FORM 10-QSB

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                        For Quarter Ended March 31, 2002

                                       OR

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

                For the transition period from _______ to _______

                      Commission file number: 33-131110-NY

                               4net Software, Inc.
              -----------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)

           DELAWARE                                   22-1895668
 ------------------------------                   ------------------
 State or other jurisdiction of                    (I.R.S. Employer
 incorporation or organization                    Identification No.)

            10 South Street, Suite 202, Ridgefield, Connecticut 06877
           ----------------------------------------------------------
               (Address of Principal Executive Office) (Zip Code)

                                 (203) 825-5427
               --------------------------------------------------
               (Registrant'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
                                                               ---     ---

As of May 17, 2002, there were issued and outstanding 8,661,018 shares of the
registrant's common stock, par value $.00001 per share.

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

<PAGE>

                               4net Software, Inc

                                TABLE OF CONTENTS



                                                                       Page No.
                                                                       --------

PART I - FINANCIAL INFORMATION............................................  3

Item 1.  Financial Statements.............................................  3

Balance Sheets............................................................  3

Statements of Operations..................................................  4

Statements of Cash Flows (three-months ended March 31, 2002)..............  5

Statements of Cash Flows (six-months ended March 31, 2002)................  6

Notes to Financial Statements.............................................  7

Item 2.  Management's Discussion And
           Plan Of Operations.............................................  8

PART II - OTHER INFORMATION............................................... 11

Item 1.  Legal Proceedings................................................ 11

Item 2.  Changes in Securities............................................ 11

Item 6.  Exhibits & Reports on Form 8-K................................... 12

SIGNATURES................................................................ 13


<PAGE>

                         PART I - FINANCIAL INFORMATION

Item 1.        Financial Statements

                               4NET SOFTWARE, INC.
                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                                      March 31,      September 30,
                                                                                        2002             2001
                                                                                     (Unaudited)
<S>                                                                                  <C>              <C>
                                              ASSETS

CURRENT ASSETS
     Cash                                                                            $   227,580      $   364,779
     Accounts receivable-trade - net                                                       2,316           17,663
     Other receivables                                                                        --           10,000
                                                                                     -----------      -----------
     Total Current Assets                                                                229,896          392,442

PROPERTY AND EQUIPMENT - net                                                               5,646            6,604
OTHER ASSET                                                                                3,832            3,832
                                                                                     -----------      -----------

                                                                                     $   239,374      $   402,878
                                                                                     ===========      ===========

                                LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
   Accounts payable and accrued expenses                                             $    61,810      $    53,515
   Current maturities of long-term debt                                                       --           85,451
                                                                                     -----------      -----------

   Total Current Liabilities                                                              61,810          138,966
                                                                                     -----------      -----------


STOCKHOLDERS' EQUITY
     Preferred stock, $.01 par value; authorized-5,000,000 shares
          Series A authorized -550,000 shares; issued and outstanding - none                  --               --
     Common stock $.00001 par value; authorized-100,000,000 shares
          Issued and outstanding-8,621,018 shares (September 30, 2001) and
          8,661,018 shares (March 31, 2002)                                                   87               86
     Capital in excess of par value                                                    3,113,262        3,103,262
     Accumulated deficit                                                              (2,935,785)      (2,839,436)
                                                                                     -----------      -----------

                                                                                         177,564          263,912
                                                                                     -----------      -----------

                                                                                     $   239,374      $   402,878
                                                                                     ===========      ===========
</TABLE>

             See accompanying notes to these financial statements.
                                       3
<PAGE>

                               4NET SOFTWARE, INC.
                            STATEMENTS OF OPERATIONS
                    SIX MONTHS ENDED MARCH 31, 2002 AND 2001
                                   (Unaudited)

                                                        2002           2001

REVENUES
     Web hosting, licensing and design services     $    40,680    $   148,138
                                                    -----------    -----------

OPERATING EXPENSES
     Cost of services                                     9,798         10,493
     General and administrative                         127,044        300,085
     Depreciation and amortization                          958         46,965
                                                    -----------    -----------

                                                        137,800        357,543
                                                    -----------    -----------
(LOSS) FROM OPERATIONS                                  (97,120)      (209,405)
                                                    -----------    -----------

OTHER INCOME  (EXPENSES)
     Bad debt recovery                                       --         97,450
     Interest expense                                    (1,378)        (4,256)
     Other income                                         2,149          2,988
                                                    -----------    -----------

                                                            771         96,182
                                                    -----------    -----------

NET (LOSS)                                          $   (96,349)   $  (113,223)
                                                    ===========    ===========

WEIGHTED AVERAGE NUMBER OF SHARES
OUTSTANDING-Basic and diluted                         8,652,574      8,021,320
                                                    ===========    ===========

NET (LOSS) PER COMMON SHARE -
     Basic and diluted                              $      (.01)   $      (.01)
                                                    ===========    ===========


             See accompanying notes to these financial statements.
                                       4
<PAGE>

                               4NET SOFTWARE, INC.
                            STATEMENTS OF OPERATIONS
                   THREE MONTHS ENDED MARCH 31, 2002 AND 2001
                                   (Unaudited)

                                                         2002           2001

REVENUES
     Web hosting, licensing and design services     $    13,164    $    67,574
                                                    -----------    -----------

OPERATING EXPENSES
     Cost of services                                     4,588          4,989
     General and administrative                          61,151        129,710

     Depreciation and amortization                          479         23,241
                                                    -----------    -----------
                                                         66,218        157,940
                                                    -----------    -----------

(LOSS) FROM OPERATIONS                                  (53,054)       (90,366)
                                                    -----------    -----------

OTHER INCOME  (EXPENSES)
     Bad debt recovery                                       --         30,450
     Interest expense                                        --         (2,085)
     Other income                                         1,145          1,286
                                                    -----------    -----------

                                                          1,144         29,651
                                                    -----------    -----------

NET (LOSS)                                          $   (51,909)   $   (60,715)
                                                    ===========    ===========

WEIGHTED AVERAGE NUMBER OF SHARES
OUTSTANDING-Basic and diluted                         8,661,018      8,031,852
                                                    ===========    ===========

NET (LOSS) PER COMMON SHARE -
     Basic and diluted                              $      (.01)   $      (.01)
                                                    ===========    ===========



             See accompanying notes to these financial statements.
                                       5
<PAGE>

                               4NET SOFTWARE, INC.
                            STATEMENTS OF CASH FLOWS
                    SIX MONTHS ENDED MARCH 31, 2002 AND 2001
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                        2002           2001
<S>                                                                                  <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES
    Net (loss)                                                                       $ (96,359)     $(113,223)
    Adjustments to reconcile net (loss) to net cash used in operating activities
       Depreciation and amortization                                                       958         46,965
       Common stock issued for professional services                                    10,000          6,563
    Changes in assets and liabilities:
       Decrease (increase) in accounts receivable                                       15,348        (23,072)

       Increase (decrease) in accounts payable and accrued expenses                      8,305        (74,109)
       Decrease (increase) in other receivables                                         10,000         (5,795)
                                                                                     ---------      ---------

Net cash (used) in operating activities                                                (51,748)      (162,671)
                                                                                     ---------      ---------

CASH FLOWS FROM INVESTING ACTIVITIES

    Cash paid for equipment                                                                 --         (3,300)
                                                                                     ---------      ---------


Net cash (used) in investing activities                                                     --         (3,300)
                                                                                     ---------      ---------

CASH FLOWS FROM FINANCING ACTIVITIES
    Principal payments of long-term debt                                               (85,451)       (11,137)
                                                                                     ---------      ---------

Net cash (used) by financing activities                                                (85,451)       (11,137)
                                                                                     ---------      ---------

NET (DECREASE) IN CASH                                                                (137,199)      (177,108)

CASH - BEGINNING OF PERIOD                                                             364,779        393,906
                                                                                     ---------      ---------

CASH - END OF PERIOD                                                                 $ 227,580      $ 216,798
                                                                                     =========      =========

NON-CASH  - INVESTING AND FINANCING ACTIVITIES
    Cash for services                                                                $  10,000             --
    Cash paid for interest                                                               1,378             --
</TABLE>

             See accompanying notes to these financial statements.
                                       6
<PAGE>

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         The accompanying interim financial statements of 4net Software, Inc.
         (the Company) are unaudited. In the opinion of management, the interim
         data includes all adjustments, consisting only of normal recurring
         adjustments, necessary for a fair presentation of the results for the
         interim period. The results of operations for the six months period
         ended March 31, 2002 are not necessarily indicative of the operating
         results for the entire year.

         We have prepared the financial statements included herein pursuant to
         the rules and regulations of the Securities and Exchange Commission.
         Certain information and footnote disclosure normally included in
         financial statements prepared in accordance with generally accepted
         accounting principles have been condensed or omitted pursuant to such
         rules and regulations. We believe the disclosures made are adequate to
         make the information not misleading and recommend that these condensed
         financial statements be read in conjunction with the financial
         statements and notes included in our Form 10-KSB for the year ended
         September 30, 2001.

         The Company was incorporated under the laws of the State of Delaware in
         1986. In March 2001, 4networld.com, Inc. effectuated an upstream merger
         of its wholly owned subsidiary, 4net Software, Inc. (the Subsidiary)
         into 4networld.com, Inc. and changed the name of the Company to 4net
         Software, Inc. The financial statements as of March 31, 2002 and for
         the period then ended include the combined operations of the Company
         and its previously wholly owned subsidiary.

         The financial statements for the period ended March 31, 2001, include
         the consolidated accounts of 4networld.com, Inc. All significant
         intercompany balances and transactions have been eliminated in
         consolidation.

         USE OF ESTIMATES - The preparation of financial statements in
         conformity with generally accepted accounting principles requires us 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 reported
         amounts of revenues and expenses during the reporting period. Actual
         results could differ from those estimates.

         CASH EQUIVALENTS - For purposes of reporting cash flows, we consider as
         cash equivalents all highly liquid investments with a maturity of three
         months or less at the time of purchase. At March 31, 2002, there were
         no cash equivalents.

         INCOME TAXES - We have adopted the provisions of SFAS No. 109,
         "Accounting for Income Taxes". SFAS 109 requires recognition of
         deferred tax liabilities and assets for the expected future tax
         consequences of events that have been included in the financial
         statements or tax returns. Under this method, deferred tax liabilities
         and assets are determined based on the difference between the financial
         statement and tax basis of assets and liabilities using enacted tax
         rates in effect for the year in which the difference are expected to
         reverse.

         RECLASSIFICATION - Certain amounts for the six and three month periods
         ended March 31, 2001, have been reclassified to conform with the 2002
         presentation.

NOTE 2 - COMMON STOCK

         In November 2001, the Company issued 20,000 shares of its common stock
         to each of two Directors of the Company. The total value of this stock
         is $10,000 based on the trading price of the Company's common stock as
         of the date of issuance.

                                       7
<PAGE>

Item 2. Management's Discussion and Analysis and Plan Of Operations

     The following discussion and analysis provides information which management
of 4net Software, Inc. (the "Company" or "4net Software") believes to be
relevant to an assessment and understanding of the Company's results of
operations and financial condition. This discussion should be read together with
the Company's financial statements and the notes to financial statements, which
are included in this report as well as the Company's Annual Report on Form
10-KSB for the year ended September 30, 2001, which is incorporated herein by
reference.


Background
----------

           The Company was incorporated in 1986 under the name Medtech
Diagnostics, Inc. and ceased all operations in 1991. Between 1991 and March
2000, the Company had no operations, except for necessary administrative
matters, and was not engaged in operating a business. During that period, the
Company utilized its resources to remain in compliance with the periodic
reporting requirements of the federal securities laws while management attempted
to arrange for a merger, acquisition or other transaction by and between the
Company and a viable operating entity.

           In March 2000, the Company adopted a plan of operation to make
acquisitions and strategic investments in companies that had developed unique
niche software and/or Internet related products and services. Shortly thereafter
the Company changed its name to 4networld.com, Inc. The Company's objective was
to acquire software and/or Internet solution companies that enabled businesses
to streamline key business processes and increase operating efficiency.
Following an acquisition the Company planned to develop, manage and operate the
acquired business through, among other things, providing management and
financial support, as well as assisting the acquired businesses in marketing,
sales, and accounting functions.


           On April 28, 2000, the Company acquired all of the issued and
outstanding capital stock of DelOtto Systems, Inc., a Pennsylvania corporation
("DelOtto Systems"). DelOtto Systems was engaged in the business of developing
Web-based software applications focusing on content management and information
exchange and designing business-critical Web sites.


           Following the acquisition of DelOtto Systems, the Company changed the
name of DelOtto Systems to 4net Software, Inc. ("4net Software (PA)") and
operated it as a wholly owned subsidiary. In December 2000, the Company
restructured its wholly owned subsidiary from a Pennsylvania corporation to a
Delaware corporation. In connection with the restructuring of 4net Software
(PA), the Company formed a Delaware corporation named 4net Software, Inc. ("4net
Software (DE)") as a wholly owned subsidiary and merged 4net Software (PA) with
and into 4net Software (DE). Subsequent to the merger, 4net Software (PA) was
dissolved.

           Then on February 20, 2001, the Board of Directors of the Company
authorized and approved the upstream merger of 4net Software (DE), the Company's
wholly owned subsidiary, with and into the Company pursuant to Section 253 of
the General Corporation Law of the State of Delaware (the "Upstream Merger"). In
connection with the Upstream Merger the Company changed its name from
4networld.com, Inc. to 4net Software, Inc. The Upstream Merger and name change
became effective on March 2, 2001. Subsequent to the Upstream Merger, 4net
Software (DE) was dissolved. Accordingly, at this time the Company does not have
any subsidiaries.

                                       8
<PAGE>

           During the fiscal year ended September 30, 2001, 4net Software was
engaged in the business of providing content management and content syndication
software and designing business-critical Web sites (the "Content Management and
Web Site Design Business"). During the fiscal year ended September 30, 2001, the
Company attempted to license its proprietary software, namely 4netManager(TM)
and to provide Web site development services to small and middle sized
companies.

           Due to a decrease in technology spending, competition for Web site
development services and the Company's inability to earn a profit, the Company
decided, during the quarter ended December 31, 2001, to limit its marketing
efforts in connection with the Content Management and Web Site Design Business
and to cease the further development of its proprietary content management
system, 4netManager(TM). The Company has also ceased its efforts to develop an
enterprise version of 4netManager(TM). These determinations will greatly
restrict the Company's ability to compete successfully in the content management
and Web site design industry.

           During the fiscal year ended September 30, 2001, the Company's
Acquisition Strategy consisted of searching for and evaluating acquisition
candidates that have developed proven software or Internet solutions intended to
assist the business community. During the quarter ended December 31, 2001, 4net
Software modified its Acquisition Strategy, such that 4net Software is now
seeking to acquire undervalued businesses in any industry with a history of
operating revenues and net earnings in markets that provide room for growth
and/or expansion. The Company utilizes the following criteria to evaluate
prospective acquisition targets, including whether the business to be acquired
(1) is an established business with viable services or products, (2) has an
experienced management team, (3) has room for growth and/or expansion into other
markets, (4) is accretive to earnings, (5) offers the opportunity to achieve
and/or enhance profitability, and (6) increases shareholder value.


Results Of Operations

        For the six month periods ended March 31, 2002 and 2001, the Company had
revenue of $40,680 and $148,138, respectively. The decrease in revenue for the
three month period ended March 31, 2002 is attributable to the Company's
decision to limit its marketing efforts in connection with the Content
Management and Web Site Design Business, which caused a drop in sales of
software licenses and Web site design services.

        Operating expenses for the three month periods ended March 31, 2002 and
2001 were $66,218 and $157,940, respectively. The decrease in operating expenses
for the three months ended March 31, 2002 was due primarily to a decrease in
general and administrative expenses for the three months ended March 31, 2002 in
the amount of $68,559 as compared to the same period last year. The decrease in
general and administrative expenses was due to the decline in employee wages and
marketing expenses associated with the Content Management and Web Site Design
Business.

         For the three month periods ended March 31, 2002 and 2001, the Company
had operating losses of $53,054 and $90,336, respectively. The losses incurred
by the Company in the three month period ended March 31, 2002 were due primarily
to the Company's inability to generate sufficient revenues from the Content
Management and Web Site Design Business to cover expenses as well as the
Company's efforts to locate suitable merger targets and negotiate acquisitions,
in accordance with the Company's business plan.

                                       9
<PAGE>

Liquidity And Capital Resources

        During the three month period ended March 31, 2002, the Company
satisfied its working capital needs from cash on hand at the beginning of the
period, cash generated from operations and interest income. As of March 31,
2002, the Company had cash on hand in the amount of $227,580. The Company will
need additional funds in order to effectuate its business strategy. There is no
assurance that the Company will be able to obtain such additional funds, when
needed. Even if the Company is able to obtain additional funds there is no
assurance that the Company will be able to effectuate its plan of operations.

Current Operations of 4net Software

        The Company is currently engaged in managing the Content Management and
Web Site Design Business by servicing its existing clients and accepting new
clients only through referrals and other unsolicited contacts. The Company is
not currently engaged in any material marketing or sales efforts for its Content
Management and Web Site Design Business. 4net Software has never profited from
the Content Management and Web Site Design Business and there can be no
assurance that the Company will ever profit from the Content Management and Web
Site Design Business.

        4net Software is currently engaged in identifying, investigating and, if
investigation warrants, acquiring companies that will enhance 4net Software's
revenues and increase shareholder value. 4net Software's Acquisition Strategy is
focused on pursuing a strategy of growth by acquiring undervalued businesses
with a history of operating revenues and net earnings. The Company utilizes
several criteria to evaluate prospective acquisitions including whether the
business to be acquired (1) is an established business with viable services or
products, (2) has an experienced management team, (3) has room for growth and/or
expansion into other markets, (4) is accretive to earnings, (5) offers the
opportunity to achieve and/or enhance profitability, and (6) increases
shareholder value.

        Management believes that the successful implementation of the Company's
Acquisition Strategy will allow 4net Software to increase revenues and earnings
and achieve profitability. However, there can be no assurances that 4net
Software will successfully complete any additional acquisitions or that 4net
Software will achieve profitability.


        Management believes that the future of the Company is dependent upon the
Company completing an acquisition, merger or other business combination between
the Company and a viable operating entity. There can be no assurance that the
Company will be able to compete an acquisition, merger or other business
combination between the Company and a viable operating entity. Additionally,
Management believes that the Company will need to raise additional funds through
equity or debt financing to complete an acquisition, merger or other business
combination between the Company and a viable operating entity. There can be no
assurance that the Company will be able to successfully compete an equity or
debt financing to complete an acquisition, merger or other business combination
between the Company and a viable operating entity.

                                       10
<PAGE>

Forward Looking Statements Disclosure
-------------------------------------

     This report on Form 10-QSB contains, in addition to historical information,
Forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of 1934. You can
identify these forward-looking statements when you see words such as "expect,"
"anticipate," "estimate," "may," "plans," "believe," and other similar
expressions. These statements are not guarantees of future performance and are
subject to certain risks, uncertainties and assumptions that are difficult to
predict. Actual results could differ materially from those projected in the
forward-looking statements. Factors that could cause such a difference include,
but are not limited to, those discussed in the section entitled "Factors
Affecting Operating Results and Market Price of Stock," contained in the
Company's Annual Report on Form 10-KSB for the year ended September 30, 2001.
Readers are cautioned not to place undo reliance on these forward-looking
statements, which speak only as of the date hereof. We undertake no obligation
to update any forward-looking statements.


                           PART II - OTHER INFORMATION

Item 1. Legal Proceedings

     During the quarter ended March 31, 2002, the Company was not a party to any
material legal proceedings.

     However, on November 19, 2001, the Company received a letter from an
attorney on behalf of Gregory Jacobson, a former employee of 4net Software, that
asserted that Mr. Jacobson's employment was wrongfully terminated by the
Company. The letter indicated that Mr. Jacobson may commence a litigation
against the Company for wrongful termination. To date, the Company has not heard
anything further from Mr. Jacobson. Mr. Jacobson was terminated for cause on
October 2, 2001, for among other things, insubordination, failure to perform and
excessive absenteeism. Accordingly, the Company does not believe that Mr.
Jacobson's threatened claim has any merit or that it will have a material effect
on the Company.


Item 2. Changes in Securities

      Pursuant to the Placement Agent Agreement, dated as of July 2, 2001, by
and between the Company and Catalyst Financial LLC., a copy of which was filed
with the Company's Quarterly Report on Form 10-QSB for the quarter ended June
30, 2001, the Company was obligated, to issue warrants to Catalyst Financial
LLC, a registered broker-dealer controlled by Steven N. Bronson, for its
services as placement agent in connection with the Company's private offering of
securities pursuant to the Term Sheet, dated July 2, 2001. On May 17, 2002, the
Company issued a Common Stock Purchase Warrant (the "Warrant") to Catalyst
Financial LLC to purchase 82,000 shares of common stock at an exercise price of
$.50 per share. The Warrant is exercisable through September 30, 2006. A copy of
the Warrant is attached hereto as an Exhibit and is incorporated herein by
reference.



                                       11
<PAGE>

Item 6. Exhibits And Reports On Form 8-K

     a. Exhibits

     The following exhibits are hereby filed as part of this Quarterly Report on
Form 10-QSB or incorporated herein by reference.

Exhibit
Number     Description of Document
-------------------------------------------------------------------------------
2.1#       Stock Purchase Agreement by and between Michael Park, Andrew
           Patros and Robert Park and MedTech Diagnostics, Inc. dated April
           24, 2000. (Incorporated by reference to Exhibit 2.1 to the
           Current Report on Form 8-K filed by the Company on May 3, 2000.)

3.1#       Certificate of Incorporation of the Company. (Incorporated by
           reference to Exhibit 3.1 to the Company's Annual Report on Form
           10-KSB for the fiscal year ended September 30, 1999)

3.2#       By-Laws of the Company. (Incorporated by reference to Exhibit
           3.2 to the Company's Annual Report on Form 10-KSB
           for the fiscal year ended September 30, 1999)

3.3#       Certificate of Amendment to the Certificate of Incorporation of
           the Company. (Incorporated by reference to Exhibit 3.3 to the
           Company's Quarterly Report on Form 10-QSB for the quarter ended June
           30, 2000)

3.4#       Amended and Restated By-Laws of the Company. (Incorporated by
           reference to Exhibit 3.4 to the Company's Quarterly Report on Form
           10-QSB for the quarter ended June 30, 2000)

3.5#       Certificate of Merger between the Company and its wholly owned
           subsidiary 4net Software, Inc. (Incorporated by reference to Exhibit
           3.5 to the Company's Quarterly Report on Form 10-QSB for the quarter
           ended March 31, 2001.)

3.6#       Amended Certificate of Designation of the Series A Convertible
           Preferred Stock of 4net Software, Inc. (Incorporated by reference to
           Exhibit 3.6 to the Company's Quarterly Report on Form 10-QSB for the
           quarter ended March 31, 2001.)

10.3#@     Employment Agreement dated as of August 1, 2000 by and between
           the Company and Steven N. Bronson. (Incorporated by reference to
           Exhibit 10.3 to the Company's Quarterly Report on Form 10-QSB
           for the quarter ended June 30, 2000.)

10.4#@     Employment Agreement dated as of August 1, 2000 by and between the
           Company and Robert Park. (Incorporated by reference to Exhibit 10.4
           to the Company's Quarterly Report on Form 10-QSB for the quarter
           ended June 30, 2000.)

10.5#      Sublease dated as of February 1, 2001 by and between the Company and
           Catalyst Operations, Inc. (Incorporated by reference to Exhibit 10.5
           to the Company's Quarterly Report on Form 10-QSB for the quarter
           ended March 31, 2001)

10.6#      Management Consulting Agreement, dated as of February 1, 2001 by and
           between the Company and Catalyst Financial LLC. (Incorporated by
           reference to Exhibit 10.6 to the Company's Quarterly Report on Form
           10-QSB for the quarter ended March 31, 2001)

10.7#      Mergers and Acquisitions Advisory Agreement, dated as of March 27,
           2001 by and between the Company and Catalyst Financial LLC.
           (Incorporated by reference to Exhibit 10.7 to the Company's Quarterly
           Report on Form 10-QSB for the quarter ended March 31, 2001)

10.8#      Placement Agent Agreement, dated as of April 30, 2001, by and between
           the Company and Catalyst Financial LLC. (Incorporated by reference to
           Exhibit 10.8 to the Company's Quarterly Report on Form 10-QSB for the
           quarter ended March 31, 2001)

10.9#      Placement Agent Agreement, dated as of July 2, 2001, by and between
           the Company and Catalyst Financial LLC. (Incorporated by reference to
           Exhibit 10.8 to the Company's Quarterly Report on Form 10-QSB for the
           quarter ended June 30, 2001)

10.10#@    Employment Agreement, dated as of July 1, 2001 by and between
           the Company and Steven N. Bronson.  (Incorporated by reference
           to Exhibit 10.8  to the Company's Quarterly Report on Form 10-QSB
           for the quarter ended June 30, 2001)

10.11#     Separation Agreement, dated as of September 21, 2001 by and between
           the Company and Michael Park, which is attached hereto as an exhibit
           and is incorporated herein by reference.


10.12*#    Common Stock Purchase Warrant to purchase 82,000 shares of common
           stock at a purchase price of $.50 per share issued to Catalyst
           Financial LLC.
--------------------------------
*    Filed herewith
#    Incorporated herein by reference
@    Represents a management contract

     b. Reports on Form 8-K.

     The Company did not file any current reports on Form 8-K during the quarter
ended March 31, 2002.

                                       12
<PAGE>

                                   SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


May 17, 2002


                                   4net Software, Inc.

                                   By: /s/ Steven N. Bronson
                                       -----------------------------------
                                       Steven N. Bronson, President
                                       Principle Executive Officer
                                       as Registrant's duly authorized officer



                                       13