UNITED MEDICORP INC - 10-Q Quarterly Report

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q
(MARK ONE)

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

FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2002

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

FOR THE TRANSITION PERIOD FROM __________ TO __________

COMMISSION FILE NUMBER 1-10418

UNITED MEDICORP, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

DELAWARE 75-2217002
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)

200 N. CUYLER STREET
PAMPA, TEXAS 79065
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)

REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (806) 669-9223

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 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
--- ---

As of November 11, 2002, there were outstanding 29,210,217 shares of
Common Stock, $0.01 par value.

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UNITED MEDICORP, INC.
FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2002

TABLE OF CONTENTS

UNITED MEDICORP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS

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

1

UNITED MEDICORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)

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

2

UNITED MEDICORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)

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

3

UNITED MEDICORP, INC. AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULT OF OPERATIONS

NOTE 1. BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements of United
Medicorp, Inc. ("UMC" or the "Company") include its wholly owned subsidiary,
United Moneycorp. Inc. ("UMY"). All material intercompany transactions and
balances have been eliminated. Certain prior year balances have been
reclassified to conform with current year presentation. The financial
information presented should be read in conjunction with the audited
financial statements of the Company for the year ended December 31, 2001
included in the Company's Form 10-K.

The unaudited consolidated financial information has been prepared in
accordance with the Company's customary accounting policies and practices.
In the opinion of management, all adjustments, consisting of normal
recurring adjustments necessary for a fair presentation of results for the
interim period, have been included.

The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported
amounts of assets, liabilities, revenues and expenses. The results for
interim periods are not necessarily indicative of results to be expected for
the year.

FACTOR RESERVE

The Factor Reserve account includes 20% of outstanding invoices purchased
by the factoring company (required reserve) and the excess above this 20% which
is available to be drawn by UMC as cash upon demand (available reserve). The
balances of the required and available reserves included in the Factor Reserve
as of September 30, 2002 and December 31, 2001 were as follows:

ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATION

GENERAL CONSIDERATIONS

Except for the historical information contained herein, the matters
discussed may include forward-looking statements relating to such matters as
anticipated financial performance, legal issues, business prospects,
technological developments, new products, research and development activities
and similar matters. The Private Securities Litigation Reform Act of 1995
provides a safe harbor for forward-looking statements. In order to comply with
the terms of the safe harbor, the Company notes that forward-looking statements
include the intent, belief, or current expectations of the Company and members
of its senior management team, as well as the assumptions on which such
statements are based. Prospective investors are cautioned that any such
forward-looking statements are not guarantees of future performance and involve
risks and uncertainties, and that actual results may differ materially from
those contemplated by such forward-looking statements. Important factors
currently known to management that could cause actual results to differ
materially from those in forward-looking statements are set forth in the safe
harbor compliance statement for forward-looking statements included as Exhibit
99.1 to this Form 10-Q and are

4

UNITED MEDICORP, INC. AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULT OF OPERATIONS

hereby incorporated herein by reference. The Company undertakes no obligation to
update or revise forward-looking statements to reflect changed assumptions, the
occurrence of unanticipated events or changes to future operating results over
time.

UMC and UMY derive their primary revenues from medical claims processing
and accounts receivable management services. A substantial portion of UMC and
UMY revenues are derived from recurring services to their customers under
contracts that typically are cancelable with a 30 to 60 day notice.

The following table sets forth for each period indicated the volume and
gross dollar amount of insurance claims received and fees recognized for each of
the Company's two principal accounts receivable management services.

CLAIMS MANAGEMENT SERVICES - PROCESSING VOLUMES

For Ongoing claims, there is typically a time lag of approximately 5 to 90
days from contract execution to complete development of system interfaces and
definition of procedural responsibilities with customer personnel. During this
period, Company personnel survey the customer's existing operations and prepare
for installation. Once the customer begins transmitting claims to the Company,
there is usually a time lag of 30 to 90 days between transmission of claims to
third party payers and collection of those claims from payers.

5

UNITED MEDICORP, INC. AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULT OF OPERATIONS (CONTINUED)

The following table sets forth for each period indicated the volume and
gross dollar amount of customer service and collection accounts received and
fees recognized for UMY.

COLLECTION AGENCY SERVICES - PROCESSING VOLUME

For placements of collection accounts, there is typically a time lag of
approximately 15 to 45 days from contract execution to electronic transfer of
accounts from the customer. In many cases, collection accounts are transferred
to UMY via hard copy media, which requires UMY employees to manually enter
collection account data into the UMY system. Collection fee percentages charged
to the customer vary depending on the service provided, the age and average
balance of accounts.

6

UNITED MEDICORP, INC. AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULT OF OPERATIONS (CONTINUED)

RESULTS OF OPERATIONS

The following table sets forth certain items from the Company's
Consolidated Statements of Operations expressed as a percentage of revenues:

COMPARISON OF THE QUARTER ENDED SEPTEMBER 30, 2002 TO THE QUARTER ENDED
SEPTEMBER 30, 2001

REVENUES increased $208,000 or 29% primarily due to the following:

o Ongoing Accounts Receivable Management Services revenue of $471,000 in the
current quarter increased by $174,000 compared to the same quarter in 2001
as a result of multiple changes to the Company's claims inventory mix. The
increase was due primarily to the addition of secondary claims during the
fourth quarter of 2001 to an ongoing accounts receivable management
services contract that was signed March 22, 2000. Revenues from secondary
claims processed under this contract were $226,000 during third quarter of
2002. This increase in revenue was offset by reduced revenues from the
primary claims processed under this contract. Revenues from such primary
claims totaled $106,000 and $124,000 during the third quarter of 2002 and
2001 respectively. During November of 2001, Inova Health Services
officially notified the Company, of the termination of their Ongoing
Accounts Receivable Management contract. Inova did not place any new
business with the Company after August, 2001. Total revenues from Inova
were $0 and $74,000 for the third quarter of 2002 and 2001 respectively.
The loss of revenue from Inova was partially offset by increased revenues
from an ongoing accounts receivable management contract that was signed
October 31, 2000, and an ongoing accounts receivable management contract
dated July 26, 2002. These contracts provided revenues of $132,000 and
$87,000 during the third quarter of 2002 and 2001 respectively. .

o Backlog Accounts Receivable Management Services revenue of $0 in the
current quarter decreased by $13,000 compared to the same quarter in 2001
as a result of the winding down of a backlog accounts receivable management
contract signed March 22, 2000.

o Collection Agency Services revenue of $364,000 in the current quarter was
$1,000 more than the amount of collection agency services revenue
recognized in the same quarter of 2001. Revenues from early out collections
were $163,000 and $354,000 while revenues from bad debt collections were
$201,000 and $9,000 for the third quarter of 2002 and 2001 respectively.

7

UNITED MEDICORP, INC. AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULT OF OPERATIONS (CONTINUED)

o Coding Services revenue - In April of 2002, Janice K. Neal joined UMC as
Vice President of Coding Services, and the Company began providing such
services to various hospitals. Total revenues from coding services were
$35,000 during the third quarter of 2002.

o Other revenue increased by $11,000 compared to the same quarter of 2001,
primarily due to interest charges on past due receivables, and
miscellaneous reimbursable expenses billed to customers.

WAGES AND BENEFITS expense increased $129,000 or 27% primarily due to
increased headcount as a result of increased business requirements, and the
addition of two corporate officers during March and April of 2002. During the
current quarter, total monthly employee headcount averaged 80 compared to 67
during the same quarter of 2001.

SELLING, GENERAL AND ADMINISTRATIVE expense increased $37,000 or 27%
primarily due to increases in postage, travel, office supplies, advertising and
marketing, employee training, and commission costs. These increases were the
result of an increased number of self pay accounts requiring letters (postage),
additional travel requirements of the new Vice President of Sales and Marketing
and the new Vice President of Coding Services, additional cost for paper and
envelopes (office supplies) that resulted from the Company no longer outsourcing
the printing and mailing of collection letters (this change began in September
of 2002, and should result in a net cost decrease in future periods),
sponsorship costs for various healthcare association conferences (advertising
and marketing), training costs associated with the start up of a new customer
project, and commission costs associated with the addition of a Vice President
of Sales and Marketing.

DEPRECIATION AND AMORTIZATION expense decreased $9,000 or 36% primarily
due to certain assets becoming fully depreciated.

OFFICE, VEHICLE AND EQUIPMENT RENTAL expense increased $3,100 or 115%
primarily due to the assumption by UMC of the lease on a 2000 Toyota Avalon,
which had previously been leased by Janice Neal (UMC's new Vice President of
Coding Services). This lease will expire in April, 2003.

PROFESSIONAL FEES increased $5000 or 45% as compared to the second quarter
of 2002, due to the cost of credit report fees (which were not filed in previous
quarters) and increased monthly accruals for audit and other professional
services as compared to the previous year quarter.

INTEREST expense increased $100 or 1% compared to the same quarter of
2001.

PROVISION FOR DOUBTFUL ACCOUNTS expense decreased $1,980 due to the
collection of previously reserved receivables during the third quarter of 2002.
There was no bad debt expense recognized during the third quarter of 2001.

COMPARISON OF THE NINE MONTHS ENDED SEPTEMBER 30, 2002 TO THE NINE MONTHS ENDED
SEPTEMBER 30, 2001

REVENUES increased $424,000 or 20% primarily due to the following:

o Ongoing Accounts Receivable Management Services revenue of $1,279,000 in
the current nine month period increased by $434,000 compared to the same
period in 2001 as a result of multiple changes to the Company's claims
inventory mix. The increase was due primarily to the addition of secondary
claims during the fourth quarter of 2001 to an ongoing accounts receivable
management services contract that was signed March 22, 2000. Revenues from
secondary claims processed under this contract were $588,000 during the
current nine-month period. This increase in revenue was offset by

8

UNITED MEDICORP, INC. AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULT OF OPERATIONS (CONTINUED)

reduced revenues from the primary claims processed under this contract.
Revenues from such primary claims totaled $336,000 and $473,000 during the
first nine months of 2002 and 2001 respectively. During November of 2001,
Inova Health Services officially notified the Company, of the termination
of their Ongoing Accounts Receivable Management contract. Inova did not
place any new business with the Company after August, 2001. Total revenues
from Inova were $3,000 and $203,000 for the nine-month period ending
September 30, 2002 and 2001 respectively. The loss of revenue from Inova
was offset by increased revenues from an ongoing accounts receivable
management contract that was signed October 31, 2000 and by an ongoing
accounts receivable management contract dated July 26, 2002. These
contracts provided revenues of $314,000 and $156,000 during the first nine
months of 2002 and 2001 respectively.

o Backlog Accounts Receivable Management Services revenue of $1,000 in the
current nine-month period decreased $134,000 compared to the same
nine-month period of 2001 as a result of the winding down of a backlog
accounts receivable management contract signed March 22, 2000.

o Collection Agency Services revenue of $1,116,000 in the current nine month
period increased by $39,000 compared to the same period of 2001, due to
various changes in the Company's self pay account inventory mix. The
Company received a significant increase in placements from a collection
agency services contract executed in March of 2000. This contract provided
revenues of $226,000 and $183,000 during the first nine months of 2002 and
2001 respectively. (On May 30, 2002, The Company received notice of the
cancellation of this contract. Further details regarding this cancellation
are provided later in this section under the heading "Changes in Customer
Base". The revenues from this contract will ramp down over the remainder of
the year.) The Company saw a significant decrease in early out placements
from a collection agency services contract executed September 25, 2000.
This contract provided revenues of $255,000 and $787,000 during the first
nine months of 2002 and 2001 respectively. Effective November 1, 2001, bad
debt accounts were also added to this contract. The bad debt portion of
this contract provided $511,000 in revenue during the first nine months of
2002.

o UMClaimPros revenue in the current nine-month period decreased by $2,500
compared to the same nine-month period of 2001, primarily due to the
allocation of employee resources to other sources of revenue.

o Coding Services revenue - In April of 2002, Janice K. Neal joined UMC as
Vice President of Coding Services, and the Company began providing such
services to various hospitals. Total revenues from coding services were
$75,000 during the first nine months of 2002.

o Other revenue of $91,000 during the current nine-month period increased by
$12,500 compared to the same nine-month period of 2001, primarily due to
interest charges on past due receivables, and miscellaneous reimbursable
expenses billed to customers

WAGES AND BENEFITS expense increased $330,000 or 24% primarily due to
increased headcount as a result of increased business requirements, and the
addition of two corporate officers during March and April of 2002. During the
current nine-month period, total monthly employee headcount averaged 80 compared
to 63 during the same period of 2001.

SELLING, GENERAL AND ADMINISTRATIVE expense increased $93,000 or 23%
primarily due to increases in postage, travel, office supplies, printing,
repairs and maintenance, advertising and marketing, employee training, and sales
commissions. These increases were the result of an increased number of self pay
accounts requiring letters (postage and shipping), additional travel
requirements of the new Vice President of Sales and

9

UNITED MEDICORP, INC. AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULT OF OPERATIONS (CONTINUED)

Marketing and the new Vice President of Coding Services, additional cost for
paper and envelopes (office supplies) that resulted from the Company no longer
outsourcing the printing and mailing of collection letters (this change began in
September of 2002, and should result in a net cost decrease in future periods),
sponsorship costs for various healthcare association conferences (advertising
and marketing), training costs associated with the start up of a new customer
project and new training materials for self pay collectors, increased
maintenance cost on computer and office equipment ,and commission costs
associated with the addition of a Vice President of Sales and Marketing. .

DEPRECIATION AND AMORTIZATION expense decreased $13,000 or 18% primarily
due to certain assets becoming fully depreciated

OFFICE, VEHICLE AND EQUIPMENT RENTAL expense increased $3,800 or 32%
during the first nine months of 2002, as compared to the first nine months of
2001, primarily as a result of accrued lease car expenses of $3,660 that were
reversed in 2001.

PROFESSIONAL FEES increased $3,500 or 9% during the first nine months of
2002, as compared to the first nine months of 2001.

INTEREST, NET decreased $14,000 or 47% due primarily to the maturity of a
capital lease, the payoff of interest bearing debt, and the reduced balance and
interest rate on the Company's variable rate loan on the Pampa Operations Center
building.

PROVISION FOR DOUBTFUL ACCOUNTS expense increased $343 or 100% primarily
due to a small net amount of receivables being reserved during the first nine
months of 2002, and no balances being reserved during the first nine months of
2001.

LIQUIDITY AND CAPITAL RESOURCES

At September 30, 2002, the Company's liquid assets, consisting of cash, and
available factoring reserve totaled $156,000 compared to $3,500 at December 31,
2001. Working capital was $194,000 at September 30, 2002 compared to a deficit
of $24,000 at December 31, 2001.

Operating activities during the current nine-month period provided cash of
$166,000, compared to cash of $155,000 provided by operating activities during
the same period of 2001. This increase is primarily due to net income of
$247,665 during the first nine months of 2002, compared to net income of
$229,207 during the same period in 2001.

Cash of $90,000 was expended on investing activities during the current
nine-month period for the purchase of equipment, software, building
improvements, and a new company automobile. The Company also received proceeds
from the sale of a company automobile in the amount of $5,800 during this
period. The Company expended $87,000 on investing activities during the same
nine-month period of 2001 for the purchase of equipment, software and building
improvements.

Financing activities during the current nine-month period used cash of
$44,000 consisting of loan proceeds for the purchase of a company automobile in
the amount of $20,000 offset by principal payments totaling $33,000 on notes
payable and $31,000 on capital lease obligations. Financing activities during
the same nine-month period of 2001 used cash of $70,000 and consisted of loan
proceeds for the purchase of

10

UNITED MEDICORP, INC. AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULT OF OPERATIONS (CONTINUED)

two automobiles in the amount of $20,000,offset by principal payments totaling
$30,000 on notes payable and principal payments on capital lease obligations
totaling $60,000.

During the current nine-month period, cash flow from operations was
adequate to cover all working capital and liquidity requirements. Assuming that
the current contracts with UMC's customers remain in force, UMC management
believes the Company will continue to generate cash flow from operations
sufficient to meet all working capital and liquidity requirements.

If UMC is unable to service its financial obligations as they become due,
it will be required to adopt alternative strategies, which may include but are
not limited to, actions such as reducing management and line employee headcount
and compensation, attempting to restructure existing financial obligations,
seeking a strategic merger or acquisition, seeking the sale of the company,
and/or seeking additional debt or equity capital. There can be no assurance that
any of these strategies could be effected on satisfactory terms.

CHANGES IN CUSTOMER BASE

On May 30, 2002, the Company received notice from Valley Baptist Medical Center
(VBMC) terminating their accounts receivable management contract dated March 13,
2000. The termination of the contract was pursuant to recommendations from
outside consultants to consolidate VBMC's outsourcing projects, and according to
VBMC management had nothing to do with UMC's performance. This contract provided
revenues of $226,000 and $272,000 for the nine months ended September 30, 2002
and the year ended December 31, 2001 respectively. These revenues represent 9%
and 10% of UMC's total revenues for the nine months ended September 30, 2002 and
the year ended December 31, 2001 respectively. Revenues from this contract will
ramp down over the four month period following the date of cancellation.

On July 26, 2002 UMC executed a contract with a hospital in the Texas Panhandle.
Under this contract, UMC provides day one claims billing and follow up services
for the hospital, as well as early out and bad debt patient balance account
management services. The company has also received a backlog placement of the
hospital's entire current receivables inventory. UMC began providing services
under this contract on August 1, 2002. This contract provided revenues of
$29,000 during the months of August and September.

MANAGEMENT CHANGES

On June 3, 2002 Dennis Bazhaw, UMC's Director of Operations, died
following a month long illness. As a result of Mr. Bazhaw's illness, UMC's
operations suffered a loss of focus, which was reflected in poor operating
results for the month of May. In response to Mr. Bazhaw's demise, Peter W.
Seaman, UMC's Chief Executive Officer, has assumed the additional duties of
Director of Operations, and implemented a number of organizational changes in
the management structure that previously reported to Mr. Bazhaw. Under this
evolving management structure, the operating results have returned to previous
norms.

CRITICAL ACCOUNTING POLICIES

Accounting principles generally accepted in the United States of America
require the use of management's judgments and estimates in addition to the rules
and requirements imposed by the accounting pronouncements. More detailed
information about UMC's accounting policies we use is contained in Note B,
Summary of Significant Accounting Policies, to our Consolidated Financial
Statements included in our 2001 Form 10-K. Other accounting policies not
discussed here are described

11

UNITED MEDICORP, INC. AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULT OF OPERATIONS (CONTINUED)

there, and readers should review that information carefully. We have summarized
below the accounting policies that we believe are most critical to understanding
UMC's financial statements.

We report our financial information on a consolidated basis. Therefore,
unless there is an indication to the contrary, financial information is provided
for the parent company, United Medicorp, Inc., and its subsidiaries as a whole.
Transactions between the parent company and any subsidiaries are eliminated for
this purpose. We own all of the capital stock of our subsidiaries, and we do not
have any subsidiaries that are not consolidated. None of our subsidiaries are
"off balance sheet", UMC has not entered into any "off balance sheet"
transactions, and UMC has no "special purpose entities".

Factored accounts receivable are accounted for pursuant to SFAS No. 140,
"Accounting for Transfers and Servicing of Financial Assets and Extinguishments
of Liabilities" ("SFAS No. 140"). Pursuant to SFAS No. 140, the Company treats
its factored accounts receivable as a sales transaction, and as such, no
liability is recognized for the amount of the proceeds received from the
transfer of the accounts receivable. UMC has a contingent liability to
repurchase any invoices that remain unpaid after 90 days. At September 30, 2002,
and December 31, 2001, there were no factored invoices that had ages more than
90 days.

ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company qualifies as a small business issuer as defined in Rule 12b-2
of the Securities Exchange Act of 1934. As such, the Company is not required to
provide information related to the quantitative and qualitative disclosures
about market risk.

ITEM 4 - CONTROLS AND PROCEDURES.

In order to ensure that the information that we must disclose in our
filings with the Securities and Exchange Commission is recorded, processed,
summarized and reported on a timely basis, we have adopted disclosure controls
and procedures. Our Chief Executive Officer, Peter W. Seaman, and our Chief
Financial Officer, Nathan E. Bailey, have reviewed and evaluated our disclosure
controls and procedures as of October 25, 2002, and concluded that our
disclosure controls and procedures are appropriate and that no changes are
required at this time.

There have been no significant changes in our internal controls, or in other
factors that could affect our internal controls, since October 25, 2002.

PART 11. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None

ITEM 2. CHANGES IN SECURITIES

None

ITEM 3. DEFAULT UPON SENIOR SECURITIES

None

12

UNITED MEDICORP, INC. AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULT OF OPERATIONS (CONTINUED)

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None

ITEM 5. OTHER INFORMATION

None

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(A) Exhibits

(B) Reports on Form 8-K:

None

SIGNATURES

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

UNITED MEDICORP, INC.
(REGISTRANT)

By: /s/ Nathan E. Bailey Date: November 13, 2002
------------------------------- -----------------
Nathan E. Bailey
Vice President and Controller
(Principal Accounting Officer)

13

UNITED MEDICORP, INC. AND SUBSIDIARY
CERTIFICATIONS

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

I, Peter W. Seaman, Chairman of the Board of Directors and Chief Executive
Officer of United Medicorp, Inc. ), certify that:

1. I have reviewed this quarterly report on Form 10-Q of United Medicorp,
Inc.;

2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances
under which such statements were made, not misleading with respect to
the period covered by this quarterly report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and
cash flow of the registrant as of, and for, the periods presented in
this quarterly report.;

4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act rules 13a-14 and 15d-14) for the registrant
and we have:

a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this
quarterly report is being prepared;

b) evaluated the effectiveness of the registrant's disclosure
controls and procedures as of a date within 90 days prior to the
filing date of this quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on
our evaluation as of the evaluation date;

5. The registrant's other certifying Officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the
audit committee of registrant's board of directors (or persons
performing the equivalent function):

a) all significant deficiencies in the design or operation of
internal controls which could adversely affect the registrant's
ability to record, process, summarize and report financial data
and have identified for the registrant's auditors any material
weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrant's
internal controls; and

6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or significant changes in internal control or
in other factors that could significantly affect internal controls:
Subsequent to the date of our most recent evaluation including,
including any corrective actions with regard to significant
deficiencies and material weaknesses,

Date: November 13, 2002 /s/ Peter W. Seaman
----------------- -------------------------------
Peter W. Seaman
Chairman of the Board and
Chief Executive Officer

14

UNITED MEDICORP, INC. AND SUBSIDIARY
CERTIFICATIONS

CERTIFICATION OF CHIEF FINANCIAL OFFICER

I, Nathan E. Bailey, Vice President and Controller of United Medicorp, Inc.,
certify that:

1. I have reviewed this quarterly report on Form 10-Q of United Medicorp,
Inc.;

2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances
under which such statements were made, not misleading with respect to
the period covered by this quarterly report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and
cash flow of the registrant as of, and for, the periods presented in
this quarterly report.;

4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act rules 13a-14 and 15d-14) for the registrant
and we have:

a. designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this
quarterly report is being prepared;

b. evaluated the effectiveness of the registrant's disclosure
controls and procedures as of a date within 90 days prior to the
filing date of this quarterly report (the "Evaluation Date"); and

c. presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on
our evaluation as of the evaluation date;

5. The registrant's other certifying Officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the
audit committee of registrant's board of directors (or persons
performing the equivalent function):

a. all significant deficiencies in the design or operation of
internal controls which could adversely affect the registrant's
ability to record, process, summarize and report financial data
and have identified for the registrant's auditors any material
weaknesses in internal controls; and

b. any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrant's
internal controls; and

6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or significant changes in internal control or
in other factors that could significantly affect internal controls:
Subsequent to the date of our most recent evaluation including,
including any corrective actions with regard to significant
deficiencies and material weaknesses,

Date: November 13, 2002 /s/ Nathan E. Bailey
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Nathan E. Bailey
Vice President and Controller

15

EXHIBIT INDEX