<PAGE>

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                  FORM 10-QSB


 X     Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
----
       Exchange Act of 1934
       For the quarterly period ended March 31, 2001.

_____  Transition Report Pursuant to Section 13 or 15(d) of the Securities
       Exchange Act of 1934
       For the Transition period from ______ to ______.

                         Commission File No. 000-29741

________________________________________________________________________________

                               CE SOFTWARE, INC.
             (Exact name of registrant as specified in its charter)

                   Iowa                                     42-1298712
      (State or other jurisdiction of                   (I.R.S. employer
      incorporation or organization)                   identification No.)

1801 Industrial Circle, P.O. Box 65580, West Des Moines, Iowa         50265
     (Address of principal executive offices)                      (Zip code)

      Registrant's telephone number, including area code:  (515) 221-1801

Former name, former address and former fiscal year, if changed since last
report:  No changes.

_______________________________________________________________________


Indicate by mark (X) 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  ___
                                ---

Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date.

     April 30, 2001                Common Stock                 1,455,124

<PAGE>

                               CE SOFTWARE, INC.
                               Table of Contents

<TABLE>
<CAPTION>
Part I       FINANCIAL INFORMATION

  Item 1.    Financial Statements:                                       Page
<S>                                                                      <C>
             Balance Sheets
               March 31, 2001 and September 30, 2000                       3

             Statements of Operations
               Three Months and Six Months Ended March 31, 2001 and 2000   4

             Statements of Cash Flows
               Six Months Ended March 31, 2001 and 2000                    5

             Notes to Financial Statements                                 6

  Item 2.    Management's Discussion and Analysis of Financial
             Condition and Results of Operations                           7

Part II      OTHER INFORMATION

  Item 2.    Recent Sales of Unregistered Securities; Use of Proceeds
             from Registered Securities                                   12
  Item 4.    Submission of Matters for Vote of Security Holders           12
  Item 6.    Exhibits and Reports on Form 8-K                             12

SIGNATURES                                                                13
</TABLE>
<PAGE>

PART I: FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                               CE SOFTWARE, INC.
                                 Balance Sheets
                     March 31, 2001 and September 30, 2000
<TABLE>
<CAPTION>
                                                    (Unaudited)
                                                     March 31    September 30
                                                    -----------  -------------
<S>                                                 <C>          <C>
Assets
------
Current assets:
 Cash and cash equivalents                          $  592,236     $  735,280
 Investments                                             7,568         51,729
 Trade accounts receivable                             243,247        360,655
 Recoverable income taxes                                    -        153,766
 Inventories                                           138,592        167,171
 Other current assets                                  118,264        109,505
                                                    ----------     ----------
   Total current assets                              1,099,907      1,578,106
                                                    ----------     ----------

Property, fixtures, and equipment:
 Land                                                   82,877         82,877
 Building                                            1,312,016      1,312,016
 Fixtures and equipment                              2,737,803      2,725,017
                                                    ----------     ----------
   Total property, fixtures, and equipment           4,132,696      4,119,910
 Less accumulated depreciation                       3,032,962      2,952,210
                                                    ----------     ----------
   Net property, fixtures, and equipment             1,099,734      1,167,700
                                                    ----------     ----------

Other intangible assets, net of amortization           135,055          9,967
Other assets                                            29,236         29,236
                                                    ----------     ----------
   Total assets                                     $2,363,932     $2,785,009
                                                    ==========     ==========

Liabilities and Stockholders' Equity
------------------------------------
Current liabilities:
 Current portion of long-term debt                  $  112,937     $  108,592
 Trade accounts payable                                109,641         97,199
 Accrued payroll and benefits                          116,543        112,432
 Other accrued payables                                115,956        119,981
 Deferred revenue                                          560          2,033
                                                    ----------     ----------
   Total current liabilities                           455,637        440,237
Long-term debt, net of current portion                  74,651        132,267
                                                    ----------     ----------
   Total liabilities                                   530,288        572,504
                                                    ----------     ----------

Stockholders' equity:
 Common stock                                          145,512        115,512
 Additional paid-in capital                          1,557,903      1,504,713
 Accumulated other comprehensive loss                  (27,594)       (23,433)
 Retained earnings                                     157,823        615,713
                                                    ----------     ----------
   Total stockholders' equity                        1,833,644      2,212,505
                                                    ----------     ----------
   Total liabilities and stockholders' equity       $2,363,932     $2,785,009
                                                    ==========     ==========
</TABLE>

See accompanying notes to financial statements.

                                       3
<PAGE>

                                CE SOFTWARE INC.
                            Statements of Operations
           For the three and six months ended March 31, 2001 and 2000
                                  (Unaudited)
<TABLE>
<CAPTION>
                                                  Three Months Ended March 31,       Six Months Ended March 31,
                                                  ----------------------------       --------------------------
                                                     2001              2000            2001             2000
                                                  ----------         ---------       ---------        ---------
<S>                                               <C>                <C>             <C>              <C>
Net revenues                                      $  400,236           734,766         893,874        1,650,284
Cost of revenues                                      84,011           218,280         167,546          433,358
                                                  ----------         ---------       ---------        ---------
   Gross profit                                      316,225           516,486         726,328        1,216,926

Sales and marketing                                  169,308           254,376         386,603          483,775
General and administrative                           237,659           380,119         462,442          704,858
Research and development                             169,409           185,719         328,084          378,471
                                                  ----------         ---------       ---------        ---------
 Operating expenses                                  576,376           820,214       1,177,129        1,567,104
                                                  ----------         ---------       ---------        ---------
       Operating loss                               (260,151)         (303,728)       (450,801)        (350,178)

Other income (expense):
Loss on sale of investments                          (23,544)                -         (29,181)              -
Interest income                                       10,182             1,933          21,086            3,242
Interest expense                                      (4,126)           (5,958)         (8,606)         (12,476)
Miscellaneous income                                   5,892             2,601           9,612            2,601
                                                  ----------         ---------       ---------        ---------
   Total other expense                               (11,596)           (1,424)         (7,089)          (6,633)

       Net loss                                   $ (271,747)         (305,152)       (457,890)        (356,811)
                                                  ==========         =========       =========        =========


Basic net loss per share                          $     (.23)             (.27)           (.39)            (.32)

Shares used in per share calculation - basic       1,175,124         1,131,124       1,165,014        1,131,124

Diluted net loss per share                        $     (.23)             (.27)           (.39)            (.32)

Shares used in per share calculation - diluted     1,175,124         1,131,124       1,165,014        1,131,124
</TABLE>

See accompanying notes to financial statements.

                                       4
<PAGE>

                                CE SOFTWARE INC.
                            Statements of Cash Flows
                For the six months ended March 31, 2001 and 2000
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                                2001        2000
                                                                              ---------   ---------
<S>                                                                           <C>         <C>
Cash flows from operating activities:
  Net loss                                                                    $(457,890)  $(356,811)
  Adjustments to reconcile net loss to
  net cash provided by (used in) operating activities:
     Depreciation and amortization:
       Property, fixtures, and equipment                                         81,536     134,662
       Purchased software                                                         5,980       5,980
     Gain on sale of property and equipment                                        (200)          -
     Decrease in recoverable income tax                                         153,766           -
     Loss on sale of investments                                                 29,381           -
     Decrease in trade accounts receivable                                      117,408      99,421
     Decrease in inventories                                                     28,579      71,419
     (Increase) decrease in other current assets and other assets                (8,759)    100,992
     Increase in accounts payable and accrued expenses                           12,528      70,455
     Decrease in deferred revenue                                                (1,473)     (1,981)
                                                                              ---------   ---------
       Net cash (used in) provided by operating activities                      (39,144)    124,137
Cash flows from investing activities:
  Decrease in due to affiliates                                                       -    (137,446)
  Proceeds from sale of property and equipment                                      200           -
  Proceeds from sale of investments                                              10,619           -
  Proceeds from sale of land                                                          -       8,919
  Purchase of property and equipment and other intangible assets                (13,570)     (3,509)
                                                                              ---------   ---------
       Net cash used in investing activities                                     (2,751)   (132,036)
Cash flows from financing activities:
  Payment for acquired software                                                 (47,878)          -
  Payment of long-term debt                                                     (53,271)    (49,184)
                                                                              ---------   ---------
       Net cash used in financing activities                                   (101,149)    (49,184)
                                                                              ---------   ---------
       Net decrease in cash and cash equivalents                               (143,044)    (57,083)
Cash and cash equivalents at beginning of period                                735,280     227,071
                                                                              ---------   ---------
Cash and cash equivalents at end of period                                    $ 592,236   $ 169,988
                                                                              =========   =========

Supplemental disclosures of cash flow information:
  Cash paid during the period for:
     Interest                                                                 $   8,915   $  12,734
     Income taxes                                                                     -           -
                                                                              =========   =========

Supplemental schedule of noncash:
  Investing and financing activities:
  During March 2001 the Company acquired software from
     PrairieSoft, Inc. in exchange for cash and 300,000
     shares of common stock.
     The consideration paid and allocation is as follows:
       Consideration paid:
          Cash                                                                $  47,878           -
          Common stock issued                                                    83,190           -
                                                                              ---------
                                                                              $ 131,068           -
                                                                              =========   =========
       Allocated to:
          Other assets                                                        $ 131,068           -
                                                                              =========   =========
</TABLE>

See accompanying notes to financial statements.

                                       5
<PAGE>

                               CE SOFTWARE, INC.
                         Notes to Financial Statements
                                 March 31, 2001
                                  (Unaudited)

1) Accounting policies

During interim periods, CE Software, Inc. (CESW), follows the accounting
policies set forth in the financial information in its Form 10-KSB filed with
the Securities and Exchange Commission.  Users of financial information produced
for interim periods are encouraged to refer to the footnotes contained in the
financial reports in its Form 10-KSB when reviewing interim financial results.

Results of Operations

The results of operations for the interim period reported are not necessarily
indicative of results to be expected for the year.  The information reflects all
the adjustments (none of which were other than normal recurring items), which
are, in the opinion of management, necessary to present a fair statement of the
results for the interim period.

Reclassification
Certain amounts have been restated to conform with current presentation.


2) Comprehensive loss

                               For the six months ended March 31, 2001 and 2000
                               ------------------------------------------------

                                          2001                 2000
                                          ----                 ----
Net loss                               $(457,890)            $(356,811)
Other comprehensive loss
   Unrealized loss on investments         (4,161)                    -
                                       ---------             ---------

Comprehensive loss                     $(462,051)            $(356,811)
                                       =========             =========

3) Acquisition

On March 23, 2001, the Company received shareholder approval to purchase certain
software products from PrairieSoft, Inc. for a purchase price consisting of cash
in the amount of $47,878 and 300,000 newly issued shares of the Company's
unregistered Common Stock.

                                       6
<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Results of Operations

The following discussion should be read in conjunction with the financial
statements and related notes included elsewhere herein.  Historical results and
percentage relationships are not necessarily indicative of the operating results
for any future period.  The financial information is reported for CESW as if it
had been a separate reporting company during the periods reported, although the
spin-off of the Company from its prior parent CE Software Holdings, Inc. (now
Lightning Rod Software, Inc.) did not take place until April 28, 2000.

The following table sets forth certain data derived from the statements of
operations, expressed as a percentage of net revenues for the quarters ended
March 31, 2001 and 2000.

<TABLE>
<CAPTION>
                                         Quarter Ended March 31,    Six Months Ended March 31,
                                         -----------------------    --------------------------
                                            2001         2000           2001           2000
                                            ----         ----           ----           ----
<S>                                      <C>             <C>        <C>                <C>
Percentage of net revenues:
    Net revenues                             100%         100%           100%           100%
    Cost of revenues                          21           30             19             26
                                            ----         ----           ----           ----
         Gross profit                         79           70             81             74

    Sales and marketing                       42           35             43             29
    General and administrative                60           52             52             43
    Research and development                  42           25             37             23
                                            ----         ----           ----           ----
         Total operating expenses            144          112            132             95
                                            ----         ----           ----           ----
         Operating loss                      (65)         (42)           (51)           (21)

    Other expense, net                        (3)           -             (-)            (1)
                                            ----         ----           ----           ----
         Loss before income taxes            (68)         (42)           (51)           (22)
    Income tax benefit                         -            -              -              -
                                            ----         ----           ----           ----
         Net loss                            (68)%        (42)%          (51)%          (27)%
                                            ====         ====           ====           ====
</TABLE>

Three months ended March 31, 2001
---------------------------------

Net Revenues

Net revenues for the second quarter of the current fiscal year were $400,000
compared to $735,000 for the second quarter of the prior year.  Revenues were
down in both the Personal Application and Messaging groups compared to same
period a year ago.

Revenues from the Company's Personal Application products decreased 35% compared
to the prior year, and as a percentage of net revenues, accounted for
approximately 46% in the second quarter of fiscal 2001 from 40% in the second
quarter of fiscal 2000.  Nearly all of these revenues are from the sales of
QuicKeys, the Company's productivity enhancing utility.  New versions of
QuicKeys were released for Macintosh in the third quarter of fiscal 2000 and for
Windows in the fourth quarter of fiscal year 2000.  During the second quarter of
the current fiscal year, approximately 28% of the Personal Application revenue
resulted from sales of QuicKeys for Windows, up from 19% during the second
quarter a year ago.

                                       7
<PAGE>

As a percentage of net revenues, approximately 54% of the Company's current
revenues were from the Messaging product group compared to 60% a year ago.  The
Company's Messaging product revenues were down 50% over the same period a year
ago.  The majority of these revenues consist of the QuickMail Pro/Office
products, which are cross-platform, open standards messaging products available
for both Microsoft Windows and Macintosh environments.  Historically, these
revenues were primarily derived from QuickMail LAN, the Company's Macintosh
server based, e-mail solution, but over the past few years, revenues from
QuickMail LAN declined significantly and the product was discontinued in fiscal
1999.  In management's opinion, this decline in revenues will continue to be
negatively impacted by the development of strong competition within the e-mail
market.  This competition includes the prevalence of inexpensive, and in some
cases free, e-mail software.  Such competition is expected to continue and may
hinder substantial, long-term growth of this product group.

Net revenues from international channels decreased to approximately $118,000 in
the second quarter of the current year, from $290,000 in the second quarter of
the prior year, representing 31% and 39% of net revenues, respectively.

Cost of Revenues

The Company's cost of revenues is composed primarily of:  1) the costs of
product materials such as manuals, CD-ROMs, diskettes, and packaging; 2)
amortization of capitalized purchased software; 3) royalties paid to outside
developers for the use of certain software included with some of the Company's
products; 4) manufacturing expenses; and 5) amortization of capitalized
translation costs.

Cost of revenues decreased $134,000 in the second quarter of fiscal 2001
compared to the same period a year ago.  As a percentage of net revenues, cost
of revenues decreased to 21% from 30%.  The decrease is due to lower royalties
paid on lower revenue and a decrease in the obsolete inventory valuation
reserve.

Sales and Marketing

Sales and marketing expenses decreased $85,000 or 33%, during the second quarter
of fiscal 2001 compared to the second quarter of fiscal 2000.  The major
variances are primarily decreases in marketing/advertising expenses, $52,000;
salaries, benefits and contract labor, $18,000; overhead allocation, $9,000 and
travel and entertainment, $6,000.  The decreases are a result of reduced sales,
a reallocation of overhead among the various departments because of the
workforce reduction and restructuring, and a more focused marketing/advertising
program.

General and Administrative

General and administrative expenses are composed principally of salaries of
general, administrative, and technical support personnel, fees for professional
services, amortization of other intangible assets, and facilities expenses.
These expenses for the second quarter decreased 37% or $142,000 from the second
quarter of the prior year, representing 60% and 52% of net revenues for second
fiscal quarter of the current year and prior year, respectively.  The decrease
in expenses is the net effect of decreases in salaries and benefits, $207,000;
depreciation and amortization, $28,000; telephone, $8,000: maintenance and
repairs, $6,000; contract labor, $6,000; and miscellaneous, $1,000; and
increases in legal and accounting, $9,000; investor communications; $9,000;
insurance, $9,000; bad debts, $27,000; and overhead allocation of $60,000.  The
decreases are a result of a smaller workforce.  The increase in overhead
allocation is a result of the reallocation of expenses among the various
departments as discussed previously.

                                       8
<PAGE>

Research and Development

Research and development expenses decreased to $169,000 in the second quarter of
fiscal 2001, compared to $186,000 in the second quarter of the prior year,
representing 42% and 25% of net revenues, respectively.  The primary areas that
decreased in the second quarter of fiscal 2001 were overhead allocation, $13,000
and miscellaneous, $4,000.  The decreases were the result of the reallocation of
overhead expenses as discussed previously.

Income Tax Benefit

No income tax benefit was recorded by the Company for the second quarter of
fiscal 2001 due to continued losses.


Six Months ended March 31, 2001
-------------------------------

Net Revenues

Net revenues for the first six months of the current fiscal year were $894,000
compared to $1,650,000 for the same period last year.  The 46% decrease in net
revenues was due to a $645,000 decrease in revenues from the Company's Messaging
products and an $111,000 decrease in revenues from the Company's Personal
Applications products.

Approximately 50% and 34% of the revenues for the first six months of the
current and prior fiscal years respectively are from Personal Application
products.  Nearly all of these revenues are from the sales of QuicKeys, the
Company's productivity enhancing utility program.  During fiscal 1998, this
product was only available for the Apple Macintosh market.  The Macintosh's
smaller market share over the last few years has negatively impacted these
revenues and in the opinion of management, the new version of QuicKeys for
Windows, released in this first quarter of fiscal year 1999 offers meaningful
long-term growth potential.  During the first six months of the current fiscal
year, approximately 28% of the Personal Application revenue resulted from the
release of QuicKeys for Windows compared to 10% a year ago.

Revenues from Messaging products accounted for 50% of total net revenues.  The
majority of these revenues consist of the QuickMail Pro/Office products, which
are cross-platform, open standards messaging products available for both
Microsoft Windows and Macintosh environments.  Historically, these revenues were
primarily derived from QuickMail LAN, the Company's Macintosh server based, e-
mail solution, but over the past few years, revenues from QuickMail LAN declined
significantly and the product was discontinued in fiscal 1999.  In management's
opinion, this decline in revenues will continue to be negatively impacted by the
development of strong competition within the e-mail market.  This competition
includes the prevalence of inexpensive, and in some cases free, e-mail software.
Such competition is expected to continue and may hinder substantial, long-term
growth of this product group.

Approximate net revenues by product group for the six-month periods ended March
31, 2001 and 2000 are as follows:

                                2001           2000
                                ----           ----
Messaging                     $447,000      $1,092,000
Personal Applications          447,000         558,000
                              --------      ----------
Total net revenues            $894,000      $1,650,000

                                       9
<PAGE>

Net revenues from international channels decreased to approximately $286,000 in
the first six months of the current year, from $634,000 in the same period a
year ago, representing 33% and 38% of net revenues, respectively.

Cost of Revenues

The Company's cost of revenues is composed primarily of:  1) the costs of
product materials such as manuals, CD-ROMs, diskettes, and packaging; 2)
amortization of capitalized purchased software; 3) royalties paid to outside
developers for the use of certain software included with some of the Company's
products; 4) manufacturing expenses; and 5) amortization of capitalized
translation costs.

Cost of revenues, as a percentage of net revenues, decreased from 26% to 19% in
the first six months of fiscal 2001, compared to the same period a year ago.
The decrease is due to lower royalties paid on lower revenue and a decrease in
the obsolete inventory valuation reserve.

Sales and Marketing

Sales and marketing expenses in the first six months of fiscal 2001 were reduced
$97,000, or 20% compared to the first six months of fiscal 2000.  The decrease
was primarily a result of lower marketing/advertising expenses, $26,000;
salaries, benefits and contract labor, $37,000; overhead allocation, $21,000;
travel and entertainment, $10,000 and miscellaneous of $3,000.  The decreases
are a result of reduced sales, a reallocation of overhead among the various
departments because of the workforce reduction and restructuring, and a more
focused marketing/advertising program.

General and Administrative

General and administrative expenses are composed principally of salaries and
benefits of administrative and technical support personnel, fees for
professional services, amortization of intangible assets and facilities
expenses.  These expenses for the first six months of fiscal 2001 decreased
$242,000, or 34% from the same period a year ago.  The decrease in expenses is
the net effect of decreases in salaries and benefits, $319,000; depreciation and
amortization, $53,000; telephone, $18,000: maintenance and repairs, $5,000;
contract labor, $7,000; shipping, $9,000; travel and entertainment, $5,000;
other taxes, $5,000; and supplies, $4,000; and increases in legal and
accounting, $25,000; investor communications; $9,000; insurance, $14,000; bad
debts, $27,000; and overhead allocation of $108,000.  The decreases are a result
of a smaller workforce.  The increase in overhead allocation is a result of the
reallocation of expenses among the various departments as discussed previously.

Research and Development

Research and development expenses decreased to approximately $328,000 for the
first six months of the current year from $378,000 in the same period last year,
representing 37% and 23% of net revenues, respectively.  The primary areas that
decreased in the first six months of fiscal 2001 were salaries and benefits of
$22,000; overhead allocation, $23,000; and miscellaneous of $5,000.  The
decreases in salaries and benefits were the result of workforce reductions and a
more focused development effort.  The decrease in the reallocation of overhead
expenses is discussed previously.

Income Tax Benefit

No income tax benefit was recorded by the Company for the first six months of
fiscal 2001 due to continued losses.

                                      10
<PAGE>

Liquidity and Capital Resources

Cash and cash equivalents decreased by $143,000 to $592,000 at the end of the
second quarter of fiscal 2001 from $735,000 at the end of fiscal 2000.  The
decrease in cash and cash equivalents was primarily the result of the operating
losses during the first six months of fiscal 2001 and the purchase of software
from PrairieSoft, Inc.  The Company believes it can fund its working capital
needs from operations and available cash and equivalents through calendar year
2001.

Risk and Uncertainty

The preceding statements under "Management's Discussion and Analysis of
Financial Condition and Results of Operations" in this Form 10-QSB which are not
historical facts are forward looking statements.  These forward looking
statements involve risks and uncertainties that could render them materially
different, including, but not limited to, the risk new products (internally
developed or acquired) and product upgrades may not be effected on a timely
basis; the risk such products may not achieve market acceptance within the
Windows or Macintosh markets; the risk the prevalence and functionality of
available free e-mail software will increase and further erode revenues; the
risk of the growth potential of QuicKeys for Windows; the risk that QuicKeys for
Macintosh may not be fully adaptable to Mac OS X; the risk the Company would not
be able to fund its working capital needs from cash flows; and the risk
associated with domestic and international general economic conditions.  The
Company's products are sold in markets that change rapidly and the Company must
continually anticipate and adapt its products to emerging computer technologies
and capabilities.  The Company may not be able to successfully adapt to these
changing markets.

                                      11
<PAGE>

                               CE SOFTWARE, INC.

PART II: OTHER INFORMATION

ITEM 2. RECENT SALES OF UNREGISTERED SECURITIES; USE OF PROCEEDS FROM
REGISTERED SECURITIES

On March 26, 2001, the Company sold 300,000 shares of unregistered common stock
to PrairieSoft, Inc. in accordance with the conditions of the asset purchase
agreement.  The exemption relies on section 4(2) of the securities act for
private transactions.

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


At the Company's Annual Meeting on March 23, 2001, all Directors were re-elected
as follows:

                                For        Withheld
                                ---        --------

     Richard A. Skeie        1,069,100      36,920
     John S. Kirk            1,068,980      37,040
     Donald M. Brown         1,068,600      37,420

Proposal to approve the Asset Purchase Agreement dated as of January 22, 2001 by
which the Company will purchase certain software products from PrairieSoft, Inc.
for a purchase price consisting of (i) cash payments and debt forgiveness
totaling $100,000 and (ii) 300,000 newly issued shares of the Company's
unregistered Common Stock.

                                                    Abstained or
                        For          Against       Broker non-vote
                        ---          -------       ---------------

                      635,392         29,081               441,547


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

  (a)    Exhibits

         NONE


  (b)    Reports on Form 8-K

         There were no reports on Form 8-K filed during the quarter ended March
31, 2001.

                                      12
<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, thereunto duly authorized.


                               CE SOFTWARE, INC.
                                  (Registrant)

        Signature                       Title                    Date
        ---------                       -----                    ----


  /s/ John S. Kirk                                             May 14, 2001
-------------------------   President and Chief Financial      ------------
     (John S. Kirk)         Officer

                                      13
<PAGE>

                                 EXHIBIT INDEX

Exhibit
Number        Description

              NONE

                                      14