SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934



Date of Report (Date of earliest event reported)           MAY 10, 2002
                                                 -------------------------------


                         NATIONAL SCIENTIFIC CORPORATION
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             (Exact name of registrant as specified in its charter)


         TEXAS                         000-28745                 86-0837077
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(State or other jurisdiction          (Commission              (IRS Employer
of incorporation)                     File Number)           Identification No.)


              14455 N. Hayden, Suite 202, Scottsdale, Arizona 85260
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(Address of principal executive offices)                         (Zip Code)


Registrant's telephone number, including area code         (480) 948-8324
                                                    ----------------------------


                                       N/A
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         (Former name or former address, if changed since last report.)





ITEM 5. OTHER EVENTS.

National  Scientific  Corporation (the "Company")  reports that Mr. Lou L. Ross,
its Chairman of the Board,  has filed a Form 144  indicating the sale of 240,000
shares of the  Company's  common  stock.  Mr.  Ross has  executed  a loan to the
Company in the amount of the net proceeds of his stock sales  ($41,125)  for its
short-term working capital  requirements in its pursuit of further marketing its
recently  announced  locator  product line. The unsecured loan bears interest at
the rate of 6% and is payable over a twelve-month  period,  beginning six months
from its inception.

Certain   information   and   comments   contained  in  this  Form  8-K  may  be
forward-looking  statements (within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the  Securities  Exchange Act of 1934).  {Factors
set forth in the  company's  Annual  Report on Form  10-KSB for the fiscal  year
ended September 30, 2001, its subsequent Form 10-QSB filings together with other
factors that appear in this press release or in the Company's  other  Securities
and Exchange  Commission  filings could affect the Company's  actual results and
could  cause the  Company's  actual  results  to differ  materially  from  those
expressed  in any  forward-looking  statements  made  by,  or on  behalf  of the
company, in this Form 8-K}. Market factors,  including Mr. Ross' ability to sell
the subject  shares of common stock at prices  acceptable to him and in a timely
manner,  could negatively impact his ability or desire to fund the proposed loan
to the Company.  The Company  undertakes no  obligation to publicly  release the
results of any revisions to the  forward-looking  statements  made in this press
release to reflect events or circumstances  after the date hereof, or to reflect
the occurrence of unanticipated events.


                                   SIGNATURES

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

                                          NATIONAL SCIENTIFIC CORPORATION


Date: May 10, 2002                        By: /s/ Sam H. Carr
                                              ----------------------------------
                                              Sam H. Carr
                                              Secretary, Chief Financial Officer


                                          By: /s/ Lou L. Ross
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                                              Lou L. Ross
                                              Chairman of the Board of Directors