U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

FORM 8-K

CURRENT REPORT ~~PURSUANT~~Pursuant TOto ~~SECTION~~ Section 13 ORor 15(d) OFof the ~~THE~~Securities ~~SECURITIES~~Exchange ~~EXCHANGE~~Act ~~ACT~~of OF 1934

October 15, 2001 Date of Report (Date of earliest event reported)~~: March 31, 2001~~

INTERNATURAL PHARMACEUTICALS, INC. (Name of Small Business Issuer in its charter)

(Exact name of registrant as specified in its charter)


Nevada		52-2265135




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









4201 Wilshire Boulevard, Suite 525




Los Angeles, California		90010




(Address of principal executive offices)		(Zip code)

Nevada		000-32889		52-2265135
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

Registrant’s telephone number, including area code: (323) 954-9808

~~4201~~Not ~~Wilshire~~Applicable (Former ~~Boulevard,~~name ~~Suite 525 Los~~or ~~Angeles~~former address, ~~California~~if ~~90010~~changed since last report)

(Address of principal executive offices)

(323) 954-9808

(Registrant’s telephone number, including area code)

CHECKPOINT GENETICS PHARMACEUTICALS, INC.

(Former Name of Registrant)

TABLE OF CONTENTS

	Item 5. Other Events.
ACCOUNTANT’S REVIEW REPORT
		CONSOLIDATED BALANCE SHEET
		Consolidated Statement of Operations
		Consolidated Statement of Changes in Stockholders’ Equity
		Consolidated Statement of Cash Flows
		NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SCHEDULE OF GENERAL AND ADMINISTRATIVE EXPENSES
SIGNATURES
EXHIBIT 99.1


Item 5. Other Events
SIGNATURE

Item 5. Other Events.

On October 15, 2001, the Board of Directors of InterNatural Pharmaceuticals, Inc., (a“the Company”) ~~Name~~ ~~Change~~appointed Mr. Raul John Tañedo as an additional Director and ~~Reverse~~the ~~Split~~Company accepted the resignation of Mr. Valentino Guzman as Secretary and Treasurer.

On ~~June 28,~~the ~~2001~~same day, the Board of Directors ofappointed ~~Checkpoint Genetics Pharmaceuticals, Inc~~Mr.~~, (“the Company”) adopted a resolution, subject to shareholder approval, (i)~~ ~~effective~~Roy Rayo as ofSecretary ~~the opening of business on July 13,~~and ~~2001, the Company name was to be changed to InterNatural Pharmaceuticals, Inc~~Mr.~~; and, (ii)~~ ~~effective~~Raul asJohn ofTañedo ~~the~~as ~~opening~~Treasurer of ~~business on July 13, 2001,~~ the ~~Company’s~~ ~~Common Stock was to be reverse split on a 1-for-10 basis, the par value will remain $~~Company.~~0001 per share.~~

~~The~~Mr. Raul ~~matter~~John ~~had~~Tañedo, ~~been~~a ~~approved~~Certified byPublic aAccountant ~~vote~~and ofan ~~the~~attorney, ~~majority~~is managing partner of ~~the~~Guzman and Tanedo Law Office based in Makati City, Manila. ~~shareholders~~Before becoming managing partner, byhe ~~written~~was ~~consent~~an associate attorney at Medel, ~~without~~Macam, Pineda & Larcia Law Offices and at the ~~solicitation~~law firm of ~~proxies~~Juarez & Olivas-Gallo. ~~The~~He ~~consent~~also ~~was~~served ~~deemed~~as ~~effective~~officer-in-charge asfor Planning and Research and for Audit and Verification of ~~June 28,~~the ~~2001~~One Stop Shop Tax Credit and Duty Drawback Center of the Philippine Department of Finance.

~~(b) Financials~~Mr. Roy Rayo is the newly appointed Secretary of the Company. From September 1997 through May 2000, Mr. Rayo was an associate attorney at SyCip Salazar Hernandez & Gatmaitan in Makati City, Metro Manila, Philippines, where he assisted in prosecution and maintenance of trademark applications and registrations. From April through August 1997, Mr. Rayo was a law clerk in the Circuit Court of the Second Circuit in Maui, Hawaii. From January through March 1997, Mr. Rayo was a Legal Analyst at the House of Representatives for the State of Hawaii. From June through July 1994, Mr. Rayo was an intern at the United Nations Economic and Social Commission for Asia and the Pacific, Bangkok, Thailand.

~~Set forth herein below is the financial statements of the Company as at~~SIGNATURE ~~March 31, 2001.~~

~~CHECKPOINT~~Pursuant ~~GENETICS~~to ~~PHARMACEUTICALS,~~the ~~INC.~~requirements ~~AND~~of ~~SUBSIDIARIES (Development~~the ~~Stage~~Securities ~~Companies)~~Exchange Act of 1934, ~~CONSOLIDATED~~the ~~FINANCIAL~~registrant ~~STATEMENTS~~has duly caused this report to be signed on its behalf ~~MARCH~~by ~~31,~~the ~~2001~~undersigned hereunto duly authorized.

TABLE OF CONTENTS


Date: October 31, 2001	InterNatural Pharmaceuticals, Inc.

	By:	/s/ Lucille Abad

		Lucille Abad Director/President

	PAGE (S)
ACCOUNTANTS’ REVIEW REPORT		1
CONSOLIDATED FINANCIAL STATEMENTS
Balance Sheet		2
Statement of Operations		3
Statement of Changes in Stockholders’ Equity		4
Statement of Cash Flows		5
Notes to Financial Statements		6 - 14
SUPPLEMENTARY INFORMATION
Schedule of General and Administrative Expenses		15

(JOSEFINA C. DE LA CRUZ, C.P.A. LETTERHEAD)

ACCOUNTANT’S REVIEW REPORT

To the Board of Directors Checkpoint Genetics Pharmaceuticals, Inc. and Subsidiaries

We have reviewed the accompanying balance sheet of Checkpoint Genetics Pharmaceuticals, Inc., and Subsidiaries (Development Stage Companies), as of March 31, 2001 and the related statements of operations, changes in stockholders’ equity and cash flows for the three months then ended, in accordance with Statements on Standards for Accounting and Review Services issued by the American Institute of Certified Public Accountants. All information included in these financial statements is the representation of the management of Checkpoint Genetics Pharmaceuticals, Inc.

A review consists principally of inquiries of Company personnel and analytical procedures applied to financial data. It is substantially less in scope than an audit in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should be made to the accompanying financial statements in order for them to be in conformity with generally accepted accounting principles.

Our review was made for the purpose of expressing limited assurance that there are no material modifications that should be made to the financial statements in order for them to be in conformity with generally accepted accounting principles. The information included in the accompanying schedules of general and administrative expenses is presented only for supplementary analysis purposes. Such information has been subjected to the inquiry and analytical procedures applied in the review of the basic financial statements, and we are not aware of any material modifications that should be made to it.

The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 13 to the financial statement, the Company has no established source of revenue. This raises substantial doubt about its ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Josefina C. de la Cruz, CPA A Professional Corporation

June 28, 2001

CHECKPOINT GENETICS PHARMACEUTICALS, INC. AND SUBSIDIARIES (Development Stage Companies) CONSOLIDATED BALANCE SHEET March 31, 2001

ASSETS
CURRENT ASSETS
	Cash	$	490,470
	Accounts Receivable		312
	Inventory		7,412
	Prepaid Expenses		29,232
	Total Current Assets		527,426
PROPERTY AND EQUIPMENT, net (Note 3)			68,270
OTHER ASSETS
	Other Receivables (Note 4)		75,000
	Other Assets		8,530
	Total Other Assets		83,530
TOTAL ASSETS		$	679,226
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES (Note 5)
	Accounts Payable	$	128,326
	Accrued Expenses		94,352
	Taxes Payable		78,990
	Convertible Debentures		76,062
	Interest Payable		58,465
	Other Notes Payable		134,974
	Total Current Liabilities		571,169
LONG TERM LIABILITIES
	Due to Investors (Note 7)		224,237
	Total Long Term Liabilities		224,237
TOTAL LIABILITIES			795,406
MINORITY INTEREST (Note 8)			(420,011	)
STOCKHOLDERS’ EQUITY (Note 9)
	Common Stock, $0.001 par value per share; 140,000,000 shares authorized; 79,198,734 shares issued and outstanding		79,198
	Paid-in Capital		3,253,031
	Accumulated Deficit		(3,028,398	)
	Total Stockholders’ Equity		303,831
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY		$	679,226

See accompanying notes and accountants’ review report.

CHECKPOINT GENETICS PHARMACEUTICALS, INC. AND SUBSIDIARIES (Development Stage Companies) Consolidated Statement of Operations For The Three Months Ended March 31, 2001

SALES		$	312
COST OF SALES			191
GROSS PROFIT			121
EXPENSES
	General and administrative expenses		269,183
	Development expenses		135,847
	Depreciation and amortization		4,567
	Total Expenses		409,597
NET OPERATING LOSS			(409,476	)
OTHER INCOME (LOSS)
	Interest income		7,156
	Total Other Income		7,156
NET LOSS BEFORE MINORITY INTERESTS			(402,320	)
MINORITY INTERESTS’ SHARE OF LOSS			(118,017	)
NET LOSS APPLICABLE TO COMMON STOCKHOLDERS		$	(284,303	)
NET LOSS PER COMMON SHARE
	Basic	$	0.0036
	Diluted	$	0.0036
WEIGHTED AVERAGE SHARES OUTSTANDING
	Basic		79,198,734
	Diluted		79,198,734

See accompanying notes and accountants’ review report.

CHECKPOINT GENETICS PHARMACEUTICALS, INC. AND SUBSIDIARIES (Development Stage Companies) Consolidated Statement of Changes in Stockholders’ Equity For The Period January 1, 2000 to March 31, 2001

	Common Stock						Additional						Total
							Paid-in			Accumulated			Stockholders'
	Shares			Amount			Capital			Deficit			Equity
Balances, January 1, 2000		1,036,695		$	10,369		$	1,806,800		$	(2,248,110	)	$	(430,941	)
Issuance of 9,750,000 shares of common stock for services on January 13, 2000		9,750,000			9,750			240,250			—			250,000
Share adjustment to reflect reverse stock split 1:20 on August 15, 2000		(10,247,360	)		(19,580	)		19,580			—			—
Subtotal after stock split		539,335			539			2,066,630			(2,248,110	)		(180,941	)
Fractional shares adjustment		32			—			—			—			—
Issuance of 4,000,000 shares of common stock for $750,000 note per August 24, 2000 purchase agreement		4,000,000			4,000			746,000			—			750,000
Issuance of 30,000,000 shares of common stock in exchange for 15,000,000 shares of common stock of subsidiary on August 28, 2000		30,000,000			30,000			(15,000	)		—			15,000
Issuance of 60,000 shares of common stock in exchange for services on September 25, 2000		60,000			60			—			—			60
Issuance of 5,000,000 shares of common stock in exchange for $500,000 indebtedness on November 10, 2000		5,000,000			5,000			495,000			—			500,000
Net Loss for year ended December 31, 2000		—			—			—			(495,985	)		(495,985	)
Balances, December 31, 2000		39,599,367			39,599			3,292,630			(2,744,095	)		588,134
Issuance of 39,599,367 shares of common stock to reflect a 100% stock dividend on March 13, 2001		39,599,367			39,599			(39,599	)		—			—
Net Loss for three months ended March 31, 2001		—			—			—			(284,303	)		(284,303	)
Balances, March 31, 2001		79,198,734		$	79,198		$	3,253,031		$	(3,028,398	)	$	303,831

See accompanying notes and accountants’ review report.

CHECKPOINT GENETICS PHARMACEUTICALS, INC. AND SUBSIDIARIES (Development Stage Companies) Consolidated Statement of Cash Flows For The Three Months Ended March 31, 2001

CASH FLOWS FROM OPERATING ACTIVITIES
	Net loss				$	(284,303	)
	Adjustments to reconcile net loss to net cash used in operating activities
		Depreciation and amortization				4,567
		Minority interest in net loss of subsidiary				(118,017	)
		Decrease (increase) in:
			Accounts receivable			(312	)
			Finished Goods			(7,412	)
			Prepaid expenses			(15,231	)
		Increase (decrease) in:
			Accounts payable			30,979
			Accrued expenses			2,385
			Taxes payable			11,401
				NET CASH USED BY OPERATING ACTIVITIES		(375,943	)
CASH FLOWS FROM INVESTING ACTIVITIES
	Purchase of property and equipment					(18,316	)
				NET CASH USED BY INVESTING ACTIVITIES		(18,316	)
CASH FLOWS FROM FINANCING ACTIVITIES
	Loans to affiliates					(75,000	)
	Increase in notes payable					224,237
	Proceeds of notes receivable					193,243
	Payment of long-term debt					(119,731	)
				NET CASH PROVIDED BY FINANCING ACTIVITIES		222,749
				NET DECREASE IN CASH		(171,510	)
				CASH AT BEGINNING OF PERIOD		661,980
				CASH AT END OF PERIOD	$	490,470

See accompanying notes and accountants’ review report.

CHECKPOINT GENETICS PHARMACEUTICALS, INC. AND SUBSIDIARIES (Development Stage Companies) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS March 31, 2001

NOTE 1 — ORGANIZATION AND BASIS OF CONSOLIDATED FINANCIAL STATEMENTS

The accompanying consolidated statements include the accounts of Checkpoint Genetics Pharmaceuticals, Inc. (the Company), and its Subsidiaries, Checkpoint Genetics Group, Inc. (CGGI), and Checkpoint Genetics, Inc. (CGI). All significant intercompany transactions have been eliminated in consolidation.

The Company was organized on August 9, 1989 as Labco Pharmaceuticals Corporation under the laws of the state of Delaware. Pursuant to a Stock Exchange Agreement dated April 22, 1996, Labco Pharmaceuticals Corp. shareholders exchanged all of their outstanding shares of stock for 230,000 post split shares of stock of Parkside Industries, Inc., a publicly held Nevada Corporation. Parkside Industries, Inc. changed its name to Labco Pharmaceuticals Corp.

Effective August 23, 2000, a certificate of amendment of its articles of incorporation was filed to change the Company name from Labco Pharmaceuticals Corporation to Checkpoint Genetics Pharmaceuticals, Inc. (CGPI). Effective August 28, 2000, CGPI issued 30,000,000 shares of common stock to the shareholders of Checkpoint Genetics Group, Inc. (CGGI), a Nevada Corporation, in exchange for their 100% interests in CGGI consisting of 15,000,000 common shares. The consolidated financial statements incorporate the results of operations and assets and liabilities of CGPI and its Subsidiaries. CGGI is a wholly owned subsidiary of CGPI.

CGI, a Pennsylvania corporation, was organized on October 10, 1995. On July 17, 2000, CGGI signed a stock investment agreement with CGI and acquired approximately 58% of the CGI’s issued and outstanding shares. CGI is a development stage company and is engaged in the development of new drugs, primarily antioxidant prescription pharmaceuticals and nutritional supplements. The Company technology is based upon a pending U.S. and worldwide patent portfolio filed on February 9, 1999.

The Company and its Subsidiaries are development stage companies as defined in Statement of Financial Accounting Standards No. 7, “Accounting for Development Stage Enterprises”. Development stage activities include, but are not limited to efforts in raising capital, recruiting and establishing co-marketing relationship with pharmaceutical companies and developing markets.

CHECKPOINT GENETICS PHARMACEUTICALS, INC. AND SUBSIDIARIES (Development Stage Companies) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS March 31, 2001

NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Consolidation Policy

The consolidated financial statements include the accounts of the Company and all of its wholly owned and majority-owned subsidiaries. All significant inter-company accounts and transactions have been eliminated in consolidation. Investments in unconsolidated affiliates are accounted for using the equity method when the Company owns at least 20% but no more than 50% of such affiliates. Under the equity method, the Company records its proportionate shares of profits and losses based on its percentage interest in earnings of companies 50% or less.

Method of Accounting

The Company and Subsidiaries prepare financial statements on the accrual method of accounting, recognizing income when earned and expenses when incurred.

Use of Estimates

The preparation of financial statements in conformity with 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 amount of revenues and expenses during the reporting periods. Management makes these estimated using the best information available at the time the estimates are made; however actual results could differ materially from these estimates.

Cash and Cash Equivalents

For financial reporting purposes, the Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents.

Inventory

Inventories are stated at the lower of cost or market value. Cost is determined by the first in, first out method and market represents the lower of replacement cost or estimated net realizable value. Physical inventories are conducted once a year and perpetual records are adjusted accordingly.

CHECKPOINT GENETICS PHARMACEUTICALS, INC. AND SUBSIDIARIES (Development Stage Companies) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS March 31, 2001

Income taxes

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amount of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the consolidated statement of operations in the period that includes that enactment date.

Earnings per share

Basic earnings per share amounts are calculated using the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share assumes the conversion, exercise or issuance of all potential common stock instruments such as options, warrants, and convertible securities, unless the effect is to reduce a loss or increase earnings per share.

Reporting on Costs of Start-Up Activities

Statement of Position 98-5 (SOP 98-5), “Reporting on the Costs of Start-Up Activities” provides guidance on the financial reporting of start-up costs to be expended as incurred. With the adoption of SOP 98-5, there has been little or no effect on the company’s financial statements.

Pension and other post retirement benefits

The Company adopted Statement of Financial Accounting Standards No. 132 (SFAS 132), “Employers’ Disclosures about Pensions and Other Post Retirement Benefits” on January 1, 1998. SFAS 132 requires comparative information for earlier years to be restated. The Company’s results of operations and financial position were not affected by implementation of SFAS 132.

CHECKPOINT GENETICS PHARMACEUTICALS, INC. AND SUBSIDIARIES (Development Stage Companies) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS March 31, 2001

Derivative Instruments and Hedging Activities

Statement of Financial Accounting Standards Board No. 133, “Accounting for Derivative Instruments and Hedging Activities” (SFAS 133), is effective for financial statements for all fiscal quarters of all fiscal years beginning after June 15, 2000. SFAS No. 133 standardizes the accounting for derivative instruments, including certain derivative instruments embedded in other contracts, by requiring that an entity recognize those items as assets or liabilities in the statement of financial position and measure them at fair value. SFAS 133 also addresses the accounting for certain hedging activities. The Company currently does not have any derivative instrument nor is it engaged in hedging activities. Thus, the company does not believe implementation of SFAS 133 will have a material impact on its financial statement presentation or disclosures.

NOTE 3 — PROPERTY AND EQUIPMENT, NET

Property and equipment consists of the following at March 31, 2001:

	CGI			CGPI			TOTAL
Equipment	$	41,821		$	10,180		$	52,001
Furniture and fixtures		18,008			9,881			27,889
Total property and equipment		59,829			20,061			79,890
Accumulated depreciation		(10,547	)		(1,073	)		(11,620	)
Property and equipment, net	$	49,282		$	18,988		$	68,270

Depreciation and amortization expense for the three months ended March 31, 2001 amounted to $4,343 and $224, respectively.

NOTE 4 — OTHER RECEIVABLES

Other receivables consist of advances to affiliates amounting to $75,000.

CHECKPOINT GENETICS PHARMACEUTICALS, INC. AND SUBSIDIARIES (Development Stage Companies) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS March 31, 2001

NOTE 5 — CURRENT LIABILITIES

The breakdown of various liabilities attributed to the parent company, CGPI and its subsidiaries are as follows:

	CGPI		CGGI		CGI		Total
Accounts payable	$	78,887	$	1,890	$	47,549	$	128,326
Accrued expenses		91,242		—		3,110		94,352
Taxes payable		67,879		—		11,111		78,990
Notes payable		134,974		—		—		134,974
Accrued interest payable		58,465		—		—		58,465
Convertible debentures		76,062		—		—		76,062
Total	$	507,509	$	1,890	$	61,770	$	571,169

The liabilities of CGPI (formerly LABCO) include liabilities of LABCO that have been long outstanding since 1993. Liabilities attributed to LABCO that are included in the above are:

(a) Accounts Payable

The Company’s $78,887 accounts payable as of March 31, 2001 have been outstanding since June 30, 1999. No creditors have asserted and pursued collection.

(b) Accrued Expenses

Accrued expenses of $50,242 as of March 31, 2001 are liabilities for unpaid salaries amounting to $11,916 and consulting fees amounting to $38,326 which remain unpaid since June 30, 1999. The Company has not received any demand for payment of such liabilities.

The Company did not timely pay payroll taxes for quarter periods in 1991, 1994, 1995, and 1997. Payroll taxes payable and associated penalties as of March 31, 2001 amount to $55,192. Notices for succeeding years have not been received. Estimated accrued California Franchise Tax amount to $5,601. As of report date, management is in the process of verifying actual prior years’ tax liabilities and filings of tax returns.

CHECKPOINT GENETICS PHARMACEUTICALS, INC. AND SUBSIDIARIES (Development Stage Companies) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS March 31, 2001

(d) Convertible debentures and interest payable

The Company has borrowed money from nine individuals that are referred to as convertible debentures. These debentures were issued between September 2, 1992 and February 23, 1993. The debentures carry an annual interest rate of 10% and may be converted to shares of the Company’s common stock at $325 per share (post split retroactively restated). The investor has the option to redeem his investment and the accrued interest thereon upon sixty days written notice after December 31, 1993. As of report date, total convertible debentures amount to $76,062 and no conversions to equity have been processed. Total accrued interest related to debenture bonds amount to $58,465, at March 31, 2001.

(e) Notes payable

The Company has demand notes in the aggregate of $134,974 from four individuals that are currently due. None of the notes carry any interest. These notes have been outstanding since 1996 and no creditors have asserted and pursued collection.

NOTE 6 — CONCENTRATION OF RISKS

Financial instruments that potentially subject the Company to risk consists of cash and cash equivalent accounts in financial institutions which from time to time exceed the $100,000 federally insured limit. Its Subsidiary, CGI has cash and cash equivalent amounting to approximately $328,400 that exceeded the federally insured limit. The Company believes it is not exposed to any significant risk as deposits are maintained with reputable and stable financial institutions.

NOTE 7 — DUE TO INVESTORS

Investors owning over 5% equity of CGPI have advanced funds to the Company for its development operations. Notes payable, related to these advances amount to $224,237 at March 31, 2001. The notes are payable on demand and non-interest bearing.

NOTE 8 — MINORITY INTEREST

CGPI owns 58% of its subsidiary, CGI. Minority interest in CGI is 42% consisting of 2,700,000 class B, common shares at par value of $.0001. Minority interest at March 31, 2001 consists of:

CHECKPOINT GENETICS PHARMACEUTICALS, INC. AND SUBSIDIARIES (Development Stage Companies) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2001

Common stock	$	270
Paid-in capital		50,000
Accumulated deficit		(470,281	)
	$	(420,011	)

The accumulated deficit of $470,281 includes $246,703 carryover of deficit when CGI was an S-corporation and prior to its acquisition by the Company.

NOTE 9 — STOCKHOLDERS’ EQUITY

The Company has 140,000,000 authorized shares of common stock at $0.001 par value. As of January 1, 2000 there were 1,036,695 shares of common stock issued and outstanding. Subsequent changes to the capital structure is as follows:

(a) On January 13, 2000, 9,750,000 shares of common stock were issued for services of $250,000. (b) A reverse stock split of 1 for 10 was effected and the shares were retroactively stated on August 15, 2000 including fractional adjustment of 32 shares. There were 539,367 shares of common stock after the stock split. (c) Pursuant to stock purchase agreement on August 24, 2000, 4,000,000 shares were issued to Ridgeway Commercial Ventures in exchange for notes receivable of $750,000. (d) On August 28, 2000, pursuant to a stock exchange agreement, CGPI exchanged 30,000,000 shares of its common stock for 15,000,000 shares held by the shareholders of Checkpoint Genetics Group, Inc. (CGGI), representing 100% of the issued and outstanding common stock of CGGI. (e) On September 25, 2000, the Company issued 60,000 shares of its common stock for legal services amounting to $60. (f) On November 10, 2000, the Company entered into a stock purchase agreement with Ridgeway Commercial Ventures, Limited (Ridgeway), a foreign corporation, whereby 5,000,000 shares of the Company’s common stock were issued in exchange for cancellation of indebtedness amounting to $0.10 per share, or $500,000. (g) Pursuant to a Board resolution dated February 20, 2001, all stockholders of record at March 5, 2001 were granted one (1) additional share for each one (1) share held. As a result of the stock dividend, total issued and outstanding shares at March 31, 2001 is 79,198,734 common shares.

CHECKPOINT GENETICS PHARMACEUTICALS, INC. AND SUBSIDIARIES (Development Stage Companies) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS March 31, 2001

The total issued and outstanding common shares consist of 8,056,558 free trading shares and 71,142,176 restricted shares.

NOTE 10 — LEASE COMMITMENTS

The Company and its Subsidiaries lease their facilities under a month-to-month lease and operating leases that expire September 30, 2003. Rent expense for the year ended March 31, 2001 amounted to $12,398. Future minimum lease commitments under the operating leases for each of the next three years are as follows:

Year	CGI		CGPI		Total
2001	$	39,941	$	18,202	$	58,143
2002		41,055		18,202		59,257
2003		31,671		13,651		45,322

NOTE 11 — INCOME TAXES

The Company has adopted Statement of Financial Accounting Standards No. 109 (SFAS 109), “Accounting for Income Taxes”. The Company currently has no issues that create timing differences that would mandate deferred tax expense. Net operating losses would create possible tax assets in future years.

The Company has incurred losses that can be carried forward to offset future earnings if conditions of the Internal Revenue Codes are met. From inception of the Company thru March 31, 2001, accumulated net operating loss is approximately $3,251,666. Due to the uncertainty as to the utilization of net operating loss carry forwards, a valuation allowance has been made to the extent of any tax benefit that net operating losses may generate, as follows:

Current tax asset value of net operating loss carry forwards at current prevailing Federal Tax rate	$	487,750
Valuation allowance		(487,750	)
Net tax asset	$	—
Current income tax expense	$	—
Deferred income tax benefit	$	—

CHECKPOINT GENETICS PHARMACEUTICALS, INC. AND SUBSIDIARIES (Development Stage Companies) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS March 31, 2001

NOTE 12 — SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

There were no payments for interest and income taxes for the three months then ended.

NOTE 13 — GOING CONCERN

The financial statements of the Company and its Subsidiaries are prepared using generally accepted accounting principles applicable to a going concern that contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company and its Subsidiaries do not have established source of revenues sufficient to cover its operating costs and to allow it to continue as a going concern. Current sources of funds for operating costs of the Company and its Subsidiaries are periodic funding of and advances from its investors. Funding from investors, however, have been set for a specified period, and after such period expires, the Company’s only source of fund if it continues to have no source of revenues, would be advances from its investors.

CHECKPOINT GENETICS PHARMACEUTICALS, INC. AND SUBSIDIARIES (Development Stage Companies) SCHEDULE OF GENERAL AND ADMINISTRATIVE EXPENSES For The Three Months Ended March 31, 2001

Salaries & wages	$	132,750
Marketing expenses		28,096
Professional fees		24,034
Travel & promotions		17,320
Office expenses		13,972
Payroll taxes		12,414
Rent		12,398
Transfer Fees		7,840
Auto expenses		6,152
Employee benefit program		4,298
Telephone		3,044
Facility start-up		1,706
Recruiting expenses		1,232
Conferences & training		1,095
Postage & delivery		1,071
Dues & subscription		922
Insurance		641
Patent expenses		198
	$	269,183

See accountants’ review report.

Item 6. Exhibits and Reports on Form 8-K

The following exhibits are filed with this report:

1. Certificate of Amendment of Articles of Incorporation.

SIGNATURES

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

		INTERNATURAL PHARMACEUTICALS, INC.
		(Registrant)
DATED: August 1, 2001		/s/ Lucille Abad
		Lucille Abad
		President

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Filing Compare · INTERNATURAL PHARMACEUTICALS INC