SECURITIES AND EXCHANGE COMMISSION
                    WASHINGTON, DC  20549

                         FORM 10-QSB

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

For the quarterly period ended March 31, 2001

Commission file number 1-10751

                   OBJECTSOFT CORPORATION
(Exact Name of Small Business Issuer as Specified in Its
Charter)

DELAWARE                              22-3091075
(State of incorporation)   (IRS Employer ID number)

CONTINENTAL PLAZA III, 433 HACKENSACK AVENUE
                 HACKENSACK, NJ  07601
(Address of Principal Executive Offices)

                        (201)343-9100
  (Issuer's Telephone Number Including Area Code)

Check whether the issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the
past 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 ___   .

           (Applicable only to Corporate Issuers)

Indicate the number of shares outstanding of each of the
issuer's classes of common equity, as of the last practicable
date.

Class                                 May 17, 2001

Common Stock, $.0001 par value        12,603,709
Redeemable Class A Warrants            1,366,050

Transitional Small Business Disclosure Format (check one):
Yes ___   No   X









<PAGE>


OBJECTSOFT CORPORATION



                    INDEX


                                                       Page #
Part I. Financial Information

 Item 1.Financial statements

        Condensed Balance Sheets-
        March 31, 2001                                   1

        Condensed Statements of Operations
           Three Months Ended March 31, 2001
           and 2000                                      2

        Condensed Statements of Cash Flows
           Three Months Ended March 31, 2001
           and 2000                                      3


     Notes to Condensed Financial Statements             4

 Item 2.Management's Discussion and Analysis
        or Plan of Operation                             5

Part II Other Information

    Item 6.Exhibits and reports on Form 8-K              9

Signatures                                              10

Exhibit index                                           11


















<PAGE>
PART I  Financial information

OBJECTSOFT CORPORATION
CONDENSED BALANCE SHEETS -- MARCH 31, 2001 (Unaudited)

                                                        MARCH
                                                       31, 2001
                                                    --------------
      ASSETS

Current assets:
   Cash and cash equivalents                               $6,884
   Marketable securities
   Accounts receivable                                     65,199
   Prepaid expenses and other
      current assets                                       60,083
   Deferred tax asset                                     235,000
                                                    --------------
   Total current assets                                   367,166
Equipment, at cost, net of
   accumulated depreciation                             2,498,126
Capitalized software                                       55,830
Loans  receivable-
   officer/ shareholder                                   124,388
Other assets                                               32,530
                                                    --------------
T O T A L                                               3,078,040
                                                    ==============

      LIABILITIES
Current liabilities
   Convertible note payable                               555,000
   Current portion of obligations
      under capital lease                                 233,426
   Accounts payable                                     2,176,162
   Accrued expenses                                       378,851
   Other liabilities                                       56,656
                                                    --------------
Total current liabilities                               3,400,095
Long-term debt
Obligations under capital lease                           194,737
                                                    --------------
Total Liabilities                                       3,594,832
                                                    --------------

      STOCKHOLDERS' DEFICIENCY

6% non-voting convertible preferred G
   stock, $100 par, authorized 30,000 shares
   issued and outstanding 15,350 shares                 1,535,000
12% non-voting convertible preferred H
   stock, $100 par, authorized 30,000 shares
   issued and outstanding 134.75 shares                 1,347,500
Common stock, $.001 par value; authorized
   50,000,000 shares; issued and outstanding
   7,789,508 shares at March 31, 2001                         779
Additional paid-in capital                             20,004,825
Accumulated deficit                                   (23,404,896)
                                                    --------------
   Total stockholders' deficiency                        (516,792)
                                                    --------------
T O T A L                                              $3,078,040
                                                    ==============
                            -1-

















































<PAGE>
OBJECTSOFT CORPORATION
CONDENSED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH  31, 2001 AND MARCH 31, 2000
UNAUDITED

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

Sales and services                          $22,988       $36,418
                                        --------------------------

Expenses:
   Cost of sales and services               923,919       276,340
   Research and development                  69,457        84,888
   General and administrative               931,967       811,533
                                        --------------------------

      Total expenses                      1,925,343     1,172,761
                                        --------------------------

      Loss from operations               (1,902,355)   (1,136,343)
                                        --------------------------
Other income(expense):
   Realized and unrealized gains on
      marketable securities                   1,036         1,153
   Interest and dividend income                 667        23,472
   Interest expense                        (233,744)      (52,107)
                                        --------------------------
      Total other income (expense)         (232,041)      (27,482)
                                        --------------------------

(Loss) before income tax benefit         (2,134,396)   (1,163,825)
Income tax benefit                                         50,000
                                        --------------------------

NET (LOSS)                              ($2,134,396)  ($1,113,825)
                                        ==========================


BASIC AND DILUTED NET (LOSS) PER SHARE       ($0.28)       ($0.67)
                                        ==========================

WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING                        7,783,253     4,277,322
                                        ==========================



                                         -2-






<PAGE>
OBJECTSOFT CORPORATION
CONDENSED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000
UNAUDITED
                                                    Three Months Ended March 31,
                                                         2001           2000
                                                   --------------  -------------
Cash flows from operating activities:
Net (loss)                                           ($2,134,396)   ($1,113,825)
Adjustments to reconcile net loss to net
      cash (used in) operating activities:
   Depreciation and amortization                         417,780        207,494
   Impairment of fixed assets                            379,788
   Compensation relating to the partial
      forgiveness of the loan receivable-officer          77,917
   Deferred tax benefit                                                 (50,000)
   Warrants issued for services rendered                                 26,121
   Amortization of discount associated
      with issuance of warrants                          128,396
   Provision for bad debts                                35,000
   Unrealized (gain) loss on marketable securities                       (2,735)
   Changes in operating assets and
      liabilities:
   (Increase) decrease in:
      Marketable securities                                6,081          2,559
      Accounts receivable                                (27,816)        19,916
      Other current assets                               158,514         51,127
      Loan receivable-officer                               (642)       (16,827)
      Other assets                                         2,300         13,865
   Increase (decrease) in:
      Accounts payable                                   453,735        107,317
      Accrued expenses and
               other liabilities                          62,323        (28,831)
                                                   --------------  -------------
Net cash used in operating activities                   (441,020)      (783,819)
                                                   --------------  -------------
Cash flow from investing activities:
Capital expenditures                                                   (891,777)
Capitalized software and courseware                                    (129,243)
                                                   --------------  -------------
Net cash (used in) investing activities                        0     (1,021,020)
                                                   --------------  -------------
Cash flow from financing activities:
Proceeds from convertible notes payable                  380,000
Proceeds from exercise of warrants
   and non-employee options                                              10,023
Proceeds from issuance of preferred stock                               450,000
Principal payments on obligations
   under capital leases                                  (46,047)       (36,246)
Repayment of long-term debt                                              (2,771)
                                                   --------------  -------------
Net cash provided by financing activities                333,953        421,006
                                                   --------------  -------------


NET (DECREASE) IN CASH                                  (107,067)    (1,383,833)

Cash, beginning of period                                113,951      2,310,642
                                                   --------------  -------------
Cash, end of period                                       $6,884       $926,809
                                                   ==============  =============
SUPPLEMENTAL DISCLOSURE
OF CASH FLOW INFORMATION
Interest expense paid                                    $24,693         $6,119
                                                   ==============  =============

                                  -3-















































<PAGE>

OBJECTSOFT CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 2000

NOTE A -- BASIS OF PRESENTATION
     The  accompanying   unaudited  condensed  financial  statements  have  been
prepared in accordance with generally accepted accounting principles for interim
financial  information,  the  instructions  to Form  10-QSB  and item 310 (b) of
Regulation  S-B.  Accordingly,  they  do not  include  all the  information  and
footnotes  required by generally  accepted  accounting  principles  for complete
financial statements. In the opinion of management,  all adjustments (consisting
of normal recurring  accruals)  considered  necessary for fair presentation have
been included.  For further  information,  refer to the Financial Statements and
footnotes  thereto  included  in the  Company's  Form  10-KSB for the year ended
December 31, 2000 as filed with the Securities and Exchange Commission.

NOTE B -- LOSS PER SHARE

     Basic and diluted  net loss per share was  computed  based on the  weighted
average number of shares of common stock  outstanding  during the period and the
net loss increased by the dividends accruing on the cumulative preferred stock.


NOTE C -- SUBSEQUENT EVENTS

In May,2001, the Company sold 4,000,000 shares to an investor for $120,000.

                                       -4-



























<PAGE>
PART II
Item 2.
OBJECTSOFT CORPORATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Special Note Regarding Forward-Looking Statements

     A number of  statements  contained  in this  report  are  forward-  looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995 that involve  risks and  uncertainties  that could cause actual  results to
differ materially from those expressed or implied in the applicable  statements.
These  risks and  uncertainties  include  but are not  limited  to:  history and
expectation of future losses and an accumulated deficit; possibility of cut back
or cessation of operations if unable to obtain needed  funding;  uncertainty  of
new product  profitability;  dependence on securing and  maintaining  sufficient
profitable  locations  for the Company's  products;  dependence on the Company's
continuing relationship with DoubleClick; dilution of the value of the Company's
common  stock as a  result  of the  reservation  of  common  stock  for  further
issuances ; as a result of the delisitng by NASDAQ the Company is now subject to
penny  stock  regulations;  dependence  on certain  licenses,  installation  and
maintenance services;  technical disruptions in the Company's and third parties'
products  could be costly  and  detrimental  to the  Company's  competitiveness;
possible  liability and loss of business for  unauthorized  use of the Company's
information  and  injuries  resulting  from  the  Company's  products;  possible
disruptions in the Company's  services due to technical and operational  systems
failures;  need  to  be  continuously  accepted  in  rapidly  changing  markets;
significant   competition;   difficulty   complying  with  government   contract
requirements and government regulation;  reliance on strategic relationship with
Microsoft;  dependence on Microsoft's windows operating system;  dependence upon
common  carriers and Internet  access  providers;  dependence  on the  Internet;
dependence  on  a  single  customer  for  a  significant  portion  of  revenues;
dependence on retaining  subcontractors;  potential fluctuation in the Company's
quarterly  operating  results;  dependence  upon key  members  of the  Company's
management   and  employees;   dependence  on  ability  to  adequately   protect
proprietary  technology;  risk of  liability  due to  future  regulation  of the
Internet  access  industry;  no  anticipation  of the payment of dividends;  the
possible negative effect of anti-takeover provisions,  and other risks described
elsewhere herein and in the Company's  registration  statement of Form S-3 which
was filed with the the  Securities  and  Exchange  Commission  on on January 31,
2001.

                              -5-














<PAGE>
Overview

     The  Company   provides  retail  kiosks, which  are Internet-connected,
advertising-supported, interactive kiosks which are public access terminals that
offer  entertainment as well as information and the ability to execute financial
transactions via a touch screen. The Company originally  provided consulting and
training   services,   but   changed  its  focus  in  mid-1994  to  its  current
transactional,  fee-based and  advertising-supported  products and services. The
Company has sustained net losses in each of the last two fiscal years with a net
loss of  $6,585,000 in 2000 and a net loss  $3,920,000 in 1999.  The Company has
not  recognized  any  significant  revenue to date from its kiosks.


Results of Operations
Three Months Ended March 31, 2001 Compared With Three
Months Ended March 31, 2000


     As of March 31, 2001, 256 FastTake kiosks were installed in stores,  and an
additional 159 have been manufactured.  As a result of the lack of funds and the
inability of the Company to pay the manufacturer,  the Company has not been able
to install any  additional  kiosks.  The Company is negotiating a repayment plan
with the  manufacturer.  The Company's new management is focusing its efforts to
raise funds for continuing  operations,  and is considering  the sale of some of
its assets.  It has therefore  revalued the book value of some its fixed assets,
and charged operations for the impairment of the value of such assets.

     The results of operations for the three months ended March 31, 2001 are not
necessarily indicative of the results that may be expected for any other interim
period or for the fiscal year ending December 31, 2001.

     Net  revenues  decreased  by $13,430 or 37% to $22,988 for the three months
ended March 31, 2001 from $36,418 for the three months ended March 31, 2000. The
change was due to lower revenues from leasing, due to the termination  effective
December 31, 2000, by New York City of its contract with the Company,  offset by
an increase in revenues  resulting from advertising  revenue  generated from the
Company's FastTake products.

                                 -6-

















<PAGE>
     Cost of sales and  services  increased  by $647,579 or 234% to $923,919 for
the three months  ended March 31, 2001 from  $276,340 for the three months ended
March 31, 2000, due to an increase in  depreciation  and  amortization  of costs
related to the purchase of Fasttake  related  products that were installed after
March 31, 2000. The company  currently has 159 kiosks available for installation
but has not placed the  kiosks  into  service  due to its  inability  to pay the
manufacturer for the kiosks. The company is negotiating with the manufacturer to
determine a mutually agreeable repayment schedule that will allow for continuing
placement of kiosks held in inventory. In addition, the Company's new management
is  focusing  its  efforts  to raise  funds for  continuing  operations,  and is
considering the sale of some of its assets.  It has therefore  revalued the book
value of its fixed  assets,  and charged  cost of sales  for the  impairment of
the value of such assets in the amount of $362,786.

     Research and  development  expenses  decreased by $15,431 or 18% to $69,457
for the three  months  ended  March 31, 2001 from  $84,888 for the three  months
ended March 31, 2000,  due to a  decrease in  personnel  devoted to research and
development.

     General  and  administrative  expenses  increased  by  $120,434  or  15% to
$931,967 for the three  months ended March 31, 2001 from  $811,533 for the three
months ended March 31, 2000. The increase is due to an increase in  professional
fees and a provision for bad debt related to a note receivable from  shareholder
which was  collateralized by contract rights from an individual.  Although legal
remedies are being  pursued it appears that the amount that might be realized is
lower than expected.

     Other expense  increased by $204,559 to $232,041 for the three months ended
March 31, 2001 from  $27,482 for the three  months  ended  March 31,  2000.  The
increase  is  due to an  increase  in  interest  expense  due  to the  Company's
inability to pay its creditors, an increase in convertible notes payable and the
amortization  of costs  associated  with the issuance of warrants in  connection
with notes payable and the beneficial  conversion  feature of a convertible note
payable issued during the quarter.


     The net loss  increased by $1,020,571  to  $2,134,396  for the three months
ended March 31, 2001 from  $1,113,825 for the three months ended March 31, 2000,
due to lower sales  resulting from the termination of its contract with New York
City, an increase in depreciation and  amortization  for Fasttake  products that
were installed after March 31, 2000, impairment of its fixed assets, increase in
professional  fees and  provision  for bad debt.


Liquidity and Capital Resources

     For the three months  ended March 31, 2001 the Company  incurred a net loss
of $2,134,396.  The accumulated  deficit increased to $23,404,896 as the Company
continued to incur operating losses as expenses  exceeded  revenue.  The Company
had a negative  working capital of ($3,032,929) as of March 31, 2001 as compared
to  ($1,893,918)  as of December 31, 2001,  or a decrease in working  capital of
$1,139,011.

                                -7-


<PAGE>

     The Company has incurred,  and will continue to incur,  significant  costs,
developing  and  maintaining  its kiosks and  Internet  operations.  The Company
anticipates  incurring  additional  losses until it can successfully  market and
distribute its products and develop new  technologies  and  commercially  viable
future  products.  The company  does not, at present,  have  sufficient  cash to
continue to operate in the same manner that it has in the past.

     Continuing  operations  depend on cash flow from operations and the ability
to raise additional funds through equity, debt or other financing.  There can be
no assurance,  however, that such funds will be available. Further, there can be
no assurance,  even assuming the Company  successfully  raises additional funds,
that the Company will achieve profitability or positive cash flows. In addition,
there can be no assurance  that the  Company's  creditors  will not institute an
action for the repayment of such amounts and if such action is taken against the
Company,  that the Company would be able to satisfy such  amounts.  In the event
such action is brought  against the  Company,  it would have a material  adverse
effect on the Company.  Due to the  continuing  losses,  in November  2001,  ten
employees either resigned or were terminated,  and in April, 2001, the President
of the Company resigned.  If the Company is not successful in raising additional
funds,  it might be forced  to  further  curtail  the size  and/or  scope of its
operations,  restructure,  file for bankruptcy,  sell assets or cease operations
entirely.

     During the first  quarter of 2001,  the Company met some of its payroll And
other urgent expenses through short term borrowings. The Company secured some of
these borrowings with liens on certain of the Company's assets. It is not likely
that additional funding will be available on this basis.

     As a result  of these  factors,  as well as the  uncertain  conditions  the
Company faces regarding the  delinquency of accounts  payable and loans payable,
the report of the independent public accountants  contains  explanatory language
which  raises  substantial  doubt as to the  Company's  ability to continue as a
going concern.  The Company is considering various  alternatives to address this
situation  besides  attempting to raise additional  funds,  including a possible
sale of some or all of it assets as well as a further reduction in staffing.
Inflation and Seasonality


Inflation and Seasonality

     The rate of inflation was insignificant  during the quarter ended March 31,
2001.  The Company  continually  reviews its costs in relation to the pricing of
its products and services. The Company's business is not seasonal.


                                  -8-









<PAGE>


Item 6. Exhibits and Reports on Form 8-K

     (a) Exhibits.
           None

(b)  Reports on Form 8-K

    The Company filed on April 26, 2001 a report on Form 8-K
    dated April 23,2001, relating to the replacement of its
    President, Chairman and Chief Executive Officer


                                    -9-









































<PAGE>
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.


                        OBJECTSOFT CORPORATION



                        BY /s/ S. Michael Rudolph
                          S. Michael Rudolph
                         Chairman, President and Chief Executive
                         Officer



May 21, 2001



                                        -10-



































<PAGE>



                     OBJECTSOFT CORPORATION




                         Exhibit Index



      Exhibit Number                               Page #



          None











                          -11-