UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.

                               FORM 10-QSB

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

For the quarterly period ended March 31, 2001

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


                      Commission File No.  000-12139

                      INTELLIQUIS INTERNATIONAL, INC.
           ----------------------------------------------------
          (Exact name of Registrant as specified in its charter)

            NEVADA                                    87-0630562
 ------------------------------                     --------------
(State or other jurisdiction of                      (IRS Employer
incorporation or organization)                     Identification No.)



               352 WEST 12300 SOUTH #300 DRAPER, UTAH 84020
            ---------------------------------------------------
           (Address and zip code of principal executive offices)

Registrant's telephone number, including area code: (801) 990-2600

Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports, and (2) has been subject to
such filing requirements for the past 90 days.
[ X ] YES     [   ] NO

As of March 31, 2001 the number of shares outstanding of the Registrant's
Common Stock was 39,221,475.

Transitional Small Business Disclosure Format - (check one):
  [   ] YES   [ X ] NO


               Intelliquis International Inc. and Subsidiary


                                Form 10QSB

             For the Quarterly Period Ended March 31, 2001


                              FORM 10-QSB

                           TABLE OF CONTENTS


                                                             Page

PART I - FINANCIAL INFORMATION                                  3

     Item 1.  Financial Statements.                             3

          Condensed Consolidated Balance Sheets (Unaudited)     3

          Condensed Consolidated Statements of Operations
           (Unaudited)                                          4

          Condensed Consolidated Statements of Cash Flows
           (Unaudited)                                          5

          Notes to Condensed Consolidated Financial
           Statements (Unaudited)                               6

     Item 2.    Description of Business

PART II - OTHER INFORMATION                                    10

     Item 1.  Legal Proceedings.                               10

     Item 2.  Submission of Matters to a Vote of Securities
              Holders                                          12

     Item 3.  Cautionary Statement for Purposes of the "Safe
              Harbor Provision" of the Private Securities
              Litigation Reform Act of 1995                    12

     Item 4.  Directors and Executive Officers of the
              Registrant                                       13

     Signatures                                                14


						2

PART I - FINANCIAL INFORMATION

ITEM 1.  Financial Statements


                    INTELLIQUIS INTERNATIONAL, INC.
           CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)


                                                  March 31,    December 31,
                                                     2001          2000
                                                 ------------  ------------
                                ASSETS
Current Assets
  Cash                                           $          -  $          -
  Trade accounts receivable                            53,439        21,229
  Notes receivable                                     60,840        60,840
  Inventory                                           127,243       130,287
  Prepaid expenses and deposits                        10,200        10,200
                                                 ------------  ------------
     Total Current Assets                             251,722       222,556
                                                 ------------  ------------
Property and Equipment, Net                           105,146       115,529
                                                 ------------  ------------
Other Assets
  Intangibles, net of $84,866 and $54,632
   accumulated amortization, respectively             164,154       194,389
                                                 ------------  ------------
Total Assets                                     $    521,022  $    532,474
                                                 ============  ============

            LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current Liabilities
  Checks written in excess of cash in bank       $      1,898  $        747
  Accounts payable and accrued liabilities            664,231       689,010
  Payable to related party                            108,600        18,000
  Short-term borrowings                             1,850,057     1,854,406
  Preferred stock dividends payable                   171,618       141,700
                                                 ------------  ------------
     Total Current Liabilities                      2,796,404     2,703,863
                                                 ------------  ------------
Stockholders' Equity (Deficit)
  Preferred stock - $0.001 par value;
    5,000,000 shares  authorized; 1,800
    and 1,800 shares issued and outstanding,
    respectively                                            2             2
  Common stock - $0.001 par value; 50,000,000
    shares authorized; 39,221,475 and 38,221,475
    shares issued and outstanding, respectively        39,221        38,221
  Treasury stock                                          (20)          (70)
  Additional paid-in capital                        8,643,355     8,579,929
  Accumulated deficit                             (10,957,940)  (10,789,471)
                                                 ------------  ------------
       Total Stockholders' Equity (Deficit)        (2,275,382)   (2,171,389)
                                                 ------------  ------------
Total Liabilities and Stockholders' Equity
 (Deficit)                                       $    521,022  $    532,474
                                                 ============  ============

    The accompanying notes are an integral part of these condensed
                  consolidated financial statements.


				         3

                    INTELLIQUIS INTERNATIONAL, INC.
      CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)



                                                 For the Three Months Ended
                                                          March 31,
                                                 --------------------------
                                                    2001           2000
                                                 ------------  ------------
Sales                                            $    109,700  $    404,796

Cost of Sales                                          17,872       138,063
                                                 ------------  ------------
Gross Profit                                           91,828       266,733
                                                 ------------  ------------
Expenses
  Sales and marketing                                       -       240,327
  General and administrative                          180,004       214,916
                                                 ------------  ------------
  Total Expenses                                      180,004       455,243
                                                 ------------  ------------
Operating Income (Loss)                               (88,176)     (188,510)
                                                 ------------  ------------
Other Income (Expense)
  Interest expense                                          -       (44,774)
  Interest income                                           -        15,372
  Bad debt                                                  -          (399)
  Settlement expense                                  (50,375)            -
                                                 ------------  ------------
  Other Expense, Net                                  (50,375)      (29,801)
                                                 ------------  ------------
Net Loss                                             (138,551)     (218,311)

Preferred stock dividends                             (29,918)      (29,918)
                                                 ------------  ------------
Net Loss Attributable to Common Shareholders     $   (168,469) $   (248,229)
                                                 ============  ============
Basic and Diluted Loss Per Common Share          $      (0.00) $      (0.01)
                                                 ============  ============
Weighted Average Number of Common
 Shares Used in Per Share Calculation              38,243,697    33,784,188
                                                 ============  ============

    The accompanying notes are an integral part of these condensed
                  consolidated financial statements.

  					   4


                     INTELLIQUIS INTERNATIONAL, INC.,
        CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)


                                                    For the Three Months
                                                       Ended March 31,
                                                 --------------------------
                                                     2001          2000
                                                 ------------  ------------
Cash Flows From Operating Activities
  Net loss                                       $   (138,551) $   (218,311)
  Adjustments to reconcile net loss to net
   cash used by operating activities:
      Depreciation and amortization                    40,618        12,348
      Stock issued for services performed              13,366             -
      Stock issued in settlement of litigation         46,875             -
      Changes in operating assets and liabilities:
        Accounts receivable                           (32,210)      452,754
        Prepaid expenses and deposits                       -      (342,434)
        Inventory                                       3,044       (81,578)
        Accounts payable and accrued liabilities      (24,779)     (334,029)
                                                 ------------  ------------
      Net Cash Used In Operating Activities           (91,637)     (511,250)
                                                 ------------  ------------
Cash Flows From Investing Activities
    Payments to purchase property and
     equipment and intangible assets                        -       (26,940)
                                                 ------------  ------------
      Net Cash Used In Investing Activities                 -       (26,940)
                                                 ------------  ------------
Cash Flows From Financing Activities
   Checks written in excess of cash in bank             1,151             -
   Proceeds from payable to related party              90,600             -
   proceeds from issuance of stock                      4,235             -
   Deferred offering costs                                  -       (13,762)
   Proceeds from short-term borrowings                      -        26,289
   Principal payments on short-term borrowings         (4,349)            -
   Principal payments on notes receivable                   -       486,759
                                                 ------------  ------------
      Net Cash Provided By Financing Activities        91,637       499,286
                                                 ------------  ------------
Net Increase (Decrease) in Cash                             -       (38,904)

Cash at Beginning of Period                                 -       264,395
                                                 ------------  ------------
Cash at End of Period                            $          -  $    225,491
                                                 ============  ============
Supplemental Cash Flow Information
    Interest paid                                $          -  $     44,574
                                                 ============  ============

    The accompanying notes are an integral part of these condensed
                  consolidated financial statements.

					    5


                 INTELLIQUIS INTERNATIONAL, INC.
  NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


NOTE 1 - ORGANIZATION AND NATURE OF OPERATIONS

Condensed  Financial  Statements   - These  financial  statements  are
condensed  and,  therefore, do not include  all  disclosures  normally
required  by  accounting principles generally accepted in  the  United
States.   These  statements should be read  in  conjunction  with  the
Company's  December  31, 2000 Annual Report on Form  10-KSB.   In  the
opinion   of  management,  all  adjustments  necessary  for   a   fair
presentation   have  been  included  in  the  accompanying   condensed
consolidated financial statements and consist of only normal recurring
adjustments.   The results of operations presented in the accompanying
condensed consolidated financial statements for the three months ended
March 31, 2001 are not necessarily indicative of the results that  may
be expected for the full year ending December 31, 2001.

NOTE 2 - BUSINESS CONDITION

The  accompanying consolidated financial statements have been prepared
assuming  that  the  Company will continue as  a  going  concern.  The
Company  has  suffered a significant loss from operations  during  the
three  months ended March 31, 2001 totaling $138,551. During the three
months  ended  March 31, 2001, the Company had a net loss attributable
to  common shareholders of $168,469. Moreover, during the three months
ended  March 31, 2000 and 2001, the Company's operations used $511,250
and  $91,637  of  cash, respectively. These matters raise  substantial
doubt  about the Company's ability to continue as a going concern.  In
the  future, the Company must obtain additional financing  to  provide
working  capital for operations. Management is attempting  to  develop
and  market  new  products  to finance its operations.  The  financial
statements   do   not  include  any  adjustments   relating   to   the
recoverability  and classification of asset carrying  amounts  or  the
amount and classification of liabilities that might result should  the
Company be unable to continue as a going concern.

NOTE 3 - RELATED PARTY TRANSACTIONS

During  the  quarter ended March 31, 2001, an officer and  shareholder
advanced the Company $90,600. There is no stated interest rate on  the
loan. The loan does not have any formal terms of repayment.

During the quarter ended March 31, 2001, an officer and shareholder of
the Company contributed his personal shares of the Company's stock  to
compensate  employees. The shares were valued at the market  price  on
the  date  of  issuance.  The  total value  of  stock  contributed  to
employees  by the officer was $13,366 for the quarter ended March  31,
2001.  The transaction was accounted for as a capital contribution  by
the officer and shareholder.

NOTE 4 - STOCKHOLDERS' EQUITY

In  March  2001, the Company agreed to pay OTP an additional 1,000,000
shares  of  common  stock due to the decrease  in  the  value  of  the
Company's stock. The value of the shares issued was $46,875.

Treasury Stock - In 1999, the Company paid Direct Media Communications
("DMC")   a   total  of  $590,000  in  consideration  of   a   merger.
Approximately  $500,000 was repaid in 2000. Interest on the  remaining
receivable  balance  accrued at 12%. In September  2000,  the  Company
received  200,000  shares of its own unrestricted  common  stock.  The
stock was valued at $0.20 per share on the date it was received for  a
total of $40,625.

				       6

The  shares  were paid by an officer of the Company  who  is  also  an
original investor in DMC. Settlement of the receivable called for  the
issuance of 400,000 shares of the Company's unrestricted common stock.
The  Company  recognized  bad debt expense  totaling  $18,453  in  the
partial settlement of the receivable.
As  a partial final settlement of the Company's liability to OTP,  the
Company  issued  100,000 of its treasury shares to OTP.  These  shares
were valued at $6,250.

Of  the 200,000 shares of treasury stock received, 180,000 shares  had
been reissued as of March 31, 2001.

NOTE 5 - COMMITMENTS AND CONTINGENCIES

Legal  Contingencies  - The Company has filed an  action  against  the
primary distributor of its products, through which it seeks to recover
an  amount  in  excess of $1,000,000. The claims of the Company  arise
from,  inter alia, the failure of the distributor to properly  account
for  the  Company's  product which were returned  by  retailers,  thus
resulting  in  debits to the Company's account in amounts  which  were
greater than the price at which the Company invoiced products  to  the
distributor.  The distributor has answered the suit, and both  parties
have  entered into binding arbitration. Due to the uncertainty in  the
outcome  of this action, the Company valued against amounts receivable
from  this  distributor during 2000. Any amount  recovered  from  this
action will be recognized in future periods.

A  software  licensor  claims  that the  Company  breached  a  license
agreement which licensed certain software to the Company for inclusion
in its products. The software licensor argues that because the license
agreement  was  breached, the Company's license to make  use  of  that
software was terminated and thus, through continued sales, the Company
infringed on the software licensor's copyright to that software.   The
Company  has filed an answer in which it denies those allegations  and
will file a counterclaim through which it will seek to recover damages
arising  from  certain defects in the software licensed. The  software
licensor  is  seeking to recover damages in an amount between  $50,000
and  $200,000.  The Company has submitted a Notice  of  Claim  to  its
insurer.  The insurer, at this time, has neither admitted  nor  denied
coverage.  Counsel  is not yet able to express an opinion  as  to  the
ultimate resolution of this dispute.

This  same  software licensor also seeks to recover damages  allegedly
arising  from  the  breach  of  the license  agreement,  as  discussed
immediately  above, and, in addition, has asserted claims  purportedly
arising   under  the  California  Business  Practices   Act   for   an
interference   with  prospective  economic  advantage.  The   software
licensor alleges that it is entitled to recover not less than  $45,000
on  its  breach  of contract claim. The Company has  filed  an  answer
denying  the  material allegations of the complaint and  will  file  a
counterclaim  based on the defective software. The  software  licensor
has  not  specified  the  damages which it seeks  to  recover  on  the
remaining claims. Counsel, at this time, cannot express an opinion  as
to the ultimate resolution of this dispute.

One of the Company's distributors has asserted claims based on an open
account  for the shipment of the Company's products through  which  it
seeks to recover $91,004. The Company has filed an answer, denying the
material  allegations of the complaint and has asserted a counterclaim
through  which  it  seeks  to  recover $300,000  as  damages  for  the
negligent   destruction  of  certain  products  by   agents   of   the
distributor.  This  proceeding  remains  in  the  discovery  stage  of
litigation.  At this point it is not possible for counsel to express a
firm opinion as to the ultimate resolution of this dispute.

  					 7

Another  distributor  seeks to recover the sum of  $44,943,  allegedly
owed for the packaging, shipping and distribution of software products
produced  by  the  Company.  The  Company  has  filed  an  answer  and
counterclaim   through  which  it  seeks  to  recover   the   sum   of
approximately  $50,000.  The  claim of the  Company  arises  from  the
shipment  of  packaged product by Onesource in an amount substantially
in  excess  of  the amount ordered by distributors and the  consequent
return of those products resulting in a cash reimbursement paid by the
distributor  and debited to the Company.  Discovery is  proceeding  in
this matter. Due to the uncertainty involved in the claim, counsel can
offer no opinion as to the ultimate outcome.

A  separate  distributor seeks to recover $16,350 allegedly  owed  for
printing  services provided to the Company. The Company has  filed  an
answer  through  which  it  denies  that  any  amounts  are  owing  to
plaintiff.  Discovery is now under way in this matter. Counsel is  not
able to express an opinion as to the ultimate outcome of this dispute.

A  third  party has filed a complaint seeking the recovery of  $12,677
allegedly owed for telecommunication services. The Company has  agreed
to make monthly payment of $1,000 until the obligation is satisfied.

The  Company  is also the subject of certain legal matters,  which  it
considers incidental to its business activities. It is the opinion  of
management,  after  discussion with legal counsel, that  the  ultimate
disposition of these legal matters will not have a material impact  on
the  consolidated financial condition or results of operations of  the
Company.

					        8

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

      Intelliquis International, Inc. ("the Company" or "Intelliquis") has
  become a republisher, marketer and supporter of Internet utility,
  reference and communication software products for the computer software
  retail market.  The Company was incorporated as Leesburg Land and Mining
  Inc., June 21, 1983 in Colorado for the purpose of seeking out and
  developing a business opportunity.  Effective December 31, 1998, the
  Company acquired all of the equity of Intelliquis LLC, a Utah Limited
  Liability Company, which then became a wholly owned subsidiary ("the
  Subsidiary") of the Company.  During this same period the Company
  changed its corporate domicile to Nevada and changed its name to
  Intelliquis International, Inc.  The Subsidiary was founded in August
  1997 and organized in Utah in December 1997, as a Limited Liability
  Company.  As a result of the acquisition of the Subsidiary, the
  controlling shareholders of the Subsidiary became controlling
  shareholders of the Company.

      The Company built a position in the software market by first
  licensing fully tested software applications from independent software
  developers and then developing or acquiring a family of software
  applications.  During the year 2000 The Company's changed its emphasis
  to Internet Utilities titles, but will offer software titles in
  reference, and communication programs both in the North American and
  International market.  The software products are being marketed through
  traditional software distribution channels to retail outlets and the
  Internet. Since the release of the Company's first software title in
  November 1997, the Company has grossed approximately $11 million in
  sales to date.

    The Company has licensed and as current products, a total of seven
  software titles through the end of 2000 namely: Web Site Medic,
  TotalFax, Web Site Traffic Builder, Traffic Analyzer, Credit Builder,
  Mass-E-Mailer, and Cyber Surveillance. In the last quarter of 1997, the
  Company republished and released its first three titles (NetFax, Speed98
  and Credit Builder). During 1998, Intelliquis released another three
  titles (TotalFax, Fix2000, and Web Site Traffic Builder).

    In 1999, the Company purchased and redesigned Credit Builder and
  launched it as Credit Builder Deluxe. Intelliquis also released Cyber
  Surveillance during fourth quarter 1999.

      Intelliquis announced the launch of two new titles at the beginning
  of 2000, Mass-E- Mailer and Web Site Traffic Analyzer (Traffic Meter).
  Mass-E-Mailer is a bulk e-mail message program that allows users to
  broadcast e-mails to multiple contact lists. Web Site Traffic Analyzer
  allows Webmasters and web site owners to track and monitor traffic
  patterns to and within their Internet sites. The Company offers Web Site
  Traffic Analyzer as a stand-alone product and has included the product
  with Web Site Traffic Builder in a suite of Internet products.

      The Company developed and released it's own version of Web Site
  Traffic Builder in July of 2000.  Traffic Builder is a program that
  submits web site information to the major search engines.  With the
  availability of new and quality titles to license, the Company intends
  to release new titles on a regular basis in 2001 and beyond.

      The Company has developed websites for each of its core products.
  They are:  www.websitetrafficbuilder.com, www.trafficanalyzer.net,
  www.mass-emailer.com and www.totalfax.net.


						  9


                                  PART II
                             OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

1.   Doren Rosenthal v. Intelliquis International, Inc., Superior Court,
County of San Luis Obispo, State of California,Civil No. CV 991-124, Doren
Rosenthal, a software programmer, has asserted claims against the Company
alleging the breach of a licensing agreement, breach of contract,
misappropriation of trade secrets and others.  In response the Company
filed a Demurrer, which was granted, in part.  The Company not only has
denied the claims asserted by Rosenthal but, based on its review of sale
records, maintains that actual damages, if any, are in a nominal amount.
This matter is still in the discovery stage.   Because Rosenthal has
requested damages in an unspecified amount, it is not possible to predict
the amounts which might be awarded to him should he prevail on the asserted
claims.

2.   United Television, Inc. dba KTVX 4 Utah vs. Intelliquis, LLC,Third
District Court, Salt Lake County, State of Utah Civil No. 000909917 In its
Complaint, United Television, Inc. asserts a claim for payment in the
amount of $5,848.67 purportedly owed for the broadcasting of advertising
for Intelliquis International, Inc. (the "Company").  On February 7, 2001,
United Television and the Company entered into a Stipulation through which
the Company agreed to pay to United Television, Inc. the sum of $2,000.00
payable in two installments.  Upon payment in full, this matter will be
dismissed, with prejudice.

3.   Onesource.com, Inc. vs. Intelliquis, LLC, Third District Court, Salt
Lake County, State of Utah, Civil No. 000411165.  Onesource.com seeks to
recover the sum of $44,943.11, allegedly owed for the packaging, shipping
and distribution of software products produced by the Company.  The Company
has filed an Answer and Counterclaim through which it seeks to recover the
sum of approximately $50,000.00.  The claim of the Company arises from the
shipment of packaged product by Onesource in an amount substantially in
excess of the amount ordered by distributors and the consequent return of
those products resulting in a cash reimbursement paid by Onesource and
debited to the Company.  Discovery is proceeding in this matter.  Counsel
cannot now offer an opinion as to the ultimate outcome.

4.   Elite Marketing, LC vs. Intelliquis, LLC, Fourth District Court, Utah
County, State of Utah, Civil No. 000403243.       Elite Marketing has
asserted claims against the Company through which it seeks to recover
$19,180.32, allegedly due as payment for the production of compact discs.
Elite Marketing and the Company entered into a Stipulation and Settlement
Agreement on March 14, 2001.  That Agreement requires that the Company make
two payments of $2000.00 to Elite Marketing for a total amount of
$4,000.00.  Upon receipt of payment in full by Elite Marketing, the
Complaint in this matter will dismissed, with prejudice.

					  10

5.   All West Communications vs. Intelliquis, LLC, Third District Court,
Salt Lake County, State of Utah, Civil No. 000410898.  All West
Communications has filed a Complaint seeking the recovery of $12,677.21
allegedly owed for telecommunication services.  The Company has filed an
Answer denying the material allegations of the Complaint.  Discovery has
now commenced.  Counsel cannot express an opinion as to the ultimate
outcome of this dispute.

6.   MCB Printing, Inc. dba Excell Graphics, Inc. vs. Intelliquis, et al.,
Fourth District Court, Utah County, State of Utah, Civil No. 000403250.  In
its Complaint, MCB Printing, Inc. seeks to recover $16,350.50 allegedly
owed for printing services provided to the Company.  The Company has filed
an Answer through which it denies that any amounts are owing to plaintiff.
Discovery is now under way in this matter.  Counsel is not able to express
an opinion as to the ultimate outcome of this dispute.

7.   Cyberspace Headquarters, LLC vs. Intelliquis International, Inc.,
United States District Court, Central District of California, State of
California Civil No.  00-12834 AHM.  In this action Cyberspace Headquarters
claims that the Company breached a License Agreement which licensed certain
software to the Company for inclusion in its products.  Cyberspace
Headquarters argues that because the License Agreement was breached, the
Company's license to make use of that software was terminated and thus,
through continued sales, the Company infringed on the Cyberspace
Headquarters copyright to that software.  The Company has filed an Answer
in which it denies those allegations and will file a Counterclaim through
which it will seek to recover damages arising from certain defects in the
software licensed from Cyberspace Headquarters.  In a Rule 26(f) Report,
Cyberspace Headquarters states that it will seek to recover damages in an
amount between $50,000.00 and $200,000.00.  The Company has submitted a
Notice of Claim to its insurer, Evanston Insurance Company.   Counsel is
not yet able to express an opinion as to the ultimate resolution of this
dispute.

8.   Cyberspace Headquarters, LLC vs. Intelliquis International, Inc.,
Superior Court, State of California, County of Los Angeles, Civil No.
BC241520.  In this state court companion case, Cyberspace Headquarters
seeks to recover damages allegedly arising from the breach of the License
Agreement, as discussed immediately above, and, in addition, has asserted
claims purportedly arising under the California Business Practices Act for
an interference with prospective economic advantage.  Cyberspace
Headquarters alleges that it is entitled to recover "not less than
$45,000.00" on its breach of contract claim.  The Company has filed an
Answer denying the material allegations of the Complaint and will file a
Counterclaim based on the defective software.  Cyberspace Headquarters has
not specified the damages which it seeks to recover on the remaining
claims.  Counsel, at this time, cannot express an opinion as to the
ultimate resolution of this dispute.

9.   MSAS Global Logistics, Inc. vs. Intelliquis, LLC dba Intelliquis
International, Inc., Third District Court, Salt Lake County, State of Utah,
Civil No. 00411518.  In its Complaint, MSAS Global Logistics asserts claims
based on an open account for the shipment of the Company's products through
which it seeks to recover $91,004.21.  The Company has filed an Answer,
denying the material allegations of the Complaint and has asserted a
Counterclaim through which it seeks to recover $300,000.00 as damages for
the negligent destruction of certain products by agents of MSAS Global
Logistics.  This proceeding remains in the discovery stage of litigation.
At this point it is not possible for counsel to express a firm opinion as
to the ultimate resolution of this dispute.

10.  Robi Investors, LLC vs. Intelliquis International, Inc., United Stated
District Court, Southern District of New York, Case no. 00 CIV
9562(NRB)/Third District Court, Salt Lake County, State of Utah, Civil no.
016905005.  Robi Investors, LLC, filed suit in the United States District
Court for the Southern District of New York, seeking to recover damages in
the amount of $2,876,472.00.  Although the Company timely provided copies
of the Summons and Complaint, along with payment of a retainer, to its
prior counsel, an Answer or other response to the Complaint was not
submitted. The Company is presently engaged in negotiations with principals
of Robi Investors for the purpose of resolving the case.

11.  Intelliquis International, Inc. vs. Ingram Micro, Third District
Court, Salt Lake County, State of Utah, Civil no. 010902359.  The Company
has asserted claims against Ingram Micro, a distributor of the Company's
products, through which it seeks an accounting of Ingram's financial
records, specifically of amounts debited and credited to the Company's
accounts.  The Company claims that through accounting errors, Ingram Micro
has failed to pay an amount in excess of One Million Dollars
($1,000,000.00) to the Company.  The Company has also asserted claims for
breach of the implied covenant of good faith and fair dealing, implied in
the Distribution Agreement which it had with Ingram Micro.  The Company
seeks to recover actual damages in excess of One Million Dollars, plus
punitive damages, plus all attorneys' fees and costs of court.  Ingram
Micro has filed an Answer and Counterclaim through it denies the material
allegations of the Company's Complaint.  Through its Counterclaim, Ingram
Micro asserts claims for breach of contract and an accounting.  Ingram
Micro claims that its records indicate that it is owed the sum of
$672,600.00 by the Company.  The Company has submitted a Reply to
Counterclaim through which it denies the material allegations of the
Counterclaim and seeks an award of its attorney's fees incurred in the
defense of that Counterclaim. Discovery has not yet commenced in this
matter.  However, the parties have agreed to an accelerated discovery and
litigation schedule.  It is anticipated that this matter will be settled
following the preparation of reports by independent forensic accountants.
Because this matter is in its early stages, the outcome is uncertain.
There can be no assurance that the Company will be successful in the
assertion of its claims or in the defense of the Counterclaim.  In the
event that Intelliquis is unsuccessful, the amount of potential damages
which may be awarded is also uncertain.


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ITEM 2.  SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS

     None


ITEM 3. CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR PROVISION" OF
        THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

     When used in this report, the words "believe," "plan,"
"anticipates,","expects" and similar expressions are intended to identify
forward looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended and Section 21E of the Securities
Exchange Act of 1934, as amended.
Such statements are subject to certain risks and uncertainties, including
those discussed below, that could cause actual results to differ materially
from those stated.  All of these forward-looking statements are based on
estimates and assumptions made by management of the Company, which although
believed to be reasonable, are inherently uncertain and difficult to
predict.

     There can be no assurance that the benefits or results anticipated in
these forward-looking statements will be achieved.  The following important
factors, among others, could cause the Company's to no experience the
results contemplated in this report, or otherwise cause the Company's
results of operations to be adversely affected in the future: (i) the
Company's reliance on the sale of few products; (ii) the Company's
dependence on the ability of its distribution channels to market the
Company's products; (iii) the Company's dependence on one major distributor
for retail sales; (iv) the Company's reliance on its Y2K software for a
majority of revenues; (v) the uncertainty of the potential impact of the
Year 2000 on computer systems; (vi) continued or increased competitive
pressures from existing competitors and new entrants; (vii) unanticipated
costs related to the Company's growth and operating strategies; (viii) loss
of key members of management; (ix) deterioration of general economic
conditions; (x) loss of customers or customer acceptance of Company products;
(xi) unanticipated problems or "bugs" in the Company's software products;
and (xii) the outcome of any litigation the Company may be involved in.
Stockholders, potential investors and other readers are urged to consider
these factors carefully in evaluating the forward-looking statements and are
cautioned not to place undo reliance on such forward-looking statements.
Many such factors are beyond the control of the Company.

     The forward-looking statements made herein are only made as of the
date of the Form 10-QSB and the Company undertakes no obligation to
publicly update such forward-looking statements to reflect subsequent
events or circumstances.


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ITEM 4.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

     The  following information is furnished with respect to the  Company's
  Board   of  Directors  and  executive  officers.   There  are  no  family
  relationship  between  or  among  any  of  the  Company's  directors   or
  executive officers.

Directors and Executive Officers

     The Company's management team consists of experienced professionals in
  the   area  of  software  licensing,  marketing,  sales,  operation   and
  financial  strategies.  The Company presently has  a  total  of  fourteen
  full-time  and part-time contract workers as needs arise.   In  addition,
  there   are  contractual  relationships  with  third  party  distribution
  companies  and  Asian  and  European  partners  to  assist  in   software
  distribution  and marketing.  Messrs. Bernard Yaw, Mark Tippets  and  Say
  Thean  Lim  are the majority shareholders of the Company at this  moment.
  Other directors will be added in the future.


      The  Board of Directors and executive officers of the Company  as  of
date of this report are as follows:

       Name                Age    (2000) Position with the Company
     -------------         ---    --------------------------------
     Bernard Yaw           40      Director
     Mark Tippets          48      Director, President and CEO
     Say Thean Lim         39      Director, Director of Business Development


       Following is a discussion of the business background of each
  director, President and executive officer.   Mark Tippets is currently
  the only full-time officer of the Company.  Other directors shall devote
  only such time as may be necessary to the Company's business and
  affairs.

     Bernard  Yaw, was appointed to be Director, President and CEO  of  the
  Company  since  the  acquisition of Intelliquis LLC  ("the  Subsidiary").
  Mr.  Yaw  served  as  Manager of the Subsidiary since  its  inception  in
  December  1997.  He joined the Subsidiary as Vice President of  Strategic
  Business  in  May  1998 in charge of International,  Internet  sales  and
  Investment.   In  February  2001  Mr. Yaw submitted  his  resignation  as
  President  and  CEO of the Company.  My Yaw has agreed  to  remain  as  a
  member of the Board of Directors until such time as a replacement can  be
  found.   Prior  to joining the Company, Mr. Yaw served as  President  and
  Director  of  IN2  Technologies,  Inc.,  a  developer  of  Internet  Form
  Publishing  software.   Mr. Yaw also served as President  of  Handwriting
  Imaging  Systems  Corp.;  a  company  and  developer  of  a  hand   print
  recognition and document imaging software.  In 1987, Mr. Yaw founded  the
  Goleta  branch  of  Teltron  Computer  Systems,  an  early  importer  and
  manufacturer  of  IBM  PC  compatible computers  and  system  integrators
  located  in  the bi-county area of Santa Barbara and Ventura, California.
  Mr. Yaw graduated from Oral Roberts University in Tulsa, Oklahoma with  a
  Bachelor of Science degree in Computer Science in 1985.

     Mark  Tippets,  was  appointed  as  Director  and  Vice  President  of
  Marketing  and Sales of the Company since the acquisition of  Intelliquis
  LLC.    He  has  served  as  Vice-President  of  Marketing  and  Business
  Development of the Subsidiary, since its inception in December 1997.   In
  February  of 2001 Mr. Tippets has assumed the role of President  and  CEO
  until  such  time  as  a new President and CEO can be  found.   Prior  to
  joining  the  Company, Mr. Tippets has been associated with the  computer
  industry  for seven years.  Starting with Gazelle Systems as  a  customer
  service  representative, Mark worked his way into dealer sales.  After  a
  year,  Mark was promoted to a managerial position with the company's  OEM
  and  Government  Sales.  During his final year at Gazelle  in  1993,  Mr.
  Tippets'  work  accounted for half of the Company's sales.   Mr.  Tippets
  then  started  a company called Channel Marketing in late 1993.   Channel
  Marketing  is a marketer and distributor representative firm representing
  many  computer  hardware  and  software  companies.   Channel's  list  of
  clients includes AIWA America and CyberMedia, just to name a few.

     Say Thean Lim, was appointed as member of the Board of Directors since
  its  acquisition of the Subsidiary. Mr. Lim, through his holding  company
  Statmart  USA, was the initial start-up investor of the Subsidiary  since
  its  inception.   He joined the Subsidiary as a Manager in  August  1998.
  Mr.  Lim has been an entrepreneur and business consultant since 1996 with
  strategic  investments  in technology based companies  in  semiconductor,
  precision  machining,  multimedia and software  development,  e-commerce,
  industrial  and  virtual training industries in Malaysia and  the  United
  States  of  America.  Some of the Malaysian companies are in the  process
  of  obtaining listings on the Kuala Lumpur Stock Exchange (KLSE) and  the
  Malaysian   Exchange  of  Securities  Dealing  and  Automated   Quotation
  (MESDAQ).  One of the multimedia development companies is in the  process
  of  securing a Multimedia Super Corridor (MSC) status in Malaysia.   From
  1984-1991,  Mr.  Lim  worked  in various capacities  at  a  semiconductor
  manufacturing  plant in Penang, Malaysia.  He started  as  an  Industrial
  Engineer  and was eventually promoted to Operations Manager.  From  1992-
  1995,  he  was  the CEO of Unico Technology Sdn. Bhd., a PC manufacturing
  and  exporting company with approximately 1,500 employees and  an  annual
  turnover  of  RM  500  million.  Mr. Lim received a Bachelor  of  Applied
  Science in Computers, Industrial and Electrical Engineering degree and  a
  Bachelor  of  Engineering  in  Industrial  Engineering  degree  from  the
  Technical University, Nova Scotia, Canada in 1984.


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                                SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) 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.

Intelliquis International, Inc.

By:  /s/ Mark Tippets
-------------------------------
     Mark Tippets



Dated:    June 15, 2001

Pursuant  to the requirements of the Securities Exchange Act of 1934,  this
report  has  been signed below by the following persons of  behalf  of  the
Registrant and in the capacities and on the dates indicated.

  SIGNATURE                TITLE                     DATE


/s/ Mark Tippets         President & CEO         June 14, 2001



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