UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 8-K

CURENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest reported) August 23, 2002
Date of Report (Date of earliest reported) April 2, 2004
Bernard, Allan & Edwards, Inc. (Exact name of registrant as specified in its chapter)
Florida (State or other jurisdiction of incorporation	333-62994 (Commission File Number)	41-1964282 (IRS Employer Identification No.)		~~41-1964282 (IRS Employer Identification No.)~~
1016 Shore Acres Drive, Leesburg, Florida (Address of principal executive offices)			34748 (Zip Code)
Registrant's telephone number, including area code: (800) 769-1037
Not applicable (Former name or former address, if changed since last report)

~~Item~~1016 6.Shore Acres Drive, Leesburg, Florida (Address of principal executive offices) 34748 (Zip Code)

~~Thomas~~Registrant's E.telephone ~~LaRossa~~number, ~~71,~~including ~~has~~area ~~informed~~code: ~~the~~(800) ~~Registrant~~769-1037 ~~that~~Not heapplicable is(Former ~~retiring~~name ~~from~~or ~~active~~former ~~business administration and has resigned on August 23~~address, ~~2002~~if ~~from~~changed ~~the~~since ~~Board~~last ~~of Directors and any executive positions that he may have held with the Registrant. Mr.LaRossa may continue to consult for the Registrant from time to time.~~report)

Item 5. Other Events

Bernard, Allan & Edwards, Inc. ("Company") has made a preliminary agreement with Systole Corporation, a Texas corporation, ("Systole") to merge Systole into the Company with the Company as the surviving corporation. Systole is a development stage company in the medical information technology industry. This preliminary agreement is subject to the approval of Systole's shareholders and any other requirements of the business corporation law of Florida and Texas. In addition, Systole is required pursuant to the preliminary agreement to provide the Company by April 16, 2004 with assurances that it will be capitalized within a reasonable time with no less than $5 million in cash or credit, the completion of a satisfactory audit of its financial statements and other due diligence matters.

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.

~~Bernard, Allan & Edwards, Inc. (Registrant)~~ Date: ~~August~~April 237, ~~2002~~2004 /s/ Michael McLaughlin, CEO (Signature)*

Bernard, Allan & Edwards, Inc.
(Registrant)

/s/ Michael McLaughlin, President
(Signature)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549

FORM 8-K

CURENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

SIGNATURES

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

CURENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

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