10QSB/A 1 caredecision-93004_10qsba.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-QSB/A

(Amendment No. 1)

(Mark One)

x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: September 30, 2004

o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from ____________ to _____________

Commission File Number: 000-33187

CareDecision Corporation

(Exact name of small business issuer as specified in its charter)

Nevada

(State or other jurisdiction of incorporation or organization)

91-2105842

(I.R.S. Employer Identification No.)

2660 Townsgate Road, Westlake Village, Suite 300, CA 91361

(Address of principal executive offices)

(805) 446-1973

(Issuer's telephone number)

__________________________________________________________________

(Former name, former address and former fiscal year, if changed since last report)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 o

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court.

Yes o No o

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common equity as of the latest practicable date: 224,906,421

EXPLANATORY NOTE:

* As a result of comments received from the Securities and Exchange Commission relating to another filing, the Registrant is filing this Amendment No. 1 to Form 10-QSB to amend its Quarterly Report on Form 10-QSB for the quarter ended September 30, 2004, (the "Original Filing") filed on November 16, 2004, with the Securities and Exchange Commission in order to revise certain financial statement disclosure related to stock issued for services.

This Amendment does not amend any other information previously filed in the Original Filing. The Original Filing is hereby superseded and amended with respect to Items 1 and 2 set forth in this Amendment No. 1.

CareDecision Corporation

(a Development Stage Company)

Table of Contents

	Page
PART I - FINANCIAL INFORMATION

Item 1. Financial Statements	3

Consolidated Balance Sheet September 30, 2004 (unaudited)	4

Consolidated Statements of Operations For the Three and Nine Months Ended September 30, 2004 and 2003 (unaudited) and For the Period July 6, 2000 (Inception) to September 30, 2004 (unaudited)	5

Consolidated Statements of Cash Flows For the Nine Months Ended September 30, 2004 and 2003 (unaudited) and For the Period July 6, 2000 (Inception) to September 30, 2004 (unaudited)	6

Notes to Financial Statements	7

Item 2. Management's Discussion and Analysis or Plan of Operation	10

Item 3. Controls and Procedures	16

PART II - OTHER INFORMATION

Item 6(a). Exhibits	17

Item 6(b). Reports Filed on Form 8-K	17

SIGNATURES	18

Part I - Financial Information

Item 1. Financial Statements

CareDecision Corporation

(a Development Stage Company)

Consolidated Balance Sheet

as of

September 30, 2004 (unaudited)

and

Consolidated Statements of Operations

for the Three and Nine Months Ended

September 30, 2004 (unaudited) and 2003 (unaudited),

and For the Period

July 6, 2000 (Inception) to September 30, 2004 (unaudited)

and

Consolidated Statements of Cash Flows

for the Nine Months Ended

September 30, 2004 (unaudited) and 2003 (unaudited),

and For the Period

July 6, 2000 (Inception) to September 30, 2004 (unaudited)

CareDecision Corporation

(a Development Stage Company)

Consolidated Balance Sheet

(unaudited)

Assets	September 30,
	2004
Current assets:	(RESTATED)
Cash and equivalents	$	558,185
Accounts receivable, net		50,407
Inventory		59,685
Note receivable		-
Total current assets		668,277

Fixed assets, net		314,073

Other		-

	$	982,350

Liabilities and Stockholders’ Equity

Current liabilities:
Accounts payable	$	50,000
Note payable to shareholder		10,497
Notes payable		-
Total current liabilities		60,497

Long-term debt		700,088
Convertible notes – related party		531

		761,116

Stockholders’ equity:
Preferred stock, $0.001 par value, 5,000,000 shares
authorized, 207,526 shares issued and outstanding		208
Common stock, $0.001 par value, 1,200,000,000 shares
authorized, 224,906,421 issued and outstanding		224,906
Additional paid-in capital		9,241,364
(Deficit) accumulated during development stage		(9,245,243)
		221,234

	$	982,350

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

CareDecision Corporation

(a Development Stage Company)

Consolidated Statements of Operations

(unaudited)

					July 6, 2000
	For the three months ended		For the nine months ended		(Inception) to
	September 30,		September 30,		September 30,
	2004	2003	2004	2003	2004
					(RESTATED)

Revenue	$ 51,670	$ 22,848	$ 181,108	$ 24,698	$ 258,921

Expenses:
Hardware costs	69,874	-	89,969	-	89,969
Network and infrastructure	25,764	-	95,462	-	95,462
General and administrative expenses	44,020	35,556	185,338	119,545	465,593
Payroll expense	100,066	48,415	265,011	171,209	664,842
Stock-based compensation	33,600	-	33,600	-	33,600
for employee benefits
Professional fees	36,459	11,465	330,314	54,693	564,588
Stock-based compensation	410,850	152,750	1,399,369	508,750	4,558,457
for consulting fees
Software development	33,332	-	119,640	3,950	309,611
Stock-based compensation	21,600	-	21,600	-	21,600
for software development
Impairment loss on operating assets	-	-	278,428	-	1,279,198
Depreciation	19,842	80,622	77,787	246,274	255,684
Total expenses	795,407	328,808	2,896,518	1,104,421	8,338,604

Net operating (loss)	(743,737)	(305,960)	(2,715,410)	(1,079,723)	(8,079,683)
Other income (expense):
(Loss) on debt settlement	-	(25,000)	(377,136)	(62,094)	(482,090)
Interest income	1,200	-	2,204	561	4,995
Financing costs	-	-	(408,255)	-	(408,255)
Interest (expense)	(21,000)	(12,754)	(74,301)	(35,558)	(280,210)

Net (loss)	$ (763,537)	$ (343,714)	$(3,572,898)	$ (1,176,814)	$ (9,245,243)

Weighted average number of
common shares outstanding –
basic and fully diluted	216,394,551	100,990,475	183,469,542	92,711,681

Net (loss) per share – basic and fully diluted	$ (0.00)	$ (0.00)	$ (0.02)	$ (0.01)

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

CareDecision Corporation

(a Development Stage Company)

Consolidated Statements of Cash Flows

(unaudited)

						July 6, 2000
	For the nine months ended					(inception) to
	September 30,					September 30,
		2004		2003		2004
						(RESTATED)
Cash flows from operating activities
Net (loss)	$	(3,572,898)	$	(1,176,814)	$	(9,245,243)
Adjustment to reconcile net (loss) to
net cash (used) by operating activities:
Stock-based compensation for employee benefits		33,600		-		33,600
Stock-based compensation for consulting fees		1,399,369		508,750		4,558,457
Stock-based compensation for professional fees		293,855		-		293,855
Stock-based compensation for software development		21,600		-		56,283
Stock-based compensation for financing costs		423,977		-		423,977
Warrants issued for interest expense		-		-