UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D. C. 20549


                                   FORM 10-QSB

(Mark One)
[X]      QUARTERLY  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE
         ACT OF 1934

                       For the Quarter Ended June 30, 2001

[ ]      TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT


                       Commission File Number: 000-1084047


                     INNOVATIVE SOFTWARE TECHNOLOGIES, INC.
                     --------------------------------------
        (Exact name of small business issuer as specified in its charter)


          California                                       95-46918978
          ----------                                       -----------
  (State or other jurisdiction                  (IRS Employer Identification No.
of incorporation or organization)


                              112 Northwest Parkway
                               Riverside, MO 64150
                               -------------------
                    (Address of principal executive offices)

                                 (816) 583-8030
                                 --------------
                           (Issuer's telephone number)



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 such shorter  period that the  Registrant was
required  to file  such  report(s)),  and (2) has been  subject  to such  filing
requirements for the past 90 days.

                                 Yes [X] No [ ]

There were 46,156,212 shares of common stock,  $0.001 par value,  outstanding as
of August 10, 2001.


<PAGE>


                     INNOVATIVE SOFTWARE TECHNOLOGIES, INC.
                                   FORM 10-QSB



                           QUARTER ENDED JUNE 30, 2001

                                TABLE OF CONTENTS
<TABLE>
<CAPTION>
<S>                                                                                                   <C>
                                                                                                     Page
                                                                                                     ----

                          PART I-FINANCIAL INFORMATION

Item 1. Financial Statements

     Condensed Consolidated Balance Sheets - June 30, 2001 (Unaudited)
       and December 31, 2000..................................................................        3

     Condensed Consolidated Statements of Operations (Unaudited) for the
       Three Months and Six Months Ended June 30, 2001 and 2000...............................        4

     Condensed Consolidated Statement of Stockholders' Equity/(Deficiency) (Unaudited) for the
       Six Months Ended June 30, 2001.........................................................        5

     Condensed Consolidated Statements of Cash Flows (Unaudited) for the
       Six Months Ended June 30, 2001 and 2000................................................        6

     Condensed Consolidated Statements of Comprehensive Income for the
       Six Months Ended June 30, 2001.........................................................        7

     Notes to the Condensed Consolidated Financial Statements (Unaudited).....................        8

Item 2. Management's Discussion and Analysis of Financial Condition and
     Results of Operations....................................................................       13

                           PART 11 - OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K......................................................       14

Signatures    ................................................................................       14
</TABLE>

<PAGE>


PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

                     INNOVATIVE SOFTWARE TECHNOLOGIES, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
                                                                       (Unaudited)
                                                                          June 30,     December 31,
                                                                            2001            2000
                                                                       ------------    ------------
                                     ASSETS
<S>                                                                    <C>             <C>
Current Assets
     Cash ..........................................................   $     99,439    $        888
     Investments  - available for sale .............................            675          26,250
     Prepaid expenses ..............................................          2,550            --
     Other current assets ..........................................            597            --
                                                                       ------------    ------------
         Total Current Assets ......................................        103,261          27,138
                                                                       ------------    ------------
Property and Equipment, Net ........................................         31,236           6,744
                                                                       ------------    ------------
Other Assets
     Deposit .......................................................          2,615            --
                                                                       ------------    ------------

Total Assets .......................................................   $    137,112    $     33,882
                                                                       ============    ============

                LIABILITIES AND STOCKHOLDERS' EQUITY/(DEFICIENCY)
Current Liabilities
     Trade accounts payable and accrued expenses ...................   $     21,935    $       --
     Note Payable ..................................................        248,491         264,412
                                                                       ------------    ------------
         Total Current Liabilities .................................        270,426         264,412
                                                                       ------------    ------------
Stockholders' Equity/(Deficiency)
     Common stock - $0.0003 par value; 20,000,000 shares authorized;     15,385,404
       and 14,531,071 shares issued
       and outstanding, respectively ...............................          4,615           4,359
     Additional paid-in-capital ....................................        486,663          59,753

     Unrealized loss on securities available for sale ..............        (25,575)           --

     Accumulated deficit ...........................................       (599,017)       (294,642)
                                                                       ------------    ------------
Total Stockholders' Equity/(Deficiency) ............................       (133,314)       (230,530)
                                                                       ------------    ------------

Total Liabilities and Stockholders' Equity/(Deficiency) ............   $    137,112    $     33,882
                                                                       ============    ============
</TABLE>



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

                                       3
<PAGE>


                     Innovative Software Technologies, Inc.
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                 For the Three Months           For the Six Months
                                                    Ended June 30,                 Ended June 30,
                                                 2001          2000            2001            2000
                                            ------------    ------------   ------------    ------------
<S>                                         <C>             <C>            <C>             <C>
Sales ...................................   $      4,000    $       --     $      4,000    $     50,000

Cost of Sales ...........................           --              --             --              --
                                            ------------    ------------   ------------    ------------

Gross Profit ............................          4,000            --            4,000          50,000
                                            ------------    ------------   ------------    ------------

Operating Expenses
     General and administrative .........        254,959           4,459        272,790           6,384
     Selling ............................         34,585            --           35,585            --
                                            ------------    ------------   ------------    ------------

     Total Operating Expenses ...........        289,544           4,459        308,375           6,384
                                            ------------    ------------   ------------    ------------

Income (Loss) From Operations ...........       (285,544)          4,459       (304,375)         43,616
                                            ------------    ------------   ------------    ------------

Other Income (Expense)
     Other expense ......................           --              --             --              --
     Interest income ....................           --              --             --              --
     Interest expense ...................           --              --             --              --
                                            ------------    ------------   ------------    ------------

     Total Other Income (Expense) .......           --              --             --              --
                                            ------------    ------------   ------------    ------------

Income (Loss) Before Income Taxes .......       (285,544)          4,459       (304,575)         43,616

Income Tax Expense ......................           --              --             --              --
                                            ------------    ------------   ------------    ------------

Net Income (Loss) .......................   $   (285,544)   $      4,459   $   (304,575)   $     43,616
                                            ============    ============   ============    ============

Basic and Diluted Income (Loss) per Share   $      (0.02)           0.00   $      (0.02)           0.00
                                            ============    ============   ============    ============

Weighted Average Number of Common
 Shares Used in Per Share Calculation ...     15,082,515      14,531,071     14,806,793      14,531,071
                                            ============    ============   ============    ============
</TABLE>


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

                                       4
<PAGE>


                     INNOVATIVE SOFTWARE TECHNOLOGIES, INC.
      CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY/(DEFICIENCY)
                     FOR THE SIX MONTHS ENDED JUNE 30, 2001
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                                                                       Total
                                                                                                       Stock-
                                                            Additional   Unrealized                    holder
                                        Common Stock         Paid-in      Loss on      Accumulated     Equity/
                                    Shares       Amount      Capital     Securities      Deficit    (Deficiency)
                                  ----------   ----------   ----------   ----------    ----------    ----------
<S>                               <C>          <C>          <C>          <C>           <C>           <C>
Balance - December 31, 2000 ...   14,531,071   $    4,359   $   59,753   $     --      $ (294,642)   $ (230,530)

Issuance of common stock ......      854,333          256      426,910         --            --         427,166

Unrealized loss on investments          --           --           --        (25,575)         --         (25,575)

Net loss for the period .......         --           --           --           --        (304,375)     (304,375)
                                  ----------   ----------   ----------   ----------    ----------    ----------

Balance - June 30, 2001 .......   15,385,404   $    4,615   $  486,663   $  (25,575)   $ (599,017)   $ (133,314)
                                  ==========   ==========   ==========   ==========    ==========    ==========
</TABLE>


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

                                       5
<PAGE>


                     INNOVATIVE SOFTWARE TECHNOLOGIES, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                                   For the Six Months
                                                                      Ended June 30,
                                                                    2001        2000
                                                                 ---------    ---------
<S>                                                               <C>          <C>
Cash Flows From Operating Activities
Net income/(loss) ............................................   $(304,375)   $  43,616
Adjustments to reconcile net (loss) earnings to net cash
 provided by (used in) operating activities:
   Depreciation and amortization .............................       2,610        2,095
   Non-cash expenses .........................................      27,166         --
   Changes in operating assets and liabilities:
     Inventory ...............................................        --           (877)
     Prepaid Expense .........................................      (2,550)        --
     Other Current Assets ....................................        (597)        --
     Other Assets ............................................      (2,615)        --
       Accounts Payable and Accrued liabilities ..............      21,936       (6,930)
                                                                 ---------    ---------

   Net Cash Provided by/(Used in) Operating Activities .......    (258,425)      37,904
                                                                 ---------    ---------

Cash Flows From Investing Activities
   Capital expenditures ......................................     (27,102)        --
                                                                 ---------    ---------

   Net Cash Used in Investment Activities ....................     (27,102)        --
                                                                 ---------    ---------

Cash Flows From Financing Activities
   Issuance of common stock ..................................     400,000         --
   Proceeds from borrowing under note payable to related party      35,503         --
   Payment on note payable to related party ..................     (51,425)     (35,214)
                                                                 ---------    ---------

   Net Cash Provided by (Used in) Financing Activities .......     384,078      (35,214)
                                                                 ---------    ---------

Net Increase in Cash and Cash Equivalents ....................      98,551        2,690

Cash and Cash Equivalents at Beginning of Period .............         888        4,043
                                                                 ---------    ---------

Cash and Cash Equivalents at End of Period ...................   $  99,439    $   6,733
                                                                 =========    =========

Supplemental Cash Flow Information:
   Unrealized loss on securities available for sale ..........   $ (25,575)   $    --
                                                                 =========    =========

   Issuance of common stock for services provided ............   $  27,166    $    --
                                                                 =========    =========
</TABLE>


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

                                       6
<PAGE>

                     INNOVATIVE SOFTWARE TECHNOLOGIES, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                                                    For the Six Months
                                                                                       Ended June 30,
                                                                                 2001                 2000
                                                                           ---------------     -----------------
<S>                                                                       <C>                  <C>
Net income/(loss).........................................................$       (304,375)    $          43,616
Other comprehensive income/(loss), net of tax:
     Unrealized loss on investments, net of
          tax of $(10,230) and $0.........................................$        (15,345)    $              -
                                                                          -----------------    ----------------=

Other comprehensive income/(loss).........................................$        (15,345)    $              -
                                                                          -----------------    -----------------

Comprehensive income/(loss)...............................................$       (319,720)    $          43,616
                                                                          =================    =================
</TABLE>


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

                                       7
<PAGE>

                     Innovative Software Technologies, Inc.
                          NOTES TO FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE A  -  COMPANY DESCRIPTION

       Innovative Software Technologies,  Inc. (Innovative) is a global software
       company   specializing   in   the   aggregation   and   distribution   of
       business-to-business and business-to-consumer eService platforms. Through
       its acquisition of Hackett Media, Inc. on April 16, 2001, the Company has
       three  main  products  that  consist of The  Financial  Toolkit  1.0,  an
       integrated  financial services package that allows consumers to perform a
       comprehensive personal finance evaluation, and then creates a competitive
       bidding environment from a network of financial service providers; Bizkit
       1.0, a turnkey  e-commerce  solution  targeted at small  businesses which
       provides all the resources  necessary to successfully  plan,  launch, and
       grow an online presence; and Skills in Demand, an eLearning certification
       course catering to Information Systems and Internet Professionals.

       In  addition,  the  company was also in the  business of selling  vintage
       furniture and fixtures prior to December 31, 2000.

       On April 16, 2001,  Innovative with immaterial net assets,  acquired 100%
       of the outstanding  common stock of Hackett Media,  Inc.  (Hackett).  The
       acquisition  resulted  in the owners  and  management  of Hackett  having
       effective operating control of the combined entity after the acquisition,
       with  the  existing  Innovative  investors  continuing  as  only  passive
       investors. Accordingly, these condensed consolidated financial statements
       should be read in conjunction with the Company's financial statements and
       notes  thereto  included in the Form 8-K filed April 25,  2001,  and Form
       8-K/A filed June 15, 2001.

       Under accounting  principles generally accepted in the United States, the
       above noted  acquisition  is  considered to be a capital  transaction  in
       substance,  rather than a business combination.  That is, the acquisition
       is  equivalent  to the  issuance of stock by Hackett for the net monetary
       assets of Innovative, accompanied by a recapitalization, and is accounted
       for as a change in capital structure. Accordingly, the accounting for the
       acquisition is identical to that  resulting  from a reverse  acquisition,
       except that no goodwill  intangible is recorded.  Under reverse  takeover
       accounting, the post reverse-acquisition comparative historical financial
       statements of the "legal acquirer"  (Innovative  Software  Technologies),
       are  those  of  the  "legal  acquiree"  (Hackett)  (i.e.  the  accounting
       acquirer).  The Securities and Exchange  Commission requires that capital
       transactions  consummated after year end but prior to the issuance of the
       consolidated  financial  statements should be given retroactive effect as
       if the transaction had occurred on December 31, 2000.

       A summary of the company's significant accounting policies applied in the
       preparation of the accompanying financial statements follows.


                                       8
<PAGE>


                     Innovative Software Technologies, Inc.
                          NOTES TO FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE B  -  SUMMARY OF ACCOUNTING POLICIES

1.     Recent Accounting Pronouncements

       On July 20, 2001, the Financial  Accounting Standards Board (FASB) issued
       Statement  of  Financial   Accounting   Standards  (SFAS)  141,  Business
       Combinations,  and SFAS 142, Goodwill and Intangible Assets.  SFAS 141 is
       effective for all business  combinations  completed  after June 30, 2001.
       SFAS 142 is effective for fiscal years beginning after December 15, 2001;
       however, certain provisions of this Statement apply to goodwill and other
       intangible assets acquired between July 1, 2001 and the effective date of
       SFAS 142. Major  provisions of these Statements and their effective dates
       for the Company are as follows:

       o      All business  combinations  initiated after June 30, 2001 must use
              the purchase method of accounting.  The pooling of interest method
              of  accounting  is prohibited  except for  transactions  initiated
              before July 1, 2001.

       o      Intangible  assets  acquired  in a  business  combination  must be
              recorded  separately from goodwill if they arise from  contractual
              or other legal rights or are  separable  from the acquired  entity
              and can be  sold,  transferred,  licensed,  rented  or  exchanged,
              either  individually  or as part of a related  contract,  asset or
              liability.

       o      Goodwill,  as well as  intangible  assets with  indefinite  lives,
              acquired  after June 30, 2001,  will not be  amortized.  Effective
              January 1, 2002, all previously recognized goodwill and intangible
              assets with indefinite lives no longer be subject to amortization.

       o      Effective  January 1, 2002,  goodwill and  intangible  assets with
              indefinite  lives  will be  tested  for  impairment  annually  and
              whenever there is an impairment indicator.

       o      All  acquired  goodwill  must be assigned to  reporting  units for
              purposes of impairment testing and segment reporting.

       Although  it is still  reviewing  the  provisions  of  these  Statements,
       management's  preliminary  assessment is that these  Statements  will not
       have a material impact on the Company's  financial position or results of
       operations.


2.     Interim Condensed Financial Statements

       The  accompanying   condensed   consolidated   financial  statements  are
       unaudited. In the opinion of management, all necessary adjustments (which
       include  only  normal  recurring  adjustments)  have been made to present
       fairly the financial  position,  results of operations and cash flows for
       the periods  presented.  Certain  information  and  disclosures  normally
       included in financial  statements  prepared in accordance with accounting
       principles generally accepted in the United States have been condensed or
       omitted.  Accordingly,  these condensed consolidated financial statements
       should be read in conjunction with the Company's financial statements and
       notes thereto  included in the Form 10-KSB dated December 31, 2000,  Form
       8-K dated April 16, 2001, and Form 8-K/A dated June 15, 2001. The results
       of operations for the six months ended June 30, 2001 are not  necessarily
       indicative of the operating results to be expected for the full year.


                                       9
<PAGE>


                     Innovative Software Technologies, Inc.
                          NOTES TO FINANCIAL STATEMENTS
                                   (UNAUDITED)


3.     Revenue Recognition

       The Company  recognizes  revenue in accordance with Statement of Position
       97-2,  Software  Revenue  Recognition,   which  states  that  revenue  is
       recognized after delivery of the product.

4.     Depreciation

       Depreciation is provided for in amounts  sufficient to relate the cost of
       depreciable  assets to operations  over their  estimated  service  lives.
       Accelerated methods are used for both book and tax purposes.

           Machinery and Equipment                           3 - 5 years
           Office Furniture and Fixtures                     5 - 7 years


5.     Investments in Equity Securities

       All  equity  securities  are  classified  as  available-for-sale.   These
       securities  have been  adjusted  to their fair  market  value  based upon
       quoted market prices. Unrealized holding gains and losses are reported as
       a separate component of Stockholder's  equity.  Unrealized holding losses
       amounted  to $25,575 and $0 as of June 30, 2001 and  December  31,  2000,
       respectively.  Investments  consist of 15,000  shares of common  stock of
       Ensurge,  Inc., a company affiliated through common ownership (See Note D
       below).

6.     Use of Estimates

       The  preparation of financial  statements in conformity  with  accounting
       principles generally accepted in the United States requires management to
       make estimates and assumptions  that affect certain  reported amounts and
       disclosures.   Accordingly,   actual  results  could  differ  from  those
       estimates.

7.     Advertising Costs

       Advertising  and  promotion  costs are expensed as incurred.  Advertising
       costs charged  against  income for the six months ended June 30, 2001 and
       2000 were $34,586 and $0, respectively.


                                       10
<PAGE>


                     Innovative Software Technologies, Inc.
                          NOTES TO FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE C  -  PROPERTY AND EQUIPMENT

       Property and  equipment  consisted of the  following at June 30, 2001 and
       December 31, 2000:

                                                 June 30,     December 31,
                                                    2001             2000
                                          ---------------------------------
         Machinery and Equipment..........$       33,007     $       14,258
         Furniture and Fixtures...........         6,587              3,475
         Computer Software................         3,014                  -
         Leasehold improvements...........         2,228                  -
                                          --------------     --------------
         .................................        44,835             17,733
         Less: Accumulated depreciation...       (13,599)           (10,989)
                                          --------------     --------------

         Net Property and Equipment.......$       31,236     $        6,744
                                          ==============     ==============

       Depreciation and  amortization  expense for the six months ended June 30,
       2001 and 2000 was $2,610 and $2,095 respectively.

NOTE D  -  Related Party Transactions

       Note payable to shareholder  represents the balance due for advances made
       to the company.  The balance  within the note payable  account as of June
       30, 2001 and December 31, 2000 was $248,491 and  $264,412,  respectively.
       There is no formal maturity date and no imputed interest  associated with
       the note.

       A  company  executive  and  shareholder  is also  the  shareholder  of an
       affiliated  company,  JCL  Holdings,  Inc (JCL).  On December  30,  2000,
       Hackett  Media sold its  inventory  to JCL for 15,000  shares of Ensurge,
       Inc. common stock at a FMV of $1.75 per share.  The Company  recorded the
       shares at a fair market  value of $26,250.  The  inventory of $11,448 was
       transferred  to the related party at cost.  The difference of $14,802 was
       recorded as contributed capital.

       The Company provided consulting services for an affiliated company during
       2000,  Ensurge,  Inc. The consulting fees earned for the six months ended
       June 30, 2000 totaled $50,000.


                                       11
<PAGE>


                     Innovative Software Technologies, Inc.
                          NOTES TO FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE E  -  COMMITMENTS AND CONTINGENCIES

       In 2001, the Company  entered into an operating  lease for certain office
       space. Future minimum lease payments under the operating lease as of June
       30, 2001 are as follows:

                  Year Ending December 31:
                  2001..............................................$   11,250
                  2002                                                  22,500
                  2003                                                  22,500
                  2004                                                  22,500
                  2005                                                  22,500
                  2006                                                   5,625
                                                                    ----------

                  Total.............................................$  106,875
                                                                    ==========

       Rent  expense for the six months  ended June 30, 2001 and 2000 was $5,625
       and $0, respectively.

NOTE F  -  SUBSEQUENT EVENTS

       On  July  2,  2001,  the  Company's   Board  of  Director's   approved  a
       three-to-one  forward split of the Company's stock  effective  August 10,
       2001.  The  shareholder's  of record as of July 31,  2001 will  receive a
       total of 3 common  shares for each  common  share  owned as of the record
       date.


                                       12
<PAGE>


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

         When  used  in  this  discussion,  the  words  "expect(s)",  "feel(s)",
"believe(s)",   "will",  "may",  "anticipate(s)"  and  similar  expressions  are
intended to identify forward-looking  statements. Such statements are subject to
certain  risks and  uncertainties,  which could cause  actual  results to differ
materially  from those  projected.  Readers  are  cautioned  not to place  undue
reliance on these forward-looking  statements, and are urged to carefully review
and consider the various disclosures elsewhere in this Form 10-QSB.

Results of Operations

         There were  minimal  sales for the three and six months  ended June 30,
2001 and 2000. The Company's  principal source of revenue for the second quarter
of 2001 resulted from a small consulting project.

         There was no cost of sales for the three and six months  ended June 30,
2001 and 2000,  respectively.  As our  expected  sales  increase  in the  coming
periods, we expect our cost of sales to increase proportionately.

         General and administrative expenses for the three months ended June 30,
2001  and  2000  were,   respectively,   $254,959   and   $4,459.   General  and
administration  expenses  consisted  primarily of salaries and wages of $75,417,
professional fees of $68,728, travel and entertainment of $57,365, payroll taxes
of $12,466, and telephone expenses of $6,883. The remaining costs of $34,100 are
from general operations.

         Selling expenses for the three months ended June 30, 2001 and 2000 were
$34,585 and $0,  respectively.  The current quarter costs consisted primarily of
advertising expenses associated with key products.

         Depreciation and  amortization  expense for the three months ended June
30,  2001 and 2000,  was  $1,980  and  $1,048,  respectively.  Depreciation  and
amortization  expense  increased  primarily  as a  result  of the  additions  of
computer equipment in the current period.

Liquidity and Capital Resources

         At June 30, 2001,  cash and  short-term  investments  are  $99,439,  an
increase of $98,551 from  December 31, 2000.  Cash flow used in  operations  was
$258,425  for the six  months  ended June 30,  2001.  The  company  has one note
payable  outstanding  to a shareholder  of the company.  The balance of the note
payable as of June 30, 2001 is $248,491 while  stockholders'  deficiency amounts
to $133,314 as of June 30, 2001.

         The company has financed its  operations  to date  primarily  through a
Finance  Agreement of convertible  debt and  securities.  The Finance  Agreement
calls for  financing  of up to $2.5  million of which $1 million be  received in
increments  in 2001 and the  remaining  $1.5 million be received  based upon the
company's  performance.  As of June 30, 2001, $400,000 of the initial $1 million
was received by the company.  An  additional  $100,000 was received in August of
2001.

         The company  expects that its existing  cash  resources  and  available
financing  will be sufficient to meet its  operating  requirements  and ordinary
capital  spending  needs  until the  company  expects  its cash  generated  from
operations  will be sufficient to meet its operating  requirements  and ordinary
capital spending needs going forward.


                                       13
<PAGE>

Item 6.  Exhibits and Reports on Form 8-K

(a)      Exhibits

         The  following  Exhibits  are filed  herewith  pursuant  to Rule 601 of
Regulation S-B or are incorporated by reference to previous filings.


         2.1      Share  Exchange  Agreement  dated as of April 16, 2001, by and
                  among   Hackett   Media,   Inc.   and   Innovative    Software
                  Technologies,  Inc.  (Exhibit number 2.1 on June 15, 2001 Form
                  8-K/A).


During the period  covered  by this  report,  the  Company  filed the  following
reports on Form 8-K:

On April 25,  2001,  as amended on June 15, 2001,  reporting  the April 16, 2001
acquisition of Hackett Media, Inc.






OTHER ITEMS

         There were no other items to be reported under Part II of this report.


                                   SIGNATURES


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


                                    Innovative Software Technologies, Inc.

Date: August 10, 2001               /s/ Douglas S. Hackett
                                    ----------------------
                                        Douglas S. Hackett
                                        President, Chief Executive Officer and
                                        Director


                                       14
<PAGE>