SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

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

                 For the quarterly period ended March 31, 2001
                                                ---------------

 +---+
 |   |    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
 +---+   EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

       For the transition period from _______________ to _______________

                           Commission File No. 0-20190

                                  PIRANHA, INC.
                                 --------------
             (Exact name of registrant as specified in its charter)

Delaware                                                             36-3859518
---------                                                   --------------------
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                              Identification No.)

         2425 N. Central Expressway, Suite 480, Richardson, Texas 75080
         ---------------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                                 (972) 739-0373
                          Registrant's telephone number

                    APPLICABLE ONLY TO CORPORATE REGISTRANTS

As of March 31, 2001, 14,722,909 shares of Common Stock, $.001 par value, were
issued and outstanding.

Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X]





<PAGE>






                    INDEX TO QUARTERLY REPORT ON FORM - 10QSB



                                                                        PAGE NO.
PART I   FINANCIAL INFORMATION

Item 1.  Consolidated Financial Statements

                    Balance Sheet                                              3

                    Statements of Operations                                   4

                    Statements of Cash Flows                                   5

                    Notes to Financial Statements                          6 - 7

Item 2.  Management's Discussion and Analysis or Plan of Operation         8 - 9


PART II  OTHER INFORMATION

Item 1.  Legal Proceedings                                                    10

Item 2.  Changes in Securities                                                10

Item 3   Defaults Upon Senior Securities                                      11

Item 4.  Submission of Matters to a Vote of Security Holders                  11

Item 5.  Other Information                                                    11

Item 6.  Exhibits and Reports on Form 8-K                                     11


SIGNATURE                                                                     12


This Quarterly Report on Form 10-QSB contains forward-looking  statements within
the  meaning of Section  21E of the  Securities  and  Exchange  Act of 1934,  as
amended,  and  Section 27A of the  Securities  Act of 1933,  as  amended.  These
statements involve risks and  uncertainties,  including those risks discussed in
the section  entitled "Item 6,  Management's  Discussion and Analysis or Plan of
Operations"  and  elsewhere in the Quarterly  Report on Form 10-QSB.  The actual
results  that the  Company  achieves  may  differ  materially  from the  results
discussed or implied in such  forward-looking  statements  due to such risks and
uncertainties.  Words such as "believes,"  "anticipates,"  "expects,"  "future,"
"intends,"   "may"  and   similar   expressions   are   intended   to   identify
forward-looking  statements, but are not the exclusive means of identifying such
statements.  The  Company  undertakes  no  obligation  to  revise  any of  these
forward-looking statements.


                                       1
<PAGE>



PART I            FINANCIAL INFORMATION

Item 1.  Financial Statements

See attached financial statements.

                                       2
<PAGE>
                                 PIRANHA, INC.

                           CONSOLIDATED BALANCE SHEET

                                 MARCH 31, 2001

                                   (Unaudited)

 ASSETS

CURRENT ASSETS:
      Cash                                                  $            12,328
      Accounts receivable                                                79,002
      Shareholder receivable                                            493,059
      Prepaid expenses and other current assets                         704,492
                                                               -----------------

          TOTAL CURRENT ASSETS                                        1,288,881

PROPERTY AND EQUIPMENT                                                1,685,654

INTANGIBLES (net of $15,357 of accumulated amortization)             11,762,202

GOODWILL (net of $236,939 of accumulated amortization)                2,727,468
                                                               -----------------
                                                            $        17,464,205
                                                               =================


           LIABILITIES AND STOCKHOLDER'S EQUITY

CURRENT LIABILITIES:
      Accounts payable                                      $         1,198,731
      Dividends payable                                                 230,663
      Accrued liabilities                                             1,733,249
      Deferred revenue                                                  500,000
      Due to shareholders                                               264,179
                                                               -----------------
          TOTAL CURRENT LIABILITIES                                   3,926,822
                                                               -----------------


COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY:
      Preferred stock                                                   580,000
      Common stock, $.001 par  value; 100,000,000 shares
          authorized; 14,722,920 shares issued and outstanding           14,722
      Additional paid-in capital                                    118,119,073
      Stock subscription receivable                                     (44,500)
      Accumulated deficit                                          (105,128,509)
      Cumulative translation adjustment                                  (3,403)
                                                               -----------------
          TOTAL STOCKHOLDERS' EQUITY                                 13,537,383
                                                               -----------------
                                                            $        17,464,205
                                                               =================




                See notes to consolidated financial statements.

                                        3
<PAGE>



                                PIRANHA, INC.

                    CONSOLIDATED STATEMENTS OF OPERATIONS

                                 (Unaudited)

<TABLE>
<CAPTION>

                                                                                        Three Months Ended March 31
                                                                                   --------------------------------------
                                                                                         2001                 2000
                                                                                   -----------------    -----------------

<S>                                                                            <C>                  <C>
REVENUES                                                                       $            188,026 $                  -
                                                                                   -----------------    -----------------

COSTS AND EXPENSES:
     General and administrative                                                           2,919,338            1,135,888
          (exclusive of $7,922,928 of non-cash
          compensation and fees reported below)
     Non cash compensation and fees                                                       7,922,928                    -
     Depreciation and amortization                                                          159,940               15,057
                                                                                   -----------------    -----------------
          TOTAL COSTS AND EXPENSES                                                       11,002,206            1,150,945
                                                                                   -----------------    -----------------

LOSS FROM OPERATIONS                                                                    (10,814,180)          (1,150,945)

OTHER INCOME (EXPENSES)
     Interest income                                                                         35,625                    -
     Interest expense - net                                                                 (10,584)             (11,320)
     Loss on investments                                                                     (3,944)                   -
                                                                                   -----------------    -----------------
          TOTAL OTHER INCOME (EXPENSES)                                                      21,097              (11,320)
                                                                                   -----------------    -----------------
NET LOSS                                                                                (10,793,083)          (1,162,265)

PREFERRED STOCK DIVIDENDS                                                                   (13,050)             (18,450)
                                                                                   -----------------    -----------------
NET LOSS APPLICABLE TO COMMON STOCKHOLDERS                                     $        (10,806,133)$         (1,180,715)
                                                                                   =================    =================

Net loss per common share - Basic and Diluted                                  $              (0.78) $             (0.17)
                                                                                   =================    =================
Weighted average common shares outstanding                                               13,785,517            6,863,868
                                                                                   =================    =================



</TABLE>





                 See notes to consolidated financial statements.

                                        4
<PAGE>
                                 PIRANHA, INC.

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                                             Three Months Ended March 31
                                                                                           --------------------------------
                                                                                               2001              2000
                                                                                           --------------   ---------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                                     <C>                 <C>
    Net loss                                                                            $    (10,793,083)   $   (1,162,265)

    Adjustments to reconcile net loss to net cash used in operations:
          Depreciation                                                                            81,336            15,057
          Amortization                                                                            78,604                 -
          Settlement of debts                                                                     93,523                 -
          Stock issued for services                                                              116,822
          Non cash compensation and fees                                                       7,922,928                 -
    Changes in assets and liabilities:
       Accounts receivable                                                                        (3,260)                -
       Prepaid expense and other assets                                                          (48,125)            1,025
       Accounts payable and accrued expenses                                                     368,105          (201,844)
                                                                                           --------------   ---------------
NET CASH USED IN OPERATING ACTIVITIES                                                         (2,183,150)       (1,348,027)
                                                                                           --------------   ---------------
CASH FLOWS FROM INVESTING ACTIVITIES:
    Sale of (investment in) securities                                                            20,000        (1,121,545)
    Loan to stockholder                                                                          (18,059)                -
    Purchase of property and equipment                                                           (62,169)         (252,470)
    Acquisition of business unit                                                                       -           (17,513)
                                                                                           --------------   ---------------
NET CASH USED IN INVESTING ACTIVITIES:                                                           (60,228)       (1,391,528)
                                                                                           --------------   ---------------
CASH FLOWS FROM FINANCING ACTIVITIES:
    Collection of stock subscription receivable                                                        -           800,000
    Repayment of stockholder loans and notes payable                                             (68,805)         (400,000)
    Proceeds from sale of stock and exercise of options and warrants                           2,316,375         5,280,000
                                                                                           --------------   ---------------

NET CASH PROVIDED BY FINANCING ACTIVITIES:                                                     2,247,570         5,680,000
                                                                                           --------------   ---------------
NET INCREASE  IN CASH                                                                              4,192         2,940,445

CASH AT BEGINNING OF YEAR                                                                          8,136           333,879
                                                                                           --------------   ---------------
  CASH AT END OF PERIOD                                                                   $         12,328    $    3,274,324
                                                                                           ==============   ===============



</TABLE>




               See notes to the consolidated financial statements.

                                        5


<PAGE>



                         PIRANHA, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                 MARCH 31, 2001

                                   (UNAUDITED)

NOTE 1 - THE COMPANY

The  Company was formed in 1992.  From 1996  through  November  1999 the Company
essentially  was a  non-operating  entity.  Beginning  with the  acquisition  of
Zideo.com,  Inc. on December 8, 1999 and IBP,  Inc. on December  30,  1999,  the
Company effectively changed its business operations. In February 2000 it changed
its name to Piranha,  Inc.,  effected a 1:3.49 reverse stock split and increased
its authorized Common Stock to 100 million shares.

Piranha is a  technology-based  company with a line of digital asset  management
products and services being developed for sale and/or  licensing.  Piranha is in
the  business  of  providing   enabling   technologies  in  the  areas  of  data
compression,  product output routing,  universal file format  recognition,  data
manipulation and custom application  feature  development in both the lossy data
compression and lossless data compression market segments. Additionally, Piranha
provides  digital image  acquisition  services which are intended to incorporate
its core data  compression  technologies.  Piranha's data  compression  software
products  and digital  asset  service are designed to enhance  digital  workflow
processes  and improve data  transfer  speeds across the Internet and to provide
high quality image clarity at compression  rates which the Company  believes are
higher  than  those  presently  available  in the  marketplace  on a variety  of
platforms.  These  compression  products  are  directed  to  digital  images and
Internet  applications  such as full motion streaming video,  lossless image and
text string compression, and highly compressed, high resolution static images.

The Company's products are designed to support business-to-business,  e-commerce
and Internet related  activities  associated with professional  digital archival
storage, digital workflow optimization and advanced business-to-consumer on-line
shopping applications.


NOTE 2 - BASIS OF PRESENTATION:

These  unaudited  financial  statements  reflect all  adjustments  which, in the
opinion of  management,  are  necessary  for a fair  presentation  of  financial
position and the results of operations for the interim  periods  presented.  The
results of operations for any interim periods are not necessarily  indicative of
the results attainable for a full fiscal year.

These  statements  have been prepared by the Company and are unaudited.  Certain
information and footnote  disclosures  normally included in financial statements
prepared in accordance with generally accepted  accounting  principals have been
omitted. As such, these financial  statements should be read in conjunction with
the audited  financial  statements  and notes thereto  included in the Company's
Annual Report on Form 10-KSB for the year ended December 31, 2000.

These  financial  statements  have been prepared  assuming that the Company will
continue as a going concern.  The Company has incurred recurring losses, and had
a working  capital  deficiency  of  approximately  $2,638,000 at March 31, 2001.
These conditions raise substantial doubt about the Company's ability to continue
as a going concern.  Management's  plans with respect to these matters  include,
raising  additional  working  capital  through  equity  or  debt  financing  and
ultimately  achieving   profitable   operations.   The  accompanying   financial
statements  do not include any  adjustments  that might be necessary  should the
Company be unable to continue as a going concern.


                                       6
<PAGE>




NOTE 3 - ISSUANCES OF STOCK

The following issuances of Common Stock occurred during the quarter ended March
31, 2001:

a.   An  aggregate  of 34,138  additional  shares of Common Stock were issued in
     connection  with  the  Company's  acquisition  of JJT,  inc.  and  Comsight
     Imaging,  Inc. in the year ended December 31, 2000. The Company recorded an
     additional valuation of $38,470 relayed to the JJT, Inc. purchase.

b.   An aggregate of 2,259,000  shares of Common Stock were sold for  $2,259,000
     in cash.

c.   An aggregate of 178,572  shares of Common Stock were issued in exchange for
     cancellation  of various  debt,  notes  payable  and  accrued  interest  of
     $191,076. The Company has realized a loss of $93,523 in connection with the
     cancellation of this debt.

d.   An aggregate  of 73,300  shares of Common Stock were issued for services of
     $116,822.

e.   An aggregate of 85,423  shares of Common Stock were issued   upon  exercise
     of options and warrants for $57,375 in cash.


NOTE 4 - NON CASH COMPENSATION

During the year ended  December 31, 2000, the Company issued options to purchase
shares of common stock,  to various  officers in connection  with their two year
employment agreements.  Of the $63,379,250 non-cash compensation attributable to
these options,  $31,689,625  was recognized in the year ended December 31, 2000,
$7,922,928 was recognized in the quarter ended March 31, 2001, and the remaining
$23,766,697, will be realized ratably in during the remainder of the year ending
December 31, 2001.


NOTE 5 - COMMITMENTS AND CONTINGENCIES

a.   In July 1994,  the Company  discharged  four officers of its inactive Dream
     Factory  subsidiary.  The officers who were  discharged  commenced  actions
     against the Company  seeking  damages  arising out of the alleged  wrongful
     termination of their  employment.  The Company settled the claims of two of
     the  officers,  and has  accrued a provision  of $700,000 in its  financial
     statements  related  to the  two  remaining  officers.  A  trial  has  been
     scheduled to begin in July, 2001.

b.   The Company  was a  defendant  in a case  brought by a  shareholder  in the
     United States District Court for the Northern District of Illinois, Eastern
     Division.  This case involved a claim by the  shareholder  that the Company
     owed him 573,066 shares of Common Stock  pursuant to an alleged  conversion
     of a promissory note into said shares. The note, in the principal amount of
     $200,000,  and the accrued interest thereon,  are included in the Company's
     consolidated  financial  statements.  On  April  3,  2000,  this  case  was
     dismissed  for lack of  jurisdiction.  On April 12, 2000,  the  shareholder
     filed an action  against the Company in the Circuit  Court of Cook  County,
     Illinois,  asserting substantially the same claims as in the case which was
     dismissed.  That action was dismissed on October 18, 2000.  Subsequently an
     amended  complaint was filed.  Two counts remain of the amended  complaint.
     The Company believes this action is without merit, has filed another motion
     to dismiss and intends to vigorously defend itself in this matter.





                                       7
<PAGE>



Item 2.  Management's Discussion and Analysis or Plan of Operation

     The following  Plan of Operations  should be read in  conjunction  with the
Financial Statements and the Notes thereto appearing in this report.

     Piranha  is a  technology-based  company  with  a  line  of  digital  asset
management  products and services  being  developed  for sale and/or  licensing.
Piranha is in the business of providing  enabling  technologies  in the areas of
data  compression,  product output routing,  universal file format  recognition,
data manipulation and custom application  feature  development in both the lossy
data  compression and lossless data compression  market segments.  Additionally,
Piranha  provides  digital  image  acquisition  services  which are  intended to
incorporate its core data compression  technologies.  Piranha's data compression
software  products and digital  asset  service are  designed to enhance  digital
workflow  processes and improve data transfer  speeds across the Internet and to
provide  high  quality  image  clarity at  compression  rates  which the Company
believes  are higher than those  presently  available  in the  marketplace  on a
variety of platforms.  These compression products are directed to digital images
and Internet  applications  such as full motion streaming video,  lossless image
and text  string  compression,  and highly  compressed,  high-resolution  static
images.

     The Company is continuously involved in the development of new products and
related   technology.   The   Company's   products   are   designed  to  support
business-to-business, e-commerce and Internet related activities associated with
professional  digital  archival  storage,   digital  workflow  optimization  and
advanced business-to-consumer on-line shopping applications.  Piranha technology
and its resulting application developments are expected to provide a methodology
to  support  the  emerging   e-commerce  market  demand  for  solutions  to  the
traditional  bottlenecks and time delays associated with the e-commerce shopping
experience that the Company believes are superior to those presently  available.
The  Company  believes  that  its  products  and  services  provide   measurable
quantitative and qualitative advantages over related products and services.

     On April 9,  2001,  the  Company  announced  that  the  Board of  Directors
approved the spin-off of its wholly-owned Zideo subsidiary. On May 25, 2001, the
Company  announced  its  intention  to  initiate  the  sale of its  wholly-owned
subsidiary,  Impact Solutions,  Inc. The spin off of Zideo, Inc. and the sale of
Impact  Solutions,  Inc., will  significantly  reduce the workforce  required to
maintain Piranha's  operations.  Upon completion of the foregoing,  Piranha will
focus its  efforts  entirely  on  research  and  development  of its science and
related technologies.

     The Company may  experience  rapid growth,  which would place a significant
strain on the Company's  managerial,  financial and operational  resources.  The
Company is required  to manage  multiple  relationships  with  numerous  outside
parties.  These  requirements will be exacerbated in the event of further growth
of the Company or in the number of third party  relationships,  and there can be
no assurance that the Company's systems, procedures or controls will be adequate
to support the Company's  operations or that Company  management will be able to
manage any growth  effectively.  To effectively manage its potential growth, the
Company must  continue to implement and improve its  operational,  financial and
management  information  systems  and to expand,  train and manage its  employee
base.

Liquidity and Capital Resources

     As of March 31, 2001, the Company had cash of $12,328 and a working capital
deficiency of $2,637,941.

     The Company needs to raise funds in the next twelve months in order to meet
its cash  requirements  and fund its current  operations as well as to engage in
more  aggressive  brand  promotion and more rapid  expansion,  to develop new or
enhanced   products,   to  respond  to  competitive   pressures  or  to  acquire
complementary businesses or technologies. If additional funds are raised through
the issuance of equity or convertible debt securities,  the percentage ownership
of the stockholders of the Company will be reduced,  stockholders may experience
dilution and such securities may have rights,  preferences or privileges  senior
to those of the rights of the Company's Common Stock.  There can be no assurance
that  additional  financing will be available on terms favorable to the Company,
or at all. If adequate  funds are not  available or not  available on acceptable
terms,  the Company may not be able to meet its cash  requirements  and fund its

                                       8
<PAGE>

current  operations as well as to engage in more aggressive  brand promotion and
more  rapid  expansion,  to  develop  new or  enhanced  products,  to respond to
competitive  pressures or to acquire  complementary  businesses or technologies.
Any such  inability  would  have a  material  adverse  effect  on the  Company's
business, results of operations and financial condition.

Forward-Looking Statements

     This Quarterly  Report on Form 10-QSB contains  forward-looking  statements
within the meaning of Section 21E of the Securities and Exchange Act of 1934, as
amended,  and  Section 27A of the  Securities  Act of 1933,  as  amended.  These
statements  involve risks and  uncertainties,  including the risks  discussed in
this section and  elsewhere in the Quarterly  Report on Form 10-QSB.  The actual
results  that the  Company  achieves  may  differ  materially  from the  results
discussed or implied in such  forward-looking  statements  due to such risks and
uncertainties.  Word such as  "believes,"  "anticipates,"  "expects,"  "future,"
"intends,"   "may"  and   similar   expressions   are   intended   to   identify
forward-looking  statements, but are not the exclusive means of identifying such
statements.

     Such   forward-looking   statements   involve  known  and  unknown   risks,
uncertainties  and other factors that may cause the actual results,  performance
or achievements of the Company, or industry, to be materially different from any
future  results,  performance  or  achievements  expressed  or  implied  by such
forward-looking  statements.  These factors  include,  among other  things,  the
following:

      (1)      changes in general  economic  conditions in the United States and
               elsewhere;

      (2)      the  Company's  failure  to  develop  or  otherwise  successfully
               introduce its products;

      (3)      decreases  in the  current  or  planned  levels of  spending  for
               products under development by the Company's  anticipated customer
               base;

      (4)      increased  competition  in the  markets  in which  the  Company's
               products are intended;

      (5)      the Company's  inability to  successfully  integrate its products
               with those of other software and technology providers;

      (6)      changes in the regulatory environment; and

      (7)      various other factors beyond the Company's control.

     If  one  or  more  of  these  risks  or  uncertainties  materialize,  or if
underlying  assumptions prove incorrect,  our actual results may vary materially
and  adversely  from  those  expected,   estimated  or  projected.  The  Company
undertakes no obligation  to revise any of these  forward-looking  statements to
reflect future events or circumstances.


                                       9
<PAGE>



PART II  OTHER INFORMATION

Item 1.  Legal Proceedings

     In July 1994,  the Company  discharged  four  officers of its Dream Factory
subsidiary.  The  officers who were  discharged  commenced  actions  against the
Company seeking damages arising out of the alleged wrongful termination of their
employment.  The Company subsequently settled the claims of two of the officers,
and has accrued a provision of $700,000 in its financial  statements  related to
the two remaining officers. A trial has been scheduled to begin in July 2001.

     The  Company was a defendant  in the case of Benjamin B.  LeCompte,  III, a
stockholder, v. Classics International Entertainment, Inc., in the United States
District Court for the Northern  District of Illinois,  Eastern  Division.  This
case  involved a claim by LeCompte  that the Company owed him 573,066  shares of
Common Stock  pursuant to an alleged  conversion of a promissory  note into said
shares. The note, in the principal amount of $200,000,  and the accrued interest
thereon, are included in the Company's  consolidated  financial  statements.  On
April 3, 2000,  this case was dismissed for lack of  jurisdiction.  On April 12,
2000,  LeCompte filed an action against the Company in the Circuit Court of Cook
County,  Illinois,  asserting substantially the same claims as in the case which
was dismissed.  That action was dismissed on October 18, 2000.  Subsequently  an
amended  complaint was filed.  Two counts remain of the amended  complaint.  The
Company  believes  this action is without  merit,  has filed  another  motion to
dismiss and intends to vigorously defend itself in this matter.

     The Company is subject to various  federal,  state and local laws affecting
its business.  We believe that we are in material compliance with all applicable
laws and regulations.


Item 2.  Changes in Securities

     During the period  covered by this Report an aggregate of 2,545,010  shares
of Company  Common Stock were offered and sold  without  registration  under the
Securities Act of 1933, as amended ("Act"), as not involving any public offering
in reliance upon the exemption  from  registration  contained in Section 4(2) of
the Act.

     In January 2001, 10,000 shares of Common Stock were issued to a stockholder
of Comsight  Imaging Inc. in connection  with the Company's  acquisition of this
company.

     In January and February  2001,  an aggregate of 2,259,000  shares of Common
Stock were sold to twenty eight persons or entities for $2,259,000 in cash.

     An aggregate  of 73,300  shares of Common Stock were issued for services of
$116,822.

     The  Company  issued  an  additional  24,138  shares  of  Common  Stock  in
connection  with the  acquisition of JJT, Inc. in November 2000. The Company has
valued these additional shares at $38,470.

     An aggregate of 178,572  shares of Common Stock were issued in exchange for
cancellation  of various debt,  notes payable and accrued  interest of $191,076.

     In January and February 2001, an aggregate of 22,923 shares of Common Stock
were issued to an individual upon exercise of warrants for $40,000 in cash.

     In January and February 2001, an aggregate of 62,500 shares of Common
Stock were issued to an individual upon exercise of options for $17,375 in cash.



                                       10
<PAGE>



Item 3.  Defaults Upon Senior Securities

         Not applicable.

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

         Not  Applicable. No matters were submitted  to a vote of the  Company's
         security-holders  in the first quarter.

Item 5.  Other Information

     On May 17, 2001, the Company announced the appointment of Larry E. Greybill
as Chief  Executive  Officer.  Greybill also was been  appointed to the Piranha,
Inc.  Board of  Directors.  The Company  also  announced  that Richard S. Berger
stepped down as Chief  Financial  Officer,  but will continue as a member of the
Board of Directors. He will serve in a consulting role for mergers, acquisitions
and funding activities, while Director Michael Steele, who is also the Company's
Chief  Information  Officer and a former Ernst & Young  employee,  will serve as
interim CFO.

     In addition, on May 17, 2001, two members of the Board of Directors, Barger
Tygart and Joseph Sherrill,  resigned. Mr. Tygart noted that he was reducing his
Board activities  because of his heavy workload on a few remaining  boards.  Mr.
Sherrill  noted that his other  business  interests  and travel  schedule  would
interfere with increased time commitments to the Piranha board.

Item 6. Exhibits and Reports on Form 8-K

Exhibits

Exhibit Number                    Description
--------------                    -----------

3.1.           Certificate of Incorporation  of the Registrant  (incorporated by
               reference to Exhibit 3.1 of the Registrant's  Form SB-2, File No.
               33-62762).

3.2.           Amendment  to  Certificate  of  Incorporation  of the  Registrant
               (incorporated  by  reference  to Exhibit 3.1 of the  Registrant's
               Form 8-K, filed March 15, 2000).

3.3.           Amended and Restated  By-laws of the Registrant  (incorporated by
               reference to Exhibit 3.4 of the Registrant's  Form SB-2, File No.
               33-62762).


Reports on Form 8-K:
-------------------

         No reports on Form 8-K were filed during the period covered by this
report.



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<PAGE>



                                   SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                                   PIRANHA, INC.

Dated: May 31, 2001                           /s/ Edward W. Sample
                                                  --------------------
                                                  Edward W. Sample
                                                  Chairman of the Board and
                                                  Chief Executive Officer









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