EXHIBIT 99.1



                   SAFE HARBOR FOR FORWARD LOOKING STATEMENTS

               PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 -
                   SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS

     The Private Securities Litigation Reform Act of 1995 provides a safe harbor
for  forward  looking  statements  made by public  companies.  This safe  harbor
protects  a  company  from   securities   law  liability  in   connection   with
forward-looking  statements if the company complies with the requirements of the
safe harbor. As a public company,  Infowave  Software,  Inc. has relied and will
continue to rely on the  protection  of the safe harbor in  connection  with its
written and oral forward-looking statements.

     When evaluating Infowave Software, Inc.'s business, you should consider:

     |_|  all of the information in this quarterly report on Form 10-Q;

     |_|  the risk factors described in the Company's Annual report for the year
          ended  December  31,  1999  filed  with the  Securities  and  Exchange
          Commission; and

     |_|  the risk factors described below.


                                  RISK FACTORS

In addition to the other  information  contained in this report,  readers should
carefully  consider the following risk factors which may have a material adverse
effect on the Company's business, financial condition or results of operation.

HISTORY OF LOSSES
The Company is not  currently  profitable  and incurred  losses from  continuing
operations  (which  excludes the Imaging  Division) of $15,615,186  for the nine
months ended September 30, 2001,  $16,255,917 and $3,773,523 for the years ended
December  31, 2000 and 1999,  respectively.  The Company  expects to continue to
incur  losses in the future.  The Company  anticipates  that its  expenses  will
increase  substantially  as the Company  continues  to increase its research and
development,  sales and marketing and general and administrative  expenses.  The
Company cannot predict if it will ever achieve profitability and, if it does, it
may not be able to sustain or increase profitability.

WIRELESS INDUSTRY GROWTH
There can be no assurance that the market for the Company's existing or proposed
wireless  software products will grow, that firms within the industry will adopt
the  Company's  software  products  for  integration  with their  wireless  data
communications   solutions,   or  that  the  Company  will  be   successful   in
independently  establishing  product markets for its wireless software products.
If the various markets in which the Company's  software products compete fail to
grow,  or grow more  slowly than the Company  currently  anticipates,  or if the
Company were unable to establish product markets for its new software  products,
the Company's  business,  results of operation and financial  condition would be
materially adversely affected.

RELIANCE ON NEW TECHNOLOGIES
The wireless data  communications  market is  characterized  by rapidly changing
technology  and  evolving  industry  standards.  Therefore,  it is  difficult to
predict  the  rate at which  the  market  for the  Company's  wireless  software
products will grow, if at all. If the market fails to grow, or grows more slowly
than anticipated, the Company will be materially adversely affected. Even if the
market does grow,  there can be no assurance  that the  Company's  products will
achieve commercial success.  The Company may find itself competing in the market
for  wireless   mobile   computing   software   against  other   companies  with
significantly greater financial, marketing and other resources. Such competitors
may be able to institute  and sustain price wars, or imitate the features of the
Company's wireless mobile computing software,  reducing prices and the Company's
revenues and share of the market.



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In addition, the Company's competitors may develop alternative technologies that
gain broader  market  acceptance  than the Company's  software  solutions.  As a
result,  the life cycle of the  Company's  software  solutions  is  difficult to
estimate.  The  Company  may need to develop  and  introduce  new  products  and
enhancements  to its  existing  solutions  on a timely  basis to keep  pace with
technological  developments,  evolving  industry  standards,  changing  customer
requirements and competitive technologies that may render its solution obsolete.
These  research  and  development  efforts  may  require  the  Company to expend
significant  capital  and  other  resources.  In  addition,  as a result  of the
complexities  inherent  in  the  Company's  solutions,   major  enhancements  or
improvements  will require long development and testing periods.  If the Company
fails to develop  products and services in a timely  fashion,  or if it does not
enhance its products to meet  evolving  customer  needs and industry  standards,
including  security  technology,  it may not  remain  competitive  or  sell  its
solutions.

PRODUCT IMPROVEMENTS
The Company will be at risk if it is unable to  continually  upgrade and improve
its  software  products,  or to develop  new  software  products.  The  software
industry is characterized by a constant flow of new or improved products,  which
quickly render existing software products  obsolete.  The Company's  competitors
may develop technically  superior and comparably priced or lower priced software
that would have a material adverse effect on the Company.

ADDITIONAL FINANCING
The Company may not have sufficient  capital to fund its  operations.  While the
Company was signed an Agency  Agreement  with a U.S.  and a Canadian  investment
dealer for a private placement offering of between $5,000,000 and $15,000,000 of
special warrants.  If the private  placement is not completed,  the Company will
have  sufficient  cash and short-term  investments  to fund its operations  only
through 2001. In  particular,  additional  financing may be required in the near
term to develop and market the  Company's  wireless  mobile  computing  software
products and services.  No assurance can be given that any additional  financing
required will be available,  or that  additional  financing will be available on
terms that may be advantageous to existing shareholders. Such financings, to the
extent they are available may result in substantial dilution to shareholders. To
the extent such  financing is not  available,  the Company may not be able to or
may be  delayed  in  being  able to  commercialize  its  software  products  and
services.

RELIANCE ON MICROSOFT
Some  of  the  Company's  wireless  software  products   wirelessly  enable  the
functionality  of Microsoft  Exchange.  The Company is aware that  Microsoft has
developed its own wireless functionality for Microsoft Exchange that will likely
compete with software products of the Company.

RELIANCE ON COMPAQ
The Company has a worldwide  reseller  agreement with Compaq  Computer Corp. and
it's  software  is sold as a  stand-alone  product  as well as is  bundled  with
Compaq's Proliant Servers,  and iPAQnet Mobile Intranet and iPAQnet Mobile Email
Pocket PC bundles. There is no assurance that this relationship will continue or
result in meaningful revenue for the Company.

MANAGEMENT OF GROWTH
The Company has been expanding,  and intends to continue to expand.  This growth
has placed, and any further growth is likely to continue to place, a significant
strain on the Company's resources. The Company's ability to achieve and maintain
profitability,  if  at  all,  will  depend  on  its  ability  to  manage  growth
effectively,  to implement and expand  operational and customer support systems,
and to hire  additional  personnel.  The  Company  may not be able to augment or
improve  existing  systems and controls or implement new systems and controls to
respond to any future growth. In addition, future growth may result in increased
responsibilities  for  management  personnel,  which may limit their  ability to
effectively manage the Company's business.



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RELIANCE ON KEY PERSONNEL AND CONSULTANTS
The  Company  is  currently  dependent  upon  its  senior  management,  board of
directors and consultants, the loss of any of which may significantly affect the
performance  of the  Company  and  its  ability  to  carry  out  the  successful
development and commercialization of its software products and services. Failure
to retain  management,  directors  and  consultants  or to  attract  and  retain
additional  key employees with  necessary  skills could have a material  adverse
impact upon the  Company's  growth and  profitability.  The Company is expecting
significant  growth in  employees  as a result of the  commercialization  of its
products.  This  growth  will  place  substantial  demands on the  Company.  The
Company's   ability  to  assimilate  new  personnel  will  be  critical  to  its
performance.  The  Company  will be  required  to  recruit  additional  software
development  personnel,  expand its sales  force,  expand its  customer  support
functions  and  train,  motivate  and  manage  its  employees.  Competition  for
qualified  software  development  personnel is intense and expected to increase.
There can be no assurance that the Company will be able to recruit the personnel
required to execute its programs or to manage these changes successfully.

RELIANCE ON KEY THIRD-PARTY RELATIONSHIPS
The Company relies on key third-party relationships, including its relationships
with resellers and OEMs, for marketing and sales of its software products. These
third parties are not within the control of the Company, may not be obligated to
purchase  software  products  from the Company and may also  represent  and sell
competing software products. The loss of any of these third-party relationships,
the failure of such parties to perform under  agreements with the Company or the
inability  of the Company to attract and retain new  resellers  or OEMs with the
technical,  industry and application  experience required to market and sell the
Company's software products successfully could have a material adverse effect on
the Company.

COMPETITION
Certain of the  Company's  competitors  have  substantially  greater  financial,
technical and marketing resources than the Company. In addition,  the market for
wireless mobile computing  software  products  continues to develop,  additional
competitors  with  substantially  greater  financial,  technical  and  marketing
resources than the Company may enter the market and  competition  may intensify.
Current or future competitors may develop software products that are superior to
the Company's software products or achieve greater market acceptance.

PRODUCT DEFECTS
Software  products  as  complex  as those  offered by the  Company  may  contain
undetected  errors or  defects  when first  introduced  or as new  versions  are
released.  There can be no assurance that, despite testing by the Company and by
current  and  potential  customers,  errors  will not be  found in new  software
products after commencement of commercial shipments resulting in product recalls
and market rejection of the Company's  software products and resulting in damage
to the  Company's  reputation,  as well as lost  revenue,  diverted  development
resources and increased support costs.

INTELLECTUAL PROPERTY PROTECTION
The Company  considers its software  products and  trademarks to be of value and
important to its business.  The Company relies principally upon a combination of
copyright,  trademark and trade secret laws, non-disclosure agreements and other
contractual provisions to establish and maintain its rights. The Company has one
patent  application  pending.  Despite  the  Company's  efforts to  protect  its
proprietary rights,  unauthorized  parties may attempt to copy or obtain and use
information  that the Company regards as proprietary.  There can be no assurance
that the steps taken by the Company to protect its proprietary  information will
prevent  misappropriation of such information.  The cost of litigation necessary
to enforce the Company's  proprietary rights may be prohibitive.  Such steps may
not preclude  competitors  from  developing  confusingly  similar brand names or
promotional  materials or developing  software  products and services similar to
those of the Company.

Although  the  Company  believes  that  it  has  the  right  to  use  all of the
intellectual property  incorporated in its software products,  third parties may
claim that the Company's  software  products violate their  proprietary  rights,
including  copyrights  and patents.  If any such claims are made and found to be
valid,  the  Company  may have to  reengineer  its  software  products or obtain
licenses  from third  parties to continue  offering its software  products.  Any
efforts to  reengineer  its  software  products  or obtain  licenses  from third
parties may not be  successful  and could  substantially  increase the Company's
costs and have a material  adverse effect on the business,  financial  condition
and results of operations of the Company.



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FOREIGN EXCHANGE RATE EXPOSURE
The  majority of the  Company's  revenue is  denominated  in U.S.  dollars  (the
currency  in  which  the  Company's  financial   statements  are  presented)  or
currencies other than Canadian dollars (the functional  currency of the Company)
and in the future may be denominated  in currencies  other than Canadian or U.S.
dollars. The Company does not engage in currency hedging activities to limit the
risks of exchange rate fluctuations.  As a result, changes in the relative value
of the U.S.  dollar to the Canadian  dollar and other  foreign  currencies  will
affect  the  Company's  revenues  and  operating  margins.  The impact of future
exchange rate  fluctuations  between the U.S.  dollar and the Canadian dollar or
other foreign  currencies on revenues and operating margins cannot be accurately
predicted and could have a material adverse effect on the Company.

ENFORCEMENT OF CIVIL LIABILITIES
The Company is a corporation  incorporated  under the laws of British  Columbia,
Canada.  Certain of the directors and the  Company's  professional  advisors are
residents of Canada or otherwise reside outside of the U.S. All or a substantial
portion of the assets of such persons are or may be located  outside of the U.S.
It may be difficult to effect  service of process  within the United States upon
the Company or upon such directors or professional advisors or to realize in the
U.S.  upon  judgments  of U.S.  courts  predicated  upon civil  liability of the
Company or such persons under U.S. federal securities laws. The Company has been
advised  that there is doubt as to whether  Canadian  courts  would (i)  enforce
judgments  of U.S.  courts  obtained  against the Company or such  directors  or
professional advisors predicated solely upon the civil liabilities provisions of
U.S.  federal  securities  laws, or (ii) impose  liabilities in original actions
against the  Company or such  directors  and  professional  advisors  predicated
solely upon such U.S. laws.  However,  a judgment against the Company predicated
solely upon civil  liabilities  provisions of such U.S. federal  securities laws
may be  enforceable  in  Canada if the U.S.  court in which  such  judgment  was
obtained has a basis for jurisdiction in that matter that would be recognized by
a Canadian court.

POTENTIAL FLUCTUATIONS IN QUARTERLY FINANCIAL RESULTS
The  Company's  financial  results vary from quarter to quarter based on factors
such as the timing of significant orders and contract completions and the timing
of new product  introductions.  Any  significant  fluctuation  in revenue  could
materially adversely affect the Company.

POSSIBLE MARKET VOLATILITY
The market price for the Common Shares may be subject to significant volatility.
Quarterly operating results of the Company or of other companies involved in the
wireless industry specifically or technology  industries  generally,  changes in
general conditions in the North American economy, the financial markets in North
America,  failure  to meet  the  projections  of  securities  analysts  or other
developments  affecting  the Company or its  competitors  could cause the market
price of the Common Shares to fluctuate  substantially.  In addition,  in recent
years the stock market has  experienced  extreme price and volume  fluctuations.
This volatility has had a significant  effect on the market prices of securities
of many companies for reasons unrelated to their operating performance.





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