================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   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 September 30, 2002

                                       Or

|_|      Transition  report  pursuant  to Section 13 or 15(d) of the  Securities
         Exchange Act of 1934

                        Commission file number: 000-32925

                              AVATAR SYSTEMS, INC.
             (Exact name of Registrant as specified in its charter)

              Texas                                       75-2796037
(State or other jurisdiction of             (IRS Employer Identification Number)
 incorporation or organization)

                5728 LBJ Freeway, Suite 270, Dallas, Texas 75240
              (Address of principal executive offices and zip code)


                                 (972) 720-1800
              (Registrant's telephone number, including area code)


                      APPLICABLE ONLY TO CORPORATE ISSUERS


State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:


           Class                            Number of shares outstanding
                                               at September 30, 2002


 Common stock,  $0.001 par value                       8,695,652



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<PAGE>


                                      INDEX

PART I. FINANCIAL INFORMATION..................................................1

   ITEM 1. FINANCIAL STATEMENTS AND NOTES TO CONDENSED FINANCIAL STATEMENTS....1
   ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
             AND RESULTS OF OPERATIONS.........................................5
   ITEM 3. CONTROLS AND PROCEDURES.............................................7

PART II. OTHER INFORMATION.....................................................8

   ITEM 1. LEGAL PROCEEDINGS...................................................8
   ITEM 2. CHANGES IN SECURITIES...............................................8
   ITEM 3. DEFAULTS UPON SENIOR SECURITIES.....................................8
   ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.................8
   ITEM 5. OTHER INFORMATION...................................................8
   ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K....................................8
   SIGNATURES..................................................................9
   STATEMENT FURNISHED PURSUANT TO SECTION 906 OF THE
      SARBANES-OXLEY ACT OF 2002, 18 U.S.C. SECTION 1350......................10




















                                      -i-

<PAGE>
<TABLE>
<CAPTION>

                          PART I. FINANCIAL INFORMATION

Item 1. Financial Statements and Notes to Condensed Financial Statements

                              AVATAR SYSTEMS, INC.
                                 BALANCE SHEETS

                                                                     September    December 31,
                                                                        2002           2001
                                                                   ------------   ------------
                                                                    (unaudited)
<S>                                                                <C>            <C>
                                   ASSETS

Current assets:
Cash and cash equivalents                                          $    317,499   $    397,362
Accounts receivable, net                                                659,369        191,861
Prepaid Expense                                                           8,389         22,281
Net assets of discontinued ecommerce subsidiary                            --           51,122
Deferred income taxes                                                   110,564        110,564
                                                                   ------------   ------------
Total current assets                                                 1 ,095,821        773,190
                                                                   ------------   ------------

Property and Equipment - at cost, net                                   149,665        145,268
Purchased Software, net                                                 323,833        416,154
Software Development Costs, net                                      1 ,355,825      1,218,831

Other Assets                                                               --              488
                                                                   ------------   ------------
Total assets                                                       $ 2 ,925,144   $  2,553,931
                                                                   ============   ============

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
Current maturities of long-term debt                               $      7,933   $     60,402
Accounts payable                                                        490,310        109,307
Accrued expense                                                          46,458         38,088
Deferred revenues                                                       216,821        216,821
                                                                   ------------   ------------
Total current liabilities                                               761,522        424,618
Deferred income taxes                                                   193,548        180,600
Long-term debt                                                             --            3,773
                                                                   ------------   ------------
Total liabilities                                                       955,070        608,991
                                                                   ------------   ------------
Stockholders' equity:
Common  stock,  $0.001 par value;  30,000,000 shares authorized;
  8,695,652 shares, issued and outstanding                                8,696          8,696
Additional paid-in capital                                           1 ,768,345      1,768,345
Retained earnings                                                       193,033        167,899
                                                                   ------------   ------------
Total stockholders' equity                                           1 ,970,074      1,944,940
                                                                   ------------   ------------
Total liabilities and stockholders' equity                         $ 2 ,925,144   $  2,553,931
                                                                   ============   ============
</TABLE>

The accompanying notes are an integral part of these financial statements






                                       1
<PAGE>
<TABLE>
<CAPTION>

                              AVATAR SYSTEMS, INC.
                         CONDENSED STATEMENTS OF INCOME


                                              Three Months Ended September 30,     Nine Months Ended September 30,
                                              --------------------------------    --------------------------------
                                                   2002              2001             2002              2001
<S>                                           <C>               <C>               <C>               <C>
Revenues:
 Software                                     $       66,244    $      267,722    $      212,822    $      626,260
 Maintenance                                         237,600           269,426           737,209           778,775
 Professional services                                34,966            62,316           174,458           317,893
 Hardware                                            526,183            58,434           583,338           126,578
                                              --------------    --------------    --------------    --------------
   Net revenues                                      864,993           657,898         1,707,827         1,849,506
Cost of revenues:
 Software                                             19,398            44,761            55,920           105,443
 Maintenance                                          39,528            82,263           193,651           241,806
 Professional services                                12,244            20,772            44,915           109,289
 Hardware                                            431,518            48,889           485,191           107,514
                                              --------------    --------------    --------------    --------------
    Total cost of revenues                           502,688           196,685           779,677           564,052
                                              --------------    --------------    --------------    --------------
      Gross margin                                   362,305           461,213           928,150         1,285,454
Operating expenses:
 Sales and marketing                                  80,623            80,668           192,800           218,462
 General and administrative                          104,878           147,130           396,550           491,788
 Amortization of intangibles                          87,585            50,974           249,177           152,922
 Depreciation                                         20,167            16,767            56,821            50,300
 Write off of acquisition costs                         --                --                --             323,539
                                              --------------    --------------    --------------    --------------
     Total operating expenses                        293,253           295,539           895,348         1,237,011
                                              --------------    --------------    --------------    --------------
       Income from operations                         69,052           165,674            32,802            48,443
  Interest income                                      1,221             4,255             5,869            20,837
  Interest expense                                      --               4,388               588            15,146
                                              --------------    --------------    --------------    --------------
       Income from continuing operations              70,273           165,541            38,083            54,134
       before income taxes
  Provision for income taxes                          23,893            56,284            12,948            18,406
                                              --------------    --------------    --------------    --------------
       Income from continuing operations              46,380           109,257            25,135            35,728
 Discontinued operations:
 Income (loss) from operations of Talon
 Global Systems, Inc. (net of income taxes)             --             (48,091)             --               5,822
                                              --------------    --------------    --------------    --------------
 Loss on disposal of Talon Global Systems,
 Inc. (net of income taxes benefit)                     --             (11,561)             --             (11,561)
                                              --------------    --------------    --------------    --------------

       Net Income                             $       46,380    $       49,605    $       25,135    $       29,989
                                              ==============    ==============    ==============    ==============

Earnings per share:
Basic
Income from continuing operations             $         0.01    $         0.01    $         0.00    $         0.00
Net income                                    $         0.01    $         0.01    $         0.00    $         0.00
Shares used in per share calculations              8,695,652         8,695,652         8,695,652         8,695,652

Diluted
Income from continuing operations             $         0.00    $         0.01    $         0.00    $         0.00
Net income                                    $         0.00    $         0.01    $         0.00    $         0.00
Shares used in per share calculations             14,514,007         8,695,652        14,514,007         8,695,652
</TABLE>

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


                                       2
<PAGE>
<TABLE>
<CAPTION>

                              AVATAR SYSTEMS, INC.
                            STATEMENTS OF CASH FLOWS

                                                                   Nine Months Ended September 30,
                                                                   -------------------------------
                                                                         2002              2001
                                                                   -------------     -------------
                                                                             (unaudited)
<S>                                                                <C>               <C>
Cash flows from operating activities:
   Net income                                                      $      25,135     $      29,989
   Adjustments to reconcile net income to net cash provided by
     operating activities:
     Amortization of intangibles                                         249,318           154,149
     Depreciation                                                         56,821            50,300
     Deferred income taxes                                                12,948            18,406
     Write off of acquisition costs                                         --             323,539
     Changes in operating assets and liabilities:
        Accounts receivable                                             (467,508)         (103,524)
        Inventory                                                           --              24,582
        Prepaid expense                                                   13,892           (32,501)
        Accounts payable and accrued expense                             389,373             7,382
        Deferred revenue                                                    --            (398,440)
                                                                   -------------     -------------
         Net cash provided by operating activities                       279,979            73,882
                                                                   -------------     -------------
Cash flows from investing activities:
   Acquisition of fixed assets                                           (61,218)          (58,532)
   Capitalized software development costs                               (293,504)         (225,000)
   Note receivable from disposal of Talon Global Solutions, Inc.          51,122           (75,600)
   Deposits                                                                 --              (9,314)
                                                                   -------------     -------------
         Net cash used in investing activities                          (303,600)         (368,446)
                                                                   -------------     -------------
Cash flows from financing activities:
   Payments on note payable and capital lease obligation                 (56,242)         (142,802)
                                                                   -------------     -------------
         Net cash used in financing activities                           (56,242)         (142,802)
         Net cash provided by discontinued operations                       --               5,739
                                                                   -------------     -------------
Net decrease in cash and cash equivalents                                (79,863)         (431,627)
Cash and cash equivalents at beginning of period                         397,362           933,007
                                                                   -------------     -------------
Cash and cash equivalents at end of period                         $     317,499     $     501,380
                                                                   =============     =============

Supplemental disclosure of cash flow information:
   Cash paid for interest                                          $         447     $      15,277
</TABLE>

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




                                       3
<PAGE>

                              AVATAR SYSTEMS, INC.


                   NOTES TO THE CONDENSED FINANCIAL STATEMENTS
                                   (Unaudited)


1. Basis of Presentation


The condensed  financial  statements include the accounts of Avatar Systems Inc.
("Avatar") and its wholly owned  subsidiary.  We have eliminated all significant
intercompany balances and transactions.


We prepared the condensed financial  statements in accordance with the rules and
regulations  of the  Securities and Exchange  Commission  ("SEC")  applicable to
interim  financial  information.  Certain  information and footnote  disclosures
included  in  financial   statements  prepared  in  accordance  with  accounting
principles  generally accepted in the United States of America have been omitted
in these  interim  statements  pursuant  to such SEC rules and  regulations.  We
recommend that these interim  financial  statements be read in conjunction  with
the audited  financial  statements and related notes included in our 2001 Annual
Report on Form 10-KSB filed with the SEC.  Interim  results are not  necessarily
indicative of the results to be expected for the full year.


In our opinion,  the  condensed  financial  statements  include all  adjustments
necessary to present the financial  position and results of operations  for each
interim period shown.


2. Discontinued Operations


In October 2001, the Company elected to exit its direct sales software business.
In accordance with this plan, the Company sold Talon Global Solutions, Inc., its
direct sales software  business,  to its minority  shareholder for $20,000 and a
note  receivable  for  $55,600.  The  Company  recorded a loss of $11,561 on the
disposition, net of related income tax benefit of $5,912.


The financial  data related to direct sales  software  business is classified as
discontinued operations for all periods presented.


Operating results from discontinued operations were as follows:
<TABLE>
<CAPTION>

                                                 Three Months Ended          Nine Months Ended
                                                    September 30,               September 30,
                                             -------------------------    -------------------------
                                                      2002        2001           2002        2001
                                             -----------   -----------    -----------   -----------
<S>                                          <C>           <C>            <C>           <C>
Revenues                                     $      --     $    81,753    $      --     $   517,372
Income (loss) before income taxes                   --         (72,865)          --           8,821
Income tax (expense) benefit                        --          24,774           --          (2,999)
Income (loss) from discontinued operations          --         (48,091)          --           5,822
</TABLE>



                                       4
<PAGE>
<TABLE>
<CAPTION>


3. Earnings Per Share

                                                          Three Months Ended                Nine Months Ended
                                                             September 30,                     September 30,
                                                     ------------------------------    -------------------------------
                                                            2002            2001              2002             2001
                                                     --------------  --------------    --------------   --------------
<S>                                                  <C>             <C>               <C>              <C>
Income from continuing operations                    $       46,380  $      109,257    $       25,135   $      35,728

Loss from discontinued operations                              --           (59,652)             --            (5,739)
Weighted average common shares outstanding - basic        8,695,652       8,695,652         8,695,652       8,695,652

Weighted average shares outstanding - diluted            14,514,007       8,695,652        14,514,007       8,695,652

Earnings per share from continuing operations
Basic                                                $         0.01   $        0.01    $         0.00   $        0.00
                                                     ==============   =============    ==============   =============

Diluted                                              $         0.00   $        0.01    $         0.00   $        0.00
                                                     ==============   =============    ==============   =============

Earnings per share from discontinued operations
Basic                                                $         0.00   $       (0.01)   $         0.00   $        0.00
                                                     ==============   =============    ==============   =============

Diluted                                              $         0.00   $       (0.01)   $         0.00   $        0.00
                                                     ==============   =============    ==============   =============
</TABLE>

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

                SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS


You should read the  following  discussion  in  conjunction  with our  financial
statements and related notes. Except for historical  information,  the following
discussion contains forward-looking statements within the meaning of Section 27a
of the Securities Act of 1933 and Section 21e of the Securities  Exchange Act of
1934.  These   forward-looking   statements  involve  risks  and  uncertainties,
including,  among other things, statements about our gross margins and operating
costs and  expenses.  Our actual  results  may differ  significantly  from those
projected  in the  forward-looking  statements.  Factors that might cause future
results  to  differ  materially  from  those  discussed  in the  forward-looking
statements  include,  but are not limited to, those  discussed in  "Management's
Discussion and Analysis of Financial  Condition and Results of  Operations"  and
elsewhere in this  document as well as other  information  set forth in our 2001
Annual Report on Form 10-KSB filed with the SEC and other documents we file from
time to time with the SEC.


Results of Operations


REVENUES


Our  net   revenues   include  four   components:   software   licensing   fees,
maintenance/recurring,  professional services and hardware. Our net revenues for
the third quarter ended September 30, 2002 increased 31.5% to $864,993  compared
with net revenues of $657,898 for the same period in 2001.  Net revenues for the
nine months ended September 30, 2002 decreased 7.7% to $1,707,827  compared with
net  revenues  of  $1,849,506.  Our  overall  revenues  were  affected by higher
software sales in 2001 due to the release of our Petroware2000 software package,
which was  released in October of 2001 and a large  hardware  sale to one of our
customers during the current quarter.


Software.  Software  sales  for the third  quarter  of 2002  decreased  75.3% to
$66,244  compared with software sales of $267,722 for the third quarter of 2001.
Software sales for the nine months ended  September 30, 2002 decreased  66.0% to
$212,822, compared with $626,260 from the same period last year. The decrease in
software  revenues  is due to the high  levels  of  sales  of our  Petroware2000
software package in 2001, which was released in October 2000.


                                       5
<PAGE>

Maintenance and other recurring revenue. Maintenance and other recurring revenue
for the  third  quarter  of 2002  decreased  11.8%  to  $237,600  compared  with
maintenance  and other  recurring  revenue of $269,426 for the third  quarter of
2001.  Maintenance  and  other  recurring  revenue  for the  nine  months  ended
September 30, 2002  decreased  5.3% to $737,209  compared with  maintenance  and
other recurring revenue of $778,775 for the same period last year.

Professional  services.  Professional  service  revenue for the third quarter of
2002 decreased 43.9% to $34,966  compared with  professional  service revenue of
$62,316 for the third quarter of 2001. Professional service revenue for the nine
months ended  September  30, 2002  decreased  45.1% to $174,458,  compared  with
$317,893 for the same period last year. The decrease in professional services is
related to the lower sales volume of our Petroware2000 software package.

Hardware.  Hardware  sales for the third  quarter  of 2002  increased  800.5% to
$526,183, compared with hardware sales of $58,434 for the third quarter of 2001.
Hardware sales for the nine months ended September 30, 2002 increased  360.9% to
$583,338, compared with $126,578 from the same period last year. The increase in
hardware sales is due to a large sale to one of our customers.

COST OF REVENUES

Our  cost of  revenues  includes  four  components:  cost of  software,  cost of
maintenance  and other  recurring,  cost of professional  services,  and cost of
hardware  sales.  Our cost of revenues for the third  quarter of 2002  increased
155.0% to $501,455  compared  with cost of  revenues  of $196,685  for the third
quarter of 2001.  Cost of revenues for the nine months ended  September 30, 2002
increased  38.2% to $779,677  compared  with  $564,052  for the same period last
year.  Cost of revenues as a percentage  of net revenues  increased to 58.0% for
the three  months  ended  September  30, 2002 from 29.9% from the same period in
2001. Cost of revenues as a percentage of net revenue increased to 45.7% for the
nine months ended  September  30, 2002,  compared with 30.5% for the same period
last year. The increases in cost of revenues are directly  related to the higher
cost of a hardware sale that we made to one customer.

Cost of  software.  Cost of  software  decreased  56.7% to  $19,398 in the third
quarter of 2002 from  $44,761 in the third  quarter  of 2001.  Cost of  software
decreased 47.0% to $55,920 in the nine months ended September 30, 2002, compared
with $105,443 in the same period last year.  The decrease in cost of software is
directly  related to the  decrease  in software  revenue.  Cost of software as a
percentage  of the related  revenue  increased to 29.3% for the third quarter of
2002 compared to 16.7% for the same period in 2001.

Cost of maintenance and other recurring revenues.  Cost of maintenance and other
recurring revenues decreased 52.9% to $38,706 for the third quarter of 2002 from
$82,263 for the third quarter of 2001.  Cost of maintenance  and other recurring
revenues  decreased  19.9% to $193,651 for the nine months ended  September  30,
2002,  compared with $241,806 for the same period last year. Cost of maintenance
and other recurring revenues as a percentage of the related revenue decreased to
16.3% for the third  quarter  2002,  compared  to 30.5% for the same period last
year. Cost of maintenance  and other  recurring  revenues as a percentage of the
related revenue decreased to 26.3% for the nine months ended September 30, 2002,
compared  with 31.0% for the same period  last year.  The  decreases  in cost of
maintenance and other recurring  revenues and percentages of cost of maintenance
and other recurring  revenues as a percentage of the related revenues are due to
reductions in personnel providing maintenance support.

Cost of professional services.  Cost of professional services decreased 43.0% to
$11,833 for the three months ended September 30, 2002, compared with $20,772 for
the same period last year.  Cost of  professional  services  decreased  58.9% to
$44,915 for the nine months ended  September 30, 2002 from $109,289 for the same
period last year. Cost of  professional  services as a percentage of the related
revenue increased to 33.8% in the third quarter 2002,  compared to 33.3% for the
same period last year.  Cost of  professional  services as a  percentage  of the
related revenue decreased to 25.7% for the nine months ended September 30, 2002,
compared  with 34.4% for the same period last year.  The  decreases in cost were
due to reductions in use of outside consultants and reductions in personnel.

Hardware.  Cost of hardware  sold  increased  782.6% to  $431,518  for the three
months ended September 30, 2002,  compared with $48,889 for the same period last
year.  Cost of hardware  sold  increased  351.3% to $485,191 for the nine months
ended September 30, 2002,  compared with $107,514 for the same period last year.
Cost of hardware as a percentage of the related  revenue  decreased to 82.0% for
the three months ended  September  30,  2002,  compared  with 83.7% for the same
period  last year.  Cost of  hardware as a  percentage  of the  related  revenue
decreased to 83.2% for the three months ended September 30, 2002,  compared with


                                       6
<PAGE>

84.9% for the same  period last year.  The  increases  in cost of  hardware  are
directly related to the cost of a hardware sale that we made to one customer.


OPERATING EXPENSES


Sales and Marketing.  Our sales and marketing  expenses for the third quarter of
2002 decreased 14.4% to $69,014,  compared with $80,668 for the third quarter of
2001. Sales and marketing  expenses for the nine months ended September 30, 2002
decreased  11.7% to  $192,800,  compared  with  $218,462 in the same period last
year. Sales and marketing  expenses as a percentage of net revenues decreased to
8.0% for the three months ended September 30, 2002,  compared with 12.3% for the
same period last year.  Sales and  marketing  expenses  as a  percentage  of net
revenues  decreased  to 11.3% for the nine  months  ended  September  30,  2002,
compared with 11.8% for the same period last year.

General and  Administrative.  Our general and  administrative  expenses  for the
third  quarter of 2002  decreased  20.0% to $117,720  compared  with general and
administrative  expenses of $147,130 for the third quarter of 2001.  General and
administrative  expenses  decreased  19.4% to $396,550 for the nine months ended
September 30, 2002, compared with $491,788 in the same period last year. General
and  administrative  expenses as a percentage of net revenues decreased to 13.6%
in the third quarter of 2002,  compared with 22.4% in the third quarter of 2001.
General and administrative expenses as a percentage of net revenues decreased to
23.2% in the nine months ended  September  30, 2002,  compared with 26.6% in the
same period last year. The decreases in general and administrative  expenses and
the percentage of general and  administrative  expenses are related cost cutting
measures implemented by the company during the current quarter.

Interest  Income.  Interest  income  was  $1,221  in the third  quarter  of 2002
compared to $4,255 in 2001.  Interest income was $5,869 in the nine months ended
September  30, 2002,  compared  with  $20,837 in the same period last year.  The
decrease was primarily due to smaller balances available for investments because
of costs we incurred in our  reverse  merger,  write offs of deposits we made on
contracts for potential acquisition candidates and legal and accounting costs we
incurred related to being publicly held and lower interest rates.

Interest  Expense.  There was no interest  expense in the third  quarter of 2002
compared to $4,388 in the same period  last year.  Interest  expense was $588 in
the nine months  ended  September  30, 2002,  compared  with $15,146 in the same
period last year. The decrease in interest  expense was due to lower balances on
our long-term debt that was paid in full on March 31, 2002.

Provision  for Income Taxes.  For the three and nine months ended  September 30,
2002 we accrued  income tax  expense on income  from  continuing  operations  of
$70,273 and $38,083, respectively, based on our pretax income using an effective
tax rate of 34%, which is our anticipated effective tax rate for the fiscal year
2002.  The  actual  effective  tax rate for the  entire  fiscal  year could vary
substantially depending on actual results achieved.

Item 3. Controls and Procedures

The  Chief  Executive   Officer/Chief  Financial  Officer  of  the  Company  has
established and is currently maintaining  disclosure controls and procedures for
the Company. The disclosure controls and procedures have been designed to ensure
that material  information  relating to the Company is made known to him as soon
as it is known by others  within the  Company.  There  have been no  significant
changes in these controls within the reporting period.

During the period immediately after the end of the quarter,  the Chief Executive
Officer/Chief  Financial  Officer conducts an update and a review and evaluation
of the effectiveness of the Company's disclosure controls and procedures.  It is
the Chief Executive  Officer's/Chief Financial Officer's opinion, based upon the
evaluation he completed by November 12, 2002,  that the controls and  procedures
currently  being  utilized by the Company are  sufficiently  effective to ensure
that any material  information relating to the Company would become known to him
within a reasonable time.



                                       7
<PAGE>

                           PART II. OTHER INFORMATION

Item 1. Legal Proceedings

None.

Item 2. Changes in Securities

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Submission of Matters to a Vote of Security Holders

The 2002 Annual  Meeting of Avatar  Systems Inc. was held on September 20, 2002.
The  results  of  the  2002  Annual  Meeting  were  previously  reported  to the
Securities and Exchange Commission on Form 8-K on September 25, 2002.


Item 5. Other Information


None

Item 6. Exhibits And Reports On Form 8-K

         (a)      Exhibits

                  Exhibit 99.1 Certifications

         (b)      Reports on Form 8-K

                  Form 8-K was filed on September 25, 2002.  The items  reported
                  are included in Part II, Item 4 of this report.


















                                       8
<PAGE>

Signatures

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

                                                    AVATAR SYSTEMS, INC.

Dated: November 12, 2002                            By: /s/ROBERT C. SHREVE, JR.
                                                       -------------------------
                                                       Robert C. Shreve, Jr.
                                                       Chief Executive Officer
                                                       Chief Financial Officer































                                       9
<PAGE>


Statement  Furnished  Pursuant To Section 906 Of The Sarbanes-Oxley Act Of 2002,
18 U.S.C. Section 1350

The  undersigned,  Robert C. Shreve,  Jr., is the President and Chief  Executive
Officer of Avatar Systems Inc. (the "Company").


This statement is being  furnished in connection  with the filing by the Company
of the Company's Quarterly Report on Form 10-QSB for the quarter ended September
30, 2002. (the "Report").


By execution of this statement, I certify that:

         (A)      the report fully  complies  with the  requirements  of Section
                  13(a)  or  15(d) of the  Securities  Exchange  Act of 1934 (15
                  U.S.C 78m(a) or 78o(d) and

         (B)      the information  contained in the Report fairly  presents,  in
                  all material respects,  the financial condition and results of
                  operations  of the Company as of the dates and for the periods
                  covered by the Report.


This  statement is authorized to be attached as an exhibit to the Report so that
this  statement  will  accompany  the Report at such time as the Report is filed
with the  Securities  and  Exchange  Commission,  pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350. It is not intended that this
statement be deemed to be filed for purposes of the  Securities  Act of 1934, as
amended.

                                                    AVATAR SYSTEMS, INC.

Dated: November 12, 2002                            By: /s/ROBERT C. SHREVE, JR.
                                                       -------------------------
                                                       Robert C. Shreve, Jr.
                                                       Chief Executive Officer
                                                       Chief Financial Officer



















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