UNITED STATES
                             SECURITIES AND EXCHANGE
                                   COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

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

        Date of Report (Date of earliest event reported): April 21, 2005

                                SPO MEDICAL INC.
             (Exact name of registrant as specified in its charter)

          Delaware                      0-11772                 25-1411971
 ---------------------------     ----------------------        ------------
(State or other jurisdiction    (Commission File Number)      (IRS Employer
     of incorporation)                                       Identification No.)

    21860 Burbank Blvd., North Building, Suite 380, Woodland Hills, CA 91367
          (Address of principal executive offices, including Zip Code)

                                  818-888-4380
              (Registrant's telephone number, including area code)

                             UNITED DIAGNOSTIC, INC.
               124 West 60th Street, #33L, New York New York 10023
         (Former name or former address, if changed since last report.)

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

|_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)

|_| Soliciting  material  pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)

|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))

|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))

<PAGE>

Item 1.01 Entry into a Material Definitive Agreement

The  information set forth under Item 2.01 of this current report on Form 8-K is
hereby incorporated by reference into this Item 1.01.

Item 2.01 Completion of Acquisition or Disposition of Assets.

As previously  described in the registrant's Current Report on Form 8-K filed on
March 2, 2005,  effective  February  28,  2005,  SPO  Medical  Inc.,  a Delaware
corporation (the "Company"),  formerly known as United Diagnostic, Inc., entered
into a Capital Stock Exchange  Agreement (the  "Exchange  Agreement")  among the
Company,  SPO Medical Equipment Ltd., a company  incorporated  under the laws of
the State of Israel ("SPO Ltd."),  and the  shareholders of SPO Ltd.,  providing
for the acquisition by the Company of all of the issued and  outstanding  shares
of SPO Ltd. (the  "Acquisition  Transaction") in exchange for a specified number
of shares of the Company's  common stock, par value $0.01 per share (the "Common
Stock").  On April 21, 2005, the Exchange Agreement was amended and restated (as
so amended and restated the "Restated Exchange Agreement").

The closing of the transactions  contemplated in the Restated Exchange Agreement
and the acquisition by the Company of all of the issued and outstanding ordinary
shares  of SPO Ltd.  was  completed  on April 21,  2005.  Pursuant  to  Restated
Exchange  Agreement,  the  Company  issued to the  shareholders  of SPO Ltd.  an
aggregate of 5,769,106 shares of Common Stock, representing approximately 90% of
the Common Stock issued and outstanding on the date of this report (after giving
effect to the transactions  contemplated by Restated Exchange  Agreement).  As a
result of the Acquisition Transaction, SPO Ltd. became a wholly owned subsidiary
of the Company as of April 21, 2005.

The  foregoing  description  of the  Acquisition  Transaction  and the  Restated
Exchange  Agreement  does not purport to be  complete  and is  qualified  in its
entirety by  reference  to the Restated  Exchange  Agreement,  which is attached
hereto as Exhibit 2.1, and incorporated herein by reference.

Upon  consummation of the  Acquisition  Transaction,  the Company  effectuated a
forward  subdivision of the Company's Common Stock issued and outstanding  after
giving effect to the transactions contemplated by Restated Exchange Agreement on
a 2.65285:1  basis.  The forward  stock  division is discussed in detail in Item
5.03. Following the forward stock subdivision, the Company has 17,053,621 shares
of Common Stock issued and outstanding  and the former  shareholders of SPO Ltd.
hold approximately  15,303,620 shares,  representing 90% of the Company's issued
and outstanding  stock.  The amount of issued and  outstanding  shares of Common
Stock does not include 446,380  post-subdivision shares of Common Stock issuable
upon the exercise of penny  warrants  issued to Mr. Israel  Sarussi,  SPO Ltd.'s
Chief Technology Officer, further discussed in Item 5.01 below.

As the former  shareholders  of SPO Ltd.  hold 90% of the  Company's  issued and
outstanding  shares,  and because the business of SPO Ltd.  represents  the only
business operations of the Company,  the acquisition of SPO Ltd. is deemed to be
a reverse acquisition for accounting purposes. SPO Ltd., the acquired entity, is
regarded as the predecessor entity of the Company as of April 21, 2005.

The shares of Common Stock issued to the  shareholders  of SPO Ltd.  pursuant to
the Restated  Exchange  Agreement  will not be  registered  with the  Securities
Exchange Commission or the securities commission of any United States state, and
were issued in reliance upon an exemption from registration under the Securities
Act of 1933, as amended.

Pursuant  to the  Restated  Exchange  Agreement,  upon the  consummation  of the
Acquisition  Transaction,   a  new  board  of  directors  for  the  Company  was
constituted. These events are described in Item 5.02, which item is incorporated
herein by reference.

Upon the  consummation of the Acquisition  Transaction,  the name of the Company
was changed to "SPO Medical Inc." and the certificate of  incorporation  and the
bylaws of the Company  were each  amended and  restated in the forms as attached
hereto Exhibit 3.1 and Exhibit 3.2, respectively,  which are incorporated herein
by reference.

                                 About SPO Ltd.

SPO Ltd.,  was  organized  under the laws of the State of Israel in August 1995.
SPO Ltd. develops  biosensor and  microprocessor  technologies using reflectance
pulse  oximetry  techniques  for use in portable  monitoring  devices to capture
life-saving  and  life-enhancing  information  within four key markets:  medical
care; home and remote-care;  sports and wellness; and general security. SPO Ltd.
has developed and patented proprietary  technology that enables the use of pulse
oximetry in a reflectance mode of operation i.e. a sensor that can be affixed to
a single  side of a body part.  This  technique  is known as  Reflectance  Pulse
Oximetry  (RPO).  Using RPO, a sensor can be positioned on various places of the
body, hence minimizing problems of motion and poor profusion.  In addition,  its
unique design results in substantially lower power requirements,  which enable a
wireless configuration with expanded commercial possibilities.


                                                                               2
<PAGE>

    Certain relationships between the parties to the Acquisition Transaction

One of the  directors of the Company and the acting Chief  Executive  Officer of
the Company,  Michael  Braunold,  is an  executive  officer of SPO Ltd. and will
continue in such capacity  following the  Acquisition  Transaction.  The Company
anticipates  that it will enter into an employment  agreement with Mr.  Braunold
pursuant to which he will be retained as the Company's Chief Executive  Officer.
Mr. Braunold is currently the acting Chief Executive Officer of the Company.

Upon the consummation of the Acquisition Transaction, the Company entered into a
one year  Consulting  Agreement with Marvin  Feigenbaum,  a former  director and
principal  shareholder of the Company,  under which Mr. Feigenbaum is to provide
certain  consulting  services to the  Company.  In  consideration  thereof,  the
Company  paid to Mr.  Feigenbaum  $100,000  at the  closing  of the  Acquisition
Transaction.  In addition, under the Consulting Agreement, the Company undertook
to (i) not consummate a reverse stock split without the prior written consent of
Mr. Feigenbaum,  (ii) grant to Mr. Feigenbaum of piggyback  registration  rights
with respect to all of the Common Stock of the Company owned by Mr.  Feigenbaum.
The foregoing  description of the consulting  agreement  between the Company and
Mr.  Feigenbaum does not purport to be complete and is qualified in its entirety
by reference to the Consulting Agreement with Mr. Feigenbaum,  which is attached
hereto as Exhibit 10.1, and incorporated herein by reference.

The  source  of funds  for the  $100,000  cash  payment  to Mr.  Feigenbaum  are
comprised  of the  proceeds  of the  initial  closing on the  Private  Placement
referred to in Item 3.02 below.

Item 2.03 Creation  of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant;

The  information set forth under Item 3.02 of this current report on Form 8-K is
hereby incorporated by reference into this Item 2.03.

Item 3.02. Unregistered Sales of Equity Securities

The  information set forth under Item 2.01 of this current report on Form 8-K is
hereby incorporated by reference into this Item 3.02.

In order to facilitate the  Acquisition  Transaction  referenced in Item 2.01 of
this report,  which items are  incorporated  herein by  reference,  and to raise
working capital,  on April 21, 2005, the Company  commenced a private  placement
(the "Private  Placement") to certain private and institutional  investors of up
to $1,150,000 by the sale of units of its  securities,  with each unit comprised
of (i) its 18 month 6% Promissory  Note (the "Notes") and (ii) two year warrants
(the  "Warrants") to purchase up to such number of shares of Common Stock of the
Company as are  determined  by principal  amount of the Note being  purchased by
such investor  divided by $ 0.85,  at a per share  exercise  price of $0.85.  If
Notes with in the  aggregate  principal  amount of  $1,150,000  are issued,  the
maximum  number of shares of Common Stock issuable upon exercise of the Warrants
will be  approximately  1,352,942  shares of  Common  Stock.  Under the  Private
Placement, subscription amounts are deposited into an escrow account.

On April 21,  2005,  the  Company  conducted  an initial  closing on the Private
Placement for gross  proceeds of $225,000.  Thereafter,  the Company can conduct
additional closings.

The  foregoing  description  of the  Private  Placement  does not  purport to be
complete  and is  qualified  in its  entirety by  reference to the copies of the
Subscription  Agreement and form of Note and Warrant  attached hereto as Exhibit
10.2, 10.3 and 10.4 respectively.


                                                                               3
<PAGE>

Item 5.01 Changes in Control of Registrant.

The  information set forth under Item 2.01 of this current report on Form 8-K is
hereby incorporated by reference into this Item 5.01.

Upon the close of the  Acquisition  Transaction  on April 21, 2005 and following
the stock subdivision effected immediately  thereafter,  the former shareholders
of SPO Ltd. own 15,303,620  shares of the Company's  Common Stock,  representing
approximately  90% of the  issued and  outstanding  shares of the  Company.  The
Company believes that the consummation of the Acquisition Transaction represents
a change of control of the Company.

To the best  knowledge  of the  Company,  in  connection  with  the  Acquisition
Transaction,  Mr.  Israel  Sarussi,  the Chief  Technology  Officer of SPO Ltd.,
received  1,402,124  shares of the  Company's  Common  Stock in exchange for the
shares of SPO Ltd.  that he held.  In addition,  Mr.  Sarussi  exchanged  90,978
currently  exercisable  warrants of SPO Ltd. for 168,275  currently  exercisable
penny warrants of the Company at closing of the  Acquisition  Transaction.  Post
forward stock subdivision  (discussed in further detail in Item 5.03 below), Mr.
Sarussi holds shares of the Company's  Common Stock,  comprised of (i) 3,719,393
shares of Common Stock and (ii) 446,380  shares of Common  Stock  issuable  upon
exercise of currently  exercisable  penny warrants,  representing  approximately
23.8% of the  Company's  issued  and  outstanding  shares of Common  Stock.  Mr.
Sarussi is the only person known to the Company to hold beneficial  ownership of
5% or more of the Company' issued and outstanding shares.

Following the closing of the Acquisition Transaction,  all of the members of the
Board of Directors (the "Board") of the Company  resigned and new directors were
appointed.  The resignation of the existing directors and the appointment of new
directors is discussed in Item 5.02 below.

Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.

The  information  set forth under Item 2.01 and Item 5.01 of this current report
on Form 8-K is hereby incorporated by reference into this Item 5.01.

Following  the  Acquisition  Transaction,  the initial board of directors of the
Company consists of three directors. All previous directors have resigned.

Set forth below is the name of each  officer and  director of the  Company,  the
principal  positions  and offices he or she holds with the Company,  and a brief
description of that person's business experience during the past five (5) years:

Michael Braunold, Chief Executive Officer and Director

Since March 1998, Mr. Braunold has been Chief Executive Officer of SPO. Prior to
March 1998, Mr. Braunold was Senior  Director of Business  Development at Scitex
Corporation Ltd., a multinational corporation specializing in visual information
communication.  In such  capacity,  Mr.  Braunold  played  a  strategic  role in
managing a team of professionals assigned to M&A activities.  During his 12-year
tenure at Scitex, he held various  positions within the worldwide  organization,
including  a period  in the  United  States  as Vice  President  of an  American
subsidiary of Scitex  specializing in medical  imaging.  From March 2000 through
September 2000, Mr.  Braunold was also the Chief Executive  Officer and Chairman
of  Ambient   Corporation,   a  Delaware   company,   that  specializes  in  the
implementation   of   a   proposed   comprehensive    high-speed   communication
infrastructure   that  is  designed  to  utilize   existing   electrical   power
distribution lines as a high-speed  communication medium. Mr. Braunold served as
director  of Amedia  Networks,  Inc.  (formerly  TTR  Technologies,  Inc.)  from
February  2000 through  August 2002.  Mr.  Braunold  originates  from the United
Kingdom. He obtained a Bachelor of Science degree with honors in Engineering and
Management Sciences from Imperial College Business School, London.

Pauline Dorfman, Director, Age 40

Since January 2001 Mrs. Dorfman, a qualified  chartered  accountant,  has been a
consultant with Berenblut  Consulting,  an Ontario firm that assists  commercial
business,  law firms and governments  across North America and Europe in several
areas covering  economics,  finance,  accounting,  valuation and strategy.  Mrs.
Dorfman  specializes  in  conducting  analysis and financial  investigations  in
connection  with   international   development   disputes  and  economic  damage
quantification  for breach of contract and personal medical  malpractice  cases.
Prior to this  assignment,  Mrs.  Dorfman  worked for 10 years with the  Toronto
Dominion  Bank  in the  finance  and  commercial  lending  areas  analyzing  the
financial  risk of various bank  investments  and  strategies,  assisting in the
development of new bank products and meeting the external and internal financial
reporting requirements of the bank.


                                                                               4
<PAGE>

Sidney Braun, Director, Age 44

Since June 2004 Mr.  Braun has  served as the  President  and COO for  Med-Emerg
International  Inc. (MEII),  a company  incorporated in the Province of Ontario.
MEII is a  publicly  listed  healthcare  services  company  specializing  in the
coordination  and delivery of emergency and primary health care related services
in  Canada  such as  physician  and nurse  staffing  and  recruitment,  clinical
management  services,  a national  drug  infusion  service  and a  comprehensive
physician practice  management  program.  Mr. Braun has extensive  experience in
commerce both in North America and Europe, including manufacturing, distribution
and trading. Prior to his current position at MEII, Mr. Braun worked for 7 years
as an independent consultant to several large state-owned  corporations from the
former Eastern European block on developing  business strategies and adapting to
new working  conditions in western  markets.  In addition,  Mr. Braun  developed
expertise  in  emerging  financial  markets  in Europe  and  introduced  several
companies to the UK and German capital markets.

Family Relationships

There  are no family  relationships  among any of the  Company's  directors  and
officers or those proposed to be directors and officers.

Item 5.03 Amendments to Articles of  Incorporation  or Bylaws:  Change in Fiscal
Year

Upon the  consummation of the Acquisition  Transaction,  the Company changed its
name from "United Diagnostic,  Inc." to "SPO Medical Inc." in order to provide a
new identity for the Company's new business. In connection with the name change,
the  Company  expects  that its  trading  symbol on the pink sheets will also be
changed.

Additionally,   upon  the  consummation  of  the  Acquisition  Transaction,  the
Certificate of Incorporation and Bylaws of the Company were amended and restated
in the forms attached hereto as Exhibit 3.1 and Exhibit 3.2, respectively, which
are incorporated herein by this reference.

Upon the consummation of the Acquisition Transaction,  the Company effectuated a
forward  subdivision  of the Company's  Common Stock on a 2.65285:1  basis.  The
forward  stock   subdivision  was  made  to  all  stockholders  of  the  Company
immediately  after the  Acquisition  Transaction.  The additional  shares issued
pursuant to the forward stock  sub-division  are fully paid and  non-assessable.
All new shares will have the same par value,  voting  rights and other rights as
old shares.  The forward stock  subdivision  was  effectuated  by increasing the
number of issued and outstanding shares at the ratio of 2.65285:1.  Accordingly,
as a result of the forward stock subdivision,  the Company has 17,053,621 shares
outstanding  and has  approximately  32,499,999  authorized  unissued  shares of
Common Stock available for issuance.  The Company also has 2,000,000  authorized
shares  of  preferred  stock,   none  of  which  have  been  designated  or  are
outstanding.  These  shares  may be issued  in the  future  in  connection  with
acquisitions,  subsequent  financings or as determined by the Company's board of
directors.

Item 9.01. Financial Statements and Exhibits

(a) Financial statements of business acquired.

These financial  statements will be provided as soon as they are available,  but
within 60 days from the date of this Current Report.

(b) Pro forma financial information.

These financial  statements will be provided as soon as they are available,  but
within 60 days from the date of this Current Report.

(c) Exhibits:

2.1 Restated  Capital Stock Exchange  Agreement dated as of April 21, 2005 among
the Company, SPO Ltd. and the SPO Ltd. shareholders specified therein.

3.1 Amended and Restated Certificate of Incorporation of the Company.

3.2 Bylaws of the Company

10.1 Consulting Agreement dated as of April 21, 2005 between the Company and Mr.
Feigenbaum.

10.2 Form of subscription Agreement with certain investors.

10.3 Form of Promissory Note issued to certain investors.

10.4 Form of Warrant Instrument issued to certain investors.


                                                                               5
<PAGE>

                                   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.

      Dated: April 27, 2005                    SPO MEDICAL INC.


                                               By: /s/ Michael Braunold
                                                   -----------------------------
                                                   Michael Braunold
                                                   Chief Executive Officer
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UNITED STATES
                             SECURITIES AND EXCHANGE
                                   COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

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

        Date of Report (Date of earliest event reported): April 21, 2005

                                SPO MEDICAL INC.
             (Exact name of registrant as specified in its charter)

          Delaware                      0-11772                 25-1411971
 ---------------------------     ----------------------        ------------
(State or other jurisdiction    (Commission File Number)      (IRS Employer
     of incorporation)                                       Identification No.)

    21860 Burbank Blvd., North Building, Suite 380, Woodland Hills, CA 91367
          (Address of principal executive offices, including Zip Code)

                                  818-888-4380
              (Registrant's telephone number, including area code)

                             UNITED DIAGNOSTIC, INC.
               124 West 60th Street, #33L, New York New York 10023
         (Former name or former address, if changed since last report.)

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

|_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)

|_| Soliciting  material  pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)

|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))

|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement

The  information set forth under Item 2.01 of this current report on Form 8-K is
hereby incorporated by reference into this Item 1.01.

Item 2.01 Completion of Acquisition or Disposition of Assets.

As previously  described in the registrant's Current Report on Form 8-K filed on
March 2, 2005,  effective  February  28,  2005,  SPO  Medical  Inc.,  a Delaware
corporation (the "Company"),  formerly known as United Diagnostic, Inc., entered
into a Capital Stock Exchange  Agreement (the  "Exchange  Agreement")  among the
Company,  SPO Medical Equipment Ltd., a company  incorporated  under the laws of
the State of Israel ("SPO Ltd."),  and the  shareholders of SPO Ltd.,  providing
for the acquisition by the Company of all of the issued and  outstanding  shares
of SPO Ltd. (the  "Acquisition  Transaction") in exchange for a specified number
of shares of the Company's  common stock, par value $0.01 per share (the "Common
Stock").  On April 21, 2005, the Exchange Agreement was amended and restated (as
so amended and restated the "Restated Exchange Agreement").

The closing of the transactions  contemplated in the Restated Exchange Agreement
and the acquisition by the Company of all of the issued and outstanding ordinary
shares  of SPO Ltd.  was  completed  on April 21,  2005.  Pursuant  to  Restated
Exchange  Agreement,  the  Company  issued to the  shareholders  of SPO Ltd.  an
aggregate of 5,769,106 shares of Common Stock, representing approximately 90% of
the Common Stock issued and outstanding on the date of this report (after giving
effect to the transactions  contemplated by Restated Exchange  Agreement).  As a
result of the Acquisition Transaction, SPO Ltd. became a wholly owned subsidiary
of the Company as of April 21, 2005.

The  foregoing  description  of the  Acquisition  Transaction  and the  Restated
Exchange  Agreement  does not purport to be  complete  and is  qualified  in its
entirety by  reference  to the Restated  Exchange  Agreement,  which is attached
hereto as Exhibit 2.1, and incorporated herein by reference.

Upon  consummation of the  Acquisition  Transaction,  the Company  effectuated a
forward  subdivision of the Company's Common Stock issued and outstanding  after
giving effect to the transactions contemplated by Restated Exchange Agreement on
a 2.65285:1  basis.  The forward  stock  division is discussed in detail in Item
5.03. Following the forward stock subdivision, the Company has 17,053,621 shares
of Common Stock issued and outstanding  and the former  shareholders of SPO Ltd.
hold approximately  15,303,620 shares,  representing 90% of the Company's issued
and outstanding  stock.  The amount of issued and  outstanding  shares of Common
Stock does not include 446,380  post-subdivision shares of Common Stock issuable
upon the exercise of penny  warrants  issued to Mr. Israel  Sarussi,  SPO Ltd.'s
Chief Technology Officer, further discussed in Item 5.01 below.

As the former  shareholders  of SPO Ltd.  hold 90% of the  Company's  issued and
outstanding  shares,  and because the business of SPO Ltd.  represents  the only
business operations of the Company,  the acquisition of SPO Ltd. is deemed to be
a reverse acquisition for accounting purposes. SPO Ltd., the acquired entity, is
regarded as the predecessor entity of the Company as of April 21, 2005.

The shares of Common Stock issued to the  shareholders  of SPO Ltd.  pursuant to
the Restated  Exchange  Agreement  will not be  registered  with the  Securities
Exchange Commission or the securities commission of any United States state, and
were issued in reliance upon an exemption from registration under the Securities
Act of 1933, as amended.

Pursuant  to the  Restated  Exchange  Agreement,  upon the  consummation  of the
Acquisition  Transaction,   a  new  board  of  directors  for  the  Company  was
constituted. These events are described in Item 5.02, which item is incorporated
herein by reference.

Upon the  consummation of the Acquisition  Transaction,  the name of the Company
was changed to "SPO Medical Inc." and the certificate of  incorporation  and the
bylaws of the Company  were each  amended and  restated in the forms as attached
hereto Exhibit 3.1 and Exhibit 3.2, respectively,  which are incorporated herein
by reference.

                                 About SPO Ltd.

SPO Ltd.,  was  organized  under the laws of the State of Israel in August 1995.
SPO Ltd. develops  biosensor and  microprocessor  technologies using reflectance
pulse  oximetry  techniques  for use in portable  monitoring  devices to capture
life-saving  and  life-enhancing  information  within four key markets:  medical
care; home and remote-care;  sports and wellness; and general security. SPO Ltd.
has developed and patented proprietary  technology that enables the use of pulse
oximetry in a reflectance mode of operation i.e. a sensor that can be affixed to
a single  side of a body part.  This  technique  is known as  Reflectance  Pulse
Oximetry  (RPO).  Using RPO, a sensor can be positioned on various places of the
body, hence minimizing problems of motion and poor profusion.  In addition,  its
unique design results in substantially lower power requirements,  which enable a
wireless configuration with expanded commercial possibilities.

                                                                               2
Certain relationships between the parties to the Acquisition Transaction

One of the  directors of the Company and the acting Chief  Executive  Officer of
the Company,  Michael  Braunold,  is an  executive  officer of SPO Ltd. and will
continue in such capacity  following the  Acquisition  Transaction.  The Company
anticipates  that it will enter into an employment  agreement with Mr.  Braunold
pursuant to which he will be retained as the Company's Chief Executive  Officer.
Mr. Braunold is currently the acting Chief Executive Officer of the Company.

Upon the consummation of the Acquisition Transaction, the Company entered into a
one year  Consulting  Agreement with Marvin  Feigenbaum,  a former  director and
principal  shareholder of the Company,  under which Mr. Feigenbaum is to provide
certain  consulting  services to the  Company.  In  consideration  thereof,  the
Company  paid to Mr.  Feigenbaum  $100,000  at the  closing  of the  Acquisition
Transaction.  In addition, under the Consulting Agreement, the Company undertook
to (i) not consummate a reverse stock split without the prior written consent of
Mr. Feigenbaum,  (ii) grant to Mr. Feigenbaum of piggyback  registration  rights
with respect to all of the Common Stock of the Company owned by Mr.  Feigenbaum.
The foregoing  description of the consulting  agreement  between the Company and
Mr.  Feigenbaum does not purport to be complete and is qualified in its entirety
by reference to the Consulting Agreement with Mr. Feigenbaum,  which is attached
hereto as Exhibit 10.1, and incorporated herein by reference.

The  source  of funds  for the  $100,000  cash  payment  to Mr.  Feigenbaum  are
comprised  of the  proceeds  of the  initial  closing on the  Private  Placement
referred to in Item 3.02 below.

Item 2.03 Creation  of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant;

The  information set forth under Item 3.02 of this current report on Form 8-K is
hereby incorporated by reference into this Item 2.03.

Item 3.02. Unregistered Sales of Equity Securities

The  information set forth under Item 2.01 of this current report on Form 8-K is
hereby incorporated by reference into this Item 3.02.

In order to facilitate the  Acquisition  Transaction  referenced in Item 2.01 of
this report,  which items are  incorporated  herein by  reference,  and to raise
working capital,  on April 21, 2005, the Company  commenced a private  placement
(the "Private  Placement") to certain private and institutional  investors of up
to $1,150,000 by the sale of units of its  securities,  with each unit comprised
of (i) its 18 month 6% Promissory  Note (the "Notes") and (ii) two year warrants
(the  "Warrants") to purchase up to such number of shares of Common Stock of the
Company as are  determined  by principal  amount of the Note being  purchased by
such investor  divided by $ 0.85,  at a per share  exercise  price of $0.85.  If
Notes with in the  aggregate  principal  amount of  $1,150,000  are issued,  the
maximum  number of shares of Common Stock issuable upon exercise of the Warrants
will be  approximately  1,352,942  shares of  Common  Stock.  Under the  Private
Placement, subscription amounts are deposited into an escrow account.

On April 21,  2005,  the  Company  conducted  an initial  closing on the Private
Placement for gross  proceeds of $225,000.  Thereafter,  the Company can conduct
additional closings.

The  foregoing  description  of the  Private  Placement  does not  purport to be
complete  and is  qualified  in its  entirety by  reference to the copies of the
Subscription  Agreement and form of Note and Warrant  attached hereto as Exhibit
10.2, 10.3 and 10.4 respectively.

                                                                               3
Item 5.01 Changes in Control of Registrant.

The  information set forth under Item 2.01 of this current report on Form 8-K is
hereby incorporated by reference into this Item 5.01.

Upon the close of the  Acquisition  Transaction  on April 21, 2005 and following
the stock subdivision effected immediately  thereafter,  the former shareholders
of SPO Ltd. own 15,303,620  shares of the Company's  Common Stock,  representing
approximately  90% of the  issued and  outstanding  shares of the  Company.  The
Company believes that the consummation of the Acquisition Transaction represents
a change of control of the Company.

To the best  knowledge  of the  Company,  in  connection  with  the  Acquisition
Transaction,  Mr.  Israel  Sarussi,  the Chief  Technology  Officer of SPO Ltd.,
received  1,402,124  shares of the  Company's  Common  Stock in exchange for the
shares of SPO Ltd.  that he held.  In addition,  Mr.  Sarussi  exchanged  90,978
currently  exercisable  warrants of SPO Ltd. for 168,275  currently  exercisable
penny warrants of the Company at closing of the  Acquisition  Transaction.  Post
forward stock subdivision  (discussed in further detail in Item 5.03 below), Mr.
Sarussi holds shares of the Company's  Common Stock,  comprised of (i) 3,719,393
shares of Common Stock and (ii) 446,380  shares of Common  Stock  issuable  upon
exercise of currently  exercisable  penny warrants,  representing  approximately
23.8% of the  Company's  issued  and  outstanding  shares of Common  Stock.  Mr.
Sarussi is the only person known to the Company to hold beneficial  ownership of
5% or more of the Company' issued and outstanding shares.

Following the closing of the Acquisition Transaction,  all of the members of the
Board of Directors (the "Board") of the Company  resigned and new directors were
appointed.  The resignation of the existing directors and the appointment of new
directors is discussed in Item 5.02 below.

Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.

The  information  set forth under Item 2.01 and Item 5.01 of this current report
on Form 8-K is hereby incorporated by reference into this Item 5.01.

Following  the  Acquisition  Transaction,  the initial board of directors of the
Company consists of three directors. All previous directors have resigned.

Set forth below is the name of each  officer and  director of the  Company,  the
principal  positions  and offices he or she holds with the Company,  and a brief
description of that person's business experience during the past five (5) years:

Michael Braunold, Chief Executive Officer and Director

Since March 1998, Mr. Braunold has been Chief Executive Officer of SPO. Prior to
March 1998, Mr. Braunold was Senior  Director of Business  Development at Scitex
Corporation Ltd., a multinational corporation specializing in visual information
communication.  In such  capacity,  Mr.  Braunold  played  a  strategic  role in
managing a team of professionals assigned to M&A activities.  During his 12-year
tenure at Scitex, he held various  positions within the worldwide  organization,
including  a period  in the  United  States  as Vice  President  of an  American
subsidiary of Scitex  specializing in medical  imaging.  From March 2000 through
September 2000, Mr.  Braunold was also the Chief Executive  Officer and Chairman
of  Ambient   Corporation,   a  Delaware   company,   that  specializes  in  the
implementation   of   a   proposed   comprehensive    high-speed   communication
infrastructure   that  is  designed  to  utilize   existing   electrical   power
distribution lines as a high-speed  communication medium. Mr. Braunold served as
director  of Amedia  Networks,  Inc.  (formerly  TTR  Technologies,  Inc.)  from
February  2000 through  August 2002.  Mr.  Braunold  originates  from the United
Kingdom. He obtained a Bachelor of Science degree with honors in Engineering and
Management Sciences from Imperial College Business School, London.

Pauline Dorfman, Director, Age 40

Since January 2001 Mrs. Dorfman, a qualified  chartered  accountant,  has been a
consultant with Berenblut  Consulting,  an Ontario firm that assists  commercial
business,  law firms and governments  across North America and Europe in several
areas covering  economics,  finance,  accounting,  valuation and strategy.  Mrs.
Dorfman  specializes  in  conducting  analysis and financial  investigations  in
connection  with   international   development   disputes  and  economic  damage
quantification  for breach of contract and personal medical  malpractice  cases.
Prior to this  assignment,  Mrs.  Dorfman  worked for 10 years with the  Toronto
Dominion  Bank  in the  finance  and  commercial  lending  areas  analyzing  the
financial  risk of various bank  investments  and  strategies,  assisting in the
development of new bank products and meeting the external and internal financial
reporting requirements of the bank.

                                                                               4
Sidney Braun, Director, Age 44

Since June 2004 Mr.  Braun has  served as the  President  and COO for  Med-Emerg
International  Inc. (MEII),  a company  incorporated in the Province of Ontario.
MEII is a  publicly  listed  healthcare  services  company  specializing  in the
coordination  and delivery of emergency and primary health care related services
in  Canada  such as  physician  and nurse  staffing  and  recruitment,  clinical
management  services,  a national  drug  infusion  service  and a  comprehensive
physician practice  management  program.  Mr. Braun has extensive  experience in
commerce both in North America and Europe, including manufacturing, distribution
and trading. Prior to his current position at MEII, Mr. Braun worked for 7 years
as an independent consultant to several large state-owned  corporations from the
former Eastern European block on developing  business strategies and adapting to
new working  conditions in western  markets.  In addition,  Mr. Braun  developed
expertise  in  emerging  financial  markets  in Europe  and  introduced  several
companies to the UK and German capital markets.

Family Relationships

There  are no family  relationships  among any of the  Company's  directors  and
officers or those proposed to be directors and officers.

Item 5.03 Amendments to Articles of  Incorporation  or Bylaws:  Change in Fiscal
Year

Upon the  consummation of the Acquisition  Transaction,  the Company changed its
name from "United Diagnostic,  Inc." to "SPO Medical Inc." in order to provide a
new identity for the Company's new business. In connection with the name change,
the  Company  expects  that its  trading  symbol on the pink sheets will also be
changed.

Additionally,   upon  the  consummation  of  the  Acquisition  Transaction,  the
Certificate of Incorporation and Bylaws of the Company were amended and restated
in the forms attached hereto as Exhibit 3.1 and Exhibit 3.2, respectively, which
are incorporated herein by this reference.

Upon the consummation of the Acquisition Transaction,  the Company effectuated a
forward  subdivision  of the Company's  Common Stock on a 2.65285:1  basis.  The
forward  stock   subdivision  was  made  to  all  stockholders  of  the  Company
immediately  after the  Acquisition  Transaction.  The additional  shares issued
pursuant to the forward stock  sub-division  are fully paid and  non-assessable.
All new shares will have the same par value,  voting  rights and other rights as
old shares.  The forward stock  subdivision  was  effectuated  by increasing the
number of issued and outstanding shares at the ratio of 2.65285:1.  Accordingly,
as a result of the forward stock subdivision,  the Company has 17,053,621 shares
outstanding  and has  approximately  32,499,999  authorized  unissued  shares of
Common Stock available for issuance.  The Company also has 2,000,000  authorized
shares  of  preferred  stock,   none  of  which  have  been  designated  or  are
outstanding.  These  shares  may be issued  in the  future  in  connection  with
acquisitions,  subsequent  financings or as determined by the Company's board of
directors.

Item 9.01. Financial Statements and Exhibits

(a) Financial statements of business acquired.

These financial  statements will be provided as soon as they are available,  but
within 60 days from the date of this Current Report.

(b) Pro forma financial information.

These financial  statements will be provided as soon as they are available,  but
within 60 days from the date of this Current Report.

(c) Exhibits:

2.1 Restated  Capital Stock Exchange  Agreement dated as of April 21, 2005 among
the Company, SPO Ltd. and the SPO Ltd. shareholders specified therein.

3.1 Amended and Restated Certificate of Incorporation of the Company.

3.2 Bylaws of the Company

10.1 Consulting Agreement dated as of April 21, 2005 between the Company and Mr.
Feigenbaum.

10.2 Form of subscription Agreement with certain investors.

10.3 Form of Promissory Note issued to certain investors.

10.4 Form of Warrant Instrument issued to certain investors.

                                                                               5
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.

      Dated: April 27, 2005                    SPO MEDICAL INC.

                                               By: /s/ Michael Braunold
                                                   -----------------------------
                                                   Michael Braunold
                                                   Chief Executive Officer