U.S. SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   Form 10-KSB

(Mark One)

|X|  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 (Fee Required)

     For the fiscal year ended June 30, 2001

|_|  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
     SECURITIES EXCHANGE ACT OF 1934 (No Fee Required)

     For the transition period from ___________ to ____________

                       Commission File Number: 33-27610-A

                     MEDICAL TECHNOLOGY & INNOVATIONS, INC.
                 (Name of small business issuer in its charter)


           Florida                                           65-2954561
(State or other jurisdiction of                           (I.R.S. Employer
incorporation or organization)                           Identification No.)

3725 Investment Lane, Riviera Beach, FL                      33404
(Address of principal executive offices)                   (Zip Code)

                                 (561) 844-3486
                (Issuer's telephone number, including area code)

           Securities registered pursuant to Section 12(b) of the Act:

                           Common Stock, no par value
                              (Title of each class)

           Securities registered pursuant to Section 12(g) of the Act:

                                      None
                                (Title of Class)

     Check whether the issuer (1) has filed all reports  required to be filed by
Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for
such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days.
YES [X] No [ ]

     Check if there is no disclosure of delinquent filers pursuant to Item 405
of Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [ ]

     The issuer's revenues for its most recent fiscal year were $4,064,858.

     The aggregate market value of the voting stock held by non-affiliates
computed by reference to the price at which the stock was sold or the average
bid and asked prices of such stock as of September 20, 2001 was approximately
$2,612,953.

     As of June 30, 2001, 41,807,248 shares of Common Stock, no par value, of
the registrant were outstanding.

                      DOCUMENTS INCORPORATED BY REFERENCE:

     None
     Transitional Small Business Disclosure Format (Check One): Yes [  ] No [X]


                                     PART I.

Item 1. Description of Business

General

Medical Technology & Innovations, Inc., f/k/a SouthStar Productions, Inc. (the
"Company") was incorporated in the state of Florida in January 1989. The Company
operates through two wholly-owned subsidiaries, Medical Technology, Inc. ("MTI")
and Steridyne Corporation ("Steridyne"). MTI was incorporated in the state of
Iowa in April 1993 and Steridyne was incorporated in the state of Florida in
1996.

The Company acquired control of MTI in October of 1995 under the terms of a
Share Exchange Plan ("the Plan") with SouthStar Productions, Inc. ("SouthStar").
On August 1, 1996 the Company acquired the net assets and the right to the name
of Steridyne. Effective April 1, 1999 the Company acquired certain key operating
assets of the thermometer business of Florida Medical Corporation ("Florida
Medical"), a former manufacturer of glass thermometers and distributor of
digital thermometers which then became a part of Steridyne.

The Company manufactures and distributes the PhotoScreener, which is a
specialized Polaroid-type instant film camera designed to detect conditions that
lead to amblyopia ("lazy eye") and other eye disorders. Steridyne is a
manufacturer and distributor of thermometer sheaths, probe covers, and
anti-decubitus gel cushions. Steridyne also distributes both glass and digital
thermometers.


Product Lines

The PhotoScreener is designed to take a photograph of a child's eye and detect
factors which can lead to amblyopia (lazy eye), including strabismus
(misalignment of the eye), cataracts (cloudy lenses), and asymmetric or other
abnormal refractive errors, including myopia (nearsightedness), hyperopia
(farsightedness), and astigmatism.

The PhotoScreener consists of a single flash placed close to the center of the
lens of the subject's eye to accentuate the "red eye" appearance of a subject
for diagnostic purposes. By placing the flash close to the lens aperture,
abnormal refractive errors of the eye are imaged as white crescents in the red
eye reflex, a process scientifically known as "photo refraction".

The PhotoScreener consists of approximately 40 components, plus screws and
fasteners. Major components include molded plastic parts, optic lenses, printed
circuit boards, an instant film back, a strobe flash, optic mirrors, a battery
pack, a power supply, and a battery charger.

Steridyne's primary professional product line is the Steritemp® sterile
thermometer sheath and Steritemp II probe cover, a universal probe cover for the
small hand-held electronic thermometer. These clinical products are packaged in
over 30 distinct put-ups for the varied marketplace. This includes
Steritemp®'s own branded electronic thermometer and probe cover kits. A
non-sterile economy sheath/probe cover line, Value Brand™, was recently
introduced.

Steridyne's retail products include glass thermometer kits, electronic
thermometer kits, sheath/probe covers, and forehead temperature indicators.

Steridyne has two extensive wound management product lines in the home
healthcare market: Zero-G™ and SofSeat™, a range of gel flotation cushions
offering full support at economical price levels.

Certain geographic segment information is described in Note 16 to the Company's
financial statements included as Item 7 of this Form 10-KSB.

                                       2


Marketing and Distribution

The Company markets the PhotoScreener domestically and internationally through a
combination of direct sales representatives and independent distributors. The
Company markets the PhotoScreener to pediatricians, public health and education
departments, preschools, day care centers, family and general physicians, eye
doctors, hospitals, volunteer organizations, managed care and health maintenance
organizations, and national eye care chains.

Steridyne products are distributed through an authorized dealer network
utilizing sales representatives throughout the nation. There are three
divisions: professional (ethical), home healthcare and retail. The independent
sales representatives are directed by a sales executive of Steridyne.

Competition

The vision screening business has attracted several companies, both domestic and
foreign. Although other vision screening devices currently exist and are on the
market, the Company believes the PhotoScreener has competitive advantages over
all other such devices. These advantages include instant film capability,
relatively low cost, portability, and ease of interpretation and use.

The Company's temperature taking and wound management products operate in a
highly competitive retail market in which the Company has a minor share. The
business is split about 50 percent retail and 50 percent in the clinical area
where it is estimated that it has about 25% of the U.S. market.

Although the Company believes its products have advantages over competing
products, no assurances can be made that current competitors or new entrants
into the market will not develop more competitive products. Such potential
competitors would most likely have considerably more financial resources than
the Company.

Patents and Trademarks

In 1993, the Company obtained rights to U.S. Patent No. 4,989,968 for a
photoscreening camera system that is now known as the PhotoScreener. This patent
was granted to Dr. Howard Freedman and assigned to the Company. The Company has
filed patent applications in Canada, Europe, and Japan.

In its acquisition of Steridyne assets in August 1996, the Company obtained
rights to patents No. 4672700, No. 4753705, No. 4967758, No. 4614442, and No.
4593699, covering thermometer sheaths and probe covers, decubitus cushions and
disposable liners for blood pressure cuffs. Steridyne's trademarks include
Steritemp, Zero-G, Dr. T.Rex and Sofseat.

In its acquisition of Florida Medical assets, the Company obtained rights to the
trademarks RECOVER and TEMCOM for use on devices for taking temperatures
including glass and digital thermometers.

Government Regulation

Certain aspects of the Company's business, principally the manufacture and sale
of the PhotoScreener and Steridyne products are subject to regulation by the
U.S. Food and Drug Administration (FDA) as medical devices. The Company has
received 510(k) clearances to market the PhotoScreener and all Steridyne
products except the gel floatation cushions and sheaths that require listing
only. The Company believes that it has completed all necessary governmental
processes; however, if the FDA should determine otherwise, it could order the
Company to cease production of its products and recall products already sold.

Employees

As of June 30, 2001 and 2000, the Company employed 28 and 29 full-time
employees, respectively. None of the Company's employees are represented by a
labor union, and the Company considers its employee relations to be good.

                                       3


Item 2. Description of Properties

The Company's principal executive and administrative offices are located in
Riviera Beach, Florida. The Company's manufacturing and distribution functions
for Steridyne and MTI are also conducted at this facility. The facility is
subject to a mortgage of approximately $204,000. The Company believes that its
properties are well maintained, and its manufacturing equipment is in good
operating condition and sufficient for current production.

Item 3. Legal Proceedings

In November 1997 the Company initiated a lawsuit against Faisal Finance
(Switzerland) S.A. to recover damages related to restructuring the conversion
rights of its Series A Preferred Convertible shares and associated financial
transactions. That action was filed in Pennsylvania and subsequently Faisal
Finance challenged the jurisdiction of the court and filed an action against the
Company in Florida. The Company then joined the two actions in Florida.

The Company alleged that Faisal Finance breached its agreement to provide
funding for, as well as to participate as an investor in, the restructuring,
purposefully delayed the transactions knowing the precarious financial condition
of the Company at the time and allowed conflicting interests to interfere with
their obligations as a financial advisor to the Company. Faisal claimed damages
of $750,000 for the alleged failure of the Company to fulfill its obligations
under the original conversion rights and investment banking fees for alleged
services in connection with the restructuring.

In December of 1998, the Company settled this action by agreeing to pay Faisal
an amount approximately equal to the amount they would have received had they
originally tendered their shares in October of 1997.

On February 15, 2000 the Company filed a lawsuit in the Common Pleas court of
Dauphin County, Pennsylvania against LensCrafters, Inc. (LensCrafters) and its
parent, Luxottica Group S.P.A. (Luxottica). The Company entered into a business
relationship with LensCrafters to provide more than 600 of its PhotoScreener
devices for use in the retail facilities of LensCrafters. In a written agreement
dated August 25, 1998, LensCrafters committed that it would conduct a national
marketing campaign in excess of $5 million to promote vision screening through
the PhotoScreener. As part of that transaction, LenCrafters insisted on
obtaining the right to purchase up to 1.2 million shares of the Company's stock
because both LensCrafters and the Company believed that the introduction of the
PhotoScreener in LensCrafters' retail facilities would greatly benefit the
Company. The Company's complaint provides that the Company delivered the
PhotoScreeners to LensCrafters, but LensCrafters has failed to meet its
promotional and marketing commitments. LensCrafters has not proceeded with the
national promotional campaign, nor has it distributed the PhotoScreener units to
its retail stores. The Complaint asserts that Luxottica, which owns
LensCrafters, has directed LensCrafters to break its agreement with the Company.
The complaint seeks substantial monetary damages from both Luxottica and
LensCrafters. It asserts legal claims for breach of contract by LensCrafters,
for misrepresentation and fraud by LensCrafters, and for intentional
interference with contract by Luxottica. LensCrafters has removed the case to
Federal Court, where it is now pending. LensCrafters also moved to refer the
case to arbitration. Luxottica has filed a challenge to the jurisdiction of the
Court. The Company vigorously contests both motions. A decision on these motions
was expected to occur last year, but the Judge has not yet ruled. The Company's
counsel continues to seek such rulings.

As of January 1, 2000 the Company entered into an Agreement with a company
affiliated with the Chairman and Chief Executive Officer to provide litigation
management services with regard to the proceedings against LensCrafters et al;
and to pay or advance all attorney's fees and other litigation costs incurred by
the Company to pursue this litigation. If the Company is successful in receiving
a judgment, award or settlement from this litigation, the litigation fees and
other costs will be reimbursed and 10% of the gross judgment, award or
settlement will be paid to that company. No costs or expenses will be reimbursed
in the event the litigation is unsuccessful.

The Company, MTI and Steridyne are also parties to other pending legal
proceedings in the ordinary course of their business. The Company does not
expect these legal proceedings to have a material adverse effect on the
Company's financial condition.

                                       4


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

The following items were considered and acted upon at the Company's 2000 annual
meeting of stockholders which was held April 24, 2001:

1.   The following director was elected, along with his respective votes
     received:

     Director          Term         Votes For     Votes Against    Votes Abstain
     Larry James       3 yr.        37,220,500    100              314,365

2.   Simon Lever & Company was ratified as the independent certified public
     accountants by a vote of 37,221,981 in favor, 251,091 votes against and
     61,893 abstain votes.

                                    PART II.

Item 5. Market for Common Equity and Related Stockholder Matters

The Company's common stock is listed on the Over the Counter Electronic Bulletin
Board under the symbol "MTEN." Prior to October 1995, the Company's common stock
was neither listed nor traded on any market. The following table sets forth the
range of the high and low bid prices for the common stock during the periods
indicated, and represents interdealer prices, which do not include retail
mark-ups and mark-downs, or any commission to the broker-dealer, and may not
necessarily represent actual transactions.

Quarter Ending        High        Low     Quarter Ending        High        Low

September 30, 2000    $.15       $.06     September 30, 1999    $.18       $.06
December 31, 2000      .13        .06     December 31, 1999      .09        .03
March 31, 2001         .10        .05     March 31, 2000         .48        .04
June 30, 2001          .07        .04     June 30, 2000          .27        .09

As of June 30, 2001, there were approximately 700 recordholders of common stock.
Such amounts do not include common stock held in "nominee" or "street" name.

The Company has not paid cash dividends on its common stock since its inception.
At the present time, the Company's anticipated working capital requirements are
such that it intends to follow a policy of retaining any earnings in order to
finance the development of its business.

Item 6. Management's Discussion and Analysis or Plan of Operation

This analysis should be read in conjunction with the consolidated financial
statements and notes thereto.

This form 10-KSB includes "forward looking statements" concerning the future
operations of the Company. It is management's intent to take advantage of the
"safe harbor" provision of the Private Securities Litigation Reform Act of 1995.
This statement is for the express purpose of availing the Company of the
protections of such safe harbor with respect to all "forward looking statements"
contained in this Form 10-KSB. We have used "forward looking statements" to
discuss future plans and strategies of the Company. Management's ability to
predict results or the effect of future plans is inherently uncertain. Factors
that could effect results include, without limitation, competitive factors,
general economic conditions, customer relations, relationships with vendors, the
interest rate environment, governmental regulation and supervision, seasonality,
distribution networks, product introductions, acceptance, technological change,
changes in industry practices and one-time events. These factors should be
considered when evaluating the "forward looking statements" and undue reliance
should not be placed on such statements. Should any one or more of these risks
or uncertainties materialize, or should any underlying assumptions prove
incorrect, actual results may vary materially from those described herein.

                                       5


Results of Operations

Fiscal Year Ended June 30, 2001 as Compared to June 30, 2000

Revenues for the fiscal year 2001 were $4,064,858, compared to $4,607,945 for
the comparable period in fiscal 2000, or a decrease of $543,087 or 12%. Revenues
for Steridyne Corporation were $3,095,197 compared to $4,151,177 for a decrease
of $1,055,980 or 25%. This significant sales decrease results from the decline
in demand for glass thermometers caused by several states banning glass
thermometer sales in retail stores. The demand for glass thermometers still
continues in the hospital/medical customer base. Revenues for Medical Technology
were $969,661 compared to $456,768 for an increase of $512,893 or 112%. This
large sales increase resulted primarily because of a distribution agreement
signed with a major distributor in the ophthalmic market. Management is
continuing to complete negotiations on several supply contracts which would
effectively maintain Photoscreener sales at core levels achieved prior to the
fulfillment of the Lenscrafter order in fiscal 1999.

Gross profit for the fiscal year 2001 was $1,760,636 compared to $1,844,784 for
the comparable period in fiscal 2000, or a decrease of $84,148 or 5%. This
decrease results because of the dramatic sales decline in Steridyne's glass
thermometers sales with lower margins offset by a large increase in
Photoscreener sales at Medical Technology which have significantly higher profit
margins. The Steridyne operations have achieved profitability on a cash basis
for the past several months while the Photoscreener Product group has yet to
achieve this level. The Company announced its acquisition of the manufacturing
and distribution rights to a state of the art urological device for female
patients during fiscal 2001. It is expected that this new product will further
help to bolster revenues and profit margins for the Company.

Operating expenses during the fiscal year 2001 were $2,257,795, compared to
$2,591,342 for fiscal 2000, or a decrease $333,547, or 13%. Management expects
to see this trend continue as we see the result of ongoing expense reduction and
cost containment programs. Interest expense of $216,359 for fiscal 2001
decreased by $19,947 or 9% versus fiscal 2000.

Information about the Company's Industry Segments is included in Note 16 to the
Notes to Consolidated Financial Statements.

Liquidity and Capital Resources

At June 30, 2001, the Company had cash of $15,434 and working capital of
($592,433) as compared to $161,018 and ($176,251) at June 30, 2000. If non-cash
liabilities included in current liabilities at the end of fiscal 2001 are
eliminated, the decrease in working capital between the two fiscal years reduces
to approximately $179,000. This decrease in the working capital is primarily due
to the Company's loss for the fiscal year 2001.

During the quarter ending March 31, 2000, the Company borrowed over $1,000,000
from an affiliate of the Chief Executive Officer and Chairman of the Company to
support the working capital needs of the Company. This loan is secured by
substantially all of the assets of the Company and is guaranteed by the
Company's subsidiaries. At June 30, 2001 and 2000, $1,113,546 and $1,090,999,
respectively, was outstanding and included in the balance sheet as of the same
dates. The interest rate for the loan is a fixed rate of twelve percent (12%)
per annum, however, interest may be added to the loan principal at two times the
interest payment due at the option of the Company with the written consent of
the lender. During the first eighteen months of the loan the Company will pay
only interest monthly. During the remaining forty-two (42) months of the loan
the Company will pay principal, amortized over twenty years, and interest
monthly, commencing on the first day of the nineteenth month and continuing on
for forty-two months thereafter. The balance of the loan is due in full at the
end of sixty months. At any time, at the option of the lender, the outstanding
principal plus accrued and unpaid interest and expenses due may be paid in an
amount of common stock of the Company at the rate of one share for every four
cents owed to the lender (the "Conversion Rate"). The Conversion Rate had been
determined at the time of the negotiations, based upon the previous sixty day
average closing price per share of the Company's common stock as quoted on the
Over-The-Counter Bulletin Board. The Conversion Rate will be adjusted for all
stock splits subsequent to the loan agreement. In the event the conversion
occurs it would change the ownership of the Company significantly.

                                       6


The Chief Executive Officer and a former Director of the Company personally
signed a guarantee with a local bank to provide a $250,000 line of credit to the
Company, which terminated in February of 2000. Both individuals were granted
options to acquire 50,000 shares of the Company's common stock at an exercise
price of $0.50 per share. The Chief Executive Officer pledged a $235,000
Certificate of Deposit to the local bank who provided the line of credit to the
Company. As a result, the bank released the former Director as guarantor of the
borrowing facility. The Company continues to make interest payments on the line
of credit. In consideration the Chief Executive Officer was granted options to
acquire 100,000 shares of the Company's common stock at an exercise price of
$0.25 per share.

Management has completed the process of consolidating its operations into a
single location and cutting back on administrative staff in line with present
sales levels. The reorganization has been completed as of March 31, 2000.

In September of 1997 the Company reached an agreement with the holders of the
Series A Preferred shares issued in July of 1996 to amend certain terms and
conditions of the issue subject to the Company completing the required
financing. All Series A Preferred shareholders were given the choice of electing
("Option 1") a cash payment of $3,800 per share or ("Option 2") 10,000 shares of
the Company's common stock and a new Series B Preferred share with a $6,000 face
in exchange for 1 share of the original Series A Preferred. All Series A
Preferred shareholders also had the exercise price reduced on all warrants
applicable to tendered Series A Preferred Shares from $2.72 to $1.00. The new
Series B Preferred Stock was convertible into common stock of the Company from
October 1, 1998 at a fixed price of $1.00. Conversion is limited to 10% of the
holding for the first four months following October 1, 1998 then it is increased
to 20% per month thereafter. The Series B Preferred stock can be redeemed by the
Company at any time in cash at 110% of the face value or in common stock at 120%
of the face value, with mandatory redemption required by September 30, 2000.

Management made an offer in July of 2001 to the Series B Preferred Stock holders
to redeem each share for $400 in cash and 45,000 shares of the Company's common
stock. To date, over 90% of the Series B Preferred Stock holders have accepted
the offer and have executed the redemption agreements. Management is in the
process of working with the Company's transfer agent to complete the
requirements of the Series B Preferred Stock Redemption agreement. It is
anticipated that approximately 12,000,000 shares of the Company's common stock
will be issued in connection with the redemption of the Series B Preferred Stock

For the past several years the Company has financed a portion of its operations
through private sales of securities and revenues from the sale of its products.
Since June of 1993 the Company has received net proceeds of approximately $11.0
million from the private sale of securities and debt. The Company may raise
additional capital through private and/or public sales of securities in the
future.

As of January 1, 2000 the Company entered into an Agreement with a company
affiliated with the Chairman and Chief Executive Officer to provide litigation
management services with regard to the proceedings against LensCrafters et al;
and to pay or advance all attorney's fees and other litigation costs incurred by
the Company to pursue this litigation. If the Company is successful in receiving
a judgment, award or settlement from this litigation, the litigation fees and
other costs will be reimbursed and 10% of the gross judgment, award or
settlement will be paid to that company. No costs or expenses will be reimbursed
in the event the litigation is unsuccessful.

                                       7


Item 7. Financial Statements

Index to Consolidated Financial Statements:
                                                                         Page

Report of independent auditors for the years ended
     June 30, 2001 and 2000                                                9

Consolidated balance sheets as of June 30, 2001 and 2000                  10

Consolidated income statements for the years ended
     June 30, 2001 and 2000                                               11

Consolidated statements of stockholders' equity for the years ended
     June 30, 2001 and 2000                                               12

Consolidated statements of cash flows for the years ended
     June 30, 2001 and 2000                                               13

Notes to consolidated financial statements                                14







                                       8



INDEPENDENT AUDITORS' REPORT

To the Board of Directors
Medical Technology & Innovations, Inc.
Riviera Beach, Florida

     We have audited the accompanying consolidated balance sheets of Medical
Technology & Innovations, Inc. and subsidiaries as of June 30, 2001 and 2000,
and the related consolidated statements of income, stockholders' equity, and
cash flows for the years then ended. These consolidated financial statements are
the responsibility of the Company's management. Our responsibility is to express
an opinion on these consolidated financial statements based on our audits.

     We conducted our audits in accordance with auditing standards generally
accepted in the United States of America. Those standards 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 consolidated financial statements referred to above
present fairly, in all material respects, the consolidated financial position of
Medical Technology & Innovations, Inc. and subsidiaries as of June 30, 2001 and
2000, and consolidated results of their operations and their consolidated cash
flows for the years then ended in conformity with accounting principles
generally accepted in the United States of America.

     The accompanying consolidated financial statements have been prepared
assuming that the Company will continue as a going concern. As discussed in Note
18 to the consolidated financial statements, the Company has suffered recurring
losses from operations and has a net working capital deficit that raises
substantial doubt about its ability to continue as a going concern. Management's
plans in regard to these matters are also described in Note 18. The consolidated
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.



                                            /s/ SIMON LEVER & COMPANY


Lancaster, Pennsylvania
September 25, 2001



                                       9



                     Medical Technology & Innovations, Inc.
                           Consolidated Balance Sheets
                                     June 30

                                     Assets

                                                     2001                  2000
Current Assets:
     Cash and Equivalents                      $   15,434            $  161,018
     Accounts Receivable, less
        allowances of $97,090
        and $30,030, respectively                 406,958               572,160
     Inventory                                    520,270               542,892
     Prepaid Expenses                              56,594                46,696
     Total Current Assets                         999,256             1,322,766

Fixed Assets:
     Land                                         182,000              182,000
     Property & Equipment                       1,151,174             1,153,512
     Less accumulated depreciation               (737,764)             (623,897)
     Fixed Assets, net                            595,410               711,615
Other Assets:
     Intangible Assets                          2,422,976             1,897,120

Total Assets                                   $4,017,642            $3,931,501
                                                =========             =========

                      Liabilities and Stockholders' Equity

Current Liabilities:
     Accounts Payable                          $  298,457            $  448,155
     Accrued Liabilities
         Payroll and payroll taxes                 45,857               189,303
         Royalties                                178,076               185,130
     Other                                        263,897               188,678
     Current Maturities of Long-Term Debt         805,402               487,751
     Total Current Liabilities                  1,591,689             1,499,017

Long-Term Debt, Net of Current Maturities       1,539,279             1,432,681

Total Liabilities                               3,130,968             2,931,698

Stockholders' Equity
     Common Stock, no par value,
        authorized 700,000,000 shares,
        outstanding 41,807,248 and
        34,017,248 shares, respectively        11,722,406            11,122,017
     Series A Convertible Preferred Stock,
        $100 par value, authorized 70,000
        shares, outstanding nil shares             - 0 -                 - 0 -
     Series B Convertible Preferred Stock,
        $100 par value, authorized 1000
        shares, outstanding 266 shares          1,596,000             1,596,000
     Preferred Stock, authorized 100,000,000
        shares $1,000 par value, 12%,
        noncumulative,
        outstanding 22.5 shares                    22,500                22,500
     Treasury Stock, at cost
        (1,973,531 shares)                       (436,799)             (436,799)
     Accumulated Deficit                      (12,017,433)          (11,303,915)
     Total Stockholders' Equity                   886,674               999,803
Total Liabilities and Stockholders' Equity     $4,017,642            $3,931,501
                                               ==========            ==========


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

                                       10




                     Medical Technology & Innovations, Inc.
                         Consolidated Income Statements
                           For the Years Ended June 30



                                                   2001                  2000

Revenues                                       $4,064,858            $4,607,945
Cost of Goods Sold                              2,304,222             2,763,161
     Gross Profit                               1,760,636             1,844,784
Operating Expenses
     Advertising                                   22,634                31,551
     Selling, General,
        and Administrative                      2,235,161             2,559,791
     Total Operating Expenses                   2,257,795             2,591,342
(Loss) from Operations                           (497,159)             (746,558)
     Interest Expense, Net                        216,359               236,306
Net (Loss) from Operations                      ($713,518)           ($ 982,864)
                                                =========             =========
Net (Loss) per common share
        (basic and diluted)(*)                     ($.021)               ($.035)
                                                =========             =========

Weighted Average Outstanding Shares            39,666,415            31,795,545
                                                =========             =========




(*) Calculated including Series B Preferred Stock accretion of $127,680 in each
of the fiscal years ended June 30, 2001 and 2000; respectively.

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

                                       11



                     Medical Technology & Innovations, Inc.
                 Consolidated Statements of Stockholders' Equity
                               For the Years Ended


                                                         Series A      Series B
                                                       Convertible   Convertible                                          Total
                                 Common      Common     Preferred     Preferred   Preferred   Treasury   Accumulated   Stockholders'
                                 Shares       Stock       Stock         Stock       Stock       Stock      Deficit        Equity  

   Balance at June 30, 1998   26,385,279   $9,632,183   $  - 0 -     $1,602,000    $22,500   ($309,742) ($ 9,670,424)  $1,276,517
Purchase of Treasury Shares     (600,000)                                                     (127,057)                  (127,057)
Net Loss                                                                                                    (650,627)    (650,627)
Stock Issued for Services        983,974      172,409                                                                     172,409
Conversion of Series B
  Preferred Stock into
  common stock                    54,081        6,000                    (6,000)
Conversion of Subordinated
  Notes into common stock        725,000      379,500                                                                     379,500

   Balance at June 30, 1999   27,548,334  $10,190,092   $  - 0 -     $1,596,000    $22,500   ($436,799) ($10,321,051)  $1,050,742
Conversion of Debentures
  Into Common stock            5,436,773      822,601                                                                     822,601

Stock Issued for Services      1,032,141      109,324                                                                     109,324
Net Loss                                                                                                    (982,864)    (982,864)

   Balance at June 30, 2000   34,017,248  $11,122,017   $  - 0 -     $1,596,000    $22,500   ($436,799) ($11,303,915)   $ 999,803
Stock Issued for
  Intangible Assets            2,600,000      286,000                                                                     286,000
Stock Issued for Services      5,190,000      314,389                                                                     314,389
Net Loss                                                                                                    (713,518)    (713,518)
   Balance at June 30, 2001   41,807,248  $11,722,406   $  - 0 -     $1,596,000    $22,500   ($436,799) ($12,017,433)   $ 886,674
                              ==========   ==========   =========     ==========   ========   =========  ============   =========




                                       12

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



                     Medical Technology & Innovations, Inc.
                      Consolidated Statements of Cash Flows
                           For the Years Ended June 30


                                                             2001             2000
Cash flows from operating activities:
Net Loss                                                  ($713,518)       ($982,864)
Adjustments to reconcile net loss to net cash (used)
   in operating activities:
     Depreciation and Amortization                          324,751          376,580
     Decrease (Increase) in Accounts Receivable             165,202         (133,953)
     Decrease (Increase) in Inventory                        22,622          (29,534)
     (Increase) Decrease in Prepaid Expenses                 (9,898)          44,306
     (Decrease) in Accounts Payable                        (149,698)        (459,984)
     (Decrease) Increase in Accrued Liabilities             (75,281)         140,123
     Stock issued for services                              314,389          109,324
     Conversion of interest to debt                          22,547           90,999
Net cash (used) in operating activities                     (98,884)        (845,003)

Cash flows from investing activities:
     Purchase of Intangible Assets                          (28,772)           -0-  
Net cash (used) in investing activities                     (28,772)           -0-

Cash flows from financing activities:
     Proceeds from issuance of Notes Payable                  -0-          1,000,000
     Repayment of Notes Payable                             (17,928)         (84,560)
Net cash (used) provided from financing activities          (17,928)         915,440
Net (decrease) increase in cash and equivalents            (145,584)          70,437
Cash and equivalents at beginning of year                   161,018           90,581
Cash and equivalents at end of year                       $  15,434         $161,018
                                                          =========         ========

Supplemental Disclosure:
  Cash paid during the year for interest                  $ 193,812       $  108,745
                                                          =========         ========
  Conversion of subordinated notes into common stock      $   -0-         $  822,601
                                                          =========         ========
  Common stock issued for intangible assets               $ 286,000       $    -0-
                                                          =========         ========



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

                                       13


                     Medical Technology & Innovations, Inc.
                   Notes to Consolidated Financial Statements

1.   Organization.  Medical Technology & Innovations, Inc. (the Company), f/k/a
     SouthStar Productions, Inc., is a Florida corporation engaged in the
     design, manufacture, and distribution of medical screening devices for
     medical professionals primarily involved in vision screening through its
     wholly-owned subsidiary, Medical Technology, Inc. (MTI).  The Company's
     other subsidiary, Steridyne Corporation, distributes digital and glass
     thermometers, and manufactures and distributes probe covers, sheaths, and
     anti-decubitus devices for hospitals, medical offices, nursing homes and
     retail outlets. The Company derives the majority of its revenues from sales
     of Steridyne's products.

2.   Summary of Significant Accounting Policies.

     Principles of Consolidation.  The consolidated financial statements include
     the Company and its wholly owned subsidiaries. All significant intercompany
     items have been eliminated.

     Revenue Recognition.  Revenue from product sales are recognized at the time
     product is shipped.

     Cash and Equivalents.  Cash and equivalents include cash, deposits and
     marketable securities.

     Inventories.  Inventories are stated at the lower of cost or market, with
     cost determined under the first-in, first-out (FIFO) method.

     Property and Equipment.  Property and equipment are stated on the basis of
     cost less accumulated depreciation.  The Company provides for depreciation
     over the estimated useful lives of property and equipment using the
     straight-line method.

     Intangible Assets.  Intangible assets consist primarily of goodwill of
     $2,262,708 associated with the acquisition of Steridyne which is being
     amortized over fourteen years and patents which are amortized on a
     straight-line basis over their estimated remaining lives. Accumulated
     amortization on intangible assets totals $1,170,165 and $959,280 at June
     30, 2001 and 2000, respectively. Intangible assets also includes $736,739
     paid for the assignment of all rights, title and interest in four medical
     devices and the related technology. Substantially all of this amount was
     paid by the Company issuing common stock. This amount is not being
     amortized at this time.

     Income Taxes.  Deferred income taxes are provided on a liability method
     whereby deferred tax assets are recognized for deductible temporary
     differences and operating loss and tax credit carryforwards and deferred
     tax liabilities are recognized for taxable temporary differences. Temporary
     differences are the differences between the reported amounts of assets and
     liabilities and their tax bases. Deferred tax assets are reduced by a
     valuation allowance when, in the opinion of management, it is more likely
     than not that some portion or all of the deferred tax assets will not be
     realized. Deferred tax assets and liabilities are adjusted for the effects
     of changes in tax laws and rates on the date of enactment.

     Advertising. Advertising costs are expensed as incurred.

     Estimates.  The preparation of financial statements in conformity with U.S.
     generally accepted accounting principles 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 revenues and
     expenses during the reporting period. Actual results could differ from
     those estimates.

     Long-Lived Assets.  Long-lived assets to be held and used are reviewed for
     impairment whenever events or changes in circumstances indicate that the
     related carrying amount may not be recoverable. When required, impairment
     losses on assets to be held and used are recognized based on the fair value
     of the asset and long-lived assets to be disposed of are reported at the
     lower of carrying amount or fair value less cost to sell. Impairment losses
     are recognized when the aggregated future cash inflows (less outflows) to
     be generated by an asset, are less than an asset's carrying value. Future
     cash inflows include an estimate of the proceeds from eventual disposition
     of the assets. For purposes of this comparison, future cash flows are
     determined without reference to their discounted present value. Management
     believes that the Company's projected results of future operations, the
     period of the forecasts and the trend of the results over the forecast
     period are its best estimate and are indicative that the carrying value of
     long-lived assets is not impaired.

                                       14


3.   Inventories.  Inventories consisted of the following at June 30, 2001 and
     2000:

                                                  2001                  2000  

            Raw materials                       $406,900              $503,726
            Work in process                            0                     0
            Finished goods                       113,370                39,166
                                                $520,270              $542,892
                                                ========              ========

4.   Fixed Assets.  Fixed assets consisted of the following at June 30, 2001
     and 2000:

                                                  2001                  2000  

            Plant & equipment                 $  858,172            $  860,510
            Land                                 182,000               182,000
            Computer equipment and software      177,414               177,414
            Furniture and fixtures               115,588               115,588
                                               1,333,174             1,335,512
            Less: Accumulated Depreciation      (737,764)             (623,897)
                                              $  595,410            $  711,615
                                              ==========            ==========



5.   Long-Term Debt.  Long-Term Debt consisted of the following at June 30, 2001
     and 2000:
                                                                          2001                  2000  

           12% convertible note due to an affiliate of              $  1,113,546          $  1,090,999
           the Chief Executive Officer and Chairman of
           the Company, due January 21, 2005,  interest
           payable monthly, principal amortized over
           twenty years, commencing the nineteenth
           month and continuing for forty-two months,
           balance to be paid at the end of sixty months,
           secured by substantially all of the assets of the
           Company and is guaranteed by the Company's
           subsidiaries

           Technology Transfer Obligation, due September 1,              419,630                 -0-
           2002, non-interest bearing, fully payable by
           issuing 3,800,000 shares of the Company's
           common stock, 2,150,000 are required to be issued
           on September 1, 2001

           15% note, due July 2002, principal and                         51,056                51,624
           interest payable monthly with three additional
           principal payments of $7,000 due on September 30
           and December 30, 2001  and March 30, 2002,
           secured by substantially all of the assets of a
           subsidiary of the Company, except for the Company's
           parent, and guaranteed by the Company's Chief
           Executive Officer and major stockholder

                                       15



           15% note, due July 2002, principal and                         67,246                82,808
           interest payable monthly with three additional
           principal payments of $7,000 due on September 30
           and December 30, 2001  and March 30, 2002,
           secured by substantially all of the assets of a
           subsidiary of the Company, except for the Company's
           parent, and guaranteed by the Company's Chief
           Executive Officer and major stockholder


           10.0% convertible note, due March 2001, interest               84,959                80,816
           payable quarterly

           10.0% convertible note, due March 2002, interest               84,959                80,816
           payable quarterly


           Revolving $235,000 credit line, due on demand,                235,000               235,000
           interest payable monthly at 10.5%, facility
           guaranteed by the Company's Chief Executive
           Officer and major stockholder and secured
           by certain of his personal assets


           9.5% note, due December 2011, principal and                   204,374               218,766
           interest payable monthly, secured by mortgage


           Unsecured notes payable, due various dates,
           interest payable at various rates from 0% to 10%               83,911                79,603
           Total notes payable                                         2,344,681             1,920,432
           Less: amounts due in one year                                (805,402)             (487,751)
                                                                    $  1,539,279            $1,432,681
                                                                       =========             =========

     The 12% note, due January 21, 2005 is convertible at any time at the option
     of the lender, into shares of the Company's Common Stock at the rate of one
     share for every four cents owed to the lender (the "Conversion Rate"). The
     Conversion Rate had been determined at the time of negotiations, based upon
     the previous sixty day average closing price per share of the Company's
     common stock as quoted on the Over-The-Counter Bulletin Board. The
     Conversion Rate will be adjusted for all stock splits subsequent to the
     loan agreement. In the event the conversion occurs it would change the
     ownership of the Company.  During fiscal 2001 and 2000, the Company opted
     not to make certain interest payments then due and rolled $22,547 and
     $90,999, respectively, into the principal amount due in accordance with the
     provisions of the Loan Agreement.

                                       16


     The 10.0% convertible note due March 2001 and the 10.0% convertible note
     due March 2002 are convertible, at the election of the note holder, into
     158,010 shares and 131,675 shares respectively adjusted for certain
     antidilutive events upon the earlier of: (1) March 1, 1998, (2) an initial
     public offering of the Company's Common Stock, or (3) the sale of all or
     substantially all of the assets of the Company.

     The amount of long-term debt maturing in each of the next five fiscal years
     is $805,402 in 2002, $274,982 in 2003, $58,160 in 2004, $971,706 in 2005,
     and $8,160 in 2006.

6.   Lease Expense.  The Company leases various equipment and warehouse space
     under operating lease agreements.  Rent expense for the fiscal years ended
     June 30, 2001 and 2000 amounted to $37,435 and $58,911 respectively. Future
     minimum annual rentals for subsequent fiscal years are as follows at June
     30, 2001:
                 Fiscal           Lease
                  Year           Payments
                  2002           $ 45,056
                  2003             32,585
                  2004             28,438

7.   Earnings (Loss) Per Share.  Earnings (loss) per common share is computed by
     dividing net income (loss)by the weighted  average number of common shares
     and dilutive potential common shares outstanding.  The average number of
     shares used to compute basic earnings per share was 39,666,415 and
     31,795,545 for the fiscal years ended June 30, 2001 and 2000 respectively.
     The dilutive potential common shares were anti-dilutive for the years
     ending June 30, 2001 and 2000 and, accordingly, basic and dilutive earnings
     (loss) per share was approximately the same.

8.   Income Taxes.  The Company did not incur any income tax expense for its
     fiscal years ending June 30, 2001 and 2000, respectively.  As of June 30,
     2001 the Company has sustained in excess of $11 million in net operating
     losses (NOLs) for tax purposes.  These NOLs will expire in various amounts
     if not utilized between 2004 and 2015 and are subject to limitations should
     the ownership of the Company significantly change. The deferred tax asset
     resulting from the above NOL carryforwards has not been recorded in the
     accompanying financial statements since management believes a valuation
     allowance is necessary to reduce the deferred tax asset.  Realization of
     deferred tax assets is dependent upon sufficient future taxable income
     during the period that deductible temporary differences and carryforwards
     are expected to be available to reduce taxable income.

9.   Royalty Agreement. The Company is the owner of a patent on a photoscreening
     device from which MTI derives substantially all of its revenues.  The terms
     of the royalty agreement require the Company to pay a royalty to the
     inventor of six percent (6.0%) of net PhotoScreener sales, up to December
     31,1999 and seven percent (7%) thereafter.  The amount of royalties accrued
     by the Company were $25,756 and $35,471 for its fiscal years ending June
     30, 2001 and 2000, respectively, under this agreement.

     In accordance with the terms of the purchase agreement with Florida Medical
     Corporation, the Company and the former owner of Florida Medical
     Corporation agreed to share equally in the profits resulting from the
     Company's thermometer sales to former Florida Medical customers.
     Accordingly, the Company has accrued $152,320 of royalty expense at June
     30, 2001 due to the former owner of Florida Medical Corporation.

                                       17


10.  Preferred Stock.  The Company has three classes of preferred stock. The
     $1,000 par value convertible preferred stock is convertible into 14,985
     shares of the Company's common stock.

     The Series A convertible preferred stock was convertible into approximately
     30 million shares of the Company's common stock as of September 30, 1997.
     The Series A preferred stock conversion rate was the lower of the
     approximate market rate or $2.72.

     During September of 1997, the Company renegotiated terms with the Series A
     Preferred Shareholders and as a result, Series A Preferred Shares were
     exchanged for a combination of cash, common stock, a new Series B Preferred
     stock and an amended warrant certificate with an exercise price of $1.00
     per share in cash. Series A Preferred shareholders owning 217 outstanding
     shares elected to receive $3,800 in cash in exchange for their Series A
     Preferred shares with a face value of $10,000.  The Series A Preferred
     shares were eventually converted into 5,425,000 of the Company's Common
     Stock.  Over 60% of the parties who ultimately purchased the Series A
     Preferred shares and converted them into common shares of the Company
     agreed not to sell any common shares before April 1, 1998 and limit sales
     to 8% of the amount purchased per month thereafter with no limit on
     salability once 360 days have lapsed since the closing.  Series A Preferred
     shareholders owning 267 outstanding shares agreed to exchange their Series
     A Preferred shares for a new Series B Preferred share with a $100 par
     value, a face value of $6000 with accretion at 8% from October 1, 1997 plus
     10,000 shares of the Company's common stock.  The new Series B Preferred
     stock is convertible into common stock beginning October 1, 1998 at a fixed
     conversion price of $1.00 per share. Conversion is limited to 10% per month
     of the shares held until February 28, 1999 and 20% per month thereafter.
     The conversion feature doubles provided the Company's common stock closing
     bid  price for ten consecutive days is greater than $2.00 per share.
     Accretion as of June 30, 2001 and 2000 was $479,640 and  $351,960,
     respectively and is not reflected in the Company balance sheets.  The
     Company has the option of redeeming the Series B Preferred shares at any
     time in cash, at 110% of the original face value of the Series B Preferred
     shares including accretion, or in the Company's common stock valued at the
     average closing bid price for the 30 days prior to the redemption at 120%
     of the original face value of the Series B Preferred shares including
     accretion.  The Company is required to redeem the Series B Preferred  stock
     on September 30, 2000.

     Management made an offer in July of 2001 to the Series B Preferred Stock
     holders to redeem each share for $400 in cash and 45,000 shares of the
     Company's common stock.  To date, over 90% of the Series B Preferred Stock
     holders have accepted the offer and have executed the redemption
     agreements.  Management is in the process of working with the Company's
     transfer agent to complete the requirements of the Series B Preferred Stock
     Redemption agreement.  It is anticipated that approximately 12,000,000
     shares of the Company's common stock will be issued in connection with the
     redemption of the Series B Preferred Stock.

11.  Stock Option Plans. In October of 1995 officers of the Company were granted
     options to acquire up to 2.0 million shares of common stock at an exercise
     price of $1.50 per share.  The options were exercisable ratably over a
     trading three year period commencing with the quarter ending June 30, 1996.

     In April of 1996 the Company's shareholders approved the 1996 Stock Option
     Plan, which allows the board of directors to grant up to 3.0 million
     options.  During fiscal 2001, no options were granted.  During fiscal 2000
     and 1999, 1,220,000 and 120,000 options were granted, respectively.  All
     options granted in fiscal 2000 were exercisable immediately at a strike
     price of $.25 per share.  Of the 120,000 options granted in fiscal 1999,
     20,000 are exercisable ratably over a three-year period commencing with the
     grant date at an exercise price of $.25 per share.  The remaining options
     granted in fiscal 1999 were exercisable immediately at an exercise price of
     $.50 per share.

     In September of 1997 and February of 1998, the Board of Directors reduced
     the exercise price on all options granted to Company Executives to $.25 per
     share.

                                       18


     The following is a summary of stock option transactions for the years ended
     June 30, 2001 and 2000:

                                                      2001               2000  
           Outstanding, beginning of year          1,700,000          1,380,000
           Options granted                                 0          1,220,000
           Options exercised                               0                  0
           Options cancelled                      (  366,668)        (  900,000)
           Outstanding, end of year                1,333,332          1,700,000
                                                   =========          =========
           Exercisable, end of year                1,333,332          1,693,334
                                                   =========          =========

     Fair value of the stock options is assumed to be zero.  Therefore, the pro
     forma effects on the Company's net loss and loss per share are not
     presented.

12.  Warrants.  The Company has issued warrants to purchase approximately 3.4
     million shares of common stock as of June 30, 2000. The warrants relate to
     grants made in connection with an equity issuance and various services
     rendered. The warrants can be exercised at prices ranging from $1.00 to
     $2.72 per share.  Approximately 3 million warrants expired in July 2001.
     Pursuant to terms renegotiated in September of 1997 between the Company and
     holders of Series A Preferred Shares issued in July of 1996, the exercise
     price of approximately 1.8 million warrants was reduced from $2.72 to
     $1.00.

13.  Related Party Transactions.  The Company and its wholly-owned subsidiaries
     have had transactions with various entities, certain of whose principals
     are also officers or directors of the Company or MTI.

     During the fiscal year ended June 30, 1999 the Company borrowed $40,000
     from an affiliate of the Chief Executive Officer and a Director of the
     Company.  On June 30, 1999, the amount was outstanding and included in the
     balance sheet as of the same date. This amount was repaid in January 2000.

     In connection with financing required to fund the restructuring of the
     terms of the Series A Preferred shares in September 1997, the Chief
     Executive Officer, former Chief Operating Officer and a family member of
     the former Executive Vice President loaned a subsidiary of the Company
     approximately $411,000.  These loans were repaid in the Company's Common
     Stock in October 1999.

     During fiscal 2001, the Company accrued consulting fees payable to the
     Company's Chairman and Chief Executive Officer amounting to $176,500.  Of
     this amount, $90,000 was payable at the end of fiscal 2001.

     During fiscal 2000, the Company paid consulting fees to the Company's
     Chairman and Chief Executive Officer amounting to $118,500 and to the
     Company's former Chief Financial Officer and Director amounting to $51,250.
     Both individuals did not receive a salary from the Company during fiscal
     2000.

     The Company paid consulting fees amounting to $20,000 during 2000 to an
     affiliated company of the Chairman and Chief Executive Officer for
     accounting and related financial services.

     During the quarter ending March 31, 2000, the Company borrowed over
     $1,000,000 from an affiliate of the Chief Executive Officer and Chairman of
     the Company to support the working capital needs of the Company. This loan
     is secured by substantially all of the assets of the Company and is
     guaranteed by the Company's subsidiaries. At June 30, 2001 and 2000,
     $1,113,456 and $1,090,999 was outstanding and included in the balance
     sheet, respectively. The interest rate for the loan is a fixed rate of
     twelve percent (12%) per annum, however, interest may be added to the loan
     principal at two times the interest payment due at the option of the
     Company with the written consent of the lender.

                                       19


     During the first eighteen months of the loan the Company will pay only
     interest monthly. During the remaining forty-two (42) months of the loan
     the Company will pay principal, amortized over twenty years, and interest
     monthly, commencing on the first day of the nineteenth month and continuing
     on for forty-two months thereafter. The balance of the loan is due in full
     at the end of sixty months. At any time, at the option of the lender, the
     outstanding principal plus accrued and unpaid interest and expenses due may
     be paid in an amount of common stock of the Company at the rate of one
     share for every four cents owed to the lender (the "Conversion Rate"). The
     Conversion Rate had been determined at the time of the negotiations, based
     upon the previous sixty day average closing price per share of the
     Company's common stock as quoted on the Over-The-Counter Bulletin Board.
     The Conversion Rate will be adjusted for all stock splits subsequent to the
     loan agreement. In the event the conversion occurs it would change the
     ownership of the Company significantly.

     The Chief Executive Officer and a former Director of the Company personally
     signed a guarantee with a local bank to provide a $250,000 line of credit
     to the Company, which terminated in February of 2000. Both individuals were
     granted options to acquire 50,000 shares of the Company's common stock at
     an exercise price of $0.50 per share. The Chief Executive Officer pledged a
     $235,000 Certificate of Deposit to the local bank who provided the line of
     credit to the Company. As a result, the bank released the former Director
     as guarantor of the borrowing facility. The Company continues to make
     interest payments on the line of credit. In consideration the Chief
     Executive Officer was granted options to acquire 100,000 shares of the
     Company's common stock at an exercise price of $0.25 per share.

     As of January 1, 2000 the Company entered into an Agreement with a company
     affiliated with the Chairman and Chief Executive Officer to provide
     litigation management services with regard to the proceedings against
     LensCrafters et al; and to pay or advance all attorney's fees and other
     litigation costs incurred by the Company to pursue this litigation. If the
     Company is successful in receiving a judgment, award or settlement from
     this litigation, the litigation fees and other costs will be reimbursed and
     10% of the gross judgment, award or settlement will be paid to that
     company. No costs or expenses will be reimbursed in the event the
     litigation is unsuccessful.


14.  Fair Value of Financial Instruments. The estimated fair values of the
     Company's financial instruments as of June 30, 2001 and 2000 are as
     follows:

                                             2001                           2000           
                                    Carrying          Fair         Carrying          Fair
                                    Amount            Value        Amount            Value

          Accounts Receivable     $  406,958      $  406,958     $  572,160      $  572,160
          Accounts Payable           298,457         298,457        448,155         448,155
          Accrued Expenses           487,830         487,830        563,111         563,111
          Long-term Debt           2,344,681       2,344,681      1,920,432       1,920,432

     The estimated fair value of long-term debt approximates the carrying amount
     based upon the borrowing rates currently available to the Company for loans
     with similar terms and maturities.  The fair value of accounts receivable,
     accounts payable, and accrued expenses approximates their carrying amount.

                                       20


15.  Major Customers.  For the fiscal years ended June 30, 2001 and 2000 the
     Company had no major customer that accounted for more than 10% of sales.

16.  Industry Segments.  Statements of Financial Accounting Standards No. 131,
     "Disclosures about Segments of an Enterprise and Related Information",
     requires the presentation of description information about reportable
     segments which is consistent with that made available to the management
     ofthe Company to assess performance. Since the Company subsidiaries operate
     in separate distinct industry segments, management of the overall business
     is conducted by separate subsidiaries.  The Corporate segment includes
     salary and fringe benefits of the Chairman and a portion of similar costs
     related to the Chief Financial Officer, financial public relations costs
     and other costs not directly related to the operations of the business
     segments.

                                                          Medical          Steridyne
                   Fiscal 2001                        Technology, Inc.    Corporation      Corporate        Total

         Revenues                                        $ 969,661        $3,095,197          - 0 -      $4,064,858
         Operating Income (Loss)                          (109,638)         (137,941)     ($249,580)       (497,159)
         Net Interest                                      121,176            95,183          - 0 -         216,359
         Pre Tax Income (Loss)                            (230,814)         (233,124)      (249,580)       (713,518)
         Net Income (Loss)                                (230,814)         (233,124)      (249,580)       (713,518)
         Assets                                          1,025,328         2,992,314          - 0 -       4,017,642
         Depreciation and amortization                      40,044           284,707          - 0 -         324,751
         Addition to long-lived assets                      28,772            - 0 -           - 0 -          28,772



                                                          Medical          Steridyne
                   Fiscal 2000                        Technology, Inc.    Corporation      Corporate        Total

         Revenues                                        $ 456,768        $4,151,177          - 0 -      $4,607,945
         Operating Income (Loss)                          (719,716)          184,853      ($211,695)       (746,558)
         Net Interest                                      157,448            78,858          - 0 -         236,306
         Pre Tax Income (Loss)                            (877,164)          105,995       (211,695)       (982,864)
         Net Income (Loss)                                (877,164)          105,995       (211,695)       (982,864)
         Assets                                            251,238         3,680,263          - 0 -       3,931,501
         Depreciation and amortization                      45,120           331,460          - 0 -         376,580
         Additions to long-lived assets                     - 0 -             - 0 -           - 0 -          - 0 -



                                                          United
           Geographic Area Information                    States             Europe           Asia           Total

         2001 Sales                                     $3,864,305          $108,517        $92,036      $4,064,858
            Long-lived Assets                            3,018,386            - 0 -           - 0 -      $3,018,386

         2000 Sales                                     $4,522,945           $22,500        $62,500      $4,607,945
            Long-lived Assets                            2,608,735            - 0 -           - 0 -      $2,608,735


                                       21


17.  Subsequent Event. In September 2001, the Company sold the land and building
     located in Riviera Beach, FL housing its principal executive offices,
     administration, manufacturing and marketing to an affiliate of the Chairman
     and Chief Executive Officer. Coincident with the sale, the Company entered
     into a one year lease with the new owner to rent the premises with
     automatic yearly renewals. The total proceeds of the real estate sale
     amounted to $600,000 with $205,895 being paid to satisfy the existing
     mortgage on the premises, $5,736 to pay related fees and $388,369 being
     applied as a prepayment against a loan the Company entered into in January
     21, 2000 with an affiliate of the Chief Executive Officer and Chairman.

18.  Going Concern. The accompanying consolidated financial statements have been
     prepared assuming that the Company will continue as a going concern. The
     Company has suffered recurring losses from operations and has a net working
     capital deficit that raise substantial doubt about its ability to continue
     as a going concern. The consolidated financial statements do not include
     any adjustments that might result from the outcome of this uncertainty.

     In view of these matters, realization of a major portion of the assets in
     the accompanying consolidated balance sheet is dependent upon continued
     operations of the Company, which in turn is dependent upon the Company's
     ability to meet its financing requirements and the success of its future
     operations. Management is in the process of cutting back on administrative
     staff in line with present sales levels and in developing several new
     unique products for the retail market which utilizes the Company's special
     packaging capabilities. Management believes that actions presently being
     taken to revise the Company's operating and financial requirements will
     provide the opportunity for the Company to continue as a going concern.


Item 8.  Changes in and Disagreements With Accountants on Accounting and
         Financial Disclosure
     There were no disagreements between the Company and their independent
     accountants.


                                    PART III.

Item 9. Directors, Executive Officers, Promoters and Control Persons; Compliance
        With Section 16(a) of the Exchange Act

NAME                     POSITION WITH COMPANY     DATE ELECTED DIRECTOR     TERM OF OFFICE      AGE

Jeremy Feakins              Director, Chief              April 1999             3 years           47
                           Executive Officer
Joseph Del Vecchio          Director, Chief              April 2000             3 Years           60
                           Operating Officer
Larry James              Director, Senior Vice           April 2001             3 Years           50
                           President of New
                               Products
Mathew Crimmins                Director                  April 2000             3 years           69


                                       22


BUSINESS EXPERIENCE OF DIRECTORS

Mr. Feakins was originally elected to the board in April of 1996. Since 1989, he
has served as President of Medical Technology, Inc. (MTI) and in October 1995,
became the President and Chief Executive Officer of Medical Technology &
Innovations, Inc. From 1980 to 1986, he was the managing Director of Craft
Master, Limited, a South African corporation, which was a manufacturer and
exporter of point of purchase display systems. Mr. Feakins received his degree
in accounting and computer studies from the Royal Naval Secretarial and
Accounting College, Chatham, Great Britain.

Mr. Crimmins has been a director since April 1996. From 1965 to 1995, he was
with Polaroid Corporation where he held a number of executive positions with
responsibility in many functional areas including, commercial, technical, and
manufacturing operations. He was a Senior Director of Polaroid at retirement.
Mr. Crimmins received a B.S. (Physics) degree from Holy Cross, a M.S.
(Electrical Engineering) degree from Northeastern, and a M.B.A. from Boston
College.

Mr. Joseph Del Vecchio joined the Company in November 1998 as Senior Vice
President and General Manager of Steridyne Corporation. Mr. Del Vecchio was
previously employed by Sulzer Oscar, Inc. He started as a technical, sales and
marketing consultant in 1988, was appointed Vice President/General Manager in
August 1991 and President in April 1998. He had responsibility for
manufacturing, facility operation, and distribution of class III and class II
medical devices. Corporate marketing, administrative, technical, regulatory and
production personnel were also under his direction. Mr. Del Vecchio's
organization achieved ISO-9000 certification for the facility in 1996. Mr. Del
Vecchio is a CMR Graduate from the Certified Medical Representative Institute,
Roanoke Virginia. Mr. Del Vecchio left the employ of the Company in July 2001 to
pursue other interests and also resigned from the Board of Directors.

Mr. Larry James joined the Company in September 2000 as Senior Vice President of
Research and Development. He was formerly President of James Medical Marketing &
Design, a medical products design company. He has extensive experience in
product development, marketing, sales, national accounts, strategic planning,
product launches, new business development and operations. He is a graduate of
St. John's Hospital School of Urology (1971) and, after completion of a four
year internship, received his Board Certified Urological Physicians Assistant
degree from the American Urological Association in conjunction with the
University of Missouri, Kansas City (1974). Mr. James resigned from the
Company's Board of Directors in September of 2001 for personal reasons.

COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT

Section 16(a) of the Securities Exchange Act of 1934 requires the Company's
officers and directors, and persons who own more than ten percent of its Common
Stock, to file reports of ownership and changes of ownership with the Securities
and Exchange Commission (SEC). Officers, directors, and greater than ten-percent
stockholders are required by SEC regulation to furnish the Company with copies
of all ownership forms they file.


Based solely on its review of the copies of such forms received by it, or based
upon representations that no Form 5 was required, Messrs. Feakins and Joseph Del
Vecchio did not timely file Form 5 for the fiscal year ending June 30, 2001 as
follows:

Name                       No. of Late Reports
Jeremy Feakins                      1
Joseph Del Vecchio                  1


                                       23


Item 10. Executive Compensation

SUMMARY COMPENSATION TABLE

The following table sets forth information concerning the compensation of the
Company's Executive Officers whose compensation exceeded $100,000 for the fiscal
years ending June 30, 2001 and 2000.

----------------- ------- ----------------------------------- --------------------------------- ---------- ---------------
Name and
Principal         Fiscal                                                                                   All Other
Position(1)       Year    Annual Compensation                 Long-Term Compensation                       Compensation
----------------- ------- ----------------------------------- --------------------------------- ---------- ---------------
                                                Other
                          Salary      Bonus     Annual Comp.  Awards                            Payouts
----------------- ------- ----------- --------- ------------- ------------------ -------------- ---------- ---------------
                                                              Restricted Stock                  LTIP
                                                              Award(s)           Options/SARs   Payouts
----------------- ------- ----------- --------- ------------- ------------------ -------------- ---------- ---------------
J. Feakins,       2001        $0          0                       0                  0              0        176,500
Chief Executive
Officer           2000        $0          0                       0               500,000           0        118,500
----------------- ------- ----------- --------- ------------- ------------------ -------------- ---------- ---------------
J. Del Vecchio    2001     $152,628       0                       0                  0              0           0
Chief Operating
Officer           2000     $136,260       0                       0                  0              0           0
----------------- ------- ----------- --------- ------------- ------------------ -------------- ---------- ---------------

1.   Each executive is furnished with an automobile for business and personal
     use. The compensation specified in the preceding table does not include the
     value of non-business use, as the amount is not material.

                         AGGREGATED OPTION EXERCISES IN
                       THE FISCAL YEAR ENDED JUNE 30, 2001
                        AND FISCAL YEAR END OPTION VALUES

--------------- --------------------- ----------------- -------------------- -------------------- ---------------------
                                                          No. of Shares of                        Value of Unexercised
                                                            Common Stock                              in-the-money
                                                             Underlying                                 Options
                   No. of Shares                       Unexercised Options      Exercisable          Exercisable
Name             Acquired on Exercise  Value Realized    @ Fiscal Year End     /Un-exercisable     /Un-exercisable
--------------- --------------------- ----------------- -------------------- ------------------- ---------------------
J. Feakins                0                   0               550,000             550,000/0                0
--------------- --------------------- ----------------- -------------------- ------------------- ---------------------
R. Ballheim               0                   0               400,000             400,000/0                0
--------------- --------------------- ----------------- -------------------- ------------------- ---------------------
G. Hartman                0                   0               320,000             320,000/0                0
--------------- --------------------- ----------------- -------------------- ------------------- ---------------------

Item 11. Security Ownership of Certain Beneficial Owners and Management

The following table sets forth information concerning all persons known to the
Company to be the beneficial owners of more than 5% of the Company's Common
Stock, (ii) the ownership interest of each director and nominee, and (iii) by
all directors and executive officers as a group calculated as of June 30, 2001.

NAME                     POSITION                             AMOUNT AND NATURE      PERCENT OF
                                                                  OF BENEFICIAL       OWNERSHIP
                                                                      OWNERSHIP
Jeremy Feakins           Director, Chief Executive Officer            9,734,271           23.3%
Joseph Del Vecchio       Director, Chief Operating Officer              795,210            1.9%
Larry James              Director, Senior Vice President              2,000,000            4.8%
Mathew Crimmins          Director                                             0              0

All Executive Directors
   and Officers as a Group                                           12,529,481           30.0%


                                       24


Item 12. Certain Relationships and Related Transactions


During the fiscal year ended June 30, 1999 the Company borrowed $40,000 from an
affiliate of the Chief Executive Officer and a Director of the Company. On June
30, 1999, the amount was outstanding and included in the balance sheet as of the
same date. The amount was repaid in January 2000.

During fiscal 2000, the Company paid consulting fees to the Company's Chairman
and Chief Executive Officer amounting to $118,500 and to the Company's former
Chief Financial Officer and Director amounting to $51,250. Both individuals did
not receive a salary from the Company during fiscal 2000.

The Company paid consulting fees amounting to $20,000 during fiscal 2000 to an
affiliated company of the Chairman and Chief Executive Officer for accounting
and related financial services.

In connection with financing required to fund the restructuring of the terms of
the Series A Preferred shares in September 1997, the Chief Executive Officer,
Chief Operating Officer and family member, Executive Vice President and a
Director loaned a subsidiary of the Company approximately $411,000. These loans
were repaid in the Company's common stock in October of 1999.

During the quarter ending March 31, 2000, the Company borrowed over $1,000,000
from an affiliate of the Chief Executive Officer and Chairman of the Company to
support the working capital needs of the Company. This loan is secured by
substantially all of the assets of the Company and is guaranteed by the
Company's subsidiaries. At June 30, 2001 and 2000, $1,113,546 and $1,090,999,
respectively, was outstanding and included in the balance sheet as of the same
dates. The interest rate for the loan is a fixed rate of twelve percent (12%)
per annum, however, interest may be added to the loan principal at two times the
interest payment due at the option of the Company with the written consent of
the lender. During the first eighteen months of the loan the Company will pay
only interest monthly. During the remaining forty-two (42) months of the loan,
the Company will pay principal, amortized over twenty years, and interest
monthly, commencing on the first day of the nineteenth month and continuing on
for forty-two months thereafter. The balance of the loan is due in full at the
end of sixty months. At any time, at the option of the lender, the outstanding
principal plus accrued and unpaid interest and expenses due may be paid in an
amount of common stock of the Company at the rate of one share for every four
cents owed to the lender (the "Conversion Rate"). The Conversion Rate had been
determined at the time of the negotiations, based upon the previous sixty day
average closing price per share of the Company's common stock as quoted on the
Over-The-Counter Bulletin Board. The Conversion Rate will be adjusted for all
stock splits subsequent to the loan agreement. In the event the conversion
occurs it would change the ownership of the Company.

The Chief Executive Officer and a former Director of the Company personally
signed a guarantee with a local bank to provide a $250,000 line of credit to the
Company, which terminated in February of 2000. Both individuals were granted
options to acquire 50,000 shares of the Company's common stock at an exercise
price of $0.50 per share. The Chief Executive Officer pledged a $235,000
Certificate of Deposit to the local bank who provided the line of credit to the
Company. As a result, the bank released the former Director as guarantor of the
borrowing facility. The Company continues to make interest payments on the line
of credit. In consideration the Chief Executive Officer was granted options to
acquire 100,000 shares of the Company's common stock at an exercise price of
$0.25 per share.

During fiscal 2001, the Company accrued consulting fees payable to the Company's
Chairman and Chief Executive Officer amounting to $176,500. Of this amount,
$90,000 was payable at the end of fiscal 2001.

As of January 1, 2000 the Company entered into an Agreement with a company
affiliated with the Chairman and Chief Executive Officer to provide litigation
management services with regards to the proceedings against LensCrafters et al.
This company is paying or advancing all attorney's fees and other litigation
costs and expenses incurred by the Company to pursue this litigation against
Lenscrafters et al. Assuming that the Company is successful in receiving a
judgment or award or settlement from this litigation, all litigation cost and
expenses paid will be reimbursed and 10% of the gross judgment, award or
settlement will be paid to the company affiliated with the Chairman and Chief
Executive Officer. No costs or expenses will be due in the event the litigation
is unsuccessful.

                                       25


Item 13. Exhibits and Reports on Form 8-K

(a)  Exhibits:

     3.1  Articles of Incorporation of SouthStar Productions, Inc., n/k/a
                Medical Technology & Innovations, Inc. [Incorporated by
                reference to Exhibit 3.1 to the Company's Registration Statement
                on Form S-18 (File No. 33-27610-A), filed March 17, 1989]

     3.2  Amendment to the Articles of Incorporation for SouthStar Productions,
                Inc., which changed its name to Medical Technology &
                Innovations, Inc. [Incorporated by reference to the Company's
                Current Report on Form 8-K for an event on September 21, 1995]

     3.3  Restated Articles of Incorporation for Medical Technology &
                Innovations, Inc. [Incorporated by reference to the Company's
                Annual Report on Form 10-KSB (File No. 33-27610-A), filed
                September 30, 1996]

     3.4  By-laws [Incorporated by reference to Exhibit 3.2 to the Company's
                Registration Statement on Form S-18 (File No. 33-27610-A), filed
                March 17, 1989]

     10.1 Share Exchange Plan between SouthStar Productions, Inc. and Medical
                Technology, Inc. [Incorporated by reference to the Company's
                Current Report on Form 8-K for an event on August 21, 1995]

     10.2 Asset purchase agreement for the purchase and sale of certain assets
                of Steridyne Corporation [Incorporated by reference to the
                Company's Current Report on Form 8-K for an event on July 31,
                1996]

     10.3 Medical Technology & Innovations, Inc. 1996 Stock Option Plan.
                [Incorporated by reference to the Company's Annual Report on
                Form 10-KSB (File No. 33-27610-A), filed September 30, 1996.]

     10.4 SouthStar Productions, Inc. Stock Purchase Plan 1995a (Financial
                Public Relations Consulting Agreement) [Incorporated by
                reference to Exhibit 4.1 to the Company's Registration Statement
                on Form S-8 (File No. 33-27610-A), filed August 23, 1995]

     10.5 Medical Technology & Innovations, Inc. 1996b Stock Purchase Plan
                (Consulting Agreement) [Incorporated by reference to Exhibit 4.1
                to the Company's Registration Statement on Form S-8 (File No.
                33-27610-A), filed April 22, 1996]

     10.6 Form of Employment Agreement, Covenant not to Compete, and Stock
                Option Agreement between the Company and key employees.
                [Incorporated by reference to the company's Annual Report on
                Form 10-KSB (File No. 33-27610-A), filed September 30, 1996.]

     10.7 Purchase Agreement dated January 31, 1996 between the Company and
                Glenn and Ruth Schultz. [Incorporated by reference to the
                Company's Annual Report on Form 10-KSB (File No. 33-27610-A),
                filed September 30, 1996.]

     10.8 Purchase Agreement dated March 8, 1999 between Medical Technology &
                Innovations, Inc., Steridyne Corporation and Florida Medical
                Industries, Inc. [Incorporated by reference to the Company's
                Annual Report on Form 10-KSB (File No. 33-27610-A), filed
                December 17, 1999]

                                       26


     10.9 Loan Agreement dated January 21, 2000 between the Company and
                International Investment Partners, Ltd. [Incorporated by
                reference to the Company's Annual Report on Form 10-KSB (File
                No. 333-01950), filed September 28, 2000]

     10.10 Consulting Agreement between the Company and International Investment
                Partners, Ltd., effective January 1, 2000. [Incorporated by
                reference to the Company's Annual Report on Form 10-KSB (File
                No. 333-01950), filed September 28, 2000]

     16.1 Letter on change in certifying  accountant  [Incorporated by reference
          to the Company's  Current Report on Form 8-K for an event on April 26,
          1996]

     21.1 Subsidiaries. Medical Technology, Inc. and Steridyne Corporation.

     24.1 Powers of Attorney as indicated on Page 28 of this Form 10-KSB.


(b)  Reports on Form 8-K.
          No reports on Form 8-K were filed during the last quarter of the
          period covered by this report.







                                       27



Signatures

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                       AND
BY:                                         BY:
   /s/ JEREMY P. FEAKINS                       /s/ DENNIS A SUROVCIK
      Jeremy P. Feakins,                          Dennis A Surovcik, Acting CFO
         Chief Executive Officer

Date: September 25, 2001

In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.


   /s/ JEREMY P. FEAKINS
       Jeremy  P. Feakins, Chief Executive Officer,
             Chairman, and Director


   /s/ MATHEW CRIMMINS
       Matthew Crimmins, Director


Date:  September 25, 2001









                                       28