UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

                                   (MARK ONE)

[X]   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2001

[ ]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

              FOR THE TRANSITION PERIOD FROM ________TO__________

                         Commission File Number: 022597

                                  CIMNET, INC.
               --------------------------------------------------
               (Exact name of registrant as specified in charter)



                  DELAWARE                               52-2075851
--------------------------------------------------------------------------------
         State or other jurisdiction of            (I.R.S. Employer
         incorporation or organization          Identification Number)


   946 W. Penn Avenue, Robesonia, Pennsylvania          19551
--------------------------------------------------------------------------------
     (Address of principal executive offices)         (Zip Code)

                                 (610) 693-3114
                                 --------------
                (Issuer's telephone number, including area code)

Check whether the Issuer (1) filed all reports required to be filed by section
13 or 15(d) of the Exchange Act during the past 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 [ ]

The Company has 6,182,321 shares, value $.0001 per share, outstanding as of
November 10, 2001.

<PAGE>

                           FORWARD LOOKING STATEMENTS

         Cimnet, Inc. (the "Company") may from time to time make written or oral
"forward-looking statements," including statements contained in the Company's
filings with the Securities and Exchange Commission (including this Quarterly
Report on Form 10-QSB and the exhibits hereto and thereto), in its reports to
stockholders and in other communications by the Company, which are made in good
faith by the Company pursuant to the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995.

         These forward-looking statements include statements with respect to the
Company's beliefs, plans, objectives, goals, expectations, anticipations,
estimates and intentions, that are subject to significant risks and
uncertainties, and are subject to change based on various factors (some of which
are beyond the Company's control). The words "may," "could," "should," "would,"
"believe," "anticipate," "estimate," "expect," "intend," "plan" and similar
expressions are intended to identify forward-looking statements. The following
factors, among others, could cause the Company's financial performance to differ
materially from the plans, objectives, expectations, estimates and intentions
expressed in such forward-looking statements: the strength of the United States
economy in general and the strength of the local economies in which the Company
conducts operations; the effects of, and changes in, trade, monetary and fiscal
policies and laws; inflation, interest rate, market and monetary fluctuations;
the timely development of and acceptance of new products and services of the
Company and the perceived overall value of these products and services by users,
including the features, pricing and quality compared to competitors' products
and services; the willingness of users to substitute competitors' products and
services for the Company's products and services; the success of the Company in
gaining regulatory approval of its products and services, when required; the
impact of changes in laws and regulations; technological changes; acquisitions;
changes in consumer spending and saving habits; and the success of the Company
at managing the risks involved in the foregoing.

         The Company cautions that the foregoing list of important factors is
not exclusive. The Company does not undertake to update any forward-looking
statement, whether written or oral, that may be made from time to time by or on
behalf of the Company.

                                       2
<PAGE>

                                  CIMNET, INC.

                                      INDEX





PART I   FINANCIAL INFORMATION

     ITEM 1. FINANCIAL STATEMENTS

             CONSOLIDATED BALANCE SHEETS
                    SEPTEMBER 30, 2001 (unaudited) AND DECEMBER 31, 2000       4

             CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE
                    THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2001 and 2000
                    (unaudited)                                                5

             CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE
                    NINE MONTHS ENDED SEPTEMBER 30, 2001 and 2000
                    (unaudited)                                                6

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)         7-17

     ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                    CONDITION AND RESULTS OF OPERATIONS                       12


PART II   OTHER INFORMATION

     ITEM 1. LEGAL PROCEEDINGS                                                17
     ITEM 2. CHANGES IN SECURITIES                                            17
     ITEM 3. DEFAULTS UPON SENIOR SECURITIES                                  19
     ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS              19
     ITEM 5. OTHER INFORMATION                                                19
     ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K                                 20

                                       3
<PAGE>
<TABLE>
<CAPTION>
ITEM 1 - FINANCIAL STATEMENTS

                                                        CIMNET, INC.

                                                 CONSOLIDATED BALANCE SHEETS


                                      ASSETS                                           September 30, 2001 December 31, 2000
                                                                                       ------------------ -----------------
                                                                                          (Unaudited)
<S>                                                                                       <C>               <C>
CURRENT ASSETS
     Cash and cash equivalents                                                            $ 1,427,210       $     7,951
     Accounts receivable, net of allowance of $71,858 and $16,975
         at September 30, 2001 and December 31, 2000, respectively                          1,365,310           345,924
     Inventories                                                                              109,038            54,958
     Prepaid expenses                                                                          85,044           138,593
     Deferred tax asset                                                                       141,576            46,954
                                                                                          -----------       -----------

                  Total current assets                                                      3,128,178           594,380

     Property and equipment, net                                                              224,966           194,219
     Goodwill, net                                                                          2,408,751         2,542,569
                                                                                          -----------       -----------

                                                                                          $ 5,761,895       $ 3,331,168
                                                                                          ===========       ===========

                       LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
     Line of credit                                                                       $        --       $   208,500
     Current portion of long-term debt                                                          2,611             8,558
     Accounts payable                                                                         230,168           173,889
     Accrued expenses                                                                         176,799           150,273
     Due to related parties                                                                        --            10,000
     Deferred income                                                                          494,646           538,441
     Dividends payable                                                                          5,556                --
                                                                                          -----------       -----------

Total current liabilities                                                                     909,780         1,089,661

LONG-TERM DEBT, net of current portion                                                          1,333             3,284

STOCKHOLDERS' EQUITY (DEFICIENCY)
     Series A Preferred Stock, $.0001 par value; authorized 1,500,000 shares -
         September 30, 2001 and -0- shares - December 31, 2000; issued and
         outstanding 746,965 shares - September 30, 2001 and
         -0- shares - December 31, 2000                                                            75                --
     Common stock, $0.0001 par value, authorized 15,000,000 shares
         issued and outstanding 6,182,321 shares - September 30, 2001
         and 6,093,131 shares - December 31, 2000                                                 618               609
     Additional paid-in capital                                                             5,137,850         3,789,805
     Accumulated income (deficit)                                                             (43,631)       (1,252,599)
                                                                                          -----------       -----------

                                                                                            5,094,912         2,537,815

       Less deferred compensation                                                            (244,130)         (299,592)
                                                                                          -----------       -----------
                                                                                            4,850,782         2,238,223
                                                                                          -----------       -----------

                                                                                          $ 5,761,895       $ 3,331,168
                                                                                          ===========       ===========
</TABLE>

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

                                       4
<PAGE>
<TABLE>
<CAPTION>
                                                     CIMNET, INC.

                                         CONSOLIDATED STATEMENTS OF OPERATIONS

                                                      (unaudited)


                                                                 Three months ended            Nine months ended
                                                                    September 30,                September 30,
                                                                 2001          2000           2001            2000
                                                             -----------    -----------    -----------    -----------
<S>                                                          <C>            <C>            <C>            <C>
Net sales                                                    $ 1,871,498    $   667,246    $ 6,160,700    $ 2,326,969
Cost of goods sold                                               146,778         78,956        905,048        339,813
                                                             -----------    -----------    -----------    -----------

         Gross Profit                                          1,724,720        588,290      5,255,652      1,987,156
                                                             -----------    -----------    -----------    -----------

Operating expenses
     Selling, general and administrative                         736,598        475,859      1,953,133      1,631,913
     Research and development                                    573,366        252,435      1,347,079        693,348
     Amortization of Goodwill                                     44,606         44,606        133,818         89,212
                                                             -----------    -----------    -----------    -----------
                                                               1,354,570        772,900      3,434,030      2,414,473
                                                             -----------    -----------    -----------    -----------

         Operating income (loss)                                 370,150       (184,610)     1,821,622       (427,317)

Non operating interest expense                                      (560)        (3,198)       (13,815)       (16,398)
Non operating interest income                                     12,758             --         12,758             --
                                                             -----------    -----------    -----------    -----------

         Income (loss) before income taxes                       382,348       (187,808)     1,820,565       (443,715)
Income taxes                                                     108,122             --        606,040             --
                                                             -----------    -----------    -----------    -----------

         Net Income (loss)                                   $   274,226    $  (187,808)   $ 1,214,525    $  (443,715)
                                                             ===========    ===========    ===========    ===========
Net Income (loss) per common share:
         Basic                                               $      0.04    $     (0.03)   $      0.20    $      (.08)
                                                             ===========    ===========    ===========    ===========

         Diluted                                             $      0.04    $     (0.03)   $      0.19    $      (.08)
                                                             ===========    ===========    ===========    ===========

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

                                       5
<PAGE>
<TABLE>
<CAPTION>
                                                CIMNET, INC.

                                   CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                (unaudited)


                                                                               Nine months ended September 30,
                                                                               -------------------------------
                                                                                   2001               2000
                                                                                -----------       -----------
<S>                                                                             <C>               <C>
Cash flows from operating activities
     Net Income (loss)                                                          $ 1,214,525       $  (443,715)
     Adjustments to reconcile net income (loss) to net cash
              provided by (used in) operating activities
         Depreciation and amortization                                               38,027            47,373
         Amortization of goodwill                                                   133,818            89,212
         Deferred tax benefit                                                       (94,622)               --
         Employee stock options                                                     268,199            59,064
     (Increase) decrease in assets
         Accounts receivable                                                     (1,019,386)          158,539
         Inventories                                                                (54,080)          (24,987)
         Prepaid expenses                                                            53,549            40,725
     Increase (decrease) in liabilities
         Accounts payable                                                            56,279            (7,409)
         Accrued expenses                                                            26,526            (3,904)
         Due to related parties                                                     (10,000)          (40,023)
         Deferred income                                                            (43,795)           33,884
                                                                                -----------       -----------

                   Net cash provided by (used in) operating activities              569,040           (91,241)
                                                                                -----------       -----------

Cash flows from investing activities
     Purchase of property and equipment                                             (68,774)          (30,761)
                                                                                -----------       -----------

                          Net cash used in investing activities                     (68,774)          (30,761)
                                                                                -----------       -----------

Cash flows from financing activities
       Net (payments on) proceeds from line of credit                              (208,500)          107,508
       Principal payments on long-term borrowings                                    (7,898)          (32,168)
       Proceeds on issuance of preferred stock                                    1,000,000                --
       Proceeds on exercise of stock options and warrants                           135,391                --
                                                                                -----------       -----------
                        Net cash provided by financing activities                   918,993            75,340
                                                                                -----------       -----------

                  NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS            1,419,259           (46,662)

Cash and cash equivalents at beginning of the period                                  7,951            68,744
                                                                                -----------       -----------

Cash and cash equivalents at end of the period                                  $ 1,427,210       $    22,082
                                                                                ===========       ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.

                                       6
<PAGE>

                                  CIMNET, INC.

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                   (unaudited)


NOTE 1 - BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles. Certain information
and footnote disclosures normally included in financial statements under
generally accepted accounting principles have been condensed or omitted pursuant
to the Securities and Exchange Commission rules and regulations. These financial
statements should be read in conjunction with the consolidated financial
statements and notes thereto included in Form 10-KSB for the fiscal year ended
December 31, 2000. In the opinion of management, all adjustments (consisting
only of normal recurring adjustments) necessary for a fair presentation of the
consolidated financial statements have been included. The results of operations
for the three and nine months ended September 30, 2001, are not necessarily
indicative of the results which may be expected for the entire fiscal year.

NOTE 2 - ACQUISITION OF REALTIME

On April 14, 2000, Cimnet completed its acquisition of RealTime Information
Systems, PTY (RealTime) an Australian company engaged in the business of
creating and developing software for shop floor control. Under the terms of the
Purchase Agreement, Cimnet acquired all of the outstanding capital stock of
RealTime in exchange for (i) the payment by the Company of a total of $10,000
and (ii) the issuance of 1,194,131 shares of the Company's common stock. The
transaction was accounted for under the purchase method of accounting. Goodwill
resulting from the purchase was $2.7 million and is being amortized over 15
years.

The following represents the unaudited pro forma financial information of Cimnet
as if the acquisition occurred on the first date of the period indicated. The
pro forma information should be read in conjunction with the related historical
information and is not necessarily indicative of the results that would have
been attained had the transaction actually taken place.

                                                    For the nine months ended
                                                        September 30, 2000
                                                    -------------------------
Net sales                                                   $ 2,379,466
Cost of goods sold                                              339,813
                                                            -----------

           Gross Profit                                       2,039,653
                                                            -----------

Other expenses (income)                                          18,582

Income taxes                                                         --
                                                                     --

Net loss                                                    $  (540,002)
                                                            ===========

                                       7
<PAGE>
                                  CIMNET, INC.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

                                   (unaudited)


NOTE 3 - NET INCOME PER COMMON SHARE

Basic net income (loss) per common share is calculated by dividing net income
(loss) less Preferred stock dividends by the weighted average number of shares
of common stock outstanding. Diluted net income per share is calculated by
adjusting the weighted average number of shares of common stock outstanding to
include the effect of stock options and warrants, if dilutive, using the
treasury stock method and the effect of convertible preferred shares
outstanding, using the if-converted method.

The Company's calculation of net income per common share in accordance with SFAS
No. 128 for the nine months ended September 30, 2001 is as follows:
<TABLE>
<CAPTION>
                                                                                            Weighted
                                                                            Income       average shares  Per share
                                                                          (numerator)    (denominator)    amount
                                                                          -----------    --------------  ---------
<S>                                                                       <C>                <C>         <C>
Basic earnings per share:
     Net income                                                           $ 1,214,525
                                                                          ===========
       Preferred stock dividends                                               (5,556)              --         --
                                                                          -----------      -----------   --------
       Net income available to common stockholders                          1,208,969        6,127,750   $    .20
                                                                          ===========      ===========   ========

Adjustments for Dilutive earnings per share:

Assumed conversion of preferred stock                                              --           63,630         --
Effect of dilutive securities:
     Options                                                                       --          194,744         --
     Warrants                                                                      --           68,881         --
Preferred stock dividends                                                       5,556               --         --
                                                                          -----------      -----------   --------


Diluted earnings per share:
        Net income available to common stockholders
and adjusted weighted average shares plus assumed conversions             $ 1,214,525        6,455,005   $   0.19
                                                                          ===========      ===========   ========
</TABLE>

A total of 760,000 shares were not included in the computation of diluted
earnings per share because the option exercise price was greater than the
average market price.


NOTE 4 - STOCKHOLDERS' EQUITY

In August 2001, the Company issued 746,965 shares of its Series A Convertible
Preferred Stock and 300,000 Common Stock Purchase Warrants in exchange for gross
proceeds of $1,000,000. At this same time $133,875 was realized from the
exercise of 100,000 of these common stock purchase warrants. This investment in
the Company was made in conjunction with purchase orders issued by GE Power
Systems of the Company's software and services earlier during 2001, totaling
approximately $4.5 million.

                                       8
<PAGE>

                                  CIMNET, INC.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

                                   (unaudited)


NOTE 4 - STOCKHOLDERS' EQUITY (CONTINUED)

Each of the preferred shares is convertible into shares of the Company's common
stock at a conversion price of $1.33875, subject to certain anti-dilution
adjustments. Additionally, 100,000 common stock purchase warrants will be
granted, vest and become exercisable based upon the fair market value of the
Company's stock on each of January 1, 2002 and January 1, 2003, subject to the
satisfaction by GE Power Systems of certain purchase thresholds with respect to
the Company's products and services.

The holders of the Series A Preferred Shares are entitled to receive an annual
cumulative dividend on each share of the Series A Preferred Shares equal to 8%
of the Issuance Price ($1.33875) payable quarterly on the fifteenth day
following the end of each fiscal quarter, in kind, in the form of additional
shares of the Series A Preferred Stock, or at the election of the Company in
cash; provided, however, that dividends on the Series A Preferred Shares will
cease to accrue and will not be payable for any year during which the Fair
Market Value (as defined) of the Common Stock, as of the anniversary date of
August 17th, increases by an amount equal to or greater than 8% over the Fair
Market Value of the Common Stock as of the preceding August 17th and will
permanently cease to accrue, and dividends accrued and unpaid with respect to
any partial dividend period prior to such date will not be payable, if the Fair
Market Value of the Common Stock, at any time after the effectiveness date of
the initial registration covering the public resale of the shares of Common
Stock issuable upon the exercise of the Series A Preferred Shares equals or
exceeds the average Closing Price (as defined) multiplied by 2 for the 25 day
period following the effective date of the Initial Registration.

Each share of Series A Preferred Stock is convertible, at the option of the
holder thereof, at any time into shares of Common Stock as is determined by
dividing the Issuance Price by the Conversion Price applicable to such share.
The initial Conversion Price per share for shares of the Series A Preferred
Shares is $1.33875; provided, however, that the Conversion Price for the Series
A Preferred Shares shall be subject to certain anti dilution adjustments.

In the event of any liquidation, dissolution or winding up of the Company,
either voluntary or involuntary, the holders of the Series A Preferred Shares
shall be entitled to receive, prior and in preference to any distribution of any
of the assets of the Company to the holders of Common Stock by reason of
ownership thereof, an amount per share equal to the sum of $1.33785 for each
outstanding share of Series A Preferred Stock plus accrued and unpaid dividends.

                                       9
<PAGE>
                                  CIMNET, INC.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

                                   (unaudited)


NOTE 4 - STOCKHOLDERS' EQUITY (CONTINUED)

The holders of the Series A Preferred Stock shall have the following rights,
with the Common Stock holders:

(a)      Vote on an as-converted basis, with the Common Stock on all matters
         submitted to a vote of stockholders;
(b)      Vote as a separate class where provided under Delaware law or the
         Company's charter or by-laws.
(c)      To elect one member of the Company's Board of Directors so long as not
         less than 375,000 shares of the Series A Preferred Stock are issued and
         outstanding, and
(d)      The Company agrees that it shall not take any of the following actions
         without affirmative vote of the holders of the majority of the Series A
         Preferred Stock: issue any further preferred shares or other securities
         of the Company with the liquidation rights equal to or superior to
         those of the outstanding Series A Preferred Stock, or amend the
         Certificate of Designation in any manner that would directly and
         adversely affect the Series A Preferred Stock.

The shares of Series A Preferred Stock shall be redeemable, at the option of the
holders, for 115% of the original purchase price, plus all accrued and unpaid
dividends, if the Company fails to have declared effective a registration
statement within 180 days following the Closing Date.


NOTE 5 - ACCOUNTING PRONOUNCEMENTS

The Financial Accounting Standards Board issued Statement No. 133, "Accounting
for Derivative Instruments and Hedging Activities", in June 1998, which was
amended by Statement No. 137 and Statement No. 138. The Company was required to
adopt the Statement by January 1, 2001. The adoption of the Statement has not
had a significant impact on the Company.

In June 2001, the Financial Accounting Standard Board finalized FASB Statements
No, 141, "Business Combinations" (SFAS 141) and No. 142, "Goodwill and Other
Intangible Assets" (SFAS 142). SFAS 141 requires the use of the purchase method
of accounting and prohibits the use of the pooling-of-interest method of
accounting for business combinations initiated after June 30, 2001. SFAS 141
also requires that the Company recognize acquired intangible assets apart from
goodwill if they meet certain criteria. SFAS 141 applies to all business
combinations initiated after June 30, 2001 and for purchase business
combinations completed on or after July 1, 2001. It also requires upon adoption
of SFAS 142, that the Company reclassify the carrying amounts of intangible
assets and goodwill based on the criteria in SFAS 141.

                                       10
<PAGE>

                                  CIMNET, INC.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

                                   (unaudited)


NOTE 5 - ACCOUNTING PRONOUNCEMENTS (CONTINUED)

SFAS 142 requires, among other things, that companies no longer amortize
goodwill, but instead test goodwill for impairment at least annually. In
addition, SFAS 142 requires that the Company identify reporting units for the
purposes of assessing potential future impairments of goodwill, reassess the
useful lives of other existing recognized intangible assets, and cease
amortization of intangible assets with an indefinite useful life. An intangible
asset with an indefinite useful life should be tested for impairment in
accordance with the guidance in SFAS 142. SFAS 142 is required to be applied in
fiscal years beginning after December 15, 2001 to all goodwill and other
intangible assets recognized at that date, regardless of when those assets were
initially recognized. It also requires the Company to complete a transitional
goodwill impairment test by six months from the date of adoption. The Company is
also required to reassess the useful lives of other intangible assets within the
first interim quarter after adoption of SFAS 142.

The Company's previous business combinations were accounted for using the
purchase method and all future business combinations will be accounted for under
the purchase method. This may result in the recognition of goodwill and other
intangible assets, some of which may subsequently be charged to operations,
either by amortization or impairment charges. For purchase business combinations
completed prior to June 30, 2001, the net carrying amount of goodwill was
$2,408,751 as of September 30, 2001. Amortization expense during the nine-month
period ended September 30, 2001 was $133,818. The Company is assessing but has
not yet determined how the adoption of SFAS 141 and SFAS 142 will affect its
future financial position and results of operations.

In July of 2001, the Financial Accounting Standards Board issued Statement No.
143, "Accounting for Asset Retirement Obligations", which addresses the
financial accounting and reporting for obligations associated with the
retirement of tangible long-lived assets and the associated asset retirement
costs. This Statement requires that the fair value of a liability for an asset
retirement obligation be recognized in the period in which it is incurred if a
reasonable estimate of fair value can be made. The associated asset retirement
costs are capitalized as part of the carrying amount of the long-lived asset.
This Statement will become effective for the Company on January 1, 2003 and is
not expected to have a significant impact on the Company's financial condition
or results of operations.

                                       11
<PAGE>

                                  CIMNET, INC.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

                                   (unaudited)


NOTE 5 - ACCOUNTING PRONOUNCEMENTS (CONTINUED)

In August of 2001, the Financial Accounting Standards Board issued Statement No.
144, "Accounting for the Impairment of or Disposal of Long-Lived Assets". This
Statement supersedes FASB Statement No. 121, "Accounting for the Impairment of
Long-Lived Assets and for Long-Lived Assets to Be Disposed Of", and the
accounting and reporting provisions of APB Opinion No. 30, "Reporting the
Results of Operations -- Reporting the Effects of Disposal of a Segment of a
Business, and Extraordinary, Unusual and Infrequently Occurring Events and
Transactions for the disposal of a segment of a business". This Statement also
amends ARB No. 51, "Consolidated Financial Statements". The provisions of this
Statement will be effective for the Company on January 1, 2002 and are not
expected to have a significant impact on the Company's financial condition or
results of operations.


ITEM 2.       MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
              RESULTS OF OPERATIONS

         This section presents a review of the Corporation's financial condition
and results of operations and is intended to assist in the understanding and
evaluating of major changes in the Corporation's financial position and
earnings.

         In addition to historical information, this discussion and analysis
contains forward-looking statements. The forward-looking statements contained
herein are subject to certain risks and uncertainties that could cause actual
results to differ materially from those projected in the forward-looking
statements. Readers are cautioned not to place undue reliance on these
forward-looking statements, which reflect management's analysis only as of the
date hereof. The Corporation undertakes no obligation to publicly revise or
update these forward-looking statements to reflect events or circumstances that
arise after the date hereof.

                                       12
<PAGE>

                                  CIMNET, INC.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

                                   (unaudited)


RESULTS OF OPERATIONS

Results Of Operations Nine Months Ended September 30, 2001

         Net sales for the nine months ended September 30, 2001 increased 164.8%
or $3,833,731 over net sales for the nine months ended September 30, 2000. This
increase is the result of Cimnet receiving substantial orders for its
Manufacturing Execution System (MES) software and continuing business with new
and existing customers. Sales to one customer comprise 72.5% of the total sales
as of September 30, 2001 and no individual customers comprised more than 1.3% of
sales for the same period in 2000.

         Costs of goods sold for the first nine months of 2001 were $905,048 or
14.7% of net sales compared to $339,813 or 14.6% of net sales for the same
period in 2000, an increase of $569,235 or 167.5%. This increase in costs of
goods sold is related to the increase of net sales by 164.8% and to the
engagement of third party field engineers for the implementation of orders
received.

         Gross Profit for the first nine months of 2001 was $5,255,652 compared
to $1,987,157 for the first nine months of 2000, an increase of $3,268,495 or
164.5%. This increase is related to the increase of net sales by 164.8% and the
relative percentage of cost of goods sold approximating 15% of net sales in both
the first nine months of 2000 and 2001.

         Selling, general and administrative expenses for the first nine months
of 2001 were $1,953,133 or 31.7% of net sales, and total research and
development expenses were $1,347,079 or 21.9% of net sales compared to selling,
general and administrative expenses of $1,631,913 or 70.1% of net sales, and
total research and development expenses were $693,348 or 29.8% of net sales for
the first nine months of 2000. Selling, general and administrative expenses the
first nine months of 2001 increased $321,220 or 19.7% over same period in 2000.
This increase is due to 24% increase in personnel and the expenses associated
with sales growth. Research and development expenses for the first nine months
of 2001 increased by $653,731 or 94.3% over the same period in 2000. This
increase is due to employment of outside programmers required to accommodate the
164.8% increase in net sales and the development of a new generation of
manufacturing execution system (MES) software.

         Goodwill amortization for the nine months ended September 30, 2001 was
$133,818 compared to $89,212 for the first nine months of 2000 due to the
inclusion of only five and a half months of amortization expense in 2000.

                                       13
<PAGE>

                                  CIMNET, INC.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

                                   (unaudited)


RESULTS OF OPERATIONS (CONTINUED)

Results Of Operations Nine Months Ended September 30, 2001 (Continued)

         Net income for the nine months ended September 30, 2001 was $1,214,525
or $0.20 per common share as compared to net loss of $(443,715) or $(1.08) per
common share for the nine months ended September 30, 2000, an increase of
$1,658,240. Interest expense for the nine months ended September 30, 2001 was
$13,815 as compared to interest expense of $16,399 in the same period in 2000, a
decrease of $2,584 or 15.8%. Also the interest income for nine months ended
September 30, 2001 was $12,758. This decrease in interest expense and the
existence of interest income is due to positive cash flow resulting from the
164.8% increase in net sales and the issuance of preferred shares, enabling
payment on the credit line and investment of excess cash.

         Income tax expense for the nine months ended September 30, 2001 was
$606,040. compared to $0 for the first nine months of 2000 due to the fact that
the Company had a loss of $(443,715) for the first nine months of 2000.


Results Of Operations Three Months Ended September 30, 2001

         Net sales for the three months ending September 30, 2001 and for the
three months ending September 30, 2000 were $1,871,498 and $667,246
respectively, an increase of $1,204,252, or 180.5%. This increase is the result
of Cimnet receiving substantial orders for its Manufacturing Execution System
(MES) software and continuing business with new and existing customers.

         Costs of goods sold for the three months ended September 30 2001 were
$146,778 or 7.8% of net sales compared to $78,956 or 11.8% of net sales for the
three months ended September 30, 2000, an increase of $67,822 or 85.9%. This net
increase in costs of goods sold is related to the 180.5% increase in net sales
and to the engagement of third party field engineers for the implementation of
orders received.

         Gross Profit for the three months ended September 30, 2001 was
$1,724,720 compared to $588,290 for the three months ended September 30 2000, an
increase of $1,136,430 or 193.2%. This increase is related to the increase of
net sales by 180.5% for the same period and the cost of goods sold as percentage
of net sales going down from 11.8% for the three months of 2000, to 7.8% for the
three month 2001. This decrease in cost of goods sold as percentage of sales is
due to increased engineering services sales for the three months ending
September 30, 2001 as compared to the three months ending September 30,2000

                                       14
<PAGE>

                                  CIMNET, INC.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

                                   (unaudited)


RESULTS OF OPERATIONS (CONTINUED)

Results Of Operations Three Months Ended September 30, 2001 (Continued)

         Selling, general and administrative expenses for the three months ended
September 30, 2001 were $736,598 or 39.4% of net sales, and total research and
development expenses for the same period were $573,366 or 30.6% of net sales
compared to selling, general and administrative expenses for the three months
ended September 30, 2000 of $475,859 or 71.3% of net sales, and total research
and development expenses of $252,435 or 37.8% of net sales for the same period.

         Selling, general and administrative expenses for the three months ended
September 30, 2001 increased $260,739 or 54.8% over the three months ending
September 30,2000. This increase in selling, general and administrative expenses
are due to 24% increase in personnel and the expenses associated with personnel
growth.

         Research and development expenses for the three months ended September
30, 2001 increased $320,931 or 127.1% over the three months ending September
30,2000. This increase in research and development cost is due to employment of
outside programmers to accommodate the 180.5% increase in net sales and the
development of a new generation of manufacturing execution system (MES)
software.

         Income from operations for the three months ended September 30 2001 was
$370,150 compared to a loss of $(184,610) for the three months ended September
30, 2000, an increase of $559,760.

         Interest expense for the third quarter of 2001 was $560 or 0.03% of net
sales, compared to $3,198 or 0.5% of net sales for the third quarter of 2000.
Also the interest income for three months ended September 30, 2001 was $12,758.
This decrease in interest expense and the existence of interest income is due to
positive cash flow resulting from the 180.5% increase in net sales and the
issuance of preferred shares, enabling payment on the credit line and investment
of excess cash .

         Income tax expense for the three months ended September 30, 2001 was
$108,122 compared to $0 for the three months of 2000 due to the fact that the
Company had a loss of $(187,808) for the three months ended September 30, 2000.

                                       15
<PAGE>

                                  CIMNET, INC.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

                                   (unaudited)


RESULTS OF OPERATIONS (CONTINUED)

Financial Condition and Liquidity

         At September 30, 2001, the Company had current assets of $3,128,178 as
compared to $594,380 at December 31, 2000. This increase is due mainly to
increases in accounts receivable and cash and cash equivalents.

         Predominantly, the increase in cash and cash equivalents is the result
of the closing of the sale of shares of the Company's Series A Convertible
Preferred Stock and Common Stock Purchase Warrants to the General Electric
Company, acting through its Power Systems business unit. Cimnet received gross
proceeds of $1,000,000 from the sale of 746,965 shares of its preferred stock
and 300,000 common stock purchase warrants and $133,875 from the exercise of
100,000 common stock purchase warrants.

         Current liabilities decreased $179,881 from December 31, 2000 to
September 30, 2001. This decrease is mainly due to repayment of the Company's
line of credit.

Operating Activities

         Cash provided by (used in) operations for the nine months ended
September 30, 2001 and 2000 was $569,040 and $(91,241), respectively. The
increase in cash provided by operations in 2000 was primarily due to net income
of $1,214,525 for the nine months ended September 30, 2001. Accounts receivable
were at $1,365,310 on September, 30 2001 compared to $345,924 on December 31,
2000, an increase of $1,019,386 or 294.7% due to the increase in net sales of
180.5%.


Investing Activities

         Investing activities consumed $68,774 and $30,761 in 2001 and 2000,
respectively, for purchases of capital assets. As of September 30, 2001 the
Company had $1,410,749 in U.S.Treasury Bills, which are included in cash and
cash equivalents.

                                       16
<PAGE>

                                  CIMNET, INC.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

                                   (unaudited)


RESULTS OF OPERATIONS (CONTINUED)

Financing Activities

         Financing activities provided $918,993 in cash for the nine months
ended September 30, 2001 compared to $75,340 for the same period in 2000, an
increase of $843,653. This net increase is primarily due to the Company's
preferred stock offering, the receipt of funds from the exercise of warrants and
the paydown of the line of credit.


Capital Resources

         The Company has certain credit facilities with its bank including a
line of credit. As of September 30, 2001, the Company had approximately,
$300,000 of unused credit available on its line of credit, subject to a
borrowing base formula. The Company is current with all of its obligations to
its bank.

         The Company has no material commitments for capital expenditures and
believes that its cash from operations, existing balances and available credit
line will be sufficient to satisfy the needs of its operations and its capital
commitments for the foreseeable future. However, if the need arose, the Company
would seek to obtain capital from such sources as continuing debt financing or
equity financing.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings - None

Item 2. Change in Securities

         On August 31, 2001 (the "Closing Date"), Cimnet, Inc. (the "Company")
entered into a Preferred Stock and Warrant Purchase Agreement (the "Purchase
Agreement") with General Electric Company, a New York corporation acting through
its GE Power Systems division (the "Purchaser"), pursuant to which the Company
issued 746,965 shares of the Company's Series A Convertible Preferred Stock (the
"Preferred Stock") and a common stock purchase warrant exercisable for up to a
total of 300,000 shares of the Company's common stock (the "Warrant") in
exchange for the investment of $1,000,000. On the Closing Date, the Purchaser
also exercised the Warrant for 100,000 shares of common stock ("Common Stock"),
and as a result, the Company received cash proceeds of $133,000. The securities
were issued by the Company pursuant to Section 4(2) of the Securities Act of
1933, as amended.

                                       17
<PAGE>

         The Company established preferences, limitations and relative rights
with respect to Series A Preferred Stock as summarized below:

Series A Preferred Stock

Designation and Amount; Rank. The shares of such series are designated as
"Series A Convertible Preferred Stock" and the number of shares constituting
such series is 1,500,000. The Series A Preferred Stock" has a par value of
$.0001 per share and ranks senior to all series of preferred stock and Common
Stock.

Dividends. The Holder of Series A Preferred Stock is entitled to receive an
annual cumulative dividend on each share of the Series A Preferred Stock equal
to eight percent (8%) of the Issuance Price ($1.33875) payable quarterly on the
fifteenth (15th) day following the end of each fiscal quarter, in kind, in the
form of additional shares of the Series A Preferred Stock, or at the election of
the Company in cash; provided, however, that dividends on the Series A Preferred
Stock: (i) will cease to accrue and will not be payable for any year during
which the Fair Market Value (as defined) of the Common Stock, as of the
anniversary of August 17, increases by an amount equal to or greater than eight
percent (8%) over the Fair Market Value of the Common Stock as of the preceding
August 17; and (ii) will permanently cease to accrue, and dividends accrued and
unpaid with respect to any partial dividend period prior to such date will not
be payable, if the Fair Market Value of the Common Stock, at any time after the
effectiveness date of the initial registration covering the public resale of the
shares of Common Stock issuable upon the exercise of the Series A Preferred
Stock equals or exceeds the average Closing Price (as defined) multiplied by 2
for the 25 day period following the effective date of the Initial Registration.

Conversion. Each share of the Series A Preferred Stock is convertible, at the
option of the holder thereof, at any time into shares of Common Stock as is
determined by dividing the Issuance Price by the Conversion Price applicable to
such share. The initial Conversion Price per share for shares of the Series A is
$1.33875; provided, however, that the Conversion Price for the Series A
Preferred Stock shall be subject to certain anti dilution adjustments.

Liquidation Rights. In the event of any liquidation, dissolution or winding up
of the Company, either voluntary or involuntary, the holders of the Series A
Preferred Stock shall be entitled to receive, prior and in preference to any
distribution of any of the assets of the Company to the holders of Common Stock
by reason of their ownership thereof, an amount per share equal to the sum of
$1.33875 for each outstanding share of Series A Preferred Stock plus accrued and
unpaid dividends (as adjusted for stock dividends, stock distributions, splits,
combinations or recapitalizations).

Voting Rights. The holders of the Series A Preferred Stock shall have the
following rights to vote on an as-converted basis, with the Common Stock on all
matters submitted to a vote of stockholders:

         (a)  on an as-converted basis, with the Common Stock on all matters
              submitted to a vote of stockholders;

         (b)  as a separate class where provided under Delaware law or the
              Company's charter or by-laws;

         (c)  to elect one member of the Company's Board of Directors so long as
              not less than 375,000 shares of the Series A Preferred Stock (as
              adjusted for stock dividends, stock distributions, splits,
              combinations or recapitalizations) are issued and outstanding; and

         (d)  the Company agrees that it shall not take any of the following
              actions without the affirmative vote of a the holders of a
              majority of the Series A Preferred Stock: (i) issue any further
              preferred shares or other securities of the Company with
              liquidation rights equal to or superior to those of the
              outstanding Series A Preferred Stock, or (ii) amend this
              Certificate of Designation in any manner that would directly and
              adversely affect the Series A Preferred Stock.

                                       18
<PAGE>

Redemption. The shares of Series A Preferred Stock shall be redeemable, at the
option of the holders, for 115% of the original purchase price, plus all accrued
and unpaid dividends, if the Company fails to have a registration statement
relating the resale of the shares of common stock issuable upon the conversion
of the Series A Preferred Stock and upon exercise of the Warrants within 180
days following the Closing Date.

         The Warrant entitles the holder to purchase up to 300,000 shares of the
Company's Common Stock, of which 100,000 shares were exercised on the Closing
Date. If the Purchaser meets certain spending requirements with respect to
license and services fees paid to the Company, the Warrant will vest with
respect to 100,000 of the remaining shares on each of January 1, 2002 and
January 1, 2003 and, in such event, those shares will be exercisable at an
exercise price equal to the fair market value of the Company's common stock as
of such dates. The Warrants are exercisable during the 3 year period following
the applicable vesting date.

         In addition, the Company granted the Purchaser certain demand and
piggyback registration rights with respect to the shares of Common Stock
issuable upon the conversion of the Series A Preferred Stock and upon the
exercise of the Warrants. As soon as practicable after the Closing Date, the
Company is required to file a registration statement covering the resale of
these securities. The Company is obligated to cause this registration statement
to be declared effective as soon as possible after its filing and, in any event,
no later than 180 days after the Closing Date. The Company is also obligated
under the terms of the Purchase Agreement to cause a nominee of the Purchaser to
be elected to the Board of Directors of the Company. In connection therewith,
John Richardson, the Company's founder, Chief Executive Officer and principal
stockholder entered into a Voting Agreement pursuant to which he agreed to vote
the shares of Common Stock beneficially owned by him in favor of the election of
the Purchaser's nominee to the Company's Board of Directors.



Item 3. Defaults Upon Senior Securities - None

Item 4. Submission of Matters to Vote of Security Holders - None

Item 5. Other Information - None

                                       19
<PAGE>

                                  CIMNET, INC.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

                                   (unaudited)


PART II - OTHER INFORMATION (CONTINUED)

Item 6. Exhibits and Reports on Form 8-K

              (a)     Exhibits  - None

              (b)     Reports on Form 8-K.

                      On September 14, 2001 the Company filed a Current Report
                      on Form 8-K with the Securities and Exchange Commission
                      with respect to Item 5.

                                   SIGNATURES

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

                                          CIMNET, INC.

                                          By: /s/ JOHN D. RICHARDSON
                                              ----------------------------------
                                              Name:  John D. Richardson
                                              Title: Chairman of the Board,
                                                     Chief Executive Officer and
                                                     Chief Accounting Officer


Dated: Robesonia, Pennsylvania
November 13, 2001
------------------------------

                                       20