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): March 11, 2003




                        Commission File Number:   333-57780



                             INTERCARE.COM-DX, INC.
             (Exact name of registrants specified in its charter)

               California                          95-4304537

      (State or other jurisdiction of                (I.R.S. Employer
       incorporation or organization)                Identification No.)


                         900 Wilshire Avenue, Suite 500
                          Los Angeles, California 90017
                       (213) 627-8878 Fax: (213) 627-9183



    (Address, Including Zip Code, And Telephone Number, Including Area Code,
                  Of Registrant's Principal Executive Offices)


























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ITEM  1.  Changes  in  Control  of  Registrant                  Not  Applicable

ITEM  2.  Acquisition  or  Disposition  of  Assets              Not  Applicable

ITEM  3.  Bankruptcy  or  Receivership                          Not  Applicable

ITEM  4.  Changes  in  Registrant's  Certifying  Accountant     Not  Applicable

ITEM  5.  Other  Materially  Important  Events                  Not  Applicable

On March 8 2003, the registrant held its 2003 annual shareholder meeting during
Which the following individuals were elected to serve as directors of the
company until the next annual meeting or their successors are elected and
qualified:
1.    Jude  Uwaezoke
2.    Randall Maxey, MD
3.    Russ Lyon
4.    Wesley Bradford.

Also, Anthony C. Dike, MD,  elected as Chairman of the Board of Directors of the
Company, will serve a three-year  term.

Additionally,  shareholders  ratified the reappointment of Andrew Smith, CPA, as
the  independent  auditor  for  the  fiscal  year  ending  December 31, 2002 and
reapproved  the  Company's  2001  Joint Incentive and Non-Qualified Stock Option
Plan for fiscal year 2003. Shareholders of the Company also voted in favor of an
amendment  to  the  company's  amended articles of incorporation to effectuate a
corporate  name  change  to either of the following: InterCare DX Corporation or
InterCare  DX,  Inc.,  said  name  change  being  subject to the approval of the
California  Secretary  of  State.

ITEM  6.  Resignation  of  Registrant's  Directors              Not  Applicable

ITEM  7.    FINANCIAL  STATEMENTS  AND  EXHIBITS

     (a)    FINANCIAL  STATEMENTS  OF  BUSINESSES  ACQUIRED.
            (None)

     (b)    EXHIBITS.

ITEM  8:  Change in Fiscal year                                Not Applicable

ITEM  9:  Regulation FD Disclosure

On  March 11, 2003, the registrant issued a press release announcing the results
of  shareholders'  vote  during  the  annual shareholder meeting, which was held
on  Saturday,  March  8,  2003.

EXHIBIT ITEM.     DESCRIPTION
- ------------     -------------

Exhibit  99.1  -   Copy of the Press Release of March 11, 2003


SIGNATURES

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

                                     InterCare.com-Dx,  Inc.
                                          (Registrant)


Date:  March 11, 2003                   By:/s/  Russ A. Lyon
                                      -------------------------
                                             Russ A. Lyon
                            (President and Chief Technology Officer)
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EXHIBIT 99.1

FOR  IMMEDIATE  RELEASE:     Tuesday,  March  11,  2003


CONTACT:  Russ  A.  Lyon.                 Madeleine  Franco
          InterCare.com-DX,  Inc          Jordan  Richard  Assoc.
          213-627-8878                    801-463-0305
          www.intercare.com               ir@jordanrichard.com
          -----------------               --------------------

                   INTERCARE.COM-DX, INC. HOLDS ANNUAL MEETING

LOS  ANGELES,  CALIF--At  the annual meeting of InterCare.com-DX, Inc.  (OTC BB:
"ICCO"),  which  was  held on Saturday, March 8, 2003, the following individuals
were elected to serve as directors of the company until the next annual meeting:
Jude  Uwaezoke,  Randall Maxey, Russ Lyon, and Wesley Bradford. Anthony C. Dike,
MD,  elected  as Chairman of the Board of Directors of the Company, will serve a
three-year  term.

Additionally,  shareholders  ratified the reappointment of Andrew Smith, CPA, as
the  independent  auditor  for  the  fiscal  year  ending  December 31, 2002 and
reapproved  the  Company's  2001  Joint Incentive and Non-Qualified Stock Option
Plan for fiscal year 2003. Shareholders of the Company also voted in favor of an
amendment  to  the  company's  amended articles of incorporation to effectuate a
corporate  name  change  to either of the following: InterCare DX Corporation or
InterCare  DX,  Inc.,  said  name  change  being  subject to the approval of the
California  Secretary  of  State.

A  copy  of  the  company's  Notice of Annual Meeting and Proxy Statement, which
details  each  of  the  aforementioned  approved proposals, may be viewed on the
SEC's  EDGAR  System  at  www.sec.gov.
                          -----------

At  the  meeting  Company  officials  demonstrated the latest version of the ICE
software,  running  on  Microsoft  Windows  XP  tablet  edition.
InterCare.com-DX,  Inc.  an  affiliate of Meridian Holdings, Inc., developed and
markets  under  an  exclusive  value-added reseller agreement InterCare Clinical
Explorer    (ICE  ),  an  innovative,  robust  and  totally  scalable  software
application  designed  to  integrate  every aspect of the healthcare enterprise.
InterCare  provides  implementation  and support for the ICE ,  which is used to
document and track  inpatient and outpatient  diagnoses and treatment modalities
in  various healthcare environments, ranging from individual practices to entire
hospital  systems.  For  more information about the company and its products and
services,  visit  www.intercare.com.
                  -----------------
NOTE:  Statements  in  this  news  release  that  are  not purely historical are
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 and are made
pursuant  to  the  safe  harbor  provisions of the Private Securities Litigation
Reform  Act of 1995 and any amendments thereto. Material that is forward-looking
may  contain  statements  about  expected future events and/or financial results
that  are  forward-looking  in  nature. Editors and investors are cautioned that
such forward-looking statements invoke risk and uncertainties that may cause the
Company's results to differ from such forward-looking statements. These include,
but  are not limited to, economic, competitive, governmental, technological, and
other  factors  discussed in the statements and/or in the Company's filings with
the  Securities  and  Exchange  Commission.
                                      # # #

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