<PAGE>
================================================================================


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

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

                FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2001

                          COMMISSION FILE NO. 000-31885

                             SIGNALSOFT CORPORATION
             (Exact Name of Registrant as Specified in its Charter)

           DELAWARE                                            84-1268226
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                           Identification Number)

                               1495 CANYON BLVD.,
                             BOULDER, COLORADO 80302
          (Address of Principal Executive Offices, Including Zip Code)

         Issuer's telephone number, including area code: (303) 381-3000

        Securities registered pursuant to Section 12(b) of the Act: NONE

    Securities registered pursuant to Section 12(g) of the Act: COMMON STOCK

     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 8, 2001, there were 25,190,778 shares of $0.001 par value
Common Stock outstanding.

================================================================================



<PAGE>


                     SIGNALSOFT CORPORATION AND SUBSIDIARIES
                                    FORM 10-Q

                                      INDEX
<Table>
<Caption>
                                                                                              PAGE
                                                                                             NUMBER
                                                                                             ------
<S>                                                                                          <C>

PART I -  FINANCIAL INFORMATION

Item 1.   Condensed Consolidated Financial Statements:

          Unaudited Condensed Consolidated Balance Sheets at December 31, 2000 and
          September 30, 2001................................................................... 3

          Unaudited Condensed Consolidated Statements of Operations and Comprehensive
          Loss for the three and nine months ended September 30, 2000 and 2001................. 4

          Unaudited Condensed Consolidated Statements of Cash Flows for the nine months
          Ended September 30, 2000 and 2001.................................................... 5

          Notes to Unaudited Condensed Consolidated Financial Statements....................... 6

Item 2.   Management's Discussion and Analysis of Condition and Results of Operations.......... 9

Item 3.   Quantitative and Qualitative Disclosures about Market Risk...........................14

PART II - OTHER INFORMATION....................................................................15

Item 1.   Legal Proceedings....................................................................15

Item 2.   Change in Securities and Use of Proceeds.............................................15

Item 3.   Defaults Upon Senior Securities......................................................15

Item 4.   Submission of Matters to a Vote of Security Holders..................................15

Item 5.   Other Information....................................................................15

Item 6.   Exhibits and Reports on Form 8-K.....................................................16

SIGNATURES.....................................................................................17
</Table>

                                       2

<PAGE>

                                     PART I
                              FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

                     SIGNALSOFT CORPORATION AND SUBSIDIARIES

                 UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

<Table>
<Caption>
                                                                              DECEMBER 31,      SEPTEMBER 30,
                                                                                 2000               2001
                                                                             -------------      -------------
                                       ASSETS
<S>                                                                          <C>                <C>
Current assets:
 Cash and cash equivalents .............................................     $  58,374,899      $  32,190,016
 Trade accounts receivable, net ........................................         7,964,648          5,749,631
 Prepaid expenses and other ............................................         1,307,509          2,196,131
 Short-term investments, held to maturity ..............................        18,072,154         24,552,023
                                                                             -------------      -------------
         Total current assets ..........................................        85,719,210         64,687,801

Equipment and leasehold improvements, net ..............................         3,579,067          5,517,840
Intangible and other assets, net .......................................         3,838,969         17,256,410
Restricted cash ........................................................                --            610,739
Investment, at cost ....................................................         1,863,650          1,863,650
Long-term investments, held to maturity ................................         8,869,788          6,079,452
                                                                             -------------      -------------
         Total assets ..................................................     $ 103,870,684      $  96,015,892
                                                                             =============      =============

                       LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
 Capital lease obligation ..............................................     $      26,589      $          --
 Trade accounts payable ................................................           872,151            778,045
 Accrued compensation payable ..........................................         1,924,942          2,836,902
 Other accrued expenses ................................................           931,618          1,333,680
 Deferred revenue ......................................................         1,340,244            138,561
                                                                             -------------      -------------
         Total current liabilities .....................................         5,095,544          5,087,188

Stockholders' equity:
 Preferred stock, par value $.001, 10,000,000 shares authorized, none
    issued .............................................................                --                 --
 Common stock, par value $.001, 65,000,000 shares
    authorized, 23,509,765 and 25,190,778 shares
    issued and outstanding  in 2000 and 2001, respectively .............            23,510             25,191
 Additional paid-in capital ............................................       133,782,219        146,447,781
 Deferred stock option compensation ....................................        (3,222,919)        (2,382,311)
 Accumulated deficit ...................................................       (31,732,358)       (52,951,963)
 Treasury shares, at cost (5,370 shares, par value $.001) ..............           (28,622)           (28,622)
 Accumulated other comprehensive loss ..................................           (46,690)          (181,372)
                                                                             -------------      -------------
         Total stockholders' equity ....................................        98,775,140         90,928,704
                                                                             -------------      -------------
         Total liabilities and stockholders' equity ....................     $ 103,870,684      $  96,015,892
                                                                             =============      =============
</Table>

                             See accompanying notes.

                                       3

<PAGE>


                     SIGNALSOFT CORPORATION AND SUBSIDIARIES

                 UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF

                        OPERATIONS AND COMPREHENSIVE LOSS

<Table>
<Caption>
                                                                            THREE MONTHS ENDED             NINE MONTHS ENDED
                                                                                SEPTEMBER 30,                 SEPTEMBER 30,
                                                                        ---------------------------   ---------------------------
                                                                            2000           2001           2000           2001
                                                                        ------------   ------------   ------------   ------------
<S>                                                                     <C>            <C>            <C>            <C>
Revenue:
  License fees ........................................................ $  2,869,732   $  3,692,409   $  6,406,793   $ 12,309,232
  Maintenance fees ....................................................       84,453        108,525        235,854        390,612
  Professional services and other .....................................      871,462        694,984      2,009,317      1,801,296
                                                                        ------------   ------------   ------------   ------------
          Total revenue ...............................................    3,825,647      4,495,918      8,651,964     14,501,140

Cost of revenue (exclusive of stock option compensation expense
  of $45,269 and $38,232 and $107,338 and $125,795 for the three
  and nine months ended September 30, 2000 and 2001, respectively).....    1,053,889      2,002,394      2,669,220      5,393,660
                                                                        ------------   ------------   ------------   ------------
          Gross profit ................................................    2,771,758      2,493,524      5,982,744      9,107,480

Operating expenses:
Selling, general and administrative (exclusive of stock option
  compensation expense of $167,733 and $150,365 and $374,425
  and $494,742 for the three and nine months ended September 30,
  2000 and 2001, respectively) ........................................    3,434,274      5,667,340      8,352,268     18,595,969
Research and development (exclusive of stock option
  compensation expense of $79,561 and $66,885 and $176,740
  and $220,071 for the three and nine months ended September 30, 2000
  and 2001, respectively) .............................................    2,593,278      4,037,426      6,729,728     10,613,840
Depreciation and amortization .........................................      504,459      1,519,935        957,089      3,042,443
Stock option compensation expense .....................................      292,563        255,482        658,503        840,608
                                                                        ------------   ------------   ------------   ------------
          Total operating expenses ....................................    6,824,574     11,480,183     16,697,588     33,092,860
                                                                        ------------   ------------   ------------   ------------
          Loss from operations ........................................   (4,052,816)    (8,986,659)   (10,714,844)   (23,985,380)
Interest and other income, net ........................................    1,012,651        665,172      1,593,237      2,765,775
                                                                        ------------   ------------   ------------   ------------
              Loss before minority interest ...........................   (3,040,165)    (8,321,487)    (9,121,607)   (21,219,605)
Minority interest in loss of subsidiary ...............................           --             --         50,453             --
                                                                        ------------   ------------   ------------   ------------
              Net loss ................................................   (3,040,165)    (8,321,487)    (9,071,154)   (21,219,605)
Preferred stock dividend requirement and accretion of mandatory
  redeemable convertible preferred stock to redemption
  value ...............................................................     (369,020)            --     (2,260,225)            --
                                                                        ------------   ------------   ------------   ------------
          Net loss attributable to common stockholders ................ $ (3,415,972)  $ (8,321,487)  $(11,344,940)  $(21,219,605)
                                                                        ============   ============   ============   ============
Loss per share -- basic and diluted ................................... $      (0.20)  $      (0.33)  $      (1.09)  $      (0.87)
                                                                        ============   ============   ============   ============
Weighted average number of common shares outstanding--
   basic and diluted ..................................................   17,292,201     25,183,239     10,412,684     24,308,985
                                                                        ============   ============   ============   ============
Other comprehensive loss -- foreign currency translation
  adjustment ..........................................................       (6,787)       (83,739)       (13,561)      (134,682)
                                                                        ------------   ------------   ------------   ------------
          Comprehensive loss .......................................... $ (3,046,952)  $ (8,405,226)  $ (9,084,715)  $(21,354,287)
                                                                        ============   ============   ============   ============
</Table>

                             See accompanying notes.

                                       4

<PAGE>


                     SIGNALSOFT CORPORATION AND SUBSIDIARIES

            UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


<Table>
<Caption>

                                                                                  NINE MONTHS ENDED
                                                                                      SEPTEMBER 30,
                                                                           ------------------------------
                                                                               2000              2001
                                                                           ------------      ------------
<S>                                                                        <C>               <C>
Cash flows from operating activities:
  Net loss ...........................................................     $ (9,071,154)     $(21,219,605)
  Adjustments to reconcile net loss to net cash used by
    operating activities:
    Depreciation and amortization ....................................        1,017,239         3,193,067
    Compensation expense related to issuance of
      common stock options ...........................................          658,503           840,608
    Minority interest in loss of subsidiary ..........................          (50,453)               --
    Changes in operating assets and liabilities:
      Trade accounts receivable ......................................       (5,006,466)        2,220,027
      Prepaid expenses and other .....................................         (610,038)       (1,142,078)
      Trade accounts payable .........................................         (986,941)         (532,846)
      Accrued expenses ...............................................        1,202,895           568,184
      Deferred revenue ...............................................          865,968        (1,201,683)
      Other, net .....................................................          (41,455)               --
                                                                           ------------      ------------
         Net cash used by operating activities .......................      (12,021,902)      (17,274,326)
                                                                           ------------      ------------
Cash flows from investing activities:
  Additions to equipment and leasehold improvements ..................       (2,755,962)       (3,418,644)
  Cash paid for short-term and long-term securities, net .............               --        (3,689,533)
  Acquisition costs ..................................................         (301,865)               --
  Cash paid in purchase of wholly owned subsidiary, net of cash
   acquired ..........................................................       (1,347,039)       (1,862,035)
                                                                           ------------      ------------
         Net cash used by investing activities .......................       (4,404,866)       (8,970,212)
                                                                           ------------      ------------
Cash flows from financing activities:
  Purchase of treasury stock .........................................          (28,622)               --
  Proceeds from exercise of warrants .................................           10,922                --
  Proceeds from exercise of stock options ............................          103,312           109,903
  Proceeds from initial public offering, net of offering costs of
    $7.1 million .....................................................       78,905,917                --
  Proceeds from issuance of mandatorily redeemable,
    convertible preferred stock ......................................       12,122,295                --
  Repayment of stockholder loans .....................................          109,103                --
  Stock offering cost ................................................               --           (23,659)
  Principal payments on debt and capital lease
    obligations ......................................................          (76,158)          (26,589)
                                                                           ------------      ------------
         Net cash provided by financing activities ...................       91,146,769            59,655
                                                                           ------------      ------------
Net increase (decrease) in cash and cash equivalents .................       74,720,001       (26,184,883)
Cash and cash equivalents at beginning of period .....................       18,051,349        58,374,899
                                                                           ------------      ------------
Cash and cash equivalents at end of period ...........................     $ 92,771,350      $ 32,190,016
                                                                           ============      ============
Supplemental disclosures of cash flow from operations:
  cash paid for interest .............................................     $      9,593      $      2,027
                                                                           ============      ============
Supplemental disclosures of non-cash financing and
  investing activities:
Conversion of mandatorily redeemable, convertible preferred stock
    to common stock ..................................................     $ 46,587,639                --
                                                                           ============      ============
Common stock issued in purchase of subsidiary ........................     $  2,975,861      $ 12,579,487
                                                                           ============      ============
</Table>

                             See accompanying notes.

                                       5

<PAGE>


                     SIGNALSOFT CORPORATION AND SUBSIDIARIES

         NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


(1) BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

     (a) Business and Basis of Presentation

     SignalSoft Corporation (the Company) is a Boulder, Colorado based developer
of location-based software services for wireless intelligent networks. The
Company operates in one business segment. The Company has three wholly owned
subsidiary companies, Bfound.com Services Inc. (Bfound.com), located in
Victoria, British Columbia, mobilePosition located in Kista, Sweden and
SignalSoft Japan Kabushiki Kaisha located in Tokyo, Japan. All significant
intercompany balances and transactions have been eliminated in consolidation.

     The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenue and expenses during the reporting
period. Actual results could differ significantly from those estimates.

     The accompanying unaudited financial information as of and for the three
and nine months ended September 30, 2000 and 2001 has been prepared in
accordance with generally accepted accounting principles for interim financial
information. All significant adjustments, consisting of only normal and
recurring adjustments, that, in the opinion of management, are necessary for a
fair presentation of the results of operations and cash flows for the three and
nine months ended September 30, 2000 and 2001 have been included. Operating
results for the nine months ending September 30, 2001 are not necessarily
indicative of the results that may be expected for the year ended December 31,
2001. These condensed consolidated financial statements should be read in
conjunction with the financial statements and notes thereto for the year ended
December 31, 2000 included in the Company's Annual Report on Form 10-K.

     (b) Revenue Recognition

     In accordance with the provisions of SOP 97-2, Software Revenue Recognition
(SOP 97-2), as amended by Statement of Position 98-9, Modification of SOP 97-2,
Software Revenue Recognition with Respect to Certain Transactions (SOP 98-9),
the Company recognizes software license revenue when persuasive evidence of an
arrangement exists, delivery has occurred, the fee is fixed or determinable and
collectibility is probable. In addition, SOP 97-2 requires that revenue
recognized from software arrangements be allocated to each element of a multiple
element arrangement based on the vendor specific objective evidence of fair
value for each element. The Company records revenue from licensing fees as
individual products are delivered and accepted by the customer. Revenue relating
to separate maintenance and service contracts is recognized ratably over the
service period. Professional services consulting fees are recognized as services
are provided.

     (c) Loss per Share

     Loss per share is presented in accordance with the provisions of Statement
of Financial Accounting Standards No. 128, "Earnings Per Share" (SFAS No. 128).
Under SFAS No. 128, basic earnings (loss) per share (EPS) excludes dilution for
potential common stock issuances and is computed by dividing earnings or loss
available to common stockholders by the weighted average number of common shares
outstanding for the period. Diluted EPS reflects the potential dilution that
would occur if securities or other contracts to issue common stock were
exercised or converted into common stock. Basic and diluted EPS are the same in
2000 and 2001, as all potential common stock instruments, consisting of common
stock options and warrants and convertible preferred stock, are anti-dilutive.



                                       6
<PAGE>


     The following is a reconciliation of the numerators and denominators of the
basic and diluted EPS computations (in thousands, except per share data):

<TABLE>
<CAPTION>
                                                     THREE MONTHS ENDED                 NINE MONTHS ENDED
                                                        SEPTEMBER 30,                     SEPTEMBER 30,
                                                  -------------------------         -------------------------
                                                    2000             2001             2000             2001
                                                  --------         --------         --------         --------
<S>                                               <C>              <C>              <C>              <C>
Numerator:
  Net loss attributable to common
  stockholders ...........................        $ (3,416)        $ (8,321)        $(11,345)        $(21,220)

Denominator:
  Historical common shares outstanding for
  basic and diluted loss per share at
  beginning of period ....................           7,440           25,148            6,394           23,510
  Weighted average number of common
  equivalent shares issued during
  the period .............................           9,852               35            4,019              799
                                                  --------         --------         --------         --------
  Denominator for basic and diluted
  loss per share - weighted average
  shares .................................          17,292           25,183           10,413           24,309


  Loss per share -- basic and diluted ....        $  (0.20)        $  (0.33)        $  (1.09)        $  (0.87)
</TABLE>

The number of antidilutive stock options (options whose exercise price is
greater than the average SignalSoft stock price during the period) omitted from
the computation of weighted average shares - diluted was approximately
0.7 million and 0.9 million for both the three and nine months ended
September 30, 2000 and 2001, respectively.

     (d) Reclassifications

     Certain prior period amounts have been reclassified to conform to the 2001
financial statement presentation.


(2) INVESTMENTS

     The Company has invested proceeds from the initial public offering in
varying types of debt securities. Contractual maturities vary from 91 days to no
more than 5 years. The amortized cost, gross unrealized holding gains, gross
unrealized holding losses and fair value of held-to-maturity securities by major
security type and class of security at September 30, 2001 were as follows.

<Table>
<Caption>
                                                    GROSS              GROSS
AT SEPTEMBER 30, 2001            AMORTIZED       UNREALIZED         UNREALIZED          AGGREGATE
HELD-TO-MATURITY                   COST         HOLDING GAINS     HOLDING LOSSES        FAIR VALUE
---------------------          ------------     -------------     --------------       ------------
<S>                            <C>              <C>               <C>                  <C>
Commercial paper ........      $  2,971,817      $      9,913       $         --       $  2,981,730
Corporate bonds .........         6,572,070            55,552                 --          6,627,622
Government securities ...        21,087,588            95,134             (1,326)        21,181,396
                               ------------      ------------       ------------       ------------
                               $ 30,631,475      $    160,599       $     (1,326)      $ 30,790,748
                               ============      ============       ============       ============
</Table>

Maturities of debt securities classified as held-to-maturity were as follows at
September 30, 2001:

<Table>
<Caption>
AT SEPTEMBER 30, 2001                                    AMORTIZED        AGGREGATE
HELD-TO-MATURITY                                           COSTS         FAIR VALUE
---------------------                                   -----------      -----------
<S>                                                     <C>              <C>
Due greater than 90 days but less than 1 year ....      $24,552,023      $24,645,146
Due after 1 years through 5 years ................        6,079,452        6,145,602
                                                        -----------      -----------
                                                        $30,631,475      $30,790,748
                                                        ===========      ===========
</Table>

     The Company did not sell any securities classified as held-to-maturity, nor
did it realize any realized gains or losses on securities held-to-maturity for
the three months or nine months ended September 30, 2001.

     On December 21, 2000, the Company purchased an approximate 1.3% interest in
Webraska Mobile Technologies, a French Limited Liability Company, for a cash
payment of $1,863,650. The Company uses the cost method to account for this
investment.

(3) PURCHASE OF SUBSIDIARY

     On April 4, 2000 the Company purchased 76% of the common stock of
Bfound.com for 9,976 shares of SignalSoft common stock and 413,175 shares of
Class B common stock of our Nova Scotia subsidiary with a combined fair value of
approximately $2.3 million and $1.1 million in cash. On May 16, 2000, the
Company acquired the remaining 24% of Bfound.com's common stock for 135,172
shares of Class B common stock of its Nova Scotia subsidiary with fair value of
approximately $0.7 million and $0.4 million in cash. As a result of the
acquisition, the Company recorded approximately $4.7 million of intangible
assets, representing primarily the


                                       7
<PAGE>

technology purchased from Bfound.com, and is amortizing the intangible assets on
a straight-line basis over five years. This transaction has been accounted for
using the purchase method of accounting. The shares of the Nova Scotia
subsidiary are convertible on a one-to-one basis into shares of SignalSoft
common stock at any time within five years of the acquisition at the option of
the holder. On the five-year anniversary of the acquisition, the shares will
convert at the Company's option.

     Pursuant to the terms of a Share Purchase Agreement, on May 25, 2001 the
Company acquired approximately 99% of all issued and outstanding capital stock
of mobilePosition AB, ("mobilePosition") a corporation organized under the laws
of Sweden. In consideration for the acquired shares of mobilePosition, the
Company paid $1.0 million in cash and issued 1,510,662 shares of its Common
Stock with a fair value of approximately $12.4 million to such former holders of
the mobilePosition shares. In relation to the Share Purchase Agreement, the
Company also agreed to reimburse mobilePosition for payments totaling $350,000
to certain of mobilePosition's employees as a result of the closing of the
acquisition. Such payments will be made in four equal installments at the end of
each of the next four quarters beginning June 30, 2001. As a result of the
acquisition, the Company recorded approximately $14.9 million of intangible
assets, representing primarily the technology, market presence and employee
value provided by mobilePosition. The intangible assets are being amortized on a
straight-line basis over the next five years.

     Effective July 2001, the Company issued stock for the remaining 1% of
mobilePosition common stock for consideration of 19,351 shares, with a fair
value of approximately $182,000, of the Company's Common Stock.

     The pro forma results listed below are unaudited and reflect the impact of
purchase price adjustments (in thousands, except per share data):

<Table>
<Caption>
                                                                     THREE MONTHS ENDED            NINE MONTHS ENDED
                                                                        SEPTEMBER 30,                 SEPTEMBER 30,
                                                                  -----------------------       -----------------------
                                                                    2000           2001           2000           2001
                                                                  --------       --------       --------       --------
<S>                                                               <C>            <C>            <C>            <C>
          Total revenue ....................................      $  3,947       $  4,496       $  8,839       $ 14,581
          Net loss attributed to common stockholders .......      $ (5,649)      $ (8,321)      $(16,416)      $(26,268)
          Basic and diluted loss per share .................      $  (0.30)      $  (0.33)      $  (1.38)      $  (1.05)
</Table>

     MobilePosition is engaged in developing location based applications and
technical solutions for location provisioning services to the wireless
communications market. SignalSoft presently intends to have mobilePosition
continue these business activities.

(4) SIGNIFICANT CUSTOMERS AND CONCENTRATION OF CREDIT RISK

     Revenue earned from significant customers for the three and nine months
ended September 30, 2000 and 2001, respectively, is as follows:

<Table>
<Caption>
                                             THREE MONTHS ENDED            NINE MONTHS ENDED
                                                SEPTEMBER 30,                 SEPTEMBER 30,
                                          -----------------------       -----------------------
                                            2000           2001           2000           2001
                                          --------       --------       --------       --------
<S>                                       <C>            <C>            <C>            <C>
                  Customer A                 20%            --             40%            15%
                  Customer B                 17%            --              9%            --
                  Customer C                 --             32%            --             30%
                  Customer D                 24%            --             11%            --
                  Customer E                 29%            51%            14%            24%
                  Customer F                  4%            --             13%            --
</Table>

     At September 30, 2000 and 2001, receivables from these customers
represented 92% and 64%, respectively, of accounts receivable.

     As of September 30, 2001, the Company has approximately $37 million and $25
million on deposit with two financial institutions.


                                       8
<PAGE>

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

     This Quarterly Report on Form 10-Q contains a number of forward-looking
statements (as such term is defined in the Private Securities Litigation Reform
Act of 1995) that reflect our current views with respect to future events and
financial performance. We use words such as "estimates," "projects," "believes,"
"anticipates," "intends," "expects," "future," and similar expressions to
identify forward-looking statements. Such statements are based on currently
available information and are subject to risks and uncertainties that could
cause actual results to differ materially from those contemplated in such
forward-looking statements. You are cautioned not to place undue reliance on
these forward-looking statements, which speak only as of the date of this Form
10-Q. We do not undertake any obligation to release publicly any revisions to
these forward-looking statements to reflect events or circumstances after the
date hereof or to reflect the occurrence of unanticipated events.

OVERVIEW

     Since 1995, we have been developing and marketing mobile location services
products to the wireless industry. We have focused our efforts on designing a
software platform and building related applications that help carriers generate
new revenue from one of their key assets -- the location of their subscribers.
Our software products enable the delivery of location-based voice and data
services to wireless operators and help operators to capitalize on the growing
trend toward mobile use of the Internet.

     We were incorporated in Colorado in 1994 and reincorporated in Delaware in
1998. We have a limited operating history. From our inception until 1997, our
efforts were primarily devoted to research and development, raising capital,
recruiting personnel and establishing key industry partnerships. We generated
total revenue of approximately $1.1 million in 1998, $2.0 million in 1999, $13.6
million in 2000 and $14.5 million for the nine months ended September 30, 2001.
We incurred net losses of approximately $4.5 million in 1998, $7.6 million in
1999, $13.2 million in 2000, and $21.2 million for the nine months ended
September 30, 2001. We expect that for the next two to three years our losses
will continue on a quarterly basis. As of September 30, 2001, we had an
accumulated deficit of $53.0 million.

     In 1996, the Federal Communications Commission mandated that all wireless
carriers offer a 911 service with features equivalent in many respects to those
of wireline 911 services. We used this mandate as an opportunity to develop a
mobile location services product called Wireless 911 that met the requirements
of the telecommunications industry. Although we realized that the revenue
potential for Wireless 911 was somewhat limited, we believed that our
development and rollout of Wireless 911 was an opportunity to capture market
share in mobile location services and to develop valuable partnerships in the
wireless industry.

     We introduced Wireless 911 in 1997. Three of the four largest wireless
operators in the United States, based on the number of subscribers at the end of
September 30, 2001, have licensed our Wireless 911 product. Actual deployment of
the product has been slow. We believe this is due primarily to contractual and
liability issues among carriers, local safety agencies and local exchange
carriers. Following our launch of Wireless 911, we focused on our core strategy
of developing mobile location services products that help wireless carriers
differentiate their service offerings, build subscriber loyalty and generate
additional revenue. We launched two products in 1998 -- local.info and Location
Sensitive Billing. In addition, we opened our first international office in the
United Kingdom, and began actively marketing our services to network operators
in Europe. During 2001 we announced our Bfound product, the latest addition to
our product line. Additionally, in May 2001 we announced our most recent
acquisition, mobilePosition, a Sweden-based company that develops
consumer-oriented mobile location-based applications for wireless network
operators. This purchase brings us additional marketing and distribution
relationships with major industry players and allows us to immediately provide
an extended range of corporate and consumer applications to wireless network
operators worldwide. We also continue our strategy of establishing partnerships
throughout the industry, expanding our selling and marketing efforts in Europe,
Japan, Asia Pacific, Sweden, Australia and the United States and adding features
to our products.

     Our limited operating history makes it difficult to forecast future
operating results. Since our inception, we have continued to invest
substantially in research and development, marketing, domestic and international
sales channels, professional services and our operational and administrative
infrastructure, resulting in losses and negative operating cash flows since our
inception. We expect that for the next two to three years our losses will
continue on a quarterly basis. Although our revenue has grown in recent
quarters, our revenue may not increase at a rate sufficient to achieve and
maintain profitability, if at all. Also, if our customers continue to purchase
our products with perpetual licenses, then our revenue will continue to vary
significantly from quarter to quarter. We anticipate that our operating expenses
may increase for the foreseeable future as we expand our product development,
sales and marketing, professional services and operational and administrative
staff.


                                       9
<PAGE>


RESULTS OF OPERATIONS

THREE MONTHS ENDED SEPTEMBER 30, 2000 COMPARED WITH THREE MONTHS ENDED
SEPTEMBER 30, 2001

     Revenue

     Total revenue increased $0.7 million, from approximately $3.8 million for
the three months ended September 30, 2000 to approximately $4.5 million for the
three months ended September 30, 2001. The increase in revenue during the three
months ended September 30, 2001, resulted primarily from an increase in license
fees associated with the sale of licenses for various products under our
reseller agreements and the direct sale of our Wireless 911 products in the
United States. The increase in related maintenance fees results primarily from
deployment of our products by our resellers. During the three months ended
September 30, 2001 approximately 51% and 32% of our revenue resulted from sales
to Siemens and Sprint, respectively.

     License fees. License fee revenue increased $0.8 million, from
approximately $2.9 million for the three months ended September 30, 2000 to
approximately $3.7 million for the three months ended September 30, 2001. The
increase in license fee revenue during the three months ended September 30, 2001
resulted primarily from the sale of licenses for various products under our
reseller agreements and the direct sale of our Wireless 911 products in the
United States.

     Maintenance fees. Maintenance fee revenue increased approximately $24,000,
from approximately $84,000 for the three months ended September 30, 2000 to
approximately $108,000 for the three months ended September 30, 2001. The change
in maintenance fee revenue is primarily due to the resale and deployment of our
products by our resellers.

     Professional services and other. Professional services and other revenue
decreased approximately $176,000, from approximately $871,000 for the three
months ended September 30, 2000 to $695,000 for the three months ended September
30, 2001. The decrease resulted primarily from our channel partners becoming
more self-sufficient as they deploy SignalSoft products to their customer base.

     Cost of Revenue

     Cost of revenue increased $1.0 million, from approximately $1.0 million for
the three months ended September 30, 2000 to approximately $2.0 million for the
three months ended September 30, 2001. The dollar increase in cost of sales was
due primarily to the growth in operations personnel from 25 at September 30,
2000 to 51 at September 30, 2001. Exclusive of additional salaries and benefits
associated with mobilePosition, this accounted for approximately $0.5 million of
the increase. In addition, cost of revenue increased by approximately $0.3
million as a result of costs associated with the acquisition of mobilePosition
completed in May 2001, an increase of approximately $0.1 million relating to
operations consulting and approximately $0.1 million resulting from the cost of
third party products associated with the sale of our products. As a percentage
of total revenue, cost of revenue increased to 45% for the three months ended
September 30, 2001 from 28% for the three months ended September 30, 2000. This
increase resulted from greater revenue in 2000 relative to fixed costs.

     Selling, General and Administrative

     Selling, general and administrative costs increased $2.3 million, from
approximately $3.4 million for the three months ended September 30, 2000 to
approximately $5.7 million for the three months ended September 30, 2001. The
change was due primarily to an increase in selling, general and administrative
personnel from 73 as of September 30, 2000 to 109 as of September 30, 2001.
Exclusive of additional salaries and benefits associated with mobilePosition,
this accounted for approximately $0.5 million of the increase. In addition,
selling, general and administrative expenses increased by approximately $0.6
million as a result of costs associated with the acquisition of mobilePosition
completed in May 2001, an increase of approximately $0.6 million in bad debt
expense and an increase of approximately $0.6 million in administrative and
travel expenses in 2001 resulting from the Company's continued expansion.

     Research and Development

     Research and development expenses increased $1.4 million, from
approximately $2.6 million for the three months ended September 30, 2000 to
approximately $4.0 million for the three months ended September 30, 2001. The
change in research and development costs was due primarily to an increase in
research and development personnel from 72 as of September 30, 2000 to 100 as of
September 30, 2001. Exclusive of additional salaries and benefits associated
with mobilePosition, this accounted for approximately $0.3 million of the
increase. In addition, research and development increased by approximately $0.5
million as a result

                                       10
<PAGE>

of costs associated with the acquisition of mobilePosition completed in May
2001, an increase in consulting costs of approximately $0.4 million attributable
primarily to the implementation of an improved product development process and
an increase of approximately $0.2 million in operating costs resulting from
facilities expansion.

     Depreciation and Amortization

     Depreciation and amortization increased $1.0 million, from approximately
$0.5 million for the three months ended September 30, 2000 to approximately $1.5
million for the three months ended September 30, 2001. The increase was due
primarily to an increase of approximately $0.7 million in the amortization of
intangible assets during the three months ended September 30, 2001, resulting
from the acquisition of mobilePosition and an increase of approximately $0.3
million in depreciation expense as a result of an increase in equipment and
leasehold improvements from approximately $3.0 million at September 30, 2000 to
approximately $8.4 million at September 30, 2001.

     Stock Option Compensation Expense

     Stock option compensation expense decreased approximately $37,000, from
approximately $293,000 for the three months ended September 30, 2000 to
approximately $256,000 for the three months ended September 30, 2001. These
costs relate to options granted in 1997, 1998, 1999 and 2000 under our stock
option plans with exercise prices deemed to be at less than fair value of the
common stock at the date of grant. Unrecognized compensation expense as of
September 30, 2001 totaled approximately $2.4 million.

     Interest and Other Income, Net

     Other income decreased $0.3 million, from approximately $1.0 million for
the three months ended September 30, 2000 to approximately $0.7 million for the
three months ended September 30, 2001. The decrease results primarily from
interest income derived from generally lower interest rates and cash equivalents
and investment balances resulting from cash used in the operations of the
business.

NINE MONTHS ENDED SEPTEMBER 30, 2000 COMPARED WITH NINE MONTHS ENDED
SEPTEMBER 30, 2001

     Revenue

     Total revenue increased $5.8 million, from approximately $8.7 million for
the nine months ended September 30, 2000 to approximately $14.5 million for the
nine months ended September 30, 2001. The increase in revenue during the nine
months ended September 30, 2001, resulted primarily from an increase in license
fees associated with the sale of licenses for various products under our
reseller agreements and the direct sale of our Wireless 911, Location Manager,
and local.info products. The increase in related maintenance fees results
primarily from deployment of our products. During the nine months ended
September 30, 2001, approximately 30%, 24% and 15%, respectively, of our revenue
resulted from sales to Sprint, Siemens, and Lucent Technologies, Inc..

     License fees. License fee revenue increased $5.9 million, from
approximately $6.4 million for the nine months ended September 30, 2000 to
approximately $12.3 million for the nine months ended September 30, 2001. The
increase in license fee revenue during the nine months ended September 30, 2001
resulted primarily from the sale of licenses for various products under our
reseller agreements and the direct sale of our Wireless 911, Location Manager
and local.info products. The license fees for the nine months ended September
30, 2000 were derived primarily from the sale of licenses for various products
under our reseller agreements.

     Maintenance fees. Maintenance fee revenue increased approximately $0.1
million, from approximately $0.3 million for the nine months ended September 30,
2000 to approximately $0.4 million for the nine months ended September 30, 2001.
The increase in maintenance fee revenue is due primarily to the deployment of
our products.

     Professional services and other. Professional services and other revenue
decreased approximately $0.2 million, from approximately $2.0 million for the
nine months ended September 30, 2000 to approximately $1.8 million for the nine
months ended September 30, 2001. The decrease resulted primarily from our
channel partners becoming more self-sufficient as they deploy SignalSoft
products to their customer base.

     Cost of Revenue

     Cost of revenue increased $2.7 million, from approximately $2.7 million for
the nine months ended September 30, 2000 to


                                       11
<PAGE>

approximately $5.4 million for the nine months ended September 30, 2001. The
dollar increase in cost of sales was due primarily to the growth in operations
personnel from 25 at September 30, 2000 to 51 at September 30, 2001. Exclusive
of additional salaries and benefits associated with mobilePosition, this
accounted for approximately $1.4 million of the increase. In addition, cost of
revenue increased by approximately $0.4 million as a result of costs associated
with the acquisition of mobilePosition completed in May 2001, an increase of
approximately $0.4 million relating to increased operations consulting, an
increase of approximately $0.4 million resulting from the cost of third party
products associated with the sale of our products and approximately $0.1 million
in increased travel costs. As a percentage of total revenue, cost of revenue
increased to 37% for the nine months ended September 30, 2001 from 31% for the
nine months ended September 30, 2000. This increase resulted from greater
revenue in 2000 relative to fixed costs.

     Selling, General and Administrative

     Selling, general and administrative costs increased $10.2 million, from
approximately $8.4 million for the nine months ended September 30, 2000 to
approximately $18.6 million for the nine months ended September 30, 2001. The
change was due primarily to an increase in selling, general and administrative
personnel from 73 as of September 30, 2000 to 109 as of September 30, 2001.
Exclusive of additional salaries and benefits associated with mobilePosition,
this accounted for approximately $3.4 million of the increase. In addition,
selling, general and administrative expenses increased by approximately $0.8
million as a result of the costs associated with the acquisition of
mobilePosition, completed in May 2001, an increase of approximately $2.0 million
in commission expense resulting from higher revenues, an increase of
approximately $1.5 million in administrative and office related costs resulting
from our expansion efforts, approximately $0.8 million in marketing and
conference expenses, $0.7 million in bad debt expense, an increase of
approximately $0.6 million in travel and an increase of approximately $0.4
million acquisition costs associated with the purchase of mobilePosition.

     Research and Development

     Research and development expenses increased $3.9 million, from
approximately $6.7 million for the nine months ended September 30, 2000 to
approximately $10.6 million for the nine months ended September 30, 2001. The
change in research and development costs was due primarily to an increase in
research and development personnel from 72 as of September 30, 2000 to 100, as
of September 30, 2001. Exclusive of additional salaries and benefits associated
with the mobilePosition, this accounted for approximately $2.7 million of the
increase. In addition, research and development costs increased by approximately
$0.6 million as a result of costs associated with the acquisition of
mobilePosition completed in May 2001, an increase of approximately $0.5 million
in consulting expenses attributable primarily to the implementation of an
improved product development process and an increase of approximately $0.1
million in travel costs.

     Depreciation and Amortization

     Depreciation and amortization increased approximately $2.0 million, from
approximately $1.0 million for the nine months ended September 30, 2000 to
approximately $3.0 million for the nine months ended September 30, 2001. The
increase was due primarily to an increase of approximately $1.3 million in the
amortization of intangible assets during the nine months ended September 30,
2001, resulting from the acquisition of mobilePosition completed in May 2001 and
an increase in depreciation expense of approximately $0.8 million as a result of
an increase in equipment and leasehold improvements from approximately $3.0
million at September 30, 2000 to approximately $8.4 million at September 30,
2001.

     Stock Option Compensation Expense

     Stock option compensation expense increased approximately $0.2 million,
from approximately $0.6 million for the nine months ended September 30, 2000 to
approximately $0.8 million for the nine months ended September 30, 2001. These
costs relate to options granted in 1997, 1998, 1999 and 2000 under our stock
option plans with exercise prices deemed to be at less than fair value of the
common stock at the date of grant. Unrecognized compensation expense as of
September 30, 2001 totaled approximately $2.4 million.

     Interest and Other Income, Net

     Other income increased $1.2 million, from approximately $1.6 million for
the nine months ended September 30, 2000 to approximately $2.8 million for the
nine months ended September 30, 2001. The increase results primarily from
interest income derived from higher cash and cash equivalents and investment
balances resulting from net proceeds of approximately $78.9 million received
upon the completion of our initial public offering in August 2000.



                                       12
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

     Since our inception and until our initial public offering in August 2000,
we financed our operations primarily through the private offering of mandatorily
redeemable convertible preferred stock, which totaled $44.3 million, net of
issuance costs. In addition, we financed our operations through an equipment
loan, capital leases and short-term bridge loans. Upon completion of our initial
public offering, a total of 5,060,000 common shares were sold to the public,
which resulted in net proceeds to the Company after expenses of approximately
$78.9 million. Additionally, upon completion of the initial public offering, all
the mandatorily redeemable, convertible preferred stock converted into common
stock. We also receive funds, from time to time, from the exercise of options to
purchase shares of our stock.

     During the nine months ended September 30, 2001, cash and cash equivalents
decreased $26.2 million from approximately $58.4 million at December 31, 2000 to
approximately $32.2 million at September 30, 2001. This decrease resulted from
cash used by investing activities of $8.9 million and by cash used in operating
activities of $17.3 million.

     Net cash used in operating activities of $17.3 million during the nine
months ended September 30, 2001 resulted primarily from the net operating loss,
which reflects our continued investment in growth and due to cash expenditures
for prepaid expenses and other assets.

     Net cash used by investing activities of $8.9 million for the nine months
ending September 30, 2001, resulted primarily from a $3.7 million investment in
short and long-term securities, capital expenditures of $3.4 million used in our
expansion efforts and increased personnel from 200 at December 31, 2000, to 259
at September 30, 2001, and $1.9 million used in the purchase of a subsidiary. As
of September 30, 2001, we had cash, cash equivalents, restricted cash and
marketable short-term and long-term investments of $63.4 million.

     Net cash provided by financing activities of $60,000 for the nine months
ended September 30, 2001 resulted primarily from proceeds of approximately
$110,000 received from the exercise of stock options offset by principal
payments on capital lease obligations of $26,000 and stock offering costs of
$24,000.

     As of September 30, 2001, our principal commitments consisted of
obligations outstanding under operating leases. In addition, we have a revolving
line of credit agreement providing for borrowings up to $0.4 million through
April 2002. No borrowings were outstanding under this line of credit as of
September 30, 2001.

     We believe that our current cash and investment securities will be
sufficient to meet our current operating cash needs. If our plans or assumptions
change or are inaccurate or if we make any acquisitions, we may need to seek
capital sooner than anticipated either through public or private debt or equity
offerings. If we raise funds through the issuance of equity securities, the
percentage ownership of our then-current stockholders may be reduced and the
holders of new equity securities may have rights, preferences or privileges
senior to our common stock. If we obtain additional funds through a bank credit
facility or through issuance of debt securities or preferred stock, this
indebtedness or preferred stock would have rights senior to the rights of our
common stock, and their terms could impose significant restrictions on our
operations. If we are unable to obtain additional financing, we may be required
to reduce the scope of our planned expansion, product development and marketing
efforts which could have an adverse impact on our business, financial condition
and operating results.

     Based on our limited operating experience, we do expect some degree of
seasonality in our sales. Such seasonality, if any, we expect to be minimal and
would be realized in the third and fourth quarter during the year. Additionally,
we do not believe inflation will have a material effect on our results of
operations.


RECENT ACCOUNTING PRONOUNCEMENTS

     In June 2001, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards No. 141, "Business Combinations"
which requires the use of the purchase method and eliminates the option of using
the pooling-of-interests method of accounting for all business combinations. The
provisions in this statement apply to all business combinations initiated after
September 30, 2001, and all business combinations accounted for using the
purchase method for which the date of acquisition is July 1, 2001, or later. The
Company does not believe the adoption of this statement will have a material
impact on the Company's financial position, results of operations or cash flows.

     In June 2001, the FASB issued Statement of Financial Accounting Standards
No. 142, "Goodwill and Other Intangible Assets" (FAS 142) which requires that
all intangible assets acquired, other that those acquired in a business
combination, be initially recognized and measured based on the asset's fair
value. The Company is required to adopt the provisions of FAS 142 effective
January 1, 2002. Goodwill and certain identifiable intangible assets will not be
amortized under SFAS 142, but instead will be reviewed for impairment at least
annually in accordance with the provisions of this statement. Other identifiable
intangibles will continue to be amortized over their useful lives. Management
has not determined the potential impact that this statement will have on the
Company's financial position, results of operations or cash flows.

     In June 2001, the FASB issued SFAS No. 143, "Accounting for Asset
Retirement Obligations", which is effective for fiscal years beginning after
June 15, 2002. SFAS No. 143 requires that the fair value of a liability for an
asset retirement obligation be recognized in the period in which it is incurred
if a reasonable estimate of fair value can be made. The adoption of this
standard will not have a material impact on our consolidated financial position,
results of operations, or cash flows.

                                       13
<PAGE>

     In August 2001, the FASB issued SFAS No. 144, "Accounting for the
Impairment or Disposal of Long-Lived Assets", which is effective for fiscal
years beginning after December 15, 2001. SFAS No. 144 establishes one accounting
model to be used for long-lived assets to be disposed of by sale and broadens
the presentation of discontinued operations to include more disposal
transactions. We are currently evaluating the requirements and impact of this
statement on our consolidated financial positions and results of operations.


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

     The following discusses our exposure to market risk related to changes in
interest rates and foreign currency exchange rates. This discussion contains
forward-looking statements that are subject to risks and uncertainties. Actual
results could vary materially as a result of a number of factors including those
set forth in the Risk Factors section of the Company's Annual Report on Form
10-K for the year ended December 31, 2000. As of September 30, 2001, we had
short-term investments of $24.6 million and long-term investments of $6.1
million. These investments are subject to interest rate risk and will decrease
in value if market interest rates increase. A hypothetical increase or decrease
in market interest rates by 10% from the September 30, 2001 rates would cause
the fair value of these investments to change by an insignificant amount. We
have the ability to hold these investments until maturity, and therefore, we do
not expect the value of these investments to be affected to any significant
degree by the effect of a change in market interest rates. Declines in interest
rates over time would, however, reduce our interest income.

     During the nine months ended September 30, 2001, approximately 36% of our
revenue resulted from sales outside the United States, predominantly in Europe.
Fluctuations in the value of foreign currencies relative to the United States
dollar could cause us to incur currency exchange losses. We expect that as a
result of our partner sales channel strategy that we will be paid in United
States dollars for the majority of our international sales. However, to the
extent our international revenue increases and we are paid in currency other
than United States dollars, we will be exposed to greater foreign currency
exchange risk. We have experienced some fluctuation in the value of payments
made to us in currencies other than United States dollars. Although these
fluctuations have not materially affected our financial results, these types of
fluctuations subject us to potential foreign currency gains and losses that may
have a material effect on our financial results in the future. Additionally, we
do not maintain significant asset or cash account balances in currencies other
than the United States dollar. Therefore, we do not believe that we currently
have any significant direct foreign currency exchange rate risk.

     We have not engaged in foreign currency or other hedging activities and do
not enter into derivative financial instrument transactions for trading or other
speculative purposes. We have no experience with any such activities or
transactions, and if we enter into them in the future, we could incur
substantial losses on these activities.



                                       14
<PAGE>


                                     PART II
                                OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

     We are not a party to any material legal proceedings nor are we currently
aware of any threatened material legal proceedings. From time to time, we may
become involved in litigation relating to claims arising out of our operations
in the normal course of our business.

ITEM 2. CHANGE IN SECURITIES AND USE OF PROCEEDS

     On August 2, 2000, in connection with our initial public offering, a
Registration Statement on Form S-1 (No. 333-34670) was declared effective by the
Securities and Exchange Commission, pursuant to which 5,060,000 shares of our
common stock, including underwriters' over-allotment, were offered and sold for
our account at a price of $17.00 per share. The managing underwriters were
Salomon Smith Barney, Donaldson, Lufkin & Jenrette, and Lehman Brothers.
Aggregate gross proceeds from the offering were approximately $86.0 million.

     From our initial public offering, we incurred approximately $6.0 million in
underwriters' discounts and commissions and approximately $1.1 million in legal,
accounting and document preparation fees. After deducting expenses of the
offering, we received net offering proceeds of approximately $78.9 million. The
net proceeds were invested in short-term financial instruments. No payments
constituted direct or indirect payments to any of our directors, officers or
general partners or their associates, to persons owning 10% or more of any class
of our equity securities or to any of our affiliates.

     During the nine months ended September 30, 2001, net proceeds from the
initial public offering were utilized primarily for research and development
activities, general corporate activities, acquisitions and capital expenditures.
The actual amount of net proceeds we spend on a particular use will depend on
many factors, including our future revenue growth; additional financing sources,
if any, availability and desirability of acquisition candidates; the amount of
expenditures required for other uses; and the amount of cash generated or used
by our operations. Many of these factors are beyond our control. Therefore, our
management has broad discretion in the use of the net proceeds. Until we use the
net proceeds of the offering as described above, we intend to continue to invest
the majority of net proceeds in investment grade marketable securities and
limited funds in longer-term investment grade securities.

     During the three and nine months ended September 30, 2001, we issued 23,300
and 151,008, respectively, shares of common stock upon the exercise of employee
stock options granted under the Company's 1995 Non-Qualified Stock Option Plan
resulting in total proceeds of approximately $110,000.

     During the three and nine months ended September 30, 2001, in connection
with the purchase of mobilePosition, we issued 1,530,013 shares of our Common
Stock pursuant to Regulation S promulgated under the Securities Act of 1933.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

     Not applicable.

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

     Not applicable.

ITEM 5. OTHER INFORMATION

     Not applicable.


                                       15
<PAGE>


ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

     (a)   Exhibits

           None.

     (b)   Reports on Form 8-K

           None.



                                       16
<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.

                                   SIGNALSOFT CORPORATION

                                   By  /s/ ANDREW M. MURRAY
                                       ----------------------------------------
                                                  Andrew M. Murray
                                         Senior Vice President of Finance and
                                               Chief Financial Officer


Date: November 12, 2001

                                       17