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 QUARTERLY PERIOD ENDED JULY 31, 2002
[ ]       TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
          ACT OF 1934 FOR THE TRANSITION PERIOD FROM _______ TO __________.

Commission File No. 00-22661

                                   INVU, INC.
          (Exact name of small business issuer as specified in charter)

          Colorado                                     84-1135638
--------------------------------------------------------------------------------
(State or other jurisdiction                (IRS Employer Identification No.)
   of incorporation)

The Beren, Blisworth Hill Farm
Stoke Road
Blisworth, Northamptonshire                             NN7 3DB
--------------------------------------------------------------------------------
(Address of principal                               (Postal Code)
 executive offices)

         Issuer's telephone number, including area code: (01604) 859893
                                                         --------------

--------------------------------------------------------------------------------
              (Former Name, Former Address and Former Fiscal Year,
                         if Changed Since Last Report)

Indicate by check mark whether the issuer (1) has filed all reports  required to
be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.

                                  YES    X        NO
                                      -------        -------

As of September 13, 2002 there were  30,386,539  shares of the common stock,  no
par value, of the registrant issued and outstanding.

Transitional Small Business Disclosure Format (check one)

YES               NO       X
     ----------       -------------


<PAGE>


                                                        INVU, INC.

                                                       July 31, 2002

                                                           INDEX

<TABLE>
                                                                                                                  Page No.
                                                                                                                  --------
<S>      <C>                                                                                                           <C>

PART I.  FINANCIAL INFORMATION.........................................................................................F-1

         Item 1.  Financial Statements.................................................................................F-1

                  Consolidated Balance Sheets as of July 31, 2002......................................................F-2

                  Consolidated Statements of Operations................................................................F-3

                  Consolidated Statements of Deficit in Stockholders' Equity...........................................F-4

                  Consolidated Statements of Cash Flows................................................................F-5

                  Notes to Financial Statements........................................................................F-6

         Item 2.  Management's Discussion and Analysis or Plan of Operation..............................................1

PART II. OTHER INFORMATION...............................................................................................9

         Item 1.  Legal Proceedings......................................................................................9
         Item 2.  Changes in Securities..................................................................................9
         Item 3.  Default Upon Senior Securities.........................................................................9
         Item 4.  Submission of Matters to a Vote of Security Holders....................................................9
         Item 5.  Other Information......................................................................................9
         Item 6.  Exhibits and Reports on Form 8-K......................................................................10

SIGNATURES.............................................................................................................S-1
EXHIBIT INDEX..........................................................................................................E-1



</TABLE>



                                       i
<PAGE>









CONSOLIDATED FINANCIAL STATEMENTS

INVU, INC. AND SUBSIDIARIES

JULY 31, 2002








                                      F-1
<PAGE>


INVU, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>

-------------------------------------------------------------------------------------------------------------

                                                                                      July 31,    January 31,
                                                                                          2002           2002
                                                                                   (unaudited)
                                                                                             $              $
<S>                                                                                 <C>            <C>

ASSETS

Current assets
Accounts receivable:
  Trade, net                                                                         1,063,515        936,442
  VAT recoverable and other                                                             22,491         19,582
Inventories                                                                            134,056         78,782
Prepaid expenses                                                                        96,205         85,796
                                                                                    -----------    -----------
Total current assets                                                                 1,316,267      1,120,602
                                                                                    -----------    -----------
Equipment, furniture and fixtures
Computer equipment                                                                     247,716        148,579
Vehicles                                                                               318,036        287,722
Office furniture and fixtures                                                          113,488        100,897
                                                                                    -----------    -----------
                                                                                       679,240        537,198

Less accumulated depreciation                                                          343,664        244,266
                                                                                    -----------    -----------
                                                                                       335,576        292,932
                                                                                    -----------    -----------
Intangible assets                                                                      104,147        117,775
                                                                                    -----------    -----------
                                                                                     1,755,990      1,531,309
                                                                                    ===========    ===========
LIABILITIES AND DEFICIT IN STOCKHOLDERS' EQUITY

Current liabilities
Short-term credit facility                                                             692,839        276,203
Current maturities of long-term obligations                                          3,775,620      2,945,681
Accounts payable                                                                       581,307        506,161
Accrued liabilities                                                                    877,333        610,290
Deferred revenue                                                                       171,316        216,848
                                                                                    -----------    -----------
Total current liabilities                                                            6,098,415      4,555,183
                                                                                    -----------    -----------
Long-term obligations, less current maturities                                       1,680,928      2,093,740

Deficit in stockholders' equity
Preferred stock, no par value
Authorised - 20,000,000 shares; nil shares issued and outstanding                            -              -
Common stock, no par value
Authorised - 100,000,000 shares; issued and outstanding - 30,386,539                 1,746,223      1,746,223
Accumulated deficit                                                                 (7,771,471)    (7,086,082)
Accumulated other comprehensive income                                                   1,895        222,245
                                                                                    -----------    -----------
                                                                                    (6,023,353)    (5,117,614)
                                                                                    -----------    -----------
                                                                                     1,755,990      1,531,309
                                                                                    ===========    ===========
The accompanying notes are an integral part of these financial statements.

</TABLE>


                                      F-2
<PAGE>


INVU, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>

--------------------------------------------------------------------------------------------------------------
                                                 For the three months ended           For the six months ended
                                                 July 31,          July 31,         July 31,         July 31,
                                                     2002              2001             2002             2001
                                              (unaudited)       (unaudited)      (unaudited)      (unaudited)
                                                        $                 $                $                $
<S>                                            <C>               <C>              <C>              <C>

Revenues                                          601,255           393,139        1,013,606          695,155

Expenses:
Production cost                                    49,794            75,073          106,284          100,775
Selling and distribution cost                     238,836           154,993          440,745          348,039
Research and development cost                     173,865           116,430          351,056          229,889
Administrative costs                              327,888           277,079          576,708          479,042
                                               -----------       -----------      -----------      -----------
Total operating expenses                          790,383           623,575        1,474,793        1,157,745
                                               -----------       -----------      -----------      -----------
Operating loss                                   (189,128)         (230,436)        (461,187)        (462,590)

Other income (expense)
Interest, net                                    (118,101)          (46,760)        (224,202)         (97,469)
                                               -----------       -----------      -----------      -----------
Total other expense                              (118,101)          (46,760)        (224,202)         (97,469)
                                               -----------       -----------      -----------      -----------
Loss before income taxes                         (307,229)         (277,196)        (685,389)        (560,059)

Income taxes                                            -                 -                -                -
                                               -----------       -----------      -----------      -----------
Net loss                                         (307,229)         (277,196)        (685,389)        (560,059)
                                               ===========       ===========      ===========      ===========
Weighted average shares outstanding:

Basic and Diluted                              30,386,539        30,386,539       30,386,539       30,386,539
                                               ===========       ===========      ===========      ===========
Net loss per common share

Basic and Diluted                                  (0.01)            (0.01)           (0.02)           (0.02)
                                               ===========       ===========      ===========      ===========








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

</TABLE>

                                      F-3
<PAGE>


INVU, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF DEFICIT IN STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>

------------------------------------------------------------------------------------------------------------------------------------
                                                                                            Accumulated
                                                                                                  other
                                                      Common stock          Accumulated   comprehensive               Comprehensive
                                                  Shares       Amount         deficit            income       Total            loss
                                                                    $               $                 $           $               $
<S>                                              <C>          <C>            <C>               <C>        <C>            <C>

Balance at January 31, 2002                      30,386,539   1,746,223      (7,086,082)        222,245   (5,117,614)

Comprehensive income (unaudited):
  Foreign currency translation
   adjustment (unaudited)                                 -           -               -        (220,350)    (220,350)    (220,350)
  Net loss for the period (unaudited)                     -           -        (685,389)              -     (685,389)    (685,389)
                                                                                                                      --------------
Total comprehensive income (unaudited)                                                                                   (905,739)

                                                ------------ -----------    ------------    ------------  -----------
Balance at July 31, 2002 (unaudited)             30,386,539   1,746,223      (7,771,471)          1,895   (6,023,353)
                                                ============ ===========    ============    ============  ===========














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

</TABLE>

                                      F-4
<PAGE>


INVU, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>

------------------------------------------------------------------------------------------------------------------
                                                                                    For the six months ended
                                                                                   July 31, 2002     July 31, 2001
                                                                                     (unaudited)       (unaudited)
                                                                                   $                 $
<S>                                                                                <C>              <C>

Net cash flows used in operating activities
  Net loss during the period                                                       (685,389)         (560,059)
  Adjustments to reconcile net loss to net cash used
  in operating activities:
    Depreciation and amortization                                                    93,527            55,504
    Loss on disposal of assets                                                            -             1,049
Changes in:
    Accounts receivable                                                             (27,447)         (356,478)
    Inventories                                                                     (44,066)          (11,060)
    Prepaid expenses                                                                 (1,284)           36,090
    Accounts payable                                                                 20,469          (175,857)
    Accrued liabilities                                                             126,048            59,370
                                                                                   ---------        ----------
Net cash used in operating activities                                              (518,142)         (951,441)
                                                                                   ---------        ----------
Cash flows used in investing activities:
  Acquisitions of property and equipment                                            (80,156)          (10,607)
  Acquisitions of intangible assets                                                       -          (143,900)
                                                                                   ---------        ----------
Net cash used in investing activities                                               (80,156)         (154,507)
                                                                                   ---------        ----------
Cash flows provided by financing activities:
  Short-term credit facility                                                        363,548          (300,216)
  Borrowings received from notes payable                                            277,198         1,459,000
  Repayment of borrowings                                                           (24,119)          (26,383)
  Principal payments on capital lease                                               (23,190)          (25,742)
                                                                                   ---------        ----------
Net cash provided by financing activities                                           593,437         1,106,659
                                                                                   ---------        ----------
Effect of exchange rate changes on cash                                               4,861              (711)
                                                                                   ---------        ----------
Net decrease in cash                                                                      -                 -
Cash at beginning of period                                                               -                 -
                                                                                   ---------        ----------
Cash at end of period                                                                     -                 -
                                                                                   =========        ==========

Supplemental  disclosure of cash flow  information:
Cash paid during the period for:
  Interest                                                                           76,000            60,000






The accompanying notes are an integral part of these financial statements.
</TABLE>


                                      F-5
<PAGE>


INVU, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

--------------------------------------------------------------------------------

The accompanying  financial statements have been prepared without audit pursuant
to the rules and regulations of the Securities and Exchange Commission.  Certain
information and footnote  disclosures  normally included in financial statements
prepared in accordance  with  accounting  principles  generally  accepted in the
United States of America have been  condensed or omitted  pursuant to such rules
and regulations.  These statements  include all adjustments,  consisting only of
normal  recurring  accruals,  considered  necessary for a fair  presentation  of
financial position and results of operations.  The financial statements included
herein should be read in  conjunction  with the financial  statements  and notes
thereto  included in the latest  annual  report on Form  10-KSB.  The results of
operations  for the six month  period  ended July 31,  2002 are not  necessarily
indicative of the results to be expected for the full year.

                          NOTE A - COMPANY DESCRIPTION

INVU, Inc. (the Company) is a holding company which operates one subsidiary INVU
Plc, which is a holding  company for two  subsidiaries of its own, INVU Services
(Services) and INVU International  Holdings Limited (Holdings).  The Company was
incorporated under the laws of the State of Colorado,  United States of America,
in February  1997.  INVU Plc,  Services and Holdings are companies  incorporated
under English Law. The Company  operates in one industry  segment which includes
developing  and selling  software  for  electronic  management  of many types of
information  and documents  such as forms,  correspondence,  literature,  faxes,
technical  drawings and electronic files.  Services is the sales,  marketing and
trading company and Holdings holds the intellectual  property rights to the INVU
software.

                             NOTE B - GOING CONCERN

The  financial  statements  have been  prepared on a going  concern  basis which
assumes that the Company can meet its financial  obligations as they fall due in
the ordinary course of business.  The Company's  liabilities exceeded its assets
by  $6,023,353  at July 31, 2002 and the Company  had  negative  cash flows from
operations  of $518,142 for the six months to July 31, 2002.  Operations to date
have been funded  principally by equity  capital and  borrowings.  However,  the
Company needs to raise sufficient  financing to meet current  obligations and to
fund operations until the operations  become  profitable.  The Company is in the
process  of  negotiating  the  necessary   additional   financing  to  fund  its
operations.  The Company's ability to continue to develop its operations depends
on its ability to raise  further  financing.  The  financial  statements  do not
include any adjustments that might result from the outcome of this uncertainty.

                       NOTE C - SHORT-TERM CREDIT FACILITY

The  Company  has  a  $312,440   ((pound)200,000)  (January  31,  2002  $282,660
((pound)200,000)),  6% short-term  credit  facility  with an English  bank.  The
credit facility is  collateralized  by all assets of the Company and a corporate
guarantee  given  by  Vertical   Investments  Limited,  a  company  in  which  a
non-executive director of this Company has an interest. The amount drawn against
the facility at July 31, 2002 was $302,289  ((pound)193,502),  (January 31, 2002
$276,203 ((pound)195,431)).  The amount drawn is payable on demand at the bank's
discretion. The credit facility is due for review on September 30, 2002.

The  Company  also  has a  $390,550  ((pound)250,000)  (January  31,  2002  $nil
((pound)nil)),  base rate plus 3%  short-term  credit  facility  with an English
bank. The credit facility is  collateralized  by all assets of the Company and a
corporate guarantee given by Vertical  Investments Limited, a company in which a
non-executive director of this Company has an interest. The amount drawn against
the facility at July 31, 2002 was $390,550  ((pound)250,000),  (January 31, 2002
$nil  ((pound)nil)).  The  amount  drawn is  payable  on  demand  at the  bank's
discretion. The facility is due for review in December 2002.


                                      F-6
<PAGE>
INVU, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

--------------------------------------------------------------------------------

                         NOTE D - LONG-TERM OBLIGATIONS

Long-term  obligations  at July 31, 2002 and January  31,  2002,  consist of the
following:
<TABLE>
<CAPTION>


                                                                                      July 31,    January 31,
                                                                                          2002           2002
                                                                                   (unaudited)
                                                                                             $              $
<S>                                                                                 <C>            <C>

Unsecured loan from an individual, no stated maturity date; bearing interest
of $4,687 per month ((pound)3,000)                                                      801,428        735,818

4% above  Libor rate  (Libor  rate was 4.03% and 4% at July 31, 2002 and January
31,  2002  respectively)  notes  payable to an  English  bank,  monthly  payment
aggregating to (pound)500,  matured in March 2002,  collateralised by all assets
of the Company and a corporate guarantee given by Vertical Investments
Limited                                                                                      -            940

4% above  Libor rate  (Libor  rate was 4.03% and 4% at July 31, 2002 and January
31,  2002  respectively)  notes  payable to an English  bank,  monthly  payments
aggregating to (pound)1,333, maturing in June 2004, collateralised by all assets
of  the  Company,   unlimited   multilateral   guarantees   between   subsidiary
undertakings and a corporate guarantee given by Vertical  Investments Limited; a
quarterly loan guarantee premium of 1.5% per annum is payable on 85%
of the outstanding balance                                                              52,073         56,530

2% above the bank's base rate notes payable to an English bank, monthly payments
aggregating to (pound)50,000,  starting in November 2002 and maturing in October
2003,  collateralised  by all  assets  of the  Company,  unlimited  multilateral
guarantees between subsidiary undertakings and a corporate
guarantee given by Vertical Investments Limited                                        937,320        847,980

Convertible A Note 1999-2002, with interest at 6%; interest due in
arrears biannually on January 1 and July 1                                             600,000        600,000

Convertible B Note 1999-2002, bearing interest of 8% per annum for the first six
months, 9% per annum for the next six months and 10% per annum
thereafter; interest due in arrears biannually on January 1 and July 1                 400,000        400,000

Convertible loans 2001-2003 (i) with interest rate per annum of 1.5% above
UK bank base rates                                                                     159,000        159,000

Loan notes 2001-2005 (ii) with interest rate per annum of 7%                         1,000,000      1,000,000

Loan notes 2001-2005 (iii) with interest rate per annum of 12%                         500,000        500,000

Convertible loan 2001-2003 (iv) with interest rate per annum of 1.5% above             300,000        300,000
UK bank base rate

Convertible loan 2001-2005 (v) with interest rate per annum of 12%                     550,000        275,000

Capital leases for vehicles, interest ranging from 10.2% - 16.9% with
maturities through 2004                                                                156,727        164,153
                                                                                    -----------    -----------
                                                                                     5,456,548      5,039,421
Less current maturities                                                             (3,775,620)    (2,945,681)
                                                                                    -----------    -----------
                                                                                     1,680,928      2,093,740
                                                                                    ===========    ===========

</TABLE>
                                      F-7
<PAGE>
INVU, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

--------------------------------------------------------------------------------

Scheduled maturities of long-term obligation are as follows:

Year ending July 31,                                                $

2003                                                        3,775,620
2004                                                          302,413
2005                                                          577,083
2006                                                                -
2007                                                          801,432

                                                       --------------
                                                            5,456,548
                                                       ==============

1)       Convertible debentures

The A and B Convertible Notes 1999-2002 are held by individuals who are minority
shareholders in the Company. They are convertible into common shares at the rate
of one common share for every US$0.65 of  outstanding  principal  Note converted
for the A Notes and one common share for every US$0.50 of outstanding  principal
Note converted for the B Notes. Conversion will take place:

i)   immediately prior to a Public Offering

ii)  at the option of the investors for the B Notes and  automatically for the A
     Notes,  upon new equity capital  resulting in proceeds to the Company of at
     least $4,000,000

iii) at the option of the investor giving 30 days notice to the Company.

Interest  amounting to $227,950  has been accrued to July 31, 2002  (January 31,
2002 $172,383) in respect of the A and B Convertible Notes 1999-2002.

Any  outstanding  principal not converted or redeemed by the  anniversary  date,
which was August 16, 2001,  will be redeemed at par plus  interest  after August
23,  2002  upon  receipt  of 30 days  written  notice  from the  Company  or the
Investors.  At July 31, 2002 the outstanding principal could have been converted
into 1,723,077 common shares.

In  consideration  of the Investors  advancing an aggregate of  $1,000,000,  the
Company  caused  Montague  Limited the principal  shareholder  to transfer,  and
register in the name of the Investors,  225,000 shares of Common Stock of no par
value.

The  convertible  debentures  are secured by a second  charge over the Company's
assets.


                                      F-8
<PAGE>
INVU, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

--------------------------------------------------------------------------------

2)       Loan notes and convertible loan notes

         All of the  investors  for the loan  notes and  convertible  loan notes
         detailed  below  are a  related  party of a  minority  shareholder  and
         non-executive   director  of  the  Company.   Each  description   below
         corresponds to the same romanette listed on the first table of Note D.

i)       The  convertible  loan notes are  repayable  at any time within 2 years
         from the date of issue.  They are convertible  into common stock at the
         rate of one share for every US $0.25 of  outstanding  principal  at any
         time within the 2 years from the date of issue after 45 days notice has
         been given to the Company.

ii)      The loan notes are  repayable on August 26, 2005.  At any time from May
         1, 2002 until August 26, 2005, the investor may demand repayment of the
         entire loan or any part  thereof at any time after three days notice to
         the Company.  If the Company  does not timely repay such amounts  after
         receiving  notice,  the investor may convert the repayment  amount into
         shares of the Company's  common stock at a conversion  price of $0.2175
         per share or convert the repayment  amount into shares of the Company's
         subsidiaries at the equivalent per share conversion  price. The loan is
         secured by a second charge over the Company's assets.

iii)     The loan notes are  repayable by June 17, 2005. At any time from May 1,
         2002 until June 17, 2005, the investor may demand repayment of $475,000
         or any part thereof at any time after three days notice to the Company.
         If the  Company  does not timely  repay such  amounts  after  receiving
         notice,  the investor may convert the  repayment  amount into shares of
         the Company's  common stock at a conversion price of $0.13 per share or
         convert the repayment amount into shares of the Company's  subsidiaries
         at the equivalent per share conversion  price. The remaining $25,000 is
         repayable on June 17, 2005. The loan is secured by a second charge over
         the Company's assets.

iv)      $250,000 of the  convertible  loan notes are  repayable by May 25, 2003
         and the  remaining  $50,000 are  repayable by July 2, 2003. At any time
         from May 1, 2002 until July 2,  2003,  the  investor  may  convert  any
         amount of the  principal,  at any time after  three days  notice to the
         Company,  into shares of the  Company's  common  stock at a  conversion
         price of $0.25 per share or convert  any amount of the  principal  into
         shares  of the  Company's  subsidiaries  at the  equivalent  per  share
         conversion  price.  The loan is  secured  by a second  charge  over the
         Company's assets.

v)       The  convertible  loan notes are  repayable by May 1, 2005. At any time
         from May 1, 2002 until May 1, 2005, the investor may convert any amount
         of the  principal at any time,  after three days notice to the Company,
         into shares of the  Company's  common  stock at a  conversion  price of
         $0.13 per share or convert any amount of the  principal  into shares of
         the  Company's  subsidiaries  at the  equivalent  per share  conversion
         price.  The loan is  secured  by a  second  charge  over the  Company's
         assets.

The investor in the loan notes and  convertible  loan notes referred to in ii) -
v) above was granted two options in the common stock of the  Company.  The first
option  is for  2,700,000  shares  of the  Company's  common  stock  that may be
exercised  at any time from March 1, 2002 until  March 1, 2006 after  three days
notice for any amount of shares up to  2,700,000  at an exercise  price of $0.25
per share.


                                      F-9
<PAGE>
INVU, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

--------------------------------------------------------------------------------

The second option is for 450,000  shares of the Company's  common stock that may
be exercised at any time from March 1, 2002 until March 1, 2006 after three days
notice for any amount of shares up to 450,000 at an exercise price of $0.875 per
share.

On the date of issue of all of the convertible  loan notes,  the conversion rate
was in  excess  of the  market  price of the  common  stock  and  therefore,  no
beneficial  conversion  feature  expense  has  been  recorded  in the  financial
statements.

3)       Capital leases

The Company leases vehicles under noncancellable capitalized leases.
<TABLE>
<CAPTION>

                                                                                     July 31,     January 31,
                                                                                         2002            2002
                                                                                  (Unaudited)
                                                                                            $               $
<S>                                                                                  <C>             <C>

Vehicles                                                                              318,036         287,722
Less accumulated depreciation                                                        (188,326)       (134,410)

                                                                                     ---------       ---------
                                                                                      129,710         153,312
                                                                                     =========       =========
<CAPTION>

Scheduled maturities of minimum lease payments are as follows:

Period ending July 31,                                                                                      $
<S>                                                                                                   <C>


2003                                                                                                  130,329
2004                                                                                                   45,903
                                                                                                -------------
                                                                                                      176,232

Less amount representing interest                                                                      19,505

                                                                                                -------------
Present value of net minimum lease payments                                                           156,727
                                                                                                =============
</TABLE>

The  scheduled  net  minimum  lease  payments to  maturity  are  included in the
long-term obligation table above.



                                      F-10
<PAGE>
INVU, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

--------------------------------------------------------------------------------

                       NOTE E - RELATED PARTY TRANSACTIONS

At July 31, 2002 David  Morgan owed  $22,491  ((pound)14,397)  (January 31, 2002
$19,584 ((pound)13,857)) to the Company. The maximum liability during the period
amounted to $22,491 and the interest  charge  amounted to $Nil (January 31, 2002
$Nil).

The Company made purchases during the period under normal  commercial terms from
Impakt Software  Limited,  a company owned by Paul O'Sullivan who is a potential
beneficiary of a  discretionary  trust,  the rest of which  includes  beneficial
ownership of the Company's  common  stock.  The  percentage  of Mr  O'Sullivan's
interest  in the assets of the trust has not been  determined.  Total  purchases
amounted  to $23,814 in the three  months to July 31,  2002 (Year to January 31,
2002  $136,340) and the balance owed by the Company at July 31, 2002 was $10,738
(January 31, 2002 $6,477).

                          NOTE F - RECENT PRONOUNCEMENT

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 Other Intangible  Assets.  SFAS 141 is effective for
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.

These statements  address how intangible assets that are acquired  individually,
with a group of other assets or in connection with a business combination should
be  accounted  for  in  financial   statements  upon  and  subsequent  to  their
acquisition. The new statements require that all business combinations initiated
after June 30, 2001 be  accounted  for using the purchase  method and  establish
specific  criteria for the  recognition  of intangible  assets  separately  from
goodwill.

The Company  will adopt SFAS 141 on February 1, 2002,  as  permitted  by the new
statement. Upon adoption, the Company will no longer amortize goodwill and other
indefinite  lived  intangible  assets.  The Company will be required to test its
goodwill and intangible  assets that are  determined to have an indefinite  life
for  impairment  at least  annually.  Other  than in those  periods in which the
Company may record an asset impairment, the Company expects that the adoption of
SFAS 142 will not impact its financial position or its results of operations.

The FASB issued SFAS 143,  Accounting for Asset  Retirement  Obligations in June
2001.  SFAS 143 addresses  financial  accounting  and reporting for  obligations
associated with the retirement of tangible  long-lived assets and the associated
asset retirement  costs.  SFAS 143 is effective for fiscal years beginning after
June 15, 2002. While the Company is currently evaluating the impact the adoption
of SFAS 143 will have on its financial  position and results of  operations,  it
does not expect such impact to be material.

The  FASB  issued  SFAS  144,  Accounting  for the  Impairment  or  Disposal  of
Long-Lived  Assets,  in  August  2001.  SFAS  144,  which  addresses   financial
accounting  and  reporting  for the  impairment  of  long-lived  assets  and for
long-lived  assets to be disposed of,  supercedes  SFAS 121 and is effective for
fiscal years beginning  after December 15, 2001.  While the Company is currently

                                      F-11
<PAGE>
INVU, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

--------------------------------------------------------------------------------


evaluating  the  impact  the  adoption  of SFAS 144 will  have on its  financial
position  and  results  of  operations,  it does not  expect  such  impact to be
material.

In June, 2002, the FASB issued  Statement 146,  "Accounting for Costs Associated
with  Exit or  Disposal  Activities".  SFAS  146  replaces  previous  accounting
guidance  provided by EITF 94-3,  "Liability  Recognition  for Certain  Employee
Termination  Benefits  and Other  Costs to Exit an Activity  (including  Certain
Costs Incurred in a  Restructuring)",  and requires companies to recognize costs
associated  with Exit or disposal  activities  only when a  liability  for these
costs are incurred  (subsequent  to a  commitment  to a plan) rather than at the
date of a commitment to an exit or disposal  plan.  Examples of costs covered by
the Statement  include lease  termination  costs and certain employee  severance
costs that are associated with a restructuring,  discontinued operations,  plant
closings,  or other  initiated  after  December  31, 2002.  Although  management
believes  the  adoption  of SFAS  146 will not  have a  material  impact  on the
Company's financial statements,  adoption of the Statement will result in timing
differences in the recognition and measurement of expenses  relating to exit and
disposal activities.

                           NOTE G - SUBSEQUENT EVENTS

Since July 31, 2002 the Company has entered into an  agreement  with The Britech
Fund  ("Britech")  and  Smashing  Concepts  Limited  for a software  development
project.  Britech  has  agreed to  provide  funds by  conditional  grant for the
implementation of the project in an amount equal to the lesser of (pound)310,000
(US$484,282) or 50% of the actual expenditures on the project.  Such amount will
be divided  equally  between the Company and  Smashing  Concepts.  On August 22,
2002, the Company received an initial payment of (pound)71,000 (US$110,916) from
Britech.  Britech is required  to make an  additional  payment of  (pound)66,000
(US$103,105)  to the  Company  after six  months  subject to  completion  of the
"integration  phase" of the project,  and Britech  will make a final  payment of
(pound)18,000 (US$28,120) to the Company upon the completion of the project. The
Company and Smashing Concepts are required to make certain repayments to Britech
of the grant amounts based on the gross sales derived from the sale,  leasing or
marketing of innovations  developed during the course of the project, as well as
make certain royalty  payments to Britech based on sales of a patented  products
developed  during the  course of the  project.  Additionally,  the  Company  and
Smashing  Concepts are required to pay to Britech a percentage  of all licensing
revenues achieved from products developed during the course of the project.

On  August  23,  2002,  INVU  International  Holdings  Limited  ("Holdings"),  a
wholly-owned subsidiary of the Company,  entered into an Agreement for the Sale,
Purchase  and  Transfer of Shares (the  "Agreement)  pursuant to which  Holdings
agreed to purchase all of the issued and outstanding stock (the "Corsham Stock")
of Corsham  Holding B.V., a company  incorporated  under Dutch law  ("Corsham"),
from B.V. Holding Maatschappij "De Hondsrug," a company incorporated under Dutch
law ("B.V. Holding"). In consideration for the Corsham Stock, Holdings agreed to
(i) assume an aggregate of (Euro) 3,006,294  (US$2,923,928) of debt owed by B.V.
Holding  to  Corsham  and  (ii)  make a cash  payment  equal to  (Euro)  965,544
(US$939,090) to B.V. Holding. The Agreement provides that the acquisition of the
Corsham Stock would be effective as of August 23, 2002.  The purchase  price for
the  Corsham  Stock was based on the net asset  value of  Corsham  on August 23,
2002, as set forth in Corsham's  balance sheet, plus an amount equal to 18.5% of
Corsham's net profits  before taxes for the financial  year 2002 through  August
23, 2002.

                                      F-12
<PAGE>
INVU, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

--------------------------------------------------------------------------------


Pursuant to the terms of the  Agreement  for the Sale,  Purchase and Transfer of
Shares  dated as of August 23, 2002,  by and among  Holdings,  B.V.  Holding and
Corsham (the "Second  Agreement"),  Holdings and Corsham entered into a Transfer
of Trade  Secret and  Exclusive  License of Know-How  Agreement  on September 6,
2002, pursuant to which Holdings agreed,  under certain conditions,  to transfer
confidential  information,  an exclusive  license to use its  technology and its
business plan to Corsham.  In exchange for such transfer,  Corsham has agreed to
(i) make a cash payment  equal to (Euro)  965,544  (US$950,385)  to Holdings and
(ii)  reduce  the  debt  owed  by  Holdings  to  Corsham  by  (Euro)   1,330,783
(US$1,309,890).  Pursuant  to the terms of the Second  Agreement,  Holdings  and
Corsham also entered into an Exclusive Copyright and Trademark/Tradename License
Agreement on September 6, 2002 pursuant to which Holdings agreed, inter alia, to
grant  exclusive  software and copyright  licenses of certain of its products to
Corsham  for an  initial  term of four  (4)  years.  In  consideration  for such
exclusive  licenses,  Corsham  has  agreed to (i)  reduce  the debt owed by INVU
Holdings to Corsham by an additional  (Euro) 1,675,511  (US$1,649,205)  and (ii)
pay an aggregate amount equal to (Euro) 35,400,661  (US$34,844,871) to Holdings,
which amount shall be loaned to Corsham by Holdings pursuant to a Loan Agreement
entered into by Holdings and Corsham dated as of September 6, 2002. The value of
the distribution and technology transfer rights licensed to Corsham was based on
two valuations that Holdings received from independent accounting firms.

The  distribution  and technology  transfer  rights  licensed to Corsham will be
written down on the financial  statements of Corsham over a period  commensurate
with standard accounting  practices in the Netherlands to reflect  depreciation.
It is, therefore, anticipated that this transaction will result in a substantial
reduction in Corsham's tax liability in the Netherlands. The Company anticipates
that as a result of this  transaction  the cash  holdings of the INVU group will
increase by approximately (pound)360,000 (US$562,000).

Additionally,  Holdings  has  changed  the  corporate  name of  Corsham  to INVU
Netherlands BV.

                                      F-13
<PAGE>

Item 2.  Management's Discussion and Analysis or Plan of Operation

         The  following   description  of   "Management's   Plan  of  Operation"
constitutes  forward-looking  statements  for purposes of the  Securities Act of
1933, as amended (the  "Securities  Act"),  and the  Securities  Exchange Act of
1934, as amended (the  "Exchange  Act"),  and as such involves known and unknown
risks,  uncertainties  and other  factors  which may cause the  actual  results,
performance  or  achievements  of  INVU,  Inc.,  a  Colorado   corporation  (the
"Company"),  to be materially  different  from future  results,  performance  or
achievements expressed or implied by such forward-looking  statements. The words
"expect", "estimate",  "anticipate",  "predict", "believe",  "forecast," "plan",
"seek",   "objective",   and  similar   expressions  are  intended  to  identify
forward-looking  statements.  Important  factors  that  could  cause the  actual
results, performance or achievement of the Company to differ materially from the
Company's expectations include the following: (1) one or more of the assumptions
or  other   cautionary   factors   discussed  in  connection   with   particular
forward-looking  statements  or elsewhere in the  Company's  Form 10-KSB for the
fiscal  year ending  January  31,  2003 or in this Form  10-QSB  prove not to be
accurate;  (2) the  Company is  unsuccessful  in  increasing  sales  through its
anticipated marketing efforts; (3) mistakes in cost estimates and cost overruns;
(4) the Company's inability to obtain financing for general operations including
the  marketing of the  Company's  products;  (5)  non-acceptance  of one or more
products  of the  Company  in the  marketplace  for  whatever  reason;  (6)  the
Company's  inability to supply any product to meet market demand;  (7) generally
unfavorable   economic   conditions  which  would  adversely  effect  purchasing
decisions by distributors,  resellers or consumers; (8) development of a similar
competing  product at a similar price point;  (9) the inability to  successfully
integrate one or more acquisitions,  joint ventures or new subsidiaries with the
Company's  operations   (including  the  inability  to  successfully   integrate
businesses  which may be diverse as to type,  geographic  area, or customer base
and the diversion of management's  attention among several acquired  businesses)
without  substantial  costs,  delays,  or other  problems;  (10) if the  Company
experiences labor and or employment  problems such as the loss of key personnel,
inability  to hire and/or  retain  competent  personnel,  etc.;  and (11) if the
Company   experiences   unanticipated   problems  and/or  force  majeure  events
(including  but not  limited  to  accidents,  fires,  acts of God  etc.),  or is
adversely affected by problems of its suppliers,  shippers, customers or others.
All written or oral forward-looking  statements  attributable to the Company are
expressly qualified in their entirety by such factors. The Company undertakes no
obligation   to  publicly   release  the  result  of  any   revisions  to  these
forward-looking  statements which may be made to reflect events or circumstances
after the date  hereof or to reflect the  occurrence  of  unanticipated  events.
Notwithstanding  the foregoing,  the Company is not entitled to rely on the safe
harbor for forward looking  statements under 27A of the Securities Act or 21E of
the Exchange Act as long as the  Company's  stock is classified as a penny stock
within  the  meaning  of Rule  3a51-1  of the  Exchange  Act.  A penny  stock is
generally  defined to be any equity security that has a market price (as defined
in Rule 3a51-1) of less than $5.00 per share, subject to certain exceptions.

         The  following  discussion  should  be read  in  conjunction  with  the
Consolidated Financial Statements, including the notes thereto.

         The Company develops,  markets and sells fully scalable software (under
the  brand  name  of  INVU)  for  the  electronic  management  of all  types  of
information and documents,  such as forms,  correspondence,  literature,  faxes,
e-mail, technical drawings,  electronic files and web pages. Management believes
that the INVU software strongly adheres to the Company's brand values of ease of
use, functionality and price performance.

         The  Company's  objective  is to establish  itself as a leading  global
supplier  of  information  and  document   management   software  and  services.
Management  believes  that,  as the market  matures,  the  purchase  of document
management systems will become increasingly  routine as buyers become acquainted
with both the technology and  applications.  In order to deal with the increased
demand,  the Company continues to increase its number of third party value added
resellers.   Management   considers   both  branding  and  product   positioning
fundamental  to attaining the market share  required to  profitably  achieve its
objective of being a leading  supplier of  information  and document  management
software.

         For its professional range of products,  which include INVU Series 100,
Series 200, Series 250, i200 and CodeFree Integration,  the Company continues to
target its sales and marketing  efforts on several  easily  identifiable  mature
market channels.  These channels include software distributors and resellers who
market to small and medium size  enterprises  as well as  departmental  users in
major  organizations,   strategic  alliances  with  hardware  manufacturers  and
distributors,  and direct sales to major institutions and organizations.  All of
the Company's development and marketing resources are now directed at these fast
growing and higher margin markets.

                                       1
<PAGE>

         In November  1999,  management  decided to adopt a value added reseller
(VAR) model for sales of its  professional  range in the UK. The Company is also
pursuing  non-exclusive  distributors  for its  products  in other  territories.
Management  is extremely  encouraged  by the number and quality of the resellers
that have been  recruited  to date to sell the  product.  Each VAR is  currently
engaged, as an accredited  reseller,  at an initial fee of approximately  $3000,
with a recurring annual fee thereafter.  Having now recruited 127 resellers, the
Company continues to monitor all existing resellers to ensure that they meet the
stringent INVU accreditation requirements.  The Company continues its aggressive
VAR recruitment  campaign,  and having  recruited 7 new resellers in the quarter
ended July 31, 2002,  management expects to recruit a further 15 VARs by January
31, 2003.

         Typically  in a VAR  based  route  to  market,  sales  success  can  be
inconsistent.  However,  the  INVU  sales  management  team has  implemented  an
intensive  marketing and sales  support  program with its  resellers,  including
sales and technical  training,  joint seminars,  direct mail and joint telephone
marketing  campaigns.  The success of this ongoing  program has provided many of
the recruited  resellers with a pipeline of end-user  opportunities,  which they
are actively  pursuing with the  involvement  of Company sales  personnel.  Many
newly  recruited   resellers  are  taking  sales  orders  within  two  weeks  of
accreditation.  The  level of end user  inquiries  continues  to grow and  these
inquiries are now being converted into sales at a rapidly  increasing rate. Even
more  satisfying  is the  increase  in average  number of users per sale and the
significant  reduction in time between first contact and order  placement by end
users. Management believes that this reflects the Company's brand values of ease
of use, high quality and price performance.

         Together  with the steady  increase  in  adoption  of the INVU range of
products by companies  in the  small/medium  enterprise  market,  management  is
encouraged by the continuing level of interest from large organizations with new
and repeat orders being received from, among others,  Hansa Capital,  Bradford &
Bingley,  Kraft, Inland Revenue,  Universal Music Group,  Millfield  Partnership
Limited, Samsung, Brewin Dolphin, and Mysis Financial Solutions.

         The Company has made  significant  progress  with regard to an Original
Equipment  Manufacture (OEM) opportunity with Xerox. As an Independent  Software
Vendor,  INVU has been designated as a Xerox Business  Partner.  Utilizing Xerox
SDK (software  development  kits),  the Company has now developed  software that
provides  seamless  integration  with the Xerox Document  Centre Range, of which
55,000  machines  are  currently  in use in the UK.  INVU has  undertaken  sales
training  of  key  Xerox  sales  personnel  and  joint  sales   initiatives  are
continuing.  The INVU enhanced  Document Centre is branded "VU Centre."  Xerox's
largest European dealer, Printware Limited, is providing a full priced five-user
version of "VU Centre" with every Xerox Docucentre it sells.

         The  significant  expansion  of the sales team in the fiscal year ended
January  31,  2002,  under  the  guidance  of Jon  Halestrap  (VP of  Sales  and
Marketing),  has given  INVU an  experienced  and  dedicated  team with which to
recruit a  reseller  base and  explore  other  sales  opportunities.  Management
believes that the increased  experience in the document management sector of its
sales team and resellers  together with their proven ability to develop and grow
sales revenue  continues to be the key factors in the rapid  development  of the
Company.  Most  current  resellers  have now  attended  the INVU  bespoke  sales
training  course,  which  has  proved  extremely  successful  in  terms  of lead
generation and conversion.  Management expects continued sales growth during the
fiscal year ended January 31, 2003 (the "Current Fiscal Year") and beyond.

         The Company believes its current products, together with planned future
developments,  are well matched to its target market,  and that its brand values
of ease of use,  functionality  and  price  performance  have  already  and will
continue to differentiate  its products from its competitors.  The international
market for document  technologies is forecast to grow from $17.5 billion in 1999
to $41.6  billion in 2003  according to the AIIM  Report:  State of the Document
Technologies  Market  1997-2003  prepared  by IDC for  the  Gartner  Group,  and
management  believes  that  it  has  the  ability  to  be a  major  provider  of
information  management to businesses  world-wide.  Management believes that the
INVU brand awareness is increasing.  Unsolicited  inquiries from prospective end
users and  resellers are  increasing  significantly,  as are visitor  numbers at
exhibitions, trade fair and shows.

         Throughout  the three  months  ended July 31,  2002,  the  Company  has
continued to develop its software products.

         Version  5.2 of the  Company's  professional  range of  products,  INVU
Series 100,  Series 200 and ViewSafe,  contains the newly developed OCR (Optical
Character  Recognition)  functionality,  which works with all Microsoft OfficeTM
and AdobeTM  file types and scanned  images.  This  functionality  automatically
allows a user to keyword  search all  existing  documents  in the  system.  This
release also contains a Microsoft Office Add-In,  which allows  integration with

                                       2
<PAGE>

Microsoft  OfficeTM  2000.  This  gives  INVU the  ability  to send  items  from
Microsoft  Outlook to a  user-selectable  in-tray.  It also allows users to save
documents from Microsoft WORD,  EXCEL and PowerPoint as an INVU filing,  even if
these files are created outside of INVU. A separate "Sequential Workflow Module"
has also been released  alongside Version 5.2. The "Sequential  Workflow Module"
allows documents, forms and files to be "intelligently" routed electronically to
specific departments and individuals in a pre-determined  sequence.  Individuals
who receive the file may review and revise it, and the file will then be sent to
the next  individual in the  pre-determined  order.  The new module is a generic
adaptation of the bespoke  program,  which is already in use with customers such
as  Universal  Music  Group.  The  workflow  module is  designed  to be customer
friendly and easy to use. This is a separate 5.2 Module,  which, when integrated
with Version 5.2, is sold as INVU Series 250, and charged  accordingly.  Initial
sales of this product have been  encouraging  and inquiry  levels for Series 250
are increasing.

         The Company has successfully developed a highly sophisticated code free
integration  tool for use with the INVU  professional  range of  products.  This
allows  INVU  products  to be  linked to any other  Windows(TM)  or  Windows(TM)
emulation-based applications.  For instance, an INVU scanned image of a supplier
invoice can be retrieved directly from an accounts software  application,  or an
image of an x-ray can be retrieved directly from a patient records  application.
This is achieved  without the need for further  software  development  and gives
INVU  resellers  the  ability  to add  considerable  value to the  INVU  product
offering  without the  difficulty  and cost of hiring and  managing  development
programmers.  Management  believes the use of this product for  Universal  Music
Group  and  other  projects  has  significantly  reduced  cost and  installation
timescales.  The  Company  believes  that this  product  provides a  significant
competitive advantage when compared to other information and document management
technologies. Sales of the "codefree" module have increased significantly,  with
one in three INVU  installations  employing this technology.  Management expects
this  trend  to  continue  particularly  now that the new  enhanced  version  of
"codefree" has been released into the market.

         INVU i200  (formerly  codenamed  Series  2000 or INVU  WEBFAST)  allows
global access to retrieve,  view,  edit, and file  information via the web. This
product was also released in beta format to several end users in quarter four of
the last  fiscal  year and quarter  one of the  Current  Fiscal  Year.  The full
product release, originally scheduled for quarter two of the Current Fiscal Year
has been delayed  until  quarter  three of the Current  Fiscal Year.  Management
believes  that this product forms the basis of future  developments  for many of
its  existing  and future end users.  In the  opinion of  management,  with this
technology INVU now offers key  functionality  that is comparable to the world's
most  established   document  and  content  management   solutions,   but  at  a
significantly lower price level.

         Development of a highly sophisticated  content addressable indexing and
retrieval  system  reached the prototype  stage during the second quarter of the
fiscal  year ended  January 31,  2002 and  further  development  has taken place
during the  Current  Fiscal  Year.  Full text  retrieval  technology  is already
available  within  the  latest  release of Series 200 and Series 250 but INVU is
developing  technology,  which  allows  access  to data  and  documents  through
intelligent  frequency of word and phrase  recognition and semantic  networking.
Scanned  images can be  converted  into text using  standard  Optical  Character
Recognition technology, and even poor quality scanned images can yield words and
phrases that INVU's  technology will retrieve.  The Company expects this product
to further  enhance  filing and retrieval  speeds for  organizations  with large
multiple data storage requirements across networks, intranets, extranets and the
internet.

         As  stated in the Form  10QSB for the  quarter  ended  April 30,  2002,
management decided not to integrate this technology within the latest release of
INVU products and has instead considered the further  wide-ranging  applications
for which this advanced  technology can be utilized.  An agreement was signed on
August 1, 2002 between The Britech  Foundation Limited and Smashing Concepts Ltd
(an  Israeli  company)  and INVU Inc.  Britech  is an  Anglo-Israeli  Government
funding  initiative   concerning   bilateral   co-operation  in  private  sector
industrial  research and development.  INVU and Smashing  Concepts put forward a
joint  proposal to develop a web based  application  that will enable  financial
services  organisations  to  interrogate  multiple  data  sources  and,  via  an
electronic filtration mechanism,  provide highly sophisticated categorisation of
information within  pre-determined  parameters.  This will allow faster and more
accurate  retrieval of relevant data from which reliable  decisions can be made.
The  combination  of INVU's  proven  technology  and that  provided  by Smashing
Concepts has convinced Britech to invest nearly $500,000 into the project.  INVU
and Smashing Concepts will invest a similar amount between them, and the project
should  provide an end user solution  within 18 months.  Due to the cutting edge
technology being  developed,  management  expects further  spin-off  benefits to
accrue which will complement the Company's current product portfolio.

                                       3
<PAGE>

         Critical Accounting Policies

         Invu's  financial  statements  and  accompanying  notes are prepared in
accordance with generally accepted  accounting  principles in the United States.
Preparing  financial  statements  requires  management  to  make  estimates  and
assumptions  that affect the reported amounts of assets,  liabilities,  revenue,
and expenses.  These  estimates  and  assumptions  are affected by  management's
application  of  accounting  policies.  Critical  accounting  policies  for Invu
include  revenue  recognition,  accounting for research and  development  costs,
accounting  for  the   impairment  of  long-lived   assets  and  accounting  for
contingencies.


         Invu  recognizes  revenue in  accordance  with  American  Institute  of
Certified Public Accountants  (AICPA) Statement of Position (SOP) 97-2, Software
Revenue Recognition as amended by Statement of Position (SOP) 98-9, Modification
of SOP 97-2, Software Revenue Recognition, With Respect to Certain Transactions,
(SOP 98-9). Fees for services and maintenance are generally charged to customers
separately  from the license of software.  Service  revenue is  recognized  when
services are performed.  Maintenance  revenue is deferred and recognized ratably
over the term of the contract,  normally  twelve  months.  Revenues from license
fees are recognized upon product shipment when fees are fixed, collectability is
probable  and the Company has no  significant  obligations  remaining  under the
licensing agreement.  In instances where a significant vendor obligation exists,
revenue recognition is delayed until such obligation has been satisfied.

         Invu accounts for research and  development  costs in  accordance  with
several accounting pronouncements, including SFAS 2, Accounting for Research and
Development Costs, and SFAS 86, Accounting for the Costs of Computer Software to
be Sold,  Leased, or Otherwise  Marketed.  SFAS 86 specifies that costs incurred
internally in creating a computer  software product should be charged to expense
when incurred as research and development  until  technological  feasibility has
been established for the product. Once technological feasibility is established,
all software  costs  should be  capitalized  until the product is available  for
general  release to  customers.  Judgment is required  in  determining  when the
technological  feasibility  of a product  is  established.  Invu  believes  that
technological  feasibility  for its  products  is  reached  shortly  before  the
products are  released to  manufacturing.  Costs  incurred  after  technological
feasibility is established have been insignificant, and accordingly, the Company
has not capitalized any software development costs.

         Invu follows the provisions of Statement of Accounting  Standards (SFAS
No. 121),  Accounting for the Impairment of Long-Lived Assets and for Long-Lived
Assets to Be Disposed Of. SFAS No. 121 establishes  accounting standards for the
impairment of long-lived  assets,  certain  identifiable  intangibles  and items
related to those assets.  The Company reviews  long-lived  assets to be held and
used for impairment  whenever events or changes in  circumstances  indicate that
the  carrying  amount of the  assets may not be  recoverable.  If the sum of the
undiscounted  expected future cash flows is less than the carrying amount of the
assets,  the  Company  recognizes  an  impairment  loss.  Impairment  losses are
measured as the amount by which the  carrying  amount of the assets  exceeds the
fair value of the  assets.  When fair  values  are not  available,  the  Company
estimates fair value using the expected  future cash flows  discounted at a rate
commensurate with the risks associated with the recovery of the assets.

         Invu has been  engaged  in legal  proceedings  with GEM  Advisors  Inc.
(GEM). An agreement has recently been made, whereby Invu will pay $25,000 to GEM
in full and final  settlement.  SFAS 5, Accounting for  Contingencies,  requires
that an estimated loss from a loss contingency  should be accrued by a charge to
income if it is probable that an asset has been impaired or a liability has been
incurred and the amount of the loss can be reasonably estimated. Disclosure of a
contingency  is required if there is at least a  reasonable  possibility  that a
loss has been  incurred.  The Company  does not consider the sum above to have a
material  impact  on  the  Company's   financial  position  or  its  results  of
operations.

         Results of Operations

         The following is a discussion of the results of operations  for the six
months  ended July 31, 2002,  compared  with the six months ended July 31, 2001,
with  further  comparison  between the three  months ended July 31, 2002 and the
three months ended July 31, 2001,  together with changes in financial  condition
during the six month period ended July 31, 2002.

         Total revenues  increased by $208,116,  or 53%, from $393,139,  for the
three months  ended July 31, 2001 to  $601,255,  for the three months ended July
31, 2002, and by $318,451, or 46%, from $695,155,  for the six months ended July
31, 2001 to $1,013,606 for the six months ended July 31, 2002.  This increase in
revenues reflects the Company's continued expansion of its customer base and the
increasing awareness of the Company's software products in the market place.

                                       4
<PAGE>

         The net loss for the three  months  ended July 31,  2002 was  $307,229,
which is $30,033 or 11% more than the net loss for the  corresponding  period in
fiscal  year 2001 of  $277,196,  mainly  due to  increased  interest  expense of
$71,341.  The net loss for the six months ended July 31, 2002 was  $685,389,  an
increase of $125,330,  or 22%, from the corresponding period in fiscal year 2001
of $560,059, again mainly due to an increase in interest expense of $126,733.

         Production  costs consist of royalty fees  associated  with third party
software,  costs related to reproduction,  packaging,  and despatch of software,
direct  costs  associated  with  the   implementation  of  software   solutions,
consulting and training services and other costs related to product upgrades for
existing users. Production costs as a percentage of total revenues were 8.3% and
10.5%,  respectively,  during  the  three and six  months  ended  July 31,  2002
compared  to 19.1% and 14.5%,  respectively,  during the same  periods in fiscal
year 2001.  Despite the large  increase  in sales,  production  costs  decreased
$25,279,  or 34%,  during the three months  ended July 31, 2002  compared to the
same period in fiscal year 2001 and increased only $5,509,  or 5.5%,  during the
six months ended July 31, 2002  compared to the same period in fiscal year 2001.
These  changes  reflect the continued  fall in production  costs per unit due to
economies of scale, mass production techniques and improved supply terms.

         Selling and  distribution  costs consist  primarily of personnel costs,
commissions,  marketing  literature,  travel and promotional  activities such as
trade shows,  seminars,  advertising and public relations programs.  Selling and
distribution costs increased $83,843, or 54%, and $92,706, or 27%, respectively,
during the three and six months ended July 31, 2002 compared to the same periods
in fiscal year 2001.  Selling and  distribution  costs as a percentage  of total
revenues were 40% and 43%,  respectively,  during the three and six months ended
July 31, 2002 compared to 39% and 50%, respectively,  during the same periods in
fiscal year 2001.  The changes over the  comparable  three and six month periods
were due to the Company's  re-focussed  marketing to the SME sector in both 2001
and 2002,  and costly trade shows and seminars to launch INVU Series 250 and the
latest version of INVU Series 200

         Research  and   development   costs   consist  of  continued   software
development and further enhancements to existing software products.  These costs
are expensed as incurred until technical  feasibility has been  established.  To
date, the  establishment of technical  feasibility,  and the subsequent  general
release to customers, have been almost simultaneous, and, therefore, the Company
has not capitalized software  development costs.  Research and development costs
increased $57,435, or 49%, and $121,167, or 53%, respectively,  during the three
and six months  ended July 31, 2002  compared to the same periods in fiscal year
2001.  Research and development costs as a percentage of total revenues were 29%
and 35%,  respectively,  during  the three and six months  ended  July 31,  2002
compared  to 30% and 33%,  respectively,  during the same  periods in 2001.  The
relative  stability of research and  development  expenditure as a percentage of
sales over the  comparable  three and six month  periods  reflects the Company's
continued  investment  in its current and future  products.  This  investment in
research  and  development  has  provided  the recent  launch of Series 250, the
latest version of Series 200 and Advanced  CodeFree  Integration,  and continued
work on i200 and the Britech project.

         Administrative  costs  include  the  personnel  and other  costs of the
administration,  human resources and finance departments, together with property
expenses, amortization of intangibles and depreciation of tangible assets. These
costs increased $50,809, or 18%, during the three months ended July 31, 2002 and
increased $97,666,  or 20%, during the six months ended July 31, 2002,  compared
to the same periods in fiscal year 2001. Administrative costs as a percentage of
total  revenues had reduced to 54% and 57%,  respectively,  during the three and
six months ended July 31, 2002 compared to 70% and 69%, respectively, during the
same periods in fiscal year 2001. The dollar increases in  administrative  costs
over  the  comparable  three  and six  month  periods  was due to the  Company's
additional  legal fees  relating to the now settled  dispute with GEM  Advisors,
Inc.,  amortization of intangible  assets acquired in July 2001, and an increase
in general administrative costs.

         During  the three and six  months  ended  July 31,  2002,  the  Company
incurred net interest expense of $118,101 and $224,202,  respectively,  compared
to net  interest  expense  of  $46,760  and  $97,469,  respectively,  during the
corresponding  periods in fiscal year 2001.  These increases are entirely due to
increased bank and loan facilities.  Management expects these costs to fall when
additional investment funding is secured.

         The tax rates for the periods in question are zero due to a net loss in
each period.

                                       5
<PAGE>

         The total  current  assets of the Company were  $1,316,267  at July 31,
2002,  an increase  of $195,665  compared  to  $1,120,602  at January 31,  2002.
Working  capital was  negative  $4,782,148  as of July 31, 2002,  compared  with
negative  $3,434,581  as of January 31,  2002.  These  changes are mainly due to
increases in accounts  receivable,  inventories,  short term credit  facilities,
accounts  payable,  accrued  liabilities  and  current  maturities  of long term
obligations.

         The Company has obtained a short term facility in the principal  amount
of $390,550 from Bank Leumi and convertible loans from Vertical Investments,  an
entity in which Daniel Goldman (a  non-executive  director) has an interest,  in
the  aggregate  principal  amount of $275,000  during the six month period ended
July 31, 2002.  Management  believes  these  facilities and loans will be repaid
from the proceeds of future financings or, for the convertible loans,  converted
into common stock of the Company.

         Total  assets of the  Company  were  $1,755,990  at July 31,  2002,  an
increase of $224,681  compared to $1,531,309 at January 31, 2002.  This increase
in total  assets is  attributable  to  increases  in fixed assets of $42,644 and
current assets of $195,665, and a decrease in intangible assets of $13,628.

         The total current  liabilities  of the Company  increased by $1,543,232
from  $4,555,183  at January  31,  2002 to  $6,098,415  at July 31,  2002.  This
increase  in current  liabilities  is due to an  increase  in short term  credit
facilities  of  $416,636  mainly  as a result  of the Bank  Leumi  advance,  and
increases in current maturities of long-term  obligations of $829,939,  accounts
payable of $75,146 and accrued  liabilities  of $267,043.  Deferred  revenue has
decreased by $45,532.  These changes  continue to reflect the Company's  current
reliance on short term credit facilities and loan finance. Long-term obligations
less current  maturities were $1,680,928 at July 31, 2002 compared to $2,093,740
at January 31, 2002.

         Total  stockholders'  equity decreased by $905,739 during the six month
period ended July 31, 2002 from a deficit of $5,117,614 at January 31, 2002 to a
deficit of  $6,023,353  at July 31,  2002.  The  Company  continues  to evaluate
various financing  options,  including issuing debt and equity to finance future
development  and  marketing  of  products  as the  Company  has now  moved to an
operational stage.

         Financing Management's Plan of Operation

         The Company remains  committed to raising the necessary funds to enable
the business to fulfill its  potential  and is engaged in or presently  pursuing
the following financing transactions.

         The Company has a $312,440  short-term  credit  facility with an annual
interest rate currently of 6% with an English bank. The amount drawn against the
facility  at July 31,  2002 was  $302,289.  This  facility  is due for review on
September 30, 2002. The Company believes that at such maturity date the facility
will be extended.  The Company's bank also provided a further credit facility of
$937,320 in October  2001 by way of notes  payable with  monthly  repayments  of
$78,110  commencing in November 2002 until October 2003. This facility currently
bears interest at the rate of 6% per annum. All bank credit facilities and notes
payable  are  collateralized  by all  assets  of  the  Company  and a  corporate
guarantee  given by  Vertical  Investments  Limited,  a company in which  Daniel
Goldman, a non-executive director of this Company, has an interest.

         In August 1999, the Company received a loan in the aggregate  principal
amount  of  $600,000  and a second  loan in the  principal  amount  of  $400,000
(together  "Loan  Stock  Instruments")  from Alan David  Goldman  (the father of
Daniel Goldman),  Vertical Investments Limited and Tom Maxfield (a non-executive
director of the Company).  The Loan Stock Instruments currently bear interest at
the rate of 6% and 10% per  annum,  respectively,  and may be  converted  into 1
share of common  stock for each $0.65 and $0.50,  respectively,  of  outstanding
principal and accrued but unpaid interest. If the Loan Stock Instruments are not
converted,  they may be  redeemed  upon 30 days  notice  by the  Company  or the
Investors on or after August 2002.

         In February  2001,  Vertical  Investments  Limited,  a company in which
Daniel Goldman, a non-executive  director of the Company, has an interest,  lent
the Company  $1,000,000.  Vertical  Investments Limited made further advances of
$250,000 in May 2001, $50,000 in July 2001, $500,000 in September 2001, $275,000
in December  2001 and $275,000 in February  2002  (collectively,  the  "Vertical
Loans").  Effective as of December 2001, the Vertical Loans were restructured to

                                       6
<PAGE>

apply conversion features to enable the loans to be converted into shares of the
Company's  common  stock at  conversion  prices  ranging from $0.13 to $0.25 per
shares at various times.

         In May 2001,  the Company  received  $50,000 from  Paysage  Investments
Limited and in June 2001, the Company  received  $84,000 from Pershing  Nominees
and $25,000 from Guernroy  Limited.  Each of these  advances  referenced in this
paragraph were made by way of convertible loans at an interest rate per annum of
1.5% above the UK bank base rate.  Each of the  convertible  loans has  maturity
date 24 months from date of issue,  but  principal and interest may be repaid at
any time without  penalty.  The loans are  convertible  at the rate of $0.25 per
share of Common  Stock,  and the  investor  may  convert,  having  given 45 days
notice, at any time during the 24 month period.

         In June 2002,  the  Company  secured a short term  credit  facility  of
$390,550  from Bank Leumi at an interest rate of 3% above the UK bank base rate.
The  credit  facility  is  collateralized  by all  assets of the  Company  and a
corporate  guarantee given by Vertical  Investments  Limited, a company in which
Daniel Goldman,  a non-executive  director of this Company has an interest.  The
amount  drawn  against the  facility at July 31, 2002 was  $390,550 . The amount
drawn is payable on demand at the bank's  discretion.  The  facility  is due for
review in December 2002.

         On May 24, 1999,  the Government of the United Kingdom of Great Britain
and  Northern  Ireland  and the  Government  of the  State of  Israel  signed an
agreement concerning the bilateral  co-operation of the two countries in private
sector   industrial   research  and  development   and   establishing  a  United
Kingdom-Israel  Industrial  Research  and  Development  Fund,  also known as The
Britech Fund. As a result,  the Company entered into a Co-operation  and Project
Funding  Agreement  on August 1, 2002 with  Smashing  Concepts  Ltd., a software
development  company  based in Israel  ("Smashing  Concepts"),  and The  Britech
Foundation   Limited,   the  non-profit   administrator   of  The  Britech  Fund
("Britech"),  pursuant to which Britech approved a proposal submitted jointly by
the  Company  and  Smashing  Concepts  for the  financial  support of a software
development project between the two companies (the "Project").

         Britech  agreed  to  provide  funds  by   conditional   grant  for  the
implementation of the Project in an amount equal to the lesser of (pound)310,000
(US$484,282) or 50% of the actual  expenditures on the Project (as  contemplated
in the  approved  budget of the  Project).  Such amount will be divided  equally
between the Company  and  Smashing  Concepts.  On August 22,  2002,  the Company
received an initial payment of (pound)71,000  (US$110,916) from Britech. Britech
is required to make an additional  payment of (pound)66,000  (US$103,105) to the
Company after six months subject to completion of the "integration phase" of the
Project,  and Britech will make a final payment of (pound)18,000  (US$28,120) to
the Company  upon the  completion  of the  Project.  The  Company  and  Smashing
Concepts are required to make certain repayments to Britech of the grant amounts
based on the  gross  sales  derived  from the  sale,  leasing  or  marketing  of
innovations  developed during the course of the Project, as well as make certain
royalty  payments  to Britech  based on sales of a patented  products  developed
during the course of the  Project.  Additionally,  the Company and  Smashing are
required to pay to Britech a percentage of all licensing  revenues achieved from
products developed during the course of the Project.

         On August 23, 2002, INVU International Holdings Limited, a wholly-owned
subsidiary of the Company ("INVU  Holdings"),  entered into an Agreement for the
Sale,  Purchase and Transfer of Shares (the  "Agreement)  pursuant to which INVU
Holdings  agreed to  purchase  all of the  issued  and  outstanding  stock  (the
"Corsham Stock") of Corsham Holding B.V., a company incorporated under Dutch law
("Corsham"),   from  B.V.   Holding   Maatschappij   "De  Hondsrug,"  a  company
incorporated under Dutch law ("B.V.  Holding"). In consideration for the Corsham
Stock,  INVU  Holdings  agreed to (i) assume an  aggregate  of (Euro)  3,006,294
(US$2,923,928)  of debt owed by B.V.  Holding  to  Corsham  and (ii) make a cash
payment equal to (Euro)  965,544  (US$939,090)  to B.V.  Holding.  The Agreement
provides  that the  acquisition  of the Corsham  Stock would be  effective as of
August 23, 2002.  The purchase  price for the Corsham Stock was based on the net
asset value of Corsham on August 23,  2002,  as set forth in  Corsham's  balance
sheet,  plus an amount equal to 18.5% of Corsham's net profits  before taxes for
the financial year 2002 through August 23, 2002.

         Pursuant  to the  terms of the  Agreement  for the Sale,  Purchase  and
Transfer of Shares dated as of August 23, 2002, by and among INVU Holdings, B.V.
Holding and Corsham (the "Second Agreement"),  INVU Holdings and Corsham entered
into a Transfer of Trade Secret and Exclusive  License of Know-How  Agreement on
September  6,  2002,  pursuant  to which INVU  Holdings  agreed,  under  certain
conditions,  to transfer confidential  information,  an exclusive license to use
its technology and its business plan to Corsham.  In exchange for such transfer,
Corsham  has  agreed  to  (i)  make a  cash  payment  equal  to  (Euro)  965,544
(US$950,385)  to INVU Holdings and (ii) reduce the debt owed by INVU Holdings to
Corsham by (Euro) 1,330,783 (US$1,309,890).  Pursuant to the terms of the Second
Agreement,  INVU  Holdings and Corsham also entered into an Exclusive  Copyright
and Trademark/Tradename License Agreement on September 6, 2002 pursuant to which

                                       7
<PAGE>

INVU  Holdings  agreed,  inter alia, to grant  exclusive  software and copyright
licenses of certain of its  products to Corsham for an initial  term of four (4)
years. In consideration for such exclusive  licenses,  Corsham has agreed to (i)
reduce  the debt  owed by INVU  Holdings  to  Corsham  by an  additional  (Euro)
1,675,511  (US$1,649,205)  and  (ii) pay an  aggregate  amount  equal to  (Euro)
35,400,661  (US$34,844,871)  to INVU  Holdings,  which amount shall be loaned to
Corsham by INVU  Holdings  pursuant  to a Loan  Agreement  entered  into by INVU
Holdings  and  Corsham  dated  as  of  September  6,  2002.  The  value  of  the
distribution and technology transfer rights licensed to Corsham was based on two
valuations that INVU Holdings received from independent accounting firms.

         The  distribution  and technology  transfer  rights licensed to Corsham
will be  written  down on the  financial  statements  of  Corsham  over a period
commensurate  with standard  accounting  practices in the Netherlands to reflect
depreciation. It is, therefore, anticipated that this transaction will result in
a  substantial  reduction in Corsham's  tax  liability in the  Netherlands.  The
Company  anticipates  that as a result of this  transaction the cash holdings of
the INVU group will increase by approximately (pound)360,000 (US$562,000).

         Additionally,  INVU Holdings has changed the corporate  name of Corsham
to INVU Netherlands BV.

         This  transaction,  which was fully  consummated  on September 6, 2002,
constituted the acquisition of a significant  amount of assets  otherwise in the
ordinary  course of  business  within  the  meaning  of Item 2 of Form 8-K.  The
financial statements of Corsham and the pro-forma information required by Item 7
of Form 8-K are not yet  available.  The  Company  expects  that such  financial
statements  will be completed and filed pursuant to a Current Report on Form 8-K
within sixty (60) days after the filing of this Form 10-QSB.

          As noted above, the Company has continued to raise significant funding
during  difficult  market  conditions.  The Company is in the process of seeking
further financing from a number of sources.  Management  estimates the financing
it is seeking,  if  consummated,  would  fulfill the Company's  working  capital
requirements  (not including the repayment of the Company's  outstanding  loans)
for a period  up to the  point at which net sales  revenues  could  sustain  the
Company's  day  to day  operations  and  also  enable  the  Company  to  further
accelerate  its growth  both  organically  and through  acquisition.  There can,
however,  be no assurance that the above transaction will be consummated or that
additional debt or equity  financing will be available,  if and when needed,  or
that, if available,  such financing could be completed on commercially favorable
terms.  Failure to obtain additional  financing if and when needed, could have a
material  adverse  affect on the Company's  business,  results of operations and
financial  condition.  Please  refer  to  Note B of the  Consolidated  Financial
Statements in conjunction with this paragraph regarding the Company's ability to
continue as a going concern.

                                       8
<PAGE>

PART II. OTHER INFORMATION

Item 1.  Legal Proceedings.

     As reflected in the Company's  10-KSB for the fiscal year ended January 31,
2002, a complaint  was filed  against the Company on February  23, 2001,  in the
United States District Court for the Southern  District of New York on behalf of
GEM  Advisors,  Inc.  ("GEM")  seeking  money  damages in the amount of $100,000
together  with  interest  from  September  21,  2000,  costs,  disbursement  and
attorneys' fees. The complaint related to a $100,000 demand promissory note (the
"Note")  dated  May 1,  2000 and  payable  to the  order of GEM.  The Note  bore
interest at a rate of 3% per annum and if payment was not made upon demand,  the
rate  increased to 15% per annum from the date of demand  through and  including
the date of payment. GEM was entitled to convert the unpaid balance and interest
into  shares of the  Company's  Common  Stock if payment was not made on demand.
Demand  on the  Note  was  made by GEM on  September  21,  2000 and GEM sent the
Company a conversion  notice on December  18, 2000  electing to convert the Note
into 179,643  shares of the Company's  Common Stock.  The Note was  subsequently
converted and a share  certificate  was delivered to GEM,  which GEM returned to
the  Company  contending  that  the  timeliness  of the  delivery  of the  share
certificate violated the terms of related Note agreements.

     In  response,  the  Company  filed an  answer on or about  April 16,  2001,
denying that any amounts were owing under the Note, and denying  liability under
GEM's remaining causes of action. It was the Company's  position that GEM made a
binding election to convert unpaid amounts due under the Note into shares of the
Company's Common Stock,  and that the Company's tender of the share  certificate
to GEM,  and GEM's  acceptance  and  retention of the share  certificate,  fully
satisfied the Company's  obligations  under the Note and  discharged the Company
from any further liability under the Note.

     The parties entered into a Settlement  Agreement in May 2002 that obligated
the Company to pay GEM an aggregate of $50,000 in four equal installments during
2002.  GEM in turn has  agreed to return  the  179,643  shares of the  Company's
Common Stock (the "GEM  Shares") to the Company or its assigns.  The Company has
assigned its right to acquire the GEM Shares to an unaffiliated  third party who
acquired the GEM Shares directly from GEM for $25,000.  Such $25,000 reduced the
Company's  settlement  obligation to $25,000 from $50,000.  On May 23, 2002, the
Judge signed an Order that discontinued GEM's action with prejudice. The Company
has met all the  requirements of the Settlement  Agreement,  and all obligations
with regard to this matter have been discharged.

Item 2.  Changes in Securities.

     There have been no changes in securities during the period.

Item 3.  Default Upon Senior Securities.

     None

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

     None

Item 5.  Other Information.

         On August 23, 2002, INVU International Holdings Limited, a wholly-owned
subsidiary of the Company ("INVU  Holdings"),  entered into an Agreement for the
Sale,  Purchase and Transfer of Shares (the  "Agreement)  pursuant to which INVU
Holdings  agreed to  purchase  all of the  issued  and  outstanding  stock  (the
"Corsham Stock") of Corsham Holding B.V., a company incorporated under Dutch law
("Corsham"),   from  B.V.   Holding   Maatschappij   "De  Hondsrug,"  a  company
incorporated under Dutch law ("B.V.  Holding"). In consideration for the Corsham
Stock,  INVU  Holdings  agreed to (i) assume an  aggregate  of (Euro)  3,006,294
(US$2,923,928)  of debt owed by B.V.  Holding  to  Corsham  and (ii) make a cash
payment equal to (Euro)  965,544  (US$939,090)  to B.V.  Holding.  The Agreement
provides  that the  acquisition  of the Corsham  Stock would be  effective as of
August 23, 2002.  The purchase  price for the Corsham Stock was based on the net
asset value of Corsham on August 23,  2002,  as set forth in  Corsham's  balance
sheet,  plus an amount equal to 18.5% of Corsham's net profits  before taxes for
the financial year 2002 through August 23, 2002.

         Pursuant  to the  terms of the  Agreement  for the Sale,  Purchase  and
Transfer of Shares dated as of August 23, 2002, by and among INVU Holdings, B.V.
Holding and Corsham (the "Second Agreement"),  INVU Holdings and Corsham entered
into a Transfer of Trade Secret and Exclusive  License of Know-How  Agreement on
September  6,  2002,  pursuant  to which INVU  Holdings  agreed,  under  certain
conditions,  to transfer confidential  information,  an exclusive license to use
its technology and its business plan to Corsham.  In exchange for such transfer,
Corsham  has  agreed  to  (i)  make a  cash  payment  equal  to  (Euro)  965,544
(US$950,385)  to INVU Holdings and (ii) reduce the debt owed by INVU Holdings to
Corsham by (Euro) 1,330,783 (US$1,309,890).  Pursuant to the terms of the Second
Agreement,  INVU  Holdings and Corsham also entered into an Exclusive  Copyright
and Trademark/Tradename License Agreement on September 6, 2002 pursuant to which
INVU  Holdings  agreed,  inter alia, to grant  exclusive  software and copyright
licenses of certain of its  products to Corsham for an initial  term of four (4)
years. In consideration for such exclusive  licenses,  Corsham has agreed to (i)
reduce  the debt  owed by INVU  Holdings  to  Corsham  by an  additional  (Euro)
1,675,511  (US$1,649,205)  and  (ii) pay an  aggregate  amount  equal to  (Euro)
35,400,661  (US$34,844,871)  to INVU  Holdings,  which amount shall be loaned to
Corsham by INVU  Holdings  pursuant  to a Loan  Agreement  entered  into by INVU
Holdings  and  Corsham  dated  as  of  September  6,  2002.  The  value  of  the
distribution and technology transfer rights licensed to Corsham was based on two
valuations that INVU Holdings received from independent accounting firms.

         The  distribution  and technology  transfer  rights licensed to Corsham
will be  written  down on the  financial  statements  of  Corsham  over a period
commensurate  with standard  accounting  practices in the Netherlands to reflect
depreciation. It is, therefore, anticipated that this transaction will result in
a  substantial  reduction in Corsham's  tax  liability in the  Netherlands.  The

                                       9
<PAGE>

Company  anticipates  that as a result of this  transaction the cash holdings of
the INVU group will increase by approximately (pound)360,000 (US$562,000).

         Additionally,  INVU Holdings has changed the corporate  name of Corsham
to INVU Netherlands BV.

         This  transaction,  which was fully  consummated  on September 6, 2002,
constituted the acquisition of a significant  amount of assets  otherwise in the
ordinary  course of  business  within  the  meaning  of Item 2 of Form 8-K.  The
financial statements of Corsham and the pro-forma information required by Item 7
of Form 8-K are not yet  available.  The  Company  expects  that such  financial
statements  will be completed and filed pursuant to a Current Report on Form 8-K
within sixty (60) days after the filing of this Form 10-QSB.

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

     None


EXHIBITS

(a)  Exhibits

Exhibit
Number                                      Description of Exhibit

10.1     Overdraft Facility, dated July 19, 2000, by and between the Company and
         the Bank of Scotland  (incorporated by reference to Exhibit 10.1 of the
         Company's Quarterly Report on Form 10-QSB filed September 19, 2000).

10.2     Corporate  Guarantee,  dated July 18,  2000,  by and among the Company,
         Invu Plc, Invu Services Limited,  Invu  International  Holdings Limited
         and the Bank of Scotland  (incorporated by reference to Exhibit 10.2 of
         the  Company's  Quarterly  Report on Form 10-QSB  filed  September  19,
         2000).

10.3     Debenture,  dated July 13,  2000,  by and  between  Invu  International
         Holdings Limited and the Bank of Scotland (incorporated by reference to
         Exhibit  10.3 of the  Company's  Quarterly  Report on Form 10-QSB filed
         September 19, 2000).

10.4     Overdraft Facility,  dated October 29, 2001, by and between the Company
         and the Bank of Scotland  (incorporated by reference to Exhibit 10.4 of
         the Company's Quarterly Report on Form 10-QSB filed December 14, 2001).

10.5      Investment Agreement,  dated August 23, 1999, among the Company, David
          Morgan,  John  Agostini,  Paul  O'Sullivan,  Alan David  Goldman,  and
          Vertical  Investments Limited  (incorporated by reference from Exhibit
          10.12 of the Company's  Annual Report on Form 10-KSB filed October 15,
          1999).

10.6      Loan Stock Instrument,  dated as of August 23, 1999, by the Company in
          favor  of  Alan  David  Goldman  and  Vertical   Investments   Limited
          (incorporated  by reference from Exhibit 10.13 of the Company's Annual
          Report on Form 10-KSB filed October 15, 1999).

10.7      Loan Stock Instrument,  dated as of August 23, 1999, by the Company in
          favor  of  Alan  David  Goldman  and  Vertical   Investments   Limited
          (incorporated  by reference from Exhibit 10.14 of the Company's Annual
          Report on Form 10-KSB filed October 15, 1999).

10.8      Supplemental  Agreement,  dated  as of  August  23,  1999,  among  the
          Company,  Vertical  Investments  Limited,  Alan David  Goldman,  David
          Morgan, John Agostini, Paul O'Sullivan,  INVU Services Limited and Tom
          Maxfield   (incorporated  by  reference  from  Exhibit  10.15  of  the
          Company's Annual Report on Form 10-KSB filed October 15, 1999).

10.9      Financing  Arrangement,  effective as of December  27,  2001,  between
          Vertical Investments Limited, the Company, Invu Services Limited, Invu
          International Holdings Limited and Invu PLC (incorporated by reference
          from Exhibit 10.21 of the Company's Annual Report on Form 10-KSB filed
          May 1, 2002).

10.10*+   Co-operation  and  Project  Funding  Agreement,  dated as of August 1,
          2002,  between and among The Britech  Foundation  Limited and Smashing
          Concepts Ltd and INVU Inc.

10.11*    Agreement for the Sale,  Purchase and Transfer of Shares,  dated as of
          August 23,  2002,  between  and among B.V.  Holding  Maatschappij  "De
          Hondsrug," INVU  International  Holdings Limited,  and Corsham Holding
          B.V.

10.12*    Agreement for the Sale,  Purchase and Transfer of Shares,  dated as of
          August 23,  2002,  between and among B. V.  Holding  Maatschappij  "De
          Hondsrug," and INVU International Holdings Limited.

                                       10
<PAGE>

10.13*    Exclusive  Copyright  and  Trademark/Tradename  License,  dated  as of
          September 6, 2002, between and among INVU International  Holdings Ltd.
          and Corsham Holding B.V.

10.14*    Transfer of Trade Secret and Exclusive License of Know-How  Agreement,
          dated as of  September 6, 2002,  between and among INVU  International
          Holdings Ltd. and Corsham Holding B.V.

10.15*    Loan Agreement,  dated as of September 6, 2002, between and among INVU
          International Holdings Ltd. and Corsham Holding B.V.

99.1*     Certification  Pursuant  to Section 906 of the  Sarbanes-Oxley  Act of
          2002

-----------------------
*Filed herewith
+Confidential  materials  deleted and filed  separately  with the Securities and
 Exchange Commission












                                       11
<PAGE>


                                   SIGNATURES

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

                                              INVU, INC.
                                              (Issuer)



Date:    September 16, 2002                   By: /s/ David Morgan
                                                 -------------------------------
                                                 David Morgan, President &
                                                 Chief Executive Officer
                                                 (Principal Executive Officer)


Date:     September 16, 2002                  By: /s/ John Agostini
                                                 -------------------------------
                                                 John Agostini, Vice President-
                                                 Chief Financial Officer &
                                                 Secretary
                                                 (Principal Financial Officer)










                                      S-1
<PAGE>


            Certification Pursuant to Rules 13a-14 and 15d-14 of the
                  Securities Exchange Act of 1934, as amended

I, David Morgan, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of INVU, Inc.;

2.   Based on my knowledge,  this  quarterly  report does not contain any untrue
     statement of a material fact or omit to state a material fact  necessary to
     make the statements  made, in light of the  circumstances  under which such
     statements  were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in this  quarterly  report,  fairly  present  in all
     material respects the financial  condition,  results of operations and cash
     flows of the  registrant  as of, and for,  the  periods  presented  in this
     quarterly report;

Date: September 16, 2002
                                          By: /s/ David Morgan
                                             -----------------------------------
                                             David Morgan
                                             President & Chief Executive Officer


I, John Agostini, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of INVU, Inc.;

2.   Based on my knowledge,  this  quarterly  report does not contain any untrue
     statement of a material fact or omit to state a material fact  necessary to
     make the statements  made, in light of the  circumstances  under which such
     statements  were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in this  quarterly  report,  fairly  present  in all
     material respects the financial  condition,  results of operations and cash
     flows of the  registrant  as of, and for,  the  periods  presented  in this
     quarterly report;

Date: September 16, 2002
                                          By: /s/ John Agostini
                                             -----------------------------------
                                             John Agostini
                                             Vice President & Chief Financial
                                             Officer











                                      S-2
<PAGE>

                                INDEX TO EXHIBITS
(a)  Exhibits

Exhibit
Number                                      Description of Exhibit

10.1     Overdraft Facility, dated July 19, 2000, by and between the Company and
         the Bank of Scotland  (incorporated by reference to Exhibit 10.1 of the
         Company's Quarterly Report on Form 10-QSB filed September 19, 2000).

10.2     Corporate  Guarantee,  dated July 18,  2000,  by and among the Company,
         Invu Plc, Invu Services Limited,  Invu  International  Holdings Limited
         and the Bank of Scotland  (incorporated by reference to Exhibit 10.2 of
         the  Company's  Quarterly  Report on Form 10-QSB  filed  September  19,
         2000).

10.3     Debenture,  dated July 13,  2000,  by and  between  Invu  International
         Holdings Limited and the Bank of Scotland (incorporated by reference to
         Exhibit  10.3 of the  Company's  Quarterly  Report on Form 10-QSB filed
         September 19, 2000).

10.4     Overdraft Facility,  dated October 29, 2001, by and between the Company
         and the Bank of Scotland  (incorporated by reference to Exhibit 10.4 of
         the Company's Quarterly Report on Form 10-QSB filed December 14, 2001).

10.5      Investment Agreement,  dated August 23, 1999, among the Company, David
          Morgan,  John  Agostini,  Paul  O'Sullivan,  Alan David  Goldman,  and
          Vertical  Investments Limited  (incorporated by reference from Exhibit
          10.12 of the Company's  Annual Report on Form 10-KSB filed October 15,
          1999).

10.6      Loan Stock Instrument,  dated as of August 23, 1999, by the Company in
          favor  of  Alan  David  Goldman  and  Vertical   Investments   Limited
          (incorporated  by reference from Exhibit 10.13 of the Company's Annual
          Report on Form 10-KSB filed October 15, 1999).

10.7      Loan Stock Instrument,  dated as of August 23, 1999, by the Company in
          favor  of  Alan  David  Goldman  and  Vertical   Investments   Limited
          (incorporated  by reference from Exhibit 10.14 of the Company's Annual
          Report on Form 10-KSB filed October 15, 1999).

10.8      Supplemental  Agreement,  dated  as of  August  23,  1999,  among  the
          Company,  Vertical  Investments  Limited,  Alan David  Goldman,  David
          Morgan, John Agostini, Paul O'Sullivan,  INVU Services Limited and Tom
          Maxfield   (incorporated  by  reference  from  Exhibit  10.15  of  the
          Company's Annual Report on Form 10-KSB filed October 15, 1999).

10.9      Financing  Arrangement,  effective as of December  27,  2001,  between
          Vertical Investments Limited, the Company, Invu Services Limited, Invu
          International Holdings Limited and Invu PLC (incorporated by reference
          from Exhibit 10.21 of the Company's Annual Report on Form 10-KSB filed
          May 1, 2002).

10.10*+   Co-operation  and  Project  Funding  Agreement,  dated as of August 1,
          2002,  between and among The Britech  Foundation  Limited and Smashing
          Concepts Ltd and INVU Inc.

10.11*    Agreement for the Sale,  Purchase and Transfer of Shares,  dated as of
          August 23,  2002,  between  and among B.V.  Holding  Maatschappij  "De
          Hondsrug," INVU  International  Holdings Limited,  and Corsham Holding
          B.V.

10.12*    Agreement for the Sale,  Purchase and Transfer of Shares,  dated as of
          August 23,  2002,  between and among B. V.  Holding  Maatschappij  "De
          Hondsrug," and INVU International Holdings Limited.

10.13*    Exclusive  Copyright  and  Trademark/Tradename  License,  dated  as of
          September 6, 2002, between and among INVU International  Holdings Ltd.
          and Corsham Holding B.V.

10.14*    Transfer of Trade Secret and Exclusive License of Know-How  Agreement,
          dated as of  September 6, 2002,  between and among INVU  International
          Holdings Ltd. and Corsham Holding B.V.


                                      E-1
<PAGE>

10.15*    Loan Agreement,  dated as of September 6, 2002, between and among INVU
          International Holdings Ltd. and Corsham Holding B.V.

99.1*     Certification  Pursuant  to Section 906 of the  Sarbanes-Oxley  Act of
          2002

-----------------------
*Filed herewith
+Confidential  materials  deleted and filed  separately  with the Securities and
 Exchange Commission






                                      E-2