10QSB

                     U.S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                   Form 10-QSB
(Mark One)

   [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
       EXCHANGE ACT OF 1934

       For the quarterly period ended June 30, 2003

   [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
       ACT OF 1934

       For the transition period from _______________ to ________________

       Commission file no.        0-24921

                         Surgical Safety Products, Inc.
                 (Name of small business issuer in its charter)

          New York                                           65-0565144
(State or other jurisdiction of                          (I.R.S. Employer
incorporation or organization)                           Identification No.)


8374 Market Street, Number 439
Bradenton, Florida                                             34202
(Address of principal executive offices)                     (Zip Code)

                                 (941) 360-3039
                (Issuer's Telephone Number, Including Area Code)

Securities registered under Section 12(b) of the Exchange Act:

                                      None

Securities registered under Section 12(g) of the Exchange Act:

                          Common Stock, $.001 par value
                                (Title of class)


        As of August 15, 2003, there are 50,641,501 shares of voting common stock
of the registrant issued and outstanding and 3,990,000 shares of Series A
Preferred stock outstanding.



    Transitional Small Business Disclosure Format (check one): Yes [ ] No [X]




                                       1




                                      INDEX


        Part I. FINANCIAL INFORMATION (UNAUDITED)

        Item 1. Financial Statements

                Condensed Consolidated Balance Sheet                          4

                Condensed Consolidated Statements of Operations               5

                Condensed Consolidated Statements of Cash Flows               6

                Notes to Condensed Consolidated Financial Statements          7

        Item 2. Management's Discussion and Analysis of Financial             10
                Condition and Results of Operations


        Part II. OTHER INFORMATION

        Item 1. Legal Proceedings                                             13

        Item 2. Changes in Securities                                         14

        Item 3. Defaults Upon Senior Securities                               14

        Item 4. Submission of Matters to a Vote of Security Holders           14

        Item 5. Controls and Procedures                                       14

        Item 6. Exhibits and Reports on Form 8-K                              14

        SIGNATURES                                                            15

        CERTIFICATIONS                                                        16




                                       2



                          PART I. FINANCIAL INFORMATION


        This Report contains certain forward-looking statements of the intentions,
hopes, beliefs, expectations, strategies, and predictions of Surgical Safety
Products, Inc. or its management with respect to future activities or other
future events or conditions within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended. These statements are usually identified by the use of words such as
"believes," "will," "anticipates," "estimates," "expects," "projects," "plans,"
"intends," "should," "could," or similar expressions. Investors are cautioned
that all forward-looking statements involve risks and uncertainty, including,
without limitation, variations in quarterly results, volatility of Surgical
Safety Products, Inc.'s stock price, development by competitors of new or
competitive products or services, the entry into the market by new competitors,
the sufficiency of Surgical Safety Products, Inc.'s working capital and the
ability of Surgical Safety Products, Inc. to retain management, to implement its
business strategy, to assimilate and integrate any acquisitions, to retain
customers or attract customers from other businesses and to successfully defend
itself in ongoing and future litigation. Although Surgical Safety Products, Inc.
believes that the assumptions underlying the forward-looking statements
contained in this Report are reasonable, any of the assumptions could be
inaccurate, and, therefore, there can be no assurance that the forward-looking
statements included in this Report will prove to be accurate. In light of the
significant uncertainties inherent in the forward-looking statements included in
this Report, the inclusion of such information should not be regarded as a
representation by Surgical Safety Products, Inc. or any other person that the
objectives and plans of Surgical Safety Products, Inc. will be achieved. Except
for its ongoing obligation to disclose material information as required by the
federal securities laws, Surgical Safety Products, Inc. undertakes no obligation
to release publicly any revisions to any forward-looking statements to reflect
events or circumstances after the date of this Report or to reflect the
occurrence of unanticipated events. Accordingly, the reader should not rely on
forward-looking statements, because they are subject to known and unknown risks,
uncertainties, and other factors that may cause our actual results to differ
materially from those contemplated by the forward-looking statements.



                                       3



Item 1. Financial Statements


                         Surgical Safety Products, Inc.
                      Condensed Consolidated Balance Sheet
                                  June 30, 2003
                                   (Unaudited)

                    ASSETS
Current assets:

  Cash                                                       $          -
  Accounts Receivable                                              24,554 
     Total current assets                                          24,554 

TOTAL ASSETS                                                 $     24,554
                                                             =============

     LIABILITIES AND STOCKHOLDERS' (DEFICIT)

Current liabilities:
  Accounts payable and accrued and other liabilities         $    880,143
  Convertible notes payable                                        50,000
  Deferred revenue                                                 50,000
  Stockholder advances                                            123,263
  Notes payable - related party                                    34,500
  Other notes payable                                              43,009 
      Total current liabilities                                 1,180,915 

Stockholders' (Deficit):
   Series A, Preferred stock, $.001 par value, 4,000,000
     shares authorized, 3,990,000 shares issued and
     outstanding with a liquidation value  of $399,000              3,990
  Common stock, $.001 par value, 100,000,000
     shares authorized, 50,641,501 shares
     issued and outstanding                                        50,642
  Additional paid-in capital                                    6,569,806
  Accumulated (deficit)                                        (7,780,809)
    Total Stockholders' (deficit)                              (1,156,361)

TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT)                $    24,554
                                                             ============

See the accompanying notes to the condensed consolidated financial statements.




                                       4



                         Surgical Safety Products, Inc.
                 Condensed Consolidated Statements of Operations
            Three Months and Six Months Ended June 30, 2003 and 2002
                                   (Unaudited)

                                                     Three Months               Six Months
                                                  2003        2002          2003          2002

Revenues                                      $   23,146    $   6,803     $  33,879   $   13,273 

Costs and expenses:
 Costs of revenues earned                         10,960        4,086        15,710       13,270
 Loss from impairment and disposition
  of property and equipment                            -       70,420             -       70,420
 Interest                                         10,792       29,098        13,780       57,874
 Other operating expenses                         94,504      193,251       184,317      339,437 
                                                 116,256      296,855       213,807      481,001 

Net (loss)                                    $  (93,110)   $(290,052)    $(179,928)  $ (467,728)
                                              ===========   ==========    ==========  ===========

Per share information - basic and
  fully diluted

Net (loss) per share                          $    (0.00)   $   (0.01)    $   (0.00)  $    (0.01)
                                              ===========   ==========    ==========  ===========

Weighted average shares outstanding           50,641,501    46,806,655    50,641,501  44,565,369
                                              ===========   ==========    ==========  ===========


See the accompanying notes to the condensed consolidated financial statements.




                                       5




                         Surgical Safety Products, Inc.
                 Condensed Consolidated Statements of Cash Flows
                     Six Months Ended June 30, 2003 and 2002
                                   (Unaudited)

                                                          2003          2002

Cash flows from operating activities:
  Net cash (used in) operating activities            $   (69,047)    $ (96,749)

Cash flows from investing activities:
  Net cash provided by investing activities                    -             - 

Cash flows from financing activities:
  Net cash provided by financing activities               69,000        96,500 

(Decrease) in cash                                           (47)         (249)

Cash, beginning of period                                     47           249 

Cash, end of period                                  $         -     $       -
                                                     ============    ==========


SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING
ACTIVITIES:

Conversion of shareholder advances to notes payable  $    44,500     $       -
                                                     ============    ==========

Conversion of accrued payroll to preferred stock     $   200,000     $       -
                                                     ============    ==========

Conversion of convertible notes payable to equity    $     7,500     $       -
                                                     ============    ==========

See the accompanying notes to the condensed consolidated financial statements.



                                       6





                         SURGICAL SAFETY PRODUCTS, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2003
                                   (UNAUDITED)


(1) Basis Of Presentation

The accompanying unaudited financial statements have been prepared in accordance
with accounting principles generally accepted in the United States of America
("GAAP") for interim financial information and Item 310(b) of Regulation S-B.
They do not include all of the information and footnotes required by GAAP for
complete financial statements. In the opinion of management, all adjustments
(consisting of normal recurring adjustments) considered necessary for a fair
presentation have been included.

The preparation of financial statements in accordance with accounting principles
generally accepted in the United States of America requires management to make
certain estimates and assumptions that affect the reported amounts of assets and
liabilities and the disclosure of contingent assets and liabilities at the date
of the financial statements. The reported amounts of revenues and expenses
during the reporting period may be affected by the estimates and assumptions
management is required to make. Actual results could differ from those
estimates.

The accompanying consolidated financial statements include the accounts of the
Company and its wholly owned subsidiaries - C5 Health, Inc. and Power3 Medical,
Inc. Inter-company transactions and balances have been eliminated in
consolidation.

The results of operations for the periods presented are not necessarily
indicative of the results to be expected for the full year. For further
information, refer to the consolidated financial statements of the Company as of
December 31, 2002 and for the two years ended December 31, 2002 and 2001,
including notes thereto included in the Company's December 31, 2002 Form 10-KSB.

On July 8, 2003, the Company's board of directors authorized and approved a 50:1
reverse stock split of all authorized shares of common stock as originally
contemplated. This stock split, which is subject to approval of the Company's
shareholders, will not impact and/or reduce the number of shares that may be
issued as a result of the exercise of certain warrants and/or conversion of
preferred shares or the issuance of 50,000 restricted shares (see Note 6).
Assuming the stock split is approved, all references to the number of shares and
par value in future financial statements and notes thereto will be adjusted to
reflect the stock split for all periods presented.

The Company's financial statements are presented on a going concern basis, which
contemplates the realization of assets and satisfaction of liabilities in the
normal course of business. The Company has experienced recurring losses from
operations and has stockholders' and working capital deficits of $1,156,361 at
June 30, 2003.



                                       7




The Company's ability to continue as a going concern is contingent upon its
ability to attain profitable operations by securing financing and implementing
its business plan and the successful integration of an operating business. In
addition, the Company's ability to continue as a going concern must be
considered in light of the problems, expenses and complications frequently
encountered by entrance into established markets and the competitive environment
in which the Company operates. Management's plans include searching for an
appropriate merger and/or acquisition target. In the interim, management will
attempt to fund operations by raising debt or equity capital through borrowings
and/or private placements. However, there is no assurance that the Company will
be successful in their efforts to raise capital and/or to locate a suitable
merger or acquisition target, or that such merger or acquisition can be
accomplished on acceptable terms. These factors, among others, indicate that the
Company may be unable to continue as a going concern for a reasonable period of
time.

The financial statements do not include any adjustments to reflect the possible
future effects on the recoverability and classification of assets or the amounts
and classification of liabilities that may result from the possible inability of
the Company to continue as a going concern.

(2) Net Loss Per Share

The Company calculates net income (loss) per share as required by SFAS No. 128,
"Earnings per Share." Basic earnings (loss) per share is calculated by dividing
net income (loss) by the weighted average number of common shares outstanding
for the period. Diluted earnings (loss) per share is calculated by dividing net
income (loss) by the weighted average number of common shares and dilutive
common stock equivalents outstanding. During the periods when they would be
anti-dilutive common stock equivalents, if any, are not considered in the
computation.

(3) Income Taxes

The Company accounts for income taxes under Statement of Financial Accounting
Standards No. 109 (FAS 109), "Accounting for Income Taxes", which requires use
of the liability method. FAS 109 provides that deferred tax assets and
liabilities are recorded based on the differences between the tax bases of
assets and liabilities and their carrying amounts for financial reporting
purposes, referred to as temporary differences. Deferred tax assets and
liabilities at the end of each period are determined using the currently enacted
tax rates applied to taxable income in the periods in which the deferred tax
assets and liabilities are expected to be settled, or realized.

The Company's deferred tax asset resulting from net operating loss carryforwards
is fully offset by a valuation allowance. The Company has recorded a valuation
allowance to state its deferred tax assets at estimated net realizable value due
to the uncertainty related to realization of these assets through future taxable
income.

The provision for income taxes differs from the amount computed by applying the
statutory rate of 34% to income before income taxes due to the effect of the net
operating loss.




                                       8




(4) Related Party Transactions

During the three months ended June 30, 2003, the following related party
transactions occurred:

o Notes payable to the Company's President and CFO aggregating $26,000, and
  related accrued interest payable of $7,193, were paid.
o A stockholder infused $8,000.
o Stockholder advances of $3,000 infused during the quarter ended March 31,
  2003 were paid.
o Stockholder advances of $34,500 were converted to notes payable bearing
  interest at between 10% and 12% per annum with one year repayment terms.
  The notes are unsecured. Total interest recorded during the period on these
  notes approximated $3,750.

(5) Stockholders' (Deficit)

On March 31, 2003, the Company's Board of Directors authorized and approved
several resolutions as follows:

o The creation of a 2003 Stock Compensation Plan (for which the maximum
  number of common shares that may be optioned under options and/or warrants
  is 8,000,000) and the filing of Form S-8 to register the shares under the
  2003 Stock Compensation Plan.
o Issuance of $50,000 shares of restricted common stock to Resource Capital
  Management, Inc. as consideration for certain services. The pending 50:1
  reverse stock split will have no impact on the number of shares issued.
o The authorization of a Series A Preferred Stock consisting of 4,000,000
  shares.
o Issuance of 2,660,000 of Series A Preferred Stock in consideration of
  accrued and unpaid salary totaling $200,000 to two officers of the Company.
  Each of the preferred shares are convertible into 10 shares of the
  Company's common stock. The pending 50:1 reverse stock split will have no
  impact on the number of shares issued.
o Issuance of 1,330,000 of Series A Preferred Stock in consideration of
  $100,000 cash by an individual investor. Each of the preferred shares are
  convertible into 10 shares of the Company's common stock. The pending 50:1
  reverse stock split will have no impact on the number of shares issues.
o The incorporation of a subsidiary to be known as Power3 Medical, Inc. to be
  incorporated under the laws of the state of Nevada as a wholly owned
  subsidiary.
o Entering a merger with and into its wholly owned subsidiary known as Power3
  Medical, Inc., which was subsequently rescinded by vote of the Board.

In addition, on March 31, 2003 the Company entered a series of consultant
relationships to assist in business development and company and product
acquisitions. These consultant agreements are encompassed in the 2003 Stock
Compensation Plan. These consultants have received warrants for 8,000,000
shares of common stock registered under an S-8 filing on April 15, 2003.
The pending 50:1 reverse stock split will have no impact on the number of
shares allowed to be purchased under these warrants.




                                       9




Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations

Overview

        The Company's (SSPD: OTCBB) overall mission is the research, development,
production and distribution of innovative products and services for healthcare.
The Company's sole current product is a traditional safety product called
SutureMate(R)surgical safety device. The Company intends to develop additional
products and services relating to providing a safer and more efficient
environment for healthcare workers, manufacturers and patients and to expand its
operations to provide products and services for immediate communication and
access to information in the healthcare industry while complying with expanding
patient confidentiality regulations. However, no additional products are
currently under development and such additional planned products may never be
developed or offered.

        The Company was relatively inactive during much of 2002 and the first and
second quarters of 2003 as it sought a merger partner and working capital to
carry out its business plan. The Company currently has a single product, which
accounts for all of its revenue generating operations. This product, the
SutureMate(R)surgical safety device, a patented, disposable, surgical assist
device, was initially introduced in 1993. The SutureMate(R)surgical safety
device allows the surgeon to use a safer, more efficient method of surgical
stitching and has features to prevent accidental needle sticks and assist in
finishing surgical sutures with one hand, including a foam needle-cushion and a
suture-cutting slot. The Company expects to automate the manufacture of the
SutureMate(R) surgical safety device if sales volume can be increased to
economic levels.

        The Company has other products including patented medical devices and other
non-patented digital products which to date have not been fully developed and
have not created significant revenue. The Company does not presently plan to
further develop these products unless it can secure strategic alliances to
assist in development and commercialization of such products. Because, these
products may never be developed to a state of commercial significance or
viability, the Company is seeking to expand its business through the acquisition
of additional products or additional lines of business that do not require
significant development. There can be no assurance that the Company will be
successful in its efforts.

Corporate Developments

        On March 31, 2003, the Company's board of directors authorized and approved
several resolutions (the "Restructure Plan"). The Restructure Plan includes: the
creation of a 2003 Stock Compensation Plan and filing of Form S-8 to register
the shares under the 2003 Stock Compensation Plan, the authorization of a Series
A Preferred Stock consisting of 4,000,000 shares, issuance of 2,660,000 of
Series A Preferred Stock in consideration of accrued and unpaid salary totaling
$200,000 to officer's Tim Novak and Paul Gray of the Company, issuance of
1,330,000 shares of Series A Preferred Stock to Mr. Jerry Leonard in
consideration of $100,000 cash (each of the preferred shares are convertible
into 10 shares of the Company's common stock and the pending 50:1 reverse stock
split will have no impact on the number of shares issued), the incorporation of






                                       10




a subsidiary to be known as Power3 Medical, Inc. (which has been incorporated
under the laws of the state of Nevada as a wholly owned subsidiary of the
Company), approval of a merger agreement with and into its Power3 Medical, Inc.
subsidiary (which was subsequently removed as part of this transaction), and the
issuance of one share of Power3 Medical, Inc. to the shareholders of the Company
in exchange for each 50 shares of the Company's common stock held on the date of
the merger.

        On July 8, 2003, the Company's board of directors authorized and approved
several resolutions amending the Restructure Plan. The merger into and with
Power3 Medical, Inc., a subsidiary has been cancelled. In addition, the board of
directors authorized and approved a 50:1 reverse stock split of all authorized
shares of common stock as originally contemplated. The stock split is subject to
approval of the Company's shareholders. If approved, all references to the
number of shares and par value in future financial statements and notes thereto
will be adjusted to reflect the stock split as though it had been completed
prior to the first period presented.

        On March 31, 2003 the Company entered a series of consultant relationships
to assist in business development and company and product acquisitions. With the
exception of the 50,000 unregistered shares of common stock to be issued to
Resource Capital Management, Inc. (the first item in the chart below) all of the
agreements are encompassed in the 2003 Stock Compensation Plan as described in
preceding paragraph. In total, the consultants will receive warrants for
8,000,000 shares of common stock registered under the S-8 filing described above
(which number of shares represents the maximum amount of shares that may be
issued under such plan). The following table describes each of the terms of each
such agreements:


Consultant           Services                                        Compensation                 Duration

Resource Capital     sole restructuring agent, general               50,000 unregistered          Evergreen
Management, Inc.     co-ordination of outside contract services,     shares of Common Stock       30 days
                     identification of outside resources,                                        termination
                     restructure supervision                                                       notice

Claudia Arps         electronic commerce marketing strategy and      Warrants to purchase         One year
                     implementation, business structure analysis     1,600,000 shares of
                     and execution, internal policies and            Common Stock
                     procedures development and implementation

Heinrich Hessels     market analysis, negotiation and relationship   Warrants to purchase         One year
                     management, operation and workflow analysis     1,600,000 shares of
                     and design, market perception and brand         Common Stock
                     positioning

Karin Hoermann       business position analysis and definition,      Warrants to purchase         One year
                     brand and new venture launches, operation       1,600,000 shares of
                     functionality analysis and consolidation        Common Stock





                                       11





Paul McAteer         employee relations and incentive compensation   Warrants to purchase         One year
                     plans advice, expansion strategies and          1,600,000 shares of
                     implementation including services and           Common Stock
                     geographical  analysis, merger and acquisition
                     analysis and strategy development

Jack Sherman         marketing strategy and implementation, market    Warrants to purchase        One year
                     analysis and expansion, strategic alliance       1,600,000 shares of
                     analysis and development                         Common Stock

        The warrants, and stock awards, issued pursuant to the forgoing consulting
agreements contain provisions that would prevent the reduction in the number of
shares of stock that would be issued upon a reverse split, combination,
reclassification or other reduction in the number of shares of the Company
outstanding.

During the three months ended June 30, 2003, the following related party
transactions occurred:

o Notes payable to the Company's President and CFO aggregating $26,000, and
  related accrued interest payable, of $7,193 were paid.
o A stockholder infused $8,000.
o Stockholder advances of $3,000 infused during the quarter ended March 31,
  2003 were paid.
o Stockholder advances of $34,500 were converted to notes payable bearing
  interest at between 10% and 12% per annum with one year repayment terms.
  The notes are unsecured. Total interest recorded during the period on these
  notes approximated $3,750.

Results of Operations for the Three Months Ended June 30, 2003 and 2002

        Revenues for the quarter ended June 30, 2003 were $23,146 compared to
$6,803 for the same period last year, an increase of $16,343. The increase is
attributable to an increase in sales of the SutureMate(R)surgical safety device
during the second quarter of 2003.

        Interest expense decreased by $18,306 to $10,792 for the quarter ended June
30, 2003 compared to $29,098 for the same period last year. The decrease
resulted primarily because certain debt was converted to equity in December
2002, and certain other debt was considered extinguished as of December 31,
2002.

        Other operating expenses decreased by $98,747 to $94,504 for the quarter




                                       12




ended June 30, 2003 compared to $193,251 for the same period last year. This
decrease is mainly due to decreased payroll accruals and a decrease of rent
expense as a result of the termination of the company's previous office
location.

        Net loss for the quarter ended June 30, 2003 was $93,110 compared to
$290,052 for the same period last year.

Liquidity and Capital Resources

        As of June 30, 2003 the Company has minimal cash or current assets. In
addition it has a stockholders' deficit of $1,156,361 on June 30, 2003.

        Based on its current operating plan, the Company believes that its existing
resources together with cash generated from operations will not be sufficient to
satisfy the Company's contemplated working capital requirements for the next
fiscal year. The Company anticipates that it will need to raise capital through
the sale of equity interests or borrow funds to sustain its operations. The
Company has no agreements, commitments or understandings with respect to such
debt or equity financing at this time.

        The Company has no commitments for capital expenditures at this time.


                           Part II. OTHER INFORMATION

Item 1. Legal Proceedings

        On March 25, 2002, the Company agreed to pay IBM $20,000 on or before May
31, 2002 as settlement for certain litigation. The settlement was predicated on
the Company paying this amount by May 31, 2002. However, the Company was unable
to pay these funds, and as such, the settlement amount was increased to $100,000
plus interest commencing June 1, 2002. The Company is liable to IBM for $100,000
plus statutory interest from June 1, 2002 as it has missed its threshold payment
date. The Company believes that this settlement was in the best interest of the
Company and its shareholders as it minimized the potential exposure should the
Company have been unsuccessful at trial. The Company charged the additional
$80,000 due to the vendor to operations during 2002.

On January 30, 1998, the Company entered into an agreement with a health care
provider (the "Provider") in which the Provider was to perform clinical testing
of ten surgical or medical products submitted by the Company. The agreement,
which has been personally guaranteed by the Company's predecessor CEO, expired
on January 30, 2003 and required the Company to pay the Provider a fixed amount
of $25,000 for each of the ten studies. The agreement further provided that the
Company was obligated to pay the $250,000 even if the Company elected to forego
having the Provider perform the clinical testing. The Company has not submitted
any products for clinical testing during the term of the agreement and/or paid
any amounts due under this arrangement. For various reasons, the Provider has
effectively agreed to waive their rights under the agreement provided that the
Company either (1) enters into a new profit participation agreement with the





                                       13




Company under which the Provider would receive no less than $250,000 within a
four year period commencing on the date of such agreement or (2) makes an
immediate payment of $50,000 to the Provider. As a result thereof, the Company
has recorded a $50,000 liability as of December 31, 2002, which amount
represents the probable amount of the liability existing at such time. If the
Company elects to enter a new profit participation agreement, the new agreement
is expected to retain the existing personal guaranty of the Company's previous
CEO. Neither the Company nor the Provider has filed any litigation relating to
this contract.

        The Company knows of no other significant legal proceedings to which it is
a party or to which any of its property is the subject or any unsatisfied
judgments against the Company and knows of no other material legal proceedings
which are pending, threatened or contemplated.

Item 2. Changes in Securities

None

Item 3. Defaults Upon Senior Securities

None

Item 4. Submission of Matters to a Vote of Security Holders

        No matters were submitted to the security holders for a vote during the
quarter ended June 30, 2003.

Item 5. Controls and Procedures

        Based on their evaluation, as of a date within 90 days of the filing date
of this Form 10-QSB, the Company's Chief Executive Officer and Chief Financial
Officer have concluded that the Company's disclosure controls and procedures (as
defined in Rule 13a-14(c) and 15d-14(c) under the Securities Exchange Act of
1934, as amended) are effective. There have been no significant changes in
internal controls or in other factors that could significantly affect these
internal controls subsequent to the date of this evaluation, including any
corrective actions with regard to significant deficiencies and material
weaknesses.

Item 6. Exhibits and Reports on Form 8-K

(a) Exhibits

      31          Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
                  for Timothy Novak.
      31          Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
                  for R. Paul Gray.
      32          Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
                  for Timothy Novak.
      32          Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
                  for R. Paul Gray.


(b) Reports on Form 8-K

On April 8, 2003, the Registrant filed a Form 8-K dated March 31, 2003 reporting
the adoption of a restructure plan, change in control of the Company and
intention to re-incorporate in Nevada under Items 1 and 7.



                                       14



                                   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 thereunto duly authorized.

                                    Surgical Safety Products, Inc. (Registrant)


Date: August 12, 2003                       By:/s/ Timothy Novak
                                               Timothy Novak
                                               Chairman and Chief Executive Officer


        Pursuant to the requirements of the Exchange Act, this report has been
signed by the following persons in the capacities and on the dates indicated.

Signature              Title                                Date


/s/ Timothy Novak      Chairman and Chief                   August 12, 2003
Timothy Novak          Executive Officer




/s/ R.  Paul Gray      Director, Secretary, Treasurer       August 12, 2003
R.  Paul Gray          and Chief Financial Officer





                                       15

EX-31

                                  CERTIFICATION

I, Timothy Novak certify that:

1. I have reviewed this quarterly report on Form 10QSB of Surgical Safety
   Products, Inc.;
2. Based on my knowledge, this annual report does not contain any untrue
   statement of a material fact or omit to state a material fact necessary to
   make the statements made, in light of the circumstances under which such
   statements were made, not misleading with respect to the period covered by
   this annual report;
3. Based on my knowledge, the financial statements, and other financial
   information included in the this annual report, fairly present in all
   material respects the financial condition, results of operations and cash
   flows of the registrant as of, and for the periods presented in this annual
   report;
4. The registrant's other certifying officers and I are responsible for
   establishing and maintaining disclosure controls and procedures for the
   registrant and have:
        a. Designed such disclosure controls and procedures to ensure that
           material information relating to the registrant, including the
           consolidated subsidiaries, is made known to us by others within those
           entities, particularly during the period in which this annual report
           is being prepared;
        b. Evaluated the effectiveness of the registrant's disclosure controls
           and procedures as of a date within 90 days prior to the filing of this
           annual report; and
        c. Presented in this annual report our conclusions about the
           effectiveness of the disclosure controls and procedures based on our
           evaluation noted preceding;
5. The registrant's other certifying officers and I have disclosed, based on
   our most recent evaluation, to the registrant's auditors:
        a. All significant deficiencies in the design or operation of internal
           controls which could adversely affect the registrant's ability to
           record, process, summarize, and report financial data and have
           identified for the registrant's auditors any material weaknesses in
           internal controls; and
        b. Any fraud, whether or not material, that involves management or other
           employees who have a significant role in the registrant's internal
           controls; and
6. The registrant's other certifying officers and I have indicated in this
   annual report whether there were significant changes in internal controls
   or in other factors that could significantly affect internal controls
   subsequent to the date of our most recent evaluation, including any
   corrective actions with regard to significant deficiencies and material
   weaknesses.

Date:    August 12, 2003

                                                 /s/      Timothy Novak
                                                 By:      Timothy Novak
                                                 Title:   Chief Executive Officer

EX-31

                                  CERTIFICATION

I, R. Paul Gray certify that:

1. I have reviewed this quarterly report on Form 10QSB of Surgical Safety
   Products, Inc.;
2. Based on my knowledge, this annual report does not contain any untrue
   statement of a material fact or omit to state a material fact necessary to
   make the statements made, in light of the circumstances under which such
   statements were made, not misleading with respect to the period covered by
   this annual report;
3. Based on my knowledge, the financial statements, and other financial
   information included in the this annual report, fairly present in all
   material respects the financial condition, results of operations and cash
   flows of the registrant as of, and for the periods presented in this annual
   report;
4. The registrant's other certifying officers and I are responsible for
   establishing and maintaining disclosure controls and procedures for the
   registrant and have:
        a. Designed such disclosure controls and procedures to ensure that
           material information relating to the registrant, including the
           consolidated subsidiaries, is made known to us by others within those
           entities, particularly during the period in which this annual report
           is being prepared;
        b. Evaluated the effectiveness of the registrant's disclosure controls
           and procedures as of a date within 90 days prior to the filing of this
           annual report; and
        c. Presented in this annual report our conclusions about the
           effectiveness of the disclosure controls and procedures based on our
           evaluation noted preceding;
5. The registrant's other certifying officers and I have disclosed, based on
   our most recent evaluation, to the registrant's auditors:
        a. All significant deficiencies in the design or operation of internal
           controls which could adversely affect the registrant's ability to
           record, process, summarize, and report financial data and have
           identified for the registrant's auditors any material weaknesses in
           internal controls; and
        b. Any fraud, whether or not material, that involves management or other
           employees who have a significant role in the registrant's internal
           controls; and
6. The registrant's other certifying officers and I have indicated in this
   annual report whether there were significant changes in internal controls
   or in other factors that could significantly affect internal controls
   subsequent to the date of our most recent evaluation, including any
   corrective actions with regard to significant deficiencies and material
   weaknesses.

Date:    August 12, 2003

                                                   /s/      R. Paul Gray
                                                   By:      R. Paul Gray
                                                   Title:   Chief Financial Officer

EX-32

                                 CORRESPONDENCE
                      Certification Pursuant to 906 by CFO


CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In connection with the quarterly report of Surgical Safety Products, Inc. (the
"Company") on Form 10-QSB for the period ending June 30, 2003 as filed with the
Securities and Exchange Commission on the date hereof (the "Report"), I, Timothy
Novak, Chief Executive Officer of the Company, certify, to the best of my
knowledge, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
906 of the Sarbanes-Oxley Act of 2002, that:

The Report fully compiles with the requirements of Section 13(a) or 15(d) of the
Securities Exchange Act of 1934; and

The information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the Company.



                                                  /s/ Timothy Novak
                                                      Timothy Novak

                                                      Chief Executive Officer
                                                      Surgical Safety Products, Inc.
August 12, 2003

EX-32

                                 CORRESPONDENCE
                      Certification Pursuant to 906 by CFO




CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In connection with the quarterly report of Surgical Safety Products, Inc. (the
"Company") on Form 10-QSB for the period ending June 30, 2003 as filed with the
Securities and Exchange Commission on the date hereof (the "Report"), I, R. Paul
Gray, Chief Financial Officer of the Company, certify, to the best of my
knowledge, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
906 of the Sarbanes-Oxley Act of 2002, that:

The Report fully compiles with the requirements of Section 13(a) or 15(d) of the
Securities Exchange Act of 1934; and

The information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the Company.



                                                 /s/ R. Paul Gray
                                                     R. Paul Gray

                                                     Chief Financial Officer
                                                     Surgical Safety Products, Inc.
August 12, 2003