensive Income (Loss)                               $  (263,319)       $  (229,666)        $(1,295,591)
                                                                      ===========        ===========         ===========




          STATEMENT OF DEFICIT ACCUMULATED DURING THE DEVELOPMENT STAGE


                                                                                     Six Months Ended      Six Months Ended
                                                                                      June 30, 2005         June 30, 2004
                                                                                     ----------------      ----------------
Deficit accumulated during the development
  stage - Beginning of period                                                            $ (1,032,272)        $ (602,144)

Net loss                                                                                     (263,431)          (146,416)

Other comprehensive income (loss)                                                                 112            (83,250)
                                                                                         ------------         ----------

Deficit accumulated during the development
  stage - End of period                                                                   $(1,295,591)        $ (831,810)
                                                                                         ============         ==========

   The accompanying notes are an integral part of these financial statements.

                                       4

                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                            STATEMENT OF COMMON STOCK
            For the Six Months Ended June 30, 2005 and June 30, 2004






                                                                                    COMMON             COMMON
                                                                                    SHARES              STOCK
                                                                                  ----------           --------
                                                                                                 
Balance - June 30, 2004 and June 30,2005                                          48,209,500           $ 48,210
                                                                                  ==========           ========




                    STATEMENTS OF ADDITIONAL PAID-IN CAPITAL



                                                                                  Six Months Ended   Six Months Ended
                                                                                   June 30, 2005       June 30, 2004
                                                                                   -------------        -------------

                                                                                                  
Balance - Beginning of period                                                      $   1,184,065        $   1,043,289

  Excess of fair value over par value of stock to be
    issued to contracted consultants in exchange for services                              5,562                    -

  Corporate Obligations paid by stockholder                                                                   107,304
                                                                                               -

Balance - End of period                                                            $   1,189,627        $   1,150,593
                                                                                   =============        =============


   The accompanying notes are an integral part of these financial statements.

                                       5

                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                            STATEMENTS OF CASH FLOWS



                                                                        Six Months             Six Months       July 16, 1997
                                                                           Ended                 Ended          (Inception) to
                                                                         June 30,               June 30,           June 30,
                                                                           2005                  2004                2005
                                                                      ------------            -------------       -----------
                                                                                                         
Cash Flows From Operating Activities:

  Net loss                                                            $   (263,431)           $    (146,416)      $(1,265,885)
   Adjustments to reconcile net loss to net cash used in operating
activities:

       Depreciation and amortization                                        27,049                   20,066           109,448
       Accrued interest shareholder loans                                    2,189                        -             2,189
       Expenses paid by loans from stockholder                              31,892                        -            31,892
       Expenses incurred in exchange for common stock                        6,181                        -            10,456
       Expenses paid by stockholder - contributed to
           capital (Note I)                                                      -                  105,375           642,369
       Realized loss (gain) on sale of securities                                -                  (13,084)           79,891


  Changes in assets and liabilities:
       Prepaid expenses                                                        206                    1,522            (1,625)
       Accrued expenses                                                     15,010                    2,007            21,223
                                                                      ------------            -------------       -----------

Net Cash Used In Operating Activities                                     (180,904)                 (30,530)         (370,042)
                                                                      ------------            -------------       -----------

Cash Flows Provided By Investing Activities:

       Purchase of property and equipment                                   (2,490)                       -            (2,490)
       Proceeds from sale of investments                                         -                   81,834           195,109
                                                                      ------------            -------------       -----------

Net Cash Provided by Investing Activities                                   (2,490)                  81,834           192,619
                                                                      ------------            -------------       -----------

Cash Flows Provided by Financing Activities:

      Loans from stockholder                                               260,000                        -           260,000
                                                                      ------------            -------------       -----------

Net increase in cash and
    cash equivalents                                                        76,606                   51,304            82,577

Cash and cash equivalents-beginning of period                                5,971                    2,179                 -
                                                                      ------------            -------------       -----------

Cash and cash equivalents-end of period                               $     82,577            $      53,483       $    82,577
                                                                      ============            =============       ===========


   The accompanying notes are an integral part of these financial statements.

                                       6

                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION



                                                 Six Months          Six Months          July 16, 1997
                                                    Ended              Ended             (Inception) to
                                               June 30, 2005         June 30, 2004        June 30, 2005
                                               -------------         -------------        -------------
                                                                                
Cash paid for income taxes                        None                  None                  None

Cash paid for interest                            None                  None                  None



During the six months ended June 30,  2005,  one of the  principal  stockholders
paid Company  obligations in the amount of $62,661.  This amount was in addition
to direct loans to the company in the amount of $260,000.

During  the  period  July  16,  1997  (Inception)  to June  30,  2005 one of the
principal  stockholders  paid company  obligations  in the amount of $905,318 in
addition to contributing  assets of $275,000 to capital and loans of $260,000 to
the Company.

During the six months ended June 30,  2004,  one of the  principal  stockholders
paid company obligations in the amount of $107,304.  This amount was contributed
to additional paid-in capital.


   The accompanying notes are an integral part of these financial statements.

                                       7


                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                          NOTES TO FINANCIAL STATEMENTS
                                  June 30, 2005


Note A.  Nature of Business and Significant Accounting Policies
         ------------------------------------------------------

Organization - Omnimed  International,  Inc.  (Company) was incorporated on July
16, 1997 under the laws of the State of Nevada.

Development  Stage  Company- The Company is a development  stage company and has
not  generated  any  revenues.  During the  development  period,  the company is
developing  its  information  technology  and  other  intangible  assets  and is
attempting  to market the company's  products.  The company is in the process of
developing  a  system  of  gathering,   digitizing,   storing  and  distributing
information for the healthcare field.

Use of Estimates - The  preparation of financial  statements in conformity  with
accounting  principles  generally  accepted  in the  United  States  of  America
requires  management to make estimates and assumptions  that affect the reported
amounts  of assets and  liabilities  and  disclosure  of  contingent  assets and
liabilities at the date of the financial  statements and the reported amounts of
revenue and expense  during the reporting  period.  Actual  results could differ
from those estimates.

Fair Value of Financial Instruments - The Company's financial instruments, which
include cash,  prepaid expenses,  securities,  and accounts payable  approximate
fair value due to the short-term nature of these assets and liabilities.  During
the six months  ended June 30, 2004,  the company  recorded a loss of $83,250 on
the decline in value of the Company's interest in a marketable security.

Cash and Cash  Equivalents - For purposes of these  financial  statements,  cash
equivalents include a highly liquid debt instrument with a maturity of less than
three months.

Long-Lived Assets - The Company evaluates long-lived assets for impairment under
Financial  Accounting  Standards Board (FASB)  Statement No. 121 "Accounting for
the  Impairment  of  Long-Lived  Assets to be Disposed  Of".  Under these rules,
long-term  and  intangible  assets are evaluated  for possible  impairment  when
events or  circumstances  indicate that the carrying  amount of those assets may
not be  recoverable.  Measurement of the impairment  loss, if any, is based upon
the difference between the assets carrying value in the financial statements and
its estimated fair value.  During the development  stage there have been no such
losses recorded.

Income  Taxes - The  Company  accounts  for  income  taxes  in  accordance  with
Statement of Financial  Accounting  Standards  No. 109,  "Accounting  For Income
Taxes".  The  provision  for income  taxes is  comprised of current and deferred
components.  The  current  component  presents  the amount of federal  and state
income taxes that are currently reportable to the respective tax authorities and
is measured by  applying  statutory  rates to the  Company's  taxable  income as
reported in its income tax  returns.  For the six months ended June 30, 2005 and
June 30,  2004 and for the period  July 16,  1997  (Inception)  to June 30, 2005
there is no current  provision  for income  taxes as the  Company  has  reported
losses on all income tax returns filed.

                                       8

                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                          NOTES TO FINANCIAL STATEMENTS
                                  June 30, 2005
                                   (continued)


Note A.  Nature of Business and Significant Accounting Policies  (cont'd)
         ------------------------------------------------------

Income taxes- (continued)

Deferred  income taxes are provided for the  temporary  differences  between the
carrying values of the Company's assets and liabilities for financial  reporting
purposes and their corresponding  income tax basis. These temporary  differences
are primarily attributable to net operating losses,  depreciation,  and research
and development costs, which due to income tax laws become taxable or deductible
in different years than their  corresponding  treatment for financial  reporting
purposes.  The temporary differences give rise to either a deferred tax asset or
liability in the financial  statements,  which is computed by applying statutory
tax  rates  to  taxable  or   deductible   temporary   differences   based  upon
classification  (i.e.,  current or non-current) of the asset or liability in the
financial statements which relate to the particular temporary difference.

Property and Equipment - is recorded at cost.  Costs of maintenance  and repairs
are  charged  to  expense  as  incurred.  Depreciation  is  provided  using  the
straight-line method over the estimated useful life of each asset.

Trademark  Costs  -  Costs  incurred  in the  registration  and  acquisition  of
trademarks and trademark rights are  capitalized.  These costs will be amortized
over the legal life of the related  trademark once the trademark is awarded.  In
accordance  with the provisions of Statement of Financial  Accounting  Standards
No. 142 (SFAS No.  142),  Goodwill  and Other  Intangible  Assets,  the  Company
performs an annual review of its  identified  intangible  assets to determine if
facts and  circumstances  exist which  indicate  that the useful life is shorter
than  originally  estimated or that the carrying amount of the assets may not be
recoverable.  During the six months  ended June 30, 2005 and June 30, 2004 there
were no such impairment losses.

Capitalized  Software  Development Costs - The Company's policy is to capitalize
computer   software  costs  in  accordance  with  Statement  of  Position  98-1,
"Accounting  for the  Costs of  Computer  Software  Developed  or  Obtained  for
Internal  Use" Under SOP 98-1,  costs  incurred in creating  software to gather,
digitize,   store  and  distribute  medical  information  once  the  application
development stage is reached, are capitalized. The application development stage
is when a working  model/concept,  is established.  Costs incurred in developing
the  product  from this point  until the  product is  available  for  release to
customers are capitalized and includes contracted labor including supervision of
the product developers and other outside consultant costs. Amortization of these
costs started February 2004, when the product was first available for release to
customers and is being recovered on the  straight-line  basis over the estimated
economic life of sixty months.  The Company reviews the amounts  capitalized for
impairment  whenever events or circumstances  indicate that the carrying amounts
of the assets may not be recoverable.


                                       9

                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                          NOTES TO FINANCIAL STATEMENTS
                                  June 30, 2005
                                   (continued)


Note A.  Nature of Business and Significant Accounting Policies  (cont'd)
         ------------------------------------------------------

Capitalized Software Development Costs- (continued)

During the years six months ended June 30, 2005 and June 30,  2004,  the Company
has concluded that no impairment charges are required.

The  Company   expenses  all  software  costs  associated  with  the  conceptual
formulation  and evaluation of alternatives  until the  application  development
stage has been reached.  Costs to improve or support the technology are expensed
as these costs are incurred.

Comprehensive  Income-  Statement of  Financial  Accounting  Standards  No. 130,
Reporting   Comprehensive   Income  (SFAS  130),   requires  the   reporting  of
comprehensive  income in addition to net income from  operations.  Comprehensive
income  is a  more  inclusive  financial  reporting  methodology  that  includes
disclosures of certain  financial  information  that  historically  has not been
recognized in the calculation of net income.  For all of the periods  presented,
the   Company's   comprehensive   income  is  presented  in  the   Statement  of
Comprehensive  Income,  and includes  unrealized  gains and losses on marketable
securities net of the related  estimated  deferred income tax effect  associated
with those gains and losses.

Investments- The Company's  investments in marketable  securities are classified
as "available for sale" securities,  and are carried on the financial statements
at market value. Realized gains and losses are included in earnings;  unrealized
gains and losses are reported as a separate  component of  stockholders'  equity
and as a component of "Other Comprehensive Income."

Off-balance Sheet  Arrangements- The Company does not have any off-balance sheet
financing or any unconsolidated special purpose entities.

Stock Based  Compensation- The Company accounts for stock based  compensation in
accordance with Statement of Financial  Accounting Standards No. 148 (SFAS 148),
"Accounting  for  Stock  Based   Compensation-Transition   and  Disclosure",  an
amendment to SFAS No. 123. Under these pronouncements, the Company uses the fair
value based method of accounting  for its stock option plan and for stock issued
in exchange for services.

Revenue  Recognition- The Company intends to generate revenue from licensing the
right to utilize its  proprietary  software for the storage and  distribution of
healthcare  information  to  individuals  and  affinity  groups.  As  previously
described,  the Company is a development stage company and has not generated any
revenues.  The Company's  technology was available for sale or lease in February
2004.  Once sales  commence,  the Company will recognize  revenue on the accrual
basis over the related license period.

                                       10

                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                          NOTES TO FINANCIAL STATEMENTS
                                  June 30, 2005
                                   (continued)


Note B. Property and Equipment

Property and equipment consists of:
                                                                         Useful
                                      June 30, 2005    June 30, 2004      Life
                                      -------------    -------------    -------
Computer equipment                     $   136,933       $ 84,287       5 years
Office furniture                            12,928         11,230       7 years
Office equipment                             2,529              -       5 years
Software                                     2,490              -       3 years
                                       ------------    -------------
 Total property and equipment           $  154,880       $ 95,517
                                       ============    =============

Depreciation is provided by the  straight-line  method over the estimated useful
life of the  related  assets  utilizing  a half-  year  convention  in the  year
acquired.  Depreciation  expense  for the six  months  ended  June 30,  2005 was
$12,397 and for the six months ended June 30, 2004 was $7,856.


Note C. Capitalized Software Development Costs
        --------------------------------------

As described in Note A to the financial  statements,  the Company's policy is to
capitalize  software  development costs in accordance with Statement of Position
98-1,  "Accounting for the Costs of Computer Software  Developed or Obtained for
Internal  Use. At June 30,  2005 and June 30,  2004 the Company had  capitalized
$146,525 of costs related to the  development of  proprietary  software that the
Company  will  license to its  customers  for the  storage and  distribution  of
medical  information.  Management  estimates  the  economic  useful life of this
software  technology  to be sixty  months,  consequently,  capitalized  software
development costs are being amortized on a straight-line  basis over a period of
sixty months  beginning in February 2004, the month the product became available
for sale.  Amortization  for the six months  ended June 30, 2005 was $14,652 and
for the six months ended June 30, 2004 was $12,210.


Note D. Investments
        -----------

The Company has an  investment  in a marketable  security  that is available for
sale. The security was  contributed to additional  paid-in capital by one of the
Company's  major  shareholders.  At  June  30,  2005,  the  Company  had  16,000
restricted  shares of stock of Poseidis  Incorporated that will be available for
sale during 2005.  These shares were acquired as a result of a stock dividend in
2004 on 160,000 shares of Poseidis that the Company owned.

At June 30, 2004 the Company owned 300,000  shares of Poseidis that had a market
value of $123,000 and a cost of $206,250.

                                       11

                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                          NOTES TO FINANCIAL STATEMENTS
                                  June 30, 2005
                                   (continued)


Note E. Other Intangible Assets
        -----------------------

At June 30, 2005 and June 30, 2004, other intangible  assets consisted of $3,257
of  capitalized  design  costs  relating to logo's for the  Company's  principal
product  and  $4,130  of  legal  fees  and  other  costs  related  to  trademark
registration.  The  Company  will  amortize  the logo  costs  over a  period  of
thirty-six months beginning in the month the Company realizes its first sale and
the trademark costs over the legal life of the trademark when awarded.

Note F. Loan Payable Stockholder
        ------------------------

At June 30, 2005,  the Company owed a majority  stockholder  $323,528  including
accrued interest of $2,189. The loan bears interest at the rate of seven percent
per annum and has no fixed maturity date.


Note G. Stock Based Compensation
        ------------------------

As disclosed in Note A to the financial statements,  the Company has adopted the
provisions of SFAS No.148,  "Accounting for Stock Based Compensation- Transition
and Disclosure",  which requires that stock awards granted subsequent to January
1995 be recognized as  compensation  expense based on the fair value at the date
of the grant.  During the six months ended June 30, 2005,  the Company  incurred
additional  compensation  expense  in the  amount of $6,181 to  consultants  for
shares issued or to be issued in exchange for  services.  The Board of Directors
determined that the fair value of the Company's shares to be $.01 per share.

Note H. Income Taxes
        ------------

The Company is a development  stage company and has reported losses in each year
since inception.  Accordingly, net deferred tax assets primarily attributable to
net  operating  loss carry  forwards  have been reduced to zero as a result of a
100% valuation  allowance  based upon the uncertainty  regarding  realization of
such tax benefits given the Company's losses.

The tax benefits  relating to these net  operating  losses expire 20 years after
realizing  such  losses.  At  June  30,  2005,  the  Company  had  approximately
$1,050,000 of net operating  losses  expiring  during various years beginning in
2017.


                                       12

                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                          NOTES TO FINANCIAL STATEMENTS
                                  June 30, 2005
                                   (continued)

Note I. Commitments and Contingencies

During the year 1999,  the Company  created the 1999 Stock Option Plan (Plan) to
attract and retain the best  qualified  personnel.  Under the Plan,  the Company
reserved  3,300,000  shares of its  common  stock to be given to  employees  and
independent contractors as additional compensation as determined by the Board of
Directors. The options under the Plan are intended to qualify as Incentive Stock
Options (ISO's) under Section 422 of The Internal Revenue Code.

At June 30, 2005, the Company had granted options to purchase  250,000 shares of
the Company's stock to five key employees.

The Company has  employment  agreements  with seven key  employees  that specify
total  minimum  annual  salaries  of  $264,000.  One of these  employees  is the
Company's  principal  shareholder and founder.  Several of the employees did not
receive the minimum  salary as provided for in their  agreements and have waived
their right to receive the unpaid salary.

In connection with these  employment  agreements,  the Company is going to issue
1,290,000  shares of its stock to four key employees as an additional  incentive
to commit to employment with the Company.  At June 30, 2005,  1,045,500 of these
shares were vested but not issued. These shares will be issued during 2005.

The Company is obligated under a lease for office space in New Jersey commencing
November  2003 and  expiring  in  October  2008.  The lease  also  provides  for
additional  rent for  increases  in  operating  expenses.  Future  minimum  rent
payments under the lease are:

                              June 30,
                                2006               18,673
                                2007               19,912
                                2008               21,149
                                2009                7,222

Note J. Related Party Transactions
        --------------------------

As  previously  described  in the  financial  statements,  the  Company  has not
generated  any  operating  revenues.  The  Company  has  been  able to  continue
operations  due to the payment of company  obligations  by one of its  principal
stockholders as an additional  contribution to capital, loans to the Company and
contributions of assets. This stockholder made payments  aggregating  $1,180,318
during the period July 16, 1997 (Inception) to June 30, 2005.

As disclosed in Note F to the financial  statements  the Company was indebted to
the principal stockholder in the amount of $323,528 at June 30, 2005. During the
period  January 1, 2005 to June 30,  2005 the  stockholder  loaned  the  Company
$260,000 and paid Company obligates of $61,339.


                                       13


                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                              FINANCIAL STATEMENTS
                                DECEMBER 31, 2004







                                      INDEX

                                                                         PAGE


REPORT OF INDEPENDENT AUDITORS                                             1

BALANCE SHEETS                                                             2
 AS AT DECEMBER 31, 2004 AND DECEMBER 31, 2003

STATEMENTS OF OPERATIONS                                                   3
 FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 AND
   FOR THE PERIOD JULY 16, 1997 (INCEPTION) TO DECEMBER 31, 2004

STATEMENTS OF COMPREHENSIVE INCOME                                         4
  FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 AND
    FOR THE PERIOD JULY 16, 1997 (INCEPTION) TO DECEMBER 31, 2004

STATEMENTS OF DEFICIT ACCUMULATED DURING THE DEVELOPMENT STAGE             4
  FOR THE YEARS ENDED DECEMBER 31, 2003 AND DECEMBER 31, 2004

STATEMENTS OF COMMON STOCK                                                 5
  FOR THE YEARS ENDED DECEMBER 31, 2003 AND DECEMBER 31, 2004

STATEMENTS OF ADDITIONAL PAID IN CAPITAL                                   5
  FOR THE YEARS ENDED DECEMBER 31, 2003 AND DECEMBER 31, 2004

STATEMENTS OF CASH FLOWS                                                   6
  FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 AND
    FOR THE PERIOD JULY 16, 1997(INCEPTION) TO DECEMBER 31, 2004

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION                          7
  FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 AND
    FOR THE PERIOD JULY 16, 1997(INCEPTION) TO DECEMBER 31, 2004

NOTES TO FINANCIAL STATEMENTS                                            8 - 14




                         Report of Independent Auditors




Board of Directors
Omnimed International, Inc.
Las Vegas, Nevada


We have audited the accompanying balance sheets of Omnimed  International,  Inc.
(a development stage company) as of December 31, 2004, and December 31, 2003 and
the related statements of operations,  comprehensive income, deficit accumulated
during the development stage, common stock,  additional paid-in capital and cash
flows for the years then ended and for the period July 16, 1997  (Inception)  to
December 31, 2004.  These  financial  statements are the  responsibility  of the
Company's  management.  Our  responsibility  is to  express  an opinion on these
financial statements based upon our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United  States of  America,  which  require  that we plan and perform the
audit to obtain reasonable  assurance about whether the financial statements are
free of material  misstatement.  An audit includes  examining,  on a test basis,
evidence supporting the amounts and disclosures in the financial statements.  An
audit also includes  assessing the accounting  principles  used and  significant
estimates  made by  management  as  well as  evaluating  the  overall  financial
statement  presentation.  We believe that our audits provide a reasonable  basis
for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Omnimed International,  Inc. (a
development  stage  company) at December  31, 2004 and December 31, 2003 and the
results of its operations and cash flows for the years and periods then ended in
conformity with accounting principles generally accepted in the United States of
America.




/S/ Katz & Bloom
Roslyn Heights, New York
August 17, 2005

                                       1


                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)



                                 BALANCE SHEETS

                                     ASSETS
                                     ------
                                                                                                 December 31,
                                                                                             2004           2003
                                                                                                 
Current Assets:
   Cash and cash equivalents (Note A)                                                   $     5,971    $     2,179
   Prepaid expenses                                                                           1,831          1,522
                                                                                        -----------    -----------
          Total Current Assets                                                                7,802          3,701
                                                                                        -----------    -----------
Property and Equipment - at cost (Notes A and B)                                            122,944         93,588
   Less accumulated depreciation                                                            (55,536)       (37,131)
                                                                                        -----------    -----------
          Property and equipment - net                                                       67,408         56,457
                                                                                        -----------    -----------
Other Assets:
   Capitalized software development costs-net of amortization
      of $26,863 at December 31, 2004 (Notes A and C)                                       119,662        146,525
   Investments (Notes A and D)                                                              275,000
   Other intangible assets (Notes A and E)                                                    7,387          7,387
   Security deposit                                                                           2,785          2,785
                                                                                        -----------    -----------
          Total Other Assets                                                                131,434        431,697
                                                                                        -----------    -----------
          Total                                                                         $   206,644    $   491,855
                                                                                        ===========    ===========



                      LIABILITIES AND STOCKHOLDERS' EQUITY


Current Liabilities:
   Accounts payable and accrued expenses                                                $     6,213    $     2,500
                                                                                        -----------    -----------
          Total Current Liabilities                                                           6,213          2,500
                                                                                        -----------    -----------
Commitments and Contingencies (Notes H,I & J)                                                  --             --

Stockholders' Equity:
   Common Stock par value $.001: shares
     authorized, 50,000,000 issued and outstanding
     48,209,500                                                                              48,210         48,210
   Common stock to be issued (Note H)                                                           428           --
   Additional paid-in capital                                                             1,184,065      1,043,289
   Deficit accumulated during development stage                                          (1,032,272)      (602,144)
                                                                                        -----------    -----------
          Total Stockholders' Equity                                                        200,431        489,355
                                                                                        -----------    -----------
          Total                                                                         $   206,644    $   491,855
                                                                                        ===========    ===========

The accompanying notes are an integral part of these financial statements.

                                       2


                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                            STATEMENTS OF OPERATIONS


                                                                                                        July 16,1997
                                                              Year Ended          Year Ended           (Inception) to
                                                            December 31,          December 31,           December 31,
                                                                2004                 2003                   2004
                                                            ------------          ------------           ------------
                                                                                                
Revenues                                                    $          -          $          -           $          -

Expenses

   Executive compensation                                        170,000               123,225                492,175
   Contracted technology development                              28,000                     -                 38,698
   Depreciation and amortization                                  45,268                16,577                 82,399
   Rent                                                           18,261                11,081                 37,367
   Travel and entertainment                                        9,432                     -                 47,336
   Office expenses                                                 3,732                 6,525                 23,038
   Legal fees                                                      9,273                 1,415                 17,024
   Professional services and consulting                            4,950                   750                 98,557
   Contracted marketing                                            9,317                     -                  9,317
   Telephone and internet                                         10,923                     -                 24,526
   Repairs and maintenance                                           269                     -                  7,269
   Website design and development                                  4,863                 3,300                 14,832
   Other                                                           6,421                   437                 30,410
                                                            ------------          ------------           ------------
     Total Expenses                                              320,709               163,310                922,948
                                                            ------------          ------------           ------------
Net Loss From Operations                                        (320,709)             (163,310)              (922,948)
                                                            ------------          ------------           ------------
Other Revenue (Loss)
   Dividend income                                                   290                     -                    385
   Realized loss on sale of securities                           (79,891)                    -                (79,891)
                                                            ------------          ------------           ------------
     Total Other Revenue (Loss)                                  (79,601)                    -                (79,506)
                                                            ------------          ------------           ------------
Net loss before provision for income taxes                      (400,310)             (163,310)            (1,002,454)

Income tax benefit (Note G)                                            -                     -                      -
                                                            ------------          ------------           ------------
Net loss                                                    $   (400,310)         $   (163,310)         $  (1,002,454)
                                                            ------------          ------------           ------------

The accompanying notes are an integral part of these financial statements.

                                       3

                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                       STATEMENTS OF COMPREHENSIVE INCOME




                                                                                                         July 16, 1997
                                                                 Year Ended          Year Ended          (Inception) to
                                                              December 31, 2004    December 31, 2003     December 31, 2004
                                                              -----------------    -----------------     -----------------
                                                                                               
Net loss                                                        $ (400,310)           $ (163,310)       $ (1,002,454)

Other Comprehensive Income:

   Unrealized depreciation of securities                           (29,818)                    -             (29,818)
                                                                ----------            ----------        ------------
      Total Comprehensive Income (Loss)                         $ (430,128)           $ (163,310)       $ (1,032,272)
                                                                ==========            ==========        ============




         STATEMENTS OF DEFICIT ACCUMULATED DURING THE DEVELOPMENT STAGE




                                                                                    Year Ended             Year Ended
                                                                                    December 31,           December 31,
                                                                                        2004                  2003
                                                                                    ------------           ------------
                                                                                                     
Deficit accumulated during the development
  stage - beginning of period                                                       $  (602,144)           $  (438,834)

Net loss                                                                               (400,310)              (163,310)

Other comprehensive income (loss)                                                       (29,818)                     -
                                                                                    -----------            -----------
Deficit accumulated during the development
  stage - end of period                                                             $(1,032,272)           $  (602,144)
                                                                                    ===========            ===========

                                       4

                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                           STATEMENTS OF COMMON STOCK
           For the Years Ended December 31, 2003 and December 31, 2004





                                                                    COMMON           COMMON
                                                                    SHARES            STOCK
                                                                 ----------        ----------
                                                                             
Balance - December 31, 2003 and December 31, 2004                48,209,500        $   48,210
                                                                 ==========        ==========



                    STATEMENTS OF ADDITIONAL PAID-IN CAPITAL
           For the Years Ended December 31, 2003 and December, 31 2004



Balance - January 1, 2003                                           $   584,479

  Assets contributed by stockholder                                     275,000
  Corporate obligations paid by stockholder                             183,810
                                                                     ----------

Balance - December 31, 2003                                           1,043,289

  Corporate obligations paid by stockholder                             136,929
  Excess of fair value over par value of stock to be issued
    to contracted consultants in exchange for services                    3,847
                                                                     ----------


Balance - December 31, 2004                                         $ 1,184,065

The accompanying notes are an integral part of these financial statements.

                                       5

                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                            STATEMENTS OF CASH FLOWS



                                                                                                          July 16, 1997
                                                               Year Ended            Year Ended         (Inception) to
                                                            December 31, 2004     December 31, 2003    December 31, 2004
                                                            -----------------     -----------------    -----------------
                                                                                               
Cash Flows From Operating Activities:

  Net loss                                                   $   (400,310)        $   (163,310)         $(1,002,454)
   Adjustments to reconcile net loss to net cash used in
operating activities:

       Depreciation and amortization                               45,268               16,577               82,399
       Realized loss on sale of securities                         79,891                    -               79,891
       Expenses incurred in exchange for
           common stock                                             4,275                                     4,275
       Expenses paid by stockholder -
           contributed to capital (Note I)                         76,155              122,114              642,369

  Changes in assets and liabilities:
       Prepaid expenses                                              (309)              (1,522)              (1,831)
       Accrued expenses                                             3,713                2,500                6,213
                                                             ------------         ------------          -----------
Net Cash Used In Operating Activities                            (191,317)             (23,641)            (189,138)
                                                             ------------         ------------          -----------

Cash Flows Provided By Investing Activities:

       Proceeds from sale of investments                          195,109                    -              195,109
                                                             ------------         ------------          -----------
Net increase (decrease) in cash and
    cash equivalents                                                3,792              (23,641)               5,971

Cash and cash equivalents-beginning of period                       2,179               25,820                    -
                                                             ------------         ------------          -----------
Cash and cash equivalents-end of period                      $      5,971         $      2,179          $     5,971
                                                             ============         ============          ===========

The accompanying notes are an integral part of these financial statements.

                                       6

                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION



                                                                                                       July 16, 1997
                                                               Year Ended          Year Ended          (Inception) to
                                                               December 31,        December 31,          December 31,
                                                                  2004                2003                  2004
                                                               ------------        ------------        --------------
                                                                                                
Cash paid for income taxes                                         None                  None                  None

Cash paid for interest                                             None                  None                  None


During the year ended December 31, 2004, one of the principal  stockholders paid
Company  obligations in the amount of $136,929.  This amount was  contributed to
additional paid-in capital.

During the year ended December 31, 2003, one of the principal  stockholders paid
Company  obligations in the amount of $183,810.  This amount was  contributed to
additional paid-in capital.

The accompanying notes are an integral part of these financial statements.

                                       7

                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                          NOTES TO FINANCIAL STATEMENTS
                                December 31, 2004


Note A.  Nature of Business and Significant Accounting Policies
         ------------------------------------------------------

Organization - Omnimed  International,  Inc.  (Company) was incorporated on July
16, 1997 under the laws of the State of Nevada.

Development  Stage  Company- The Company is a development  stage company and has
not  generated  any  revenues.  During the  development  period,  the company is
developing  its  information  technology  and  other  intangible  assets  and is
attempting  to market the company's  products.  The company is in the process of
developing  a  system  of  gathering,   digitizing,   storing  and  distributing
information for the healthcare field.

Use of Estimates - The  preparation of financial  statements in conformity  with
accounting  principles  generally  accepted  in the  United  States  of  America
requires  management to make estimates and assumptions  that affect the reported
amounts  of assets and  liabilities  and  disclosure  of  contingent  assets and
liabilities at the date of the financial  statements and the reported amounts of
revenue and expense  during the reporting  period.  Actual  results could differ
from those estimates.

Fair Value of Financial Instruments - The Company's financial instruments, which
include cash,  prepaid expenses,  securities,  and accounts payable  approximate
fair value due to the short-term nature of these assets and liabilities.

Cash and Cash  Equivalents - For purposes of these  financial  statements,  cash
equivalents include a highly liquid debt instrument with a maturity of less than
three months.

Long-Lived Assets - The Company evaluates long-lived assets for impairment under
Financial  Accounting  Standards Board (FASB)  Statement No. 121 "Accounting for
the  Impairment  of  Long-Lived  Assets to be Disposed  Of".  Under these rules,
long-term  and  intangible  assets are evaluated  for possible  impairment  when
events or  circumstances  indicate that the carrying  amount of those assets may
not be  recoverable.  Measurement of the impairment  loss, if any, is based upon
the difference between the assets carrying value in the financial statements and
its estimated fair value.  During the development  stage there have been no such
losses recorded.

Income  Taxes - The  Company  accounts  for  income  taxes  in  accordance  with
Statement of Financial  Accounting  Standards  No. 109,  "Accounting  For Income
Taxes".  The  provision  for income  taxes is  comprised of current and deferred
components.  The  current  component  presents  the amount of federal  and state
income taxes that are currently reportable to the respective tax authorities and
is measured by  applying  statutory  rates to the  Company's  taxable  income as
reported in its income tax  returns.  For each of the years  presented  in these
financial  statements and for the period August 12,  1997(Inception) to December
31,  2004 there is no current  provision  for income  taxes as the  Company  has
reported losses on all income tax returns filed.


                                       8

                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)
                                     PAGE 9
                          NOTES TO FINANCIAL STATEMENTS
                                December 31, 2004
                                   (continued)


Note A.  Nature of Business and Significant Accounting Policies  (cont'd)
         ----------------------------------------------------------------

Income taxes- (continued)

Deferred  income taxes are provided for the  temporary  differences  between the
carrying values of the Company's assets and liabilities for financial  reporting
purposes and their corresponding  income tax basis. These temporary  differences
are primarily attributable to net operating losses,  depreciation,  and research
and development costs, which due to income tax laws become taxable or deductible
in different years than their  corresponding  treatment for financial  reporting
purposes.  The temporary differences give rise to either a deferred tax asset or
liability in the financial  statements,  which is computed by applying statutory
tax  rates  to  taxable  or   deductible   temporary   differences   based  upon
classification  (i.e.,  current or non-current) of the asset or liability in the
financial statements which relate to the particular temporary difference.

Property and Equipment - is recorded at cost.  Costs of maintenance  and repairs
are  charged  to  expense  as  incurred.  Depreciation  is  provided  using  the
straight-line method over the estimated useful life of each asset.

Trademark  Costs  -  Costs  incurred  in the  registration  and  acquisition  of
trademarks and trademark rights are  capitalized.  These costs will be amortized
over the legal life of the related  trademark once the trademark is awarded.  In
accordance  with the provisions of Statement of Financial  Accounting  Standards
No. 142 (SFAS No.  142),  Goodwill  and Other  Intangible  Assets,  the  Company
performs an annual review of its  identified  intangible  assets to determine if
facts and  circumstances  exist which  indicate  that the useful life is shorter
than  originally  estimated or that the carrying amount of the assets may not be
recoverable.  During the years ended  December 31,  2004,  and December 31, 2003
there were no such impairment losses.

Capitalized  Software  Development Costs - The Company's policy is to capitalize
computer   software  costs  in  accordance  with  Statement  of  Position  98-1,
"Accounting  for the  Costs of  Computer  Software  Developed  or  Obtained  for
Internal  Use" Under SOP 98-1,  costs  incurred in creating  software to gather,
digitize,   store  and  distribute  medical  information  once  the  application
development stage is reached, are capitalized. The application development stage
is when a working  model/concept,  is established.  Costs incurred in developing
the  product  from this point  until the  product is  available  for  release to
customers are capitalized and includes contracted labor including supervision of
the product developers and other outside consultant costs. Amortization of these
costs started February 2004, when the product was first available for release to
customers and is being recovered on the  straight-line  basis over the estimated
economic life of sixty months.  The Company reviews the amounts  capitalized for
impairment  whenever events or circumstances  indicate that the carrying amounts
of the assets may not be recoverable.

                                       9


                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                          NOTES TO FINANCIAL STATEMENTS
                                December 31, 2004
                                   (continued)


Note A.  Nature of Business and Significant Accounting Policies  (cont'd)
         ----------------------------------------------------------------

Capitalized Software Development Costs- (continued)

During the years ended  December 31, 2004 and December 31, 2003, the Company has
concluded that no impairment charges are required.

The  Company   expenses  all  software  costs  associated  with  the  conceptual
formulation  and evaluation of alternatives  until the  application  development
stage has been reached.  Costs to improve or support the technology are expensed
as these costs are incurred.

Comprehensive  Income-  Statement of  Financial  Accounting  Standards  No. 130,
Reporting   Comprehensive   Income  (SFAS  130),   requires  the   reporting  of
comprehensive  income in addition to net income from  operations.  Comprehensive
income  is a  more  inclusive  financial  reporting  methodology  that  includes
disclosures of certain  financial  information  that  historically  has not been
recognized in the calculation of net income.  For all of the periods  presented,
the   Company's   comprehensive   income  is  presented  in  the   Statement  of
Comprehensive  Income,  and includes  unrealized  gains and losses on marketable
securities net of the related  estimated  deferred income tax effect  associated
with those gains and losses.

Investments- The Company's  investments in marketable  securities are classified
as "available for sale" securities,  and are carried on the financial statements
at market value. Realized gains and losses are included in earnings;  unrealized
gains and losses are reported as a separate  component of  stockholders'  equity
and as a component of "Other Comprehensive Income."

Off Balance Sheet  Arrangements- The Company does not have any off-balance sheet
financing or any unconsolidated special purpose entities.

Stock Based  Compensation- The Company accounts for stock based  compensation in
accordance with Statement of Financial  Accounting Standards No. 148 (SFAS 148),
"Accounting  for  Stock  Based   Compensation-Transition   and  Disclosure",  an
amendment to SFAS No. 123. Under these pronouncements, the Company uses the fair
value based method of accounting  for its stock option plan and for stock issued
in exchange for services.

Revenue  Recognition- The Company intends to generate revenue from licensing the
right to utilize its  proprietary  software for the storage and  distribution of
healthcare  information  to  individuals  and  affinity  groups.  As  previously
described,  the Company is a development stage company and has not generated any
revenues.  The Company's  technology was available for sale or lease in February
2004.  Once sales  commence,  the Company will recognize  revenue on the accrual
basis over the related license period.

                                       10


                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                          NOTES TO FINANCIAL STATEMENTS
                                December 31, 2004
                                   (continued)


Note B. Property and Equipment

Property and equipment consists of:
                                        December 31,    December 31,     Useful
                                          2004             2003           Life
                                        -----------     -----------     -------
Computer equipment                      $   107,487     $    84,287     5 years
Office furniture                             12,928           9,301     7 years
Office equipment                              2,529               -     5 years
 Total property and equipment           $   122,944     $    93,588

Depreciation is provided by the  straight-line  method over the estimated useful
life of the  related  assets  utilizing  a half-  year  convention  in the  year
acquired. Depreciation expense amount to $18,405 for the year ended December 31,
2004 and $16,577 for the year ended December 31, 2003.


Note C. Capitalized Software Development Costs
        --------------------------------------

As described in Note A to the financial  statements,  the Company's policy is to
capitalize  software  development costs in accordance with Statement of Position
98-1,  "Accounting for the Costs of Computer Software  Developed or Obtained for
Internal Use. At December 31, 2004 and 2003 the Company had capitalized $146,525
of costs related to the  development  of  proprietary  software that the Company
will  license to its  customers  for the  storage  and  distribution  of medical
information.  Management  estimates  the economic  useful life of this  software
technology to be sixty months,  consequently,  capitalized  software development
costs are being amortized on a straight-line basis over a period of sixty months
beginning in February  2004,  the month the product  became  available for sale.
Amortization for the year ended December 31, 2004 was $26,863.


Note D. Investments
        -----------

The Company has an  investment  in a marketable  security  that is available for
sale. The security was  contributed to additional  paid-in capital by one of the
Company's  major  shareholders.  At December  31,  2004,  the Company had 16,000
restricted  shares of stock of Poseidis  Incorporated that will be available for
sale during 2005.  These shares were acquired as a result of a stock dividend on
160,000  shares of Poseidis  that the Company  owned.  At December  31, 2003 the
Company owned 50,000 shares of Poseidis  Incorporated  with a value of $275,000.
During 2004 the stock split eight for one, prior to the stock  dividend.  During
2004, the Company sold all of its initial shares of Poseidis Incorporated stock.

                                       11

                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                          NOTES TO FINANCIAL STATEMENTS
                                December 31, 2004
                                   (continued)


Note E. Other Intangible Assets
        -----------------------

At December 31, 2003 and December 31, 2004, other intangible assets consisted of
$3,257  of  capitalized  design  costs  relating  to  logo's  for the  Company's
principal  product and $4,130 of legal fees and other costs related to trademark
registration.  The  Company  will  amortize  the logo  costs  over a  period  of
thirty-six months beginning in the month the Company realizes its first sale and
the trademark costs over the legal life of the trademark when awarded.


Note F. Stock Based Compensation
        ------------------------

As disclosed in Note A to the financial statements,  the Company has adopted the
provisions of SFAS No.148,  "Accounting for Stock Based Compensation- Transition
and Disclosure",  which requires that stock awards granted subsequent to January
1995 be recognized as  compensation  expense based on the fair value at the date
of the grant. During the year 2004, the Company incurred additional compensation
expense in the amount of $4,275 to consultants for shares issued or to be issued
in exchange for services.  The Board of Directors determined that the fair value
of the Company's shares to be $.01 per share.


Note G. Income Taxes
        ------------

The Company is a development  stage company and has reported losses in each year
since inception.  Accordingly, net deferred tax assets primarily attributable to
net  operating  loss carry  forwards  have been reduced to zero as a result of a
100% valuation  allowance  based upon the uncertainty  regarding  realization of
such tax benefits given the Company's losses.

The tax benefits  relating to these net  operating  losses expire 20 years after
realizing such losses. The Company has approximately $1,050,000 of net operating
losses expiring during various years beginning in 2017.


Note H. Commitments and Contingencies
        -----------------------------

During the year 1999,  the Company  created the 1999 Stock Option Plan (Plan) to
attract and retain the best  qualified  personnel.  Under the Plan,  the Company
reserved  3,300,000  shares of its  common  stock to be given to  employees  and
independent contractors as additional compensation as determined by the Board of
Directors. The options under the Plan are intended to qualify as Incentive Stock
Options (ISO's) under Section 422 of The Internal Revenue Code.

                                       12


                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                          NOTES TO FINANCIAL STATEMENTS
                                December 31, 2004
                                   (continued)


Note H. Commitments and Contingencies (cont'd)
        --------------------------------------

At December 31, 2004, the Company had granted options to purchase 150,000 shares
of the Company's stock to three key employees.

The Company has employment agreements with five key employees that specify total
minimum  annual  salaries of $180,000.  One of these  employees is the Company's
principal shareholder and founder.  Several of the employees did not receive the
minimum  salary as provided for in their  agreements and have waived their right
to receive the unpaid salary.

In connection with these  employment  agreements,  the Company is going to issue
1,190,000  shares of its stock to four key employees as an additional  incentive
to commit to employment with the Company. At December 31, 2004, 427,500 of these
shares were vested but not issued. These shares will be issued during 2005.

The Company is obligated under a lease for office space in New Jersey commencing
November  2003 and  expiring  in  October  2008.  The lease  also  provides  for
additional  rent for  increases  in  operating  expenses.  Future  minimum  rent
payments under the lease are:

                             Year Ended
                            December 31,
                            ------------
                                2005              $18,157
                                2006               19,395
                                2007               20,633
                                2008               18,054

Note I. Related Party Transactions
        --------------------------

As  previously  described  in the  financial  statements,  the  Company  has not
generated  any  operating  revenues.  The  Company  has  been  able to  continue
operations  due to the payment of company  obligations  by one of its  principal
stockholders as an additional  contribution to capital.  This  stockholder  made
payments  aggregating $236,929 during the year 2004 and $183,810 during the year
2003 on behalf of the Company.

Note J. Subsequent Events
        -----------------

In February  2005,  the Company  entered into an  employment  agreement  with an
individual to serve as Vice President of Digital Imaging. The agreement provides
for the employee to receive 40,000 shares of the Company's  stock upon execution
of the agreement and an additional  60,000 shares vesting 2,500 shares per month
for 24 months. The agreement also provides the employee with options to purchase
an additional 50,000 shares of the Company's common stock.

                                       13


                           OMNIMED INTERNATIONAL, INC.
                          (a development stage company)

                          NOTES TO FINANCIAL STATEMENTS
                                December 31, 2004
                                   (continued)


Note J. Subsequent Events (cont'd)
        --------------------------

In March 2005, the Company entered into an employment  agreement with one of the
sons of the  company's  founder  to serve  as Vice  President  of Sales  and New
Business  Development.  The  employment  agreement  provides for the employee to
receive  300,000  shares of the Company's  stock upon execution of the agreement
and an additional  600,000  shares vesting 20,000 shares per month for 24 months
and 120,000 shares upon completion of the twenty-fourth month of employment. The
agreement  also  provides  the employee  with options to purchase an  additional
50,000 shares of the Company's common stock.


                                       14



                     INDEX TO PRO FORMA FINANCIAL STATEMENTS





Pro forma Consolidated Balance Sheet.........................................F-2

Pro forma Consolidated Statements of Operations..............................F-3

Notes to Pro forma Consolidated  Financial Statement.........................F-4







                                      F-1


                           OMNIMED INTERNATIONAL, INC.
                      Pro forma Consolidated Balance Sheet
                                  June 30, 2005
                                   (Unaudited)


                                                           Omnimed     Bio-Solutions
                                                        International  International,    Proforma
                                                            Inc.       Inc.             Adjustments       Proforma
                                                       --------------- -------------- ---------------- ----------------
                                                                                           
                                     ASSETS

CURRENT ASSETS
   Cash                                                $82,577         $45,000        a)(45,000)       $82,577
   Prepaid expenses and other current assets           1,625           0                               1,625
                                                       --------------- -------------                   ----------------
          Total current assets                         84,202          45,000                          84,202
                                                       --------------- --------------                  ----------------

PROPERTY, PLANT AND EQUIPMENT
   (Net of accumulated depreciation)                   86,947          0                               86,947
                                                       --------------- --------------                  ----------------
          Total property, plant and equipment          86,947          0                               86,947
                                                       --------------- --------------                  ----------------
OTHER ASSETS
   Investment in subsidiaries                          0               0              c)2,274,420
                                                                                      d)(2,274,420)      0
   Capitalized software (net of accumulated            105,010                                         105,010
amortization)
   Other                                               11,884          0                               11,884
                                                       --------------- --------------                  ----------------
          Total other assets                           116,894         0                               116,894
                                                       --------------- --------------                  ----------------

Total Assets                                           $288,043        $45,000                         $288,043
                                                       =============== ==============                  ================

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
   Accounts payable and accrued expenses               $21,223         $0                              $21,223
   Accrued interest                                    0               198,570        b)(198,570)      0
   Short-term notes payable                            0               404,997        b)(404,997)      0
                                                       -------------- ---------------                  ----------------
          Total current liabilities                    21,223          603,567                         21,223
                                                       -------------- ---------------                  ----------------
LONG-TERM DEBT
   Long-term note payable - related party              323,528         0                               323,528
                                                       -------------- ---------------                  ----------------
          Total long-term debt                         323,528         0                               323,528
                                                       -------------- ---------------                  ----------------

Total Liabilities                                      344,751         603,567                         344,751
                                                       -------------- ---------------                  ----------------

STOCKHOLDERS' EQUITY
  Preferred stock, n/a and $0.001 par value; n/a and
1,000,000                                              n/a             0                               0
     shares authorized; n/a and 0 issued and
outstanding
  Common stock, $0.001 and $0.001 par value;
50,000,000,
     and 100,000,000 shares authorized; 49,255,000,
     and  520,694 shares issued and outstanding        49,256          52             b)150
                                                                                      c)1,000
                                                                                      d)(49,256)       1,202
   Additional paid-in capital                          1,189,627       1,772,509      b)603,417
                                                                                      c)(1,093,545)
                                                                                      d)(1,189,627)    1,282,381
   Accumulated deficit                                 (1,295,291)     (2,331,128)    a)(45,000)
                                                                                      d)2,331,128     (1,340,291)
                                                       -------------- ---------------                  ----------------

          Total stockholders' equity                   (56,408)        (558,567)                       (56,708)
                                                       -------------- ---------------                  ----------------
Total Liabilities and  Stockholders' Equity            $288,343        $45,000                         $288,043
                                                       ============== ===============                  ================

 The accompanying notes are an integral part of the pro-forma financial statements

                                      F-2


OMNIMED INTERNATIONAL, INC.
Pro forma Consolidated Statements of Operations
(Unaudited)
Six months ended June 30, 2005


                                                      Omnimed      Bio-Solutions    Pro forma
                                                   International   International,  Adjustments   Pro forma
                                                       Inc.        Inc.
                                                 ---------------- --------------- -------------- ---------------
REVENUES
                                                                                        
   Sales                                         $0                $0                            $0
                                                 ---------------- ---------------                ---------------

          Total revenues                         0                 0                             0

COST OF SALES
   Cost of sales                                 0                 0                             0
                                                 ---------------- ---------------                ---------------

          Gross margin                           0                 0                             0
                                                 ---------------- ---------------                ---------------

OPERATING EXPENSES
   General and administrative                    236,629           0            a)45,000         281,629
   Depreciation                                  27,049            0                             27,049
                                                 ---------------- ---------------                ---------------

          Total operating expenses               263,678           0                             308,678
                                                 ---------------- ---------------                ---------------

Operating loss                                   (263,678)         0                             (308,678)
                                                 ---------------- ---------------                ---------------

OTHER INCOME (EXPENSE)
   Interest income                               0                 0                             0
   Other income (expense)                        247               0                             247
   Interest expense                              0                 0                             0
                                                 ---------------- ---------------                ---------------

          Total other income (expense)           247               0                             247
                                                 ---------------- ---------------                ---------------

Net income (loss)                                $(263,431)        $0                            $(308,431)
                                                 ================ ===============                ===============


 The accompanying notes are an integral part of the pro-forma financial statements

                                      F-3

OMNIMED INTERNATIONAL, INC.
Notes to Pro forma Consolidated Financial Statements
(Unaudited)


(1) Pro forma  Changes

          On  November 1, 2005,  the  Company  entered  into  a  Share  Exchange
          Agreement with Omnimed  International,  Inc., (OII), a Nevada company.
          This business  combination  was a reverse  merger,  accounted for as a
          recapitalization  of OII.  The  Company  issued  10,000,000  shares of
          common stock of the Company to complete this acquisition.


     (2) Pro forma Adjustments

          a)   $45,000 cash paid for expenses related to the merger.

          b)   1,500,000  shares of common  stock of the  Company  was issued to
               settle the then outstanding convertible debt and accrued interest
               of BSOU.

          c)   10,000,000  shares of common  stock of the  Company was issued in
               exchange for 100% of the issued and  outstanding  common stock of
               Omnimed.

         Consolidation:
         --------------

          b)   Eliminate  investment in  subsidiaries,  the  Company's  retained
               deficit and common stock of subsidiaries.


                                      F-4

                     INDEX TO PRO FORMA FINANCIAL STATEMENTS





Pro forma Consolidated Statements of Operations.............................F-6

Notes to Pro forma Consolidated  Financial Statement........................F-7



                                      F-5


                           OMNIMED INTERNATIONAL, INC.
                 Pro forma Consolidated Statements of Operations
                                   (Unaudited)
                                   Year Ended


                                                 Omnimed        Bio-Solutions
                                              International    International,   Pro forma
                                                  Inc.         Inc.             Adjustments     Pro forma
                                            ------------------ ---------------- --------------  -------------------
REVENUES                                    December 31, 2004   June 30, 2004
                                            ------------------ ----------------
                                                                                       
   Sales                                    $0                 $ 0                              $  0
                                            ------------------ ----------------                 -------------------

          Total revenues                    0                    0                                 0

COST OF SALES
   Cost of sales                            0                    0                                 0
                                            ------------------ ----------------                 -------------------

          Gross margin                      0                    0                                 0
                                            ------------------ ----------------                 -------------------

OPERATING EXPENSES
   General and administrative               275,441              22,000                            297,441
   Depreciation                             45,268               0                                 45,268
                                            ------------------ ----------------                 -------------------

          Total operating expenses          320,709              22,000                            342,709
                                            ------------------ ----------------                 -------------------

Operating loss                              (320,709)           (22,000)                          (342,709)
                                            ------------------ ----------------                 -------------------

OTHER INCOME (EXPENSE)
   Dividend income                          290                  0                                 290
   Interest expense                         0                   (40,500)                          (40,500)
   Realized loss on sale of securities      (79,891)             0                                (79,891)
                                            ------------------ ----------------                 -------------------

          Total other income (expense)      (79,601)            (40,500)                         (120,101)
                                            ------------------ ----------------                 -------------------

Net income (loss)                           $(400,310)         $(62,500)                        $(462,810)
                                            ================== ================                 ===================

 The accompanying notes are an integral part of the pro-forma financial statements

                                      F-6

                           OMNIMED INTERNATIONAL, INC.
              Notes to Pro forma Consolidated Financial Statements
                                   (Unaudited)


(1) Pro forma  Changes

          On  November 1,  2005,  the  Company  entered  into  a Share  Exchange
          Agreement with Omnimed  International,  Inc., (OII), a Nevada company.
          This business  combination  was a reverse  merger,  accounted for as a
          recapitalization  of OII.  The  Company  issued  10,000,000  shares of
          common stock of the Company to complete this acquisition.


  (2) Pro forma Adjustments

     a)   $45,000 cash paid for expenses related to the merger.

     b)   1,500,000  shares of common  stock of the Company was issued to settle
          the then outstanding convertible debt and accrued interest of BSOU.

     c)   10,000,000  shares  of  common  stock of the  Company  was  issued  in
          exchange  for  100% of the  issued  and  outstanding  common  stock of
          Omnimed.

     Consolidation:
     --------------

     b)   Eliminate  investment in subsidiaries,  the Company's retained deficit
          and common stock of subsidiaries.



                                      F-7