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 March 31, 2003

                                     or

[ ]      Transition  Report  Pursuant  to Section 13 or 15(d) of the  Securities
         Exchange Act of 1934 For the transition period from _____ to _____

Commission file number 0-28920

                      Access Solutions International, Inc.
                      ------------------------------------
        (Exact name of small business issuer as specified in its charter)


           Delaware                                       05-0426298
-------------------------------                       -------------------
(State or other jurisdiction of                         (I.R.S. Employer
incorporation or organization)                        Identification No.)

                                 850 Main Street
                       East Greenwich, Rhode Island 02818
                       ----------------------------------
                                    Formerly
                                650 Ten Rod Road
                       North Kingstown, Rhode Island 02852

                    (Address of principal executive offices)

                                 (401) 885-5544
                                 --------------
                           (Issuer's telephone number)

Check  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 past 12
months (or for such  shorter  period  that the issuer was  required to file such
reports),  and (2) has been subject to such filing  requirements for the past 90
days.     Yes [X]     No [ ]

The number of shares of the issuer's Common Stock,  $.0l par value,  outstanding
as of April 30, 2003 was 4,498,940.


<PAGE>

<TABLE>
<CAPTION>

                                             Access Solutions International, Inc.

                                                             INDEX
                                                             -----

<S>                                                                                                  <C>
PART I.                FINANCIAL INFORMATION                                                          PAGE

Item 1.                Financial Statements

                       Condensed   balance sheets--March 31, 2003 (unaudited)
                       and June 30, 2002                                                                 3

                       Condensed  (unaudited) statements of operations --Three
                       months and nine months ended  March 31, 2003 and 2002                             5

                       Condensed  (unaudited)  statements of cash flows -- Nine
                       months ended  March 31, 2003 and 2002                                             6

                       Notes to unaudited condensed financial statements                                 7


Item 2.                Management's Discussion and Analysis of Financial
                       Condition and Results of Operations                                               9

Item 3.                Controls and Procedures                                                          13

PART II.               OTHER INFORMATION

Item 4.                Submission of Matters to a Vote of Security Holders                              13

Item 6.                Exhibits and Reports on Form 8-K                                                 13

Certification                                                                                           14
</TABLE>



                                       2
<PAGE>



                      Access Solutions International, Inc.

                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements


                      Access Solutions International, Inc.
                            Condensed Balance Sheets

                                                        March 31,    June 30,
                                                         2003          2002
                                                      (Unaudited)

Assets
Current assets:
    Cash and cash equivalents                         $  997,242   $2,350,692
    Trade accounts receivable, net of allowance for
         doubtful accounts of $0 and $17,375,
       respectively                                          200      290,668
    Inventories                                             --         15,003
    Prepaid expenses and other current assets             15,040       18,287
                                                      ----------   ----------
       Total current assets                            1,012,482    2,674,650

Fixed assets, net                                           --          1,798
                                                      ----------   ----------


Total assets                                          $1,012,482   $2,676,448
                                                      ==========   ==========




See notes to condensed financial statements.











                                       3
<PAGE>
<TABLE>
<CAPTION>

                      Access Solutions International, Inc.
                            Condensed Balance Sheets


                                                       March 31,        June 30,
                                                        2003              2002
                                                     (Unaudited)
<S>                                                   <C>             <C>
Liabilities and stockholders' deficit
Current liabilities:
    Accounts payable                                  $    128,073    $    147,156
    Accrued salaries and wages                                --            22,069
    Accrued expenses                                        15,935          65,004
    Deferred revenue-prepaid service contract                 --           432,918
                                                      ------------    ------------
         Total current liabilities                         144,008         667,147
                                                      ------------    ------------

         Total liabilities                                 144,008         667,147
                                                      ------------    ------------

Stockholders' equity:
    Common Stock, $.01 par value, 13,000,000
      shares authorized, 4,500,199 shares issued            45,002          39,652
Additional paid-in capital                              17,675,144      17,637,694
    Accumulated deficit                                (16,833,616)    (15,649,989)
                                                      ------------    ------------

           Total                                           886,530       2,027,357

    Treasury stock, at cost (1,259 shares)                 (18,056)        (18,056)
                                                      ------------    ------------

         Total stockholders' equity                        868,474       2,009,301
                                                      ------------    ------------

         Total liabilities and stockholders' equity   $  1,012,482    $  2,676,448
                                                      ============    ============
</TABLE>







Note:  The  balance  sheet at June 30,  2002 has been  derived  from the audited
financial  statements  at that date but does not include all of the  information
and footnotes required by generally accepted accounting  principles for complete
financial statements.

See notes to unaudited condensed financial statements.

                                       4
<PAGE>
<TABLE>
<CAPTION>
                      Access Solutions International, Inc.
                 Condensed Statements of Operations (Unaudited)

                                                    For the Three Months          For the Nine Months
                                                       Ended March 31,               Ended March 31,
                                                     2003          2002           2003           2002
                                                 -----------    -----------    -----------    -----------
<S>                                              <C>            <C>            <C>            <C>
Net sales:
    Products                                     $      --      $     3,750    $      --      $    16,326
    Services                                            --          175,343         18,000        500,433
                                                 -----------    -----------    -----------    -----------
           Total net sales                              --          179,093         18,000        516,759
                                                 -----------    -----------    -----------    -----------
 Cost of sales:
    Products                                            --             --             --
                                                                                                    1,317
    Services                                            --           42,544         11,829        120,024
                                                 -----------    -----------    -----------    -----------
           Total cost of sales                          --           42,544         11,829        121,341
                                                 -----------    -----------    -----------    -----------

Gross profit                                            --          136,549          6,171        395,418
                                                 -----------    -----------    -----------    -----------
Operating expenses:
    Selling expense                                     --           30,037         29,506         97,016
    General and administrative expense                58,182        118,490        289,539        386,382
                                                 -----------    -----------    -----------    -----------
Total operating expenses                              58,182        148,527        319,045        483,398
                                                 -----------    -----------    -----------    -----------


Loss from operations                                 (58,182)       (11,978)      (312,874)       (87,980)
                                                 -----------    -----------    -----------    -----------


Other revenue:
    Gain on sale of service contracts,                  --             --           97,968           --
          net of expenses
    Gain on sale of PaperClip preferred stock,       106,986           --          106,986           --
          net of expenses
    Gain on sale of PaperClip Note,                  101,382           --          101,382           --
          net of expenses
    Gain on disposal of assets,                         --             --              712           --
          net of expenses

     Interest income                                   1,131         17,293         34,092         65,345
    Miscellaneous income                                --           23,620         47,239         70,859
                                                 -----------    -----------    -----------    -----------


Total other revenue                                  209,499         40,913        388,379        136,204
                                                 -----------    -----------    -----------    -----------

Net income                                       $    28,935    $    75,505    $    48,224    $   151,317
                                                 ===========    ===========    ===========    ===========

Primary net income per common share                     0.03           0.01           0.02           0.01

Weighted average number of
common shares                                      4,498,940      3,963,940      4,201,718      3,963,940
</TABLE>


See notes to unaudited condensed financial statements.


                                       5
<PAGE>
<TABLE>
<CAPTION>

                      Access Solutions International, Inc.
                 Condensed Statements of Cash Flows (Unaudited)

                                                           For the Nine Months Ended
                                                                    March 31,
Cash flows from operating activities                           2003          2002
<S>                                                        <C>            <C>
    Net income                                             $    75,505    $   48,224
                                                           -----------    -----------
Adjustments to reconcile net loss to net cash used by
            operating activities:
      Gain on sale of service contracts                        (97,968)          --
        Gain on sale of fixed assets                              (712)          --
      Gain on sale of PaperClip preferred stock               (106,986)          --
        Gain on sale of PaperClip note                        (101,382)          --
        Depreciation and amortization                              775          3,934
Provision for doubtful accounts                                (17,375)        13,031
        Changes in operating assets and liabilities:
        (Increase) decrease in:
         Trade accounts receivable                             307,843        107,112
         Inventories                                              --            6,469
         Prepaid expenses and other current assets              11,800         17,831
Increase (decrease) in:
         Accounts payable                                      (19,083)       (80,791)
         Accrued expenses                                      (71,138)       (15,705)
          Provision for income taxes                              --          (95,000)
         Deferred revenue - prepaid service contracts             --          (92,533)
                                                           -----------    -----------

Net Cash provided by (used FOR)
     OPERATING ACTIVITIES                                      (18,721)       (87,428)
                                                           -----------    -----------

CASH FLOWS FROM INVESTING ACTIVITIES
    proceeds from sale of fixed assets                           1,735           --
    Payment for settlement on sale of service contracts       (262,656)          --
    Payment for service expenses incurred in association
        with sale of service contracts                         (65,844)          --
        Proceeds from sale of PaperClip preferred stock        106,986           --

    Proceeds from sale of PaperClip note                       101,382           --
                                                           -----------    -----------
Net Cash Used for Investing ACTIVITIES                        (118,397)          --
                                                           -----------    -----------

CASH FLOWS USED FOR Financing ACTIVITIES

    Proceeds from options exercised                             42,800           --
    Payment of dividend                                     (1,259,132)          --
                                                           -----------    -----------

Net Cash used for Financing ACTIVITIES                      (1,216,332)          --
                                                           -----------    -----------

Net (decrease) in cash and cash
 equivalents                                                (1,353,450)       (87,428)

Cash and cash equivalents, BEGINNING                         2,350,692      2,426,279
                                                           -----------    -----------

Cash and cash equivalents, ending                          $   997,242    $ 2,338,851
                                                           ===========    ===========
</TABLE>


See notes to unaudited condensed financial statements.

                                       6
<PAGE>




                      Access Solutions International, Inc.
                Notes to Unaudited Condensed Financial Statements

1. Basis of Presentation

The accompanying  unaudited condensed financial statements have been prepared in
accordance with generally accepted  accounting  principles for interim financial
information  and with the  instructions  to Form  10-QSB  and  Article  10-01 of
Regulation  S-B.  Accordingly,  they do not include all of the  information  and
footnotes  required  by  generally  accepted  accounting  principles  for annual
financial statements. In the opinion of management,  all adjustments (consisting
of normal recurring accruals)  considered necessary for a fair presentation have
been  included.  Operating  results for the three  months and nine months  ended
March  31,  2003  are not  necessarily  indicative  of the  results  that may be
expected for the year ended June 30, 2003. For further information, refer to the
financial  statements  and footnotes  thereto  included in the Access  Solutions
International, Inc. ("ASI") annual report on Form 10-KSB for the year ended June
30, 2002.

2. Recent Developments

On September  18, 2002,  the Company  announced  that it had sold its  remaining
hardware and software  maintenance  contracts  to Computer  Upgrade  Corporation
(CUC)  of  Corona,  California,  a  privately  owned,  full  service  integrator
specializing  in  proven  turn-key  cross  platform   storage   solutions,   for
consideration of one-half of the gross margin on the contracts from July 1, 2002
through July 1, 2004. In consideration of this agreement,  Access Solutions paid
CUC $262,656 representing one-half of the accrued but unearned maintenance gross
margin  on the  contracts  in force as of July 1,  2002.  The  Company  had also
incurred  approximately $66,000 in service related expenses during the period of
July 1, 2002 through August, 2002 that were not reimbursed by CUC as part of the
sale.

Having maximized the value of its maintenance contracts,  the Board of Directors
unanimously  approved a plan of  complete  liquidation  and  dissolution  of the
Company (the "Plan"),  subject to stockholder approval.  Within the terms of the
Plan, the Company would sell its remaining assets, including inventory, property
and  equipment  and  intellectual   property,   discharge  its  liabilities  and
distribute the net proceeds to stockholders.

On  December  23,  2003,  a  stockholder  meeting  was held and, a quorum  being
present, stockholders overwhelmingly approved the Plan.

The Company plans to file a Certificate of Dissolution,  and  stockholders  will
then  be  eligible  to  share  in  the  liquidation   proceeds  based  on  their
proportionate  interest at the time.  Holders of the Company's options will need
to exercise  those options prior to the date the  Certificate  of Dissolution is
filed in order to share in the  liquidation  proceeds.  Under  Delaware  law the
Company will remain in existence as a non-operating  entity for three years from
the date the Company files a Certificate of  Dissolution  in Delaware,  and will
maintain a certain level of reserves to cover any remaining  liabilities and pay
operating costs during the dissolution  period.  During the dissolution  period,
the Company  will attempt to convert its  remaining  assets into cash and settle
its liabilities as expeditiously as possible.

On November 26, 2002,  anticipating  stockholder approval of the Plan, the Board
of  Directors  declared a cash  dividend  of $.28 per  share,  which was paid on
December 26, 2002 to holders as of December 13, 2002. A portion of the Company's
assets  will  continue  to be held in a  contingency  reserve,  and the Board of
Directors  anticipates that  stockholders may  periodically  receive  additional
distributions subsequent to the initial distribution.


                                       7
<PAGE>

In November,  2000,  the Company and PaperClip  Software,  Inc.  entered into an
agreement  whereby  PaperClip's  previous  indebtedness  to ASI in the amount of
$300,000,  plus all accrued  interest through December 31, 1999 in the amount of
$105,300  would be paid for by the  execution  and delivery of a new  promissory
note from PaperClip to ASI in the aggregate  principal  amount of $405,300.  All
amounts  due under this note were to be paid over a period of three (3) years in
thirty-six (36) equal  installments of $11,265  beginning January 1, 2001. Since
then,  payments  remained  current.  However,  due to PaperClip's poor financial
condition  ASI had fully  reserved  for the value of the note.  The  outstanding
balance on December 31, 2002 was approximately  $135,176. On March 20, 2003, the
Company signed an agreement with PaperClip in which PaperClip  agreed to pay the
Company  $101,382  in cash as  payment  in full  for  the  promissory  note.  In
connection with the Paperclip note settlement  agreement,  the Company agreed to
terminate the security agreement securing the payments on the promissory note.

As a result of advances  issued to  PaperClip  from  November  12, 1997  through
August 24, 1998  PaperClip was also indebted to ASI in the amount of $2,305,506,
including  accrued  interest  through  March 31,  1999.  In  November,  2000 ASI
exchanged the above  indebtedness for 3,649,543  shares of PaperClip's  Series A
Preferred  Stock,  $.01 par value per share.  No value had been  recorded on the
Company's   financial   statements  for  this   investment  due  to  PaperClip's
deteriorating stock value and its poor financial  condition.  On March 20, 2003,
ASI entered into a Stock Purchase agreement with William Weiss, who is the Chief
Executive  Officer  of  PaperClip,  in which Mr.  Weiss  purchased  from ASI the
3,649,543  shares of Series A  Preferred  Paperclip  Stock,  par value $0.01 per
share. The purchase price for the shares was $106,986.
<



















                                      8
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and  Results
        of Operations
--------------------------------------------------------------------------------

Overview

ASI had no system sales in the current quarter. As of March 31, 2003, ASI had no
deferred  revenue since all the service  contracts  have been sold as of July 1,
2002 and the Company's share of that revenue has been recognized.

ASI's primary operating  expenses include general and  administrative  expenses.
General and administrative  expenses in the third quarter consisted primarily of
insurance  premiums,   legal  fees,   stockholder   services  fees,  and  normal
contractual services.

On  September  18,  2002,  the  Company  announced  that it had  sold all of its
remaining  hardware  and  software  maintenance  contracts  to Computer  Upgrade
Corporation,  of Corona,  CA, a full service  integrator  specializing in proven
turn-key cross platform storage  solutions for  consideration of one-half of the
gross margin on the contracts from July 1, 2002 through July 1, 2004. Reflecting
the downsizing of the business, the Company sold its remaining inventory, closed
down its base of operations in North Kingstown, RI on October 31, 2002 and moved
the remaining  administrative  functions to a smaller office in East  Greenwich,
RI. A majority of fixed assets have been  liquidated  and staff has been reduced
to one part-time employee.

The Company also announced that its Board of Directors had unanimously  approved
a plan of  complete  liquidation  and  dissolution  of the  Company,  subject to
stockholder approval. A special meeting of stockholders was held on December 23,
2002 where the Plan was approved.

On March 20, 2003,  the Company  announced  that it had signed an agreement with
PaperClip  Software,  Inc. in which PaperClip agreed to pay the Company $101,382
in cash  as  payment  in full  for the  Paperclip  promissory  note  held by the
Company.  The  original  principal  amount  of the  Note was  $405,530,  and the
principal amount  outstanding on March 20, 2003 was  approximately  $135,176 but
the Company had set up an  allowance  against the note which fully  reserved for
its value. In connection  with the agreement to settle the promissory  note, the
Company agreed to terminate the security  agreement securing the payments on the
Note.

On the same date, March 20, 2003, the Company also announced that it had entered
into a Stock Purchase  agreement with William Weiss,  who is the Chief Executive
Officer of PaperClip, in which Mr. Weiss purchased from ASI its 3,649,543 shares
of Series A Preferred  Paperclip  Stock, par value $0.01 per share. The purchase
price for the shares was $106,986.

The Company plans to file a Certificate of Dissolution,  and stockholders  will
then  be  eligible  to  share  in  the  liquidation   proceeds  based  on  their
proportionate  interest at the time.  Holders of the Company's options will need
to exercise  those options prior to the date the  Certificate  of Dissolution is
filed in order to share in the  liquidation  proceeds.  Under  Delaware  law the
Company will remain in existence as a non-operating  entity for three years from
the date the Company files a Certificate of  Dissolution  in Delaware,  and will
maintain a certain level of reserves to cover any remaining  liabilities and pay
operating costs during the dissolution  period.  During the dissolution  period,
the Company  will attempt to convert its  remaining  assets into cash and settle
its liabilities as expeditiously as possible.

                                       9
<PAGE>
On November  26, 2002,  the Board of  Directors  declared a dividend of $.28 per
share,  which was paid to  stockholders on or about December 26, 2002. A portion
of the Company's assets will be held in a contingency  reserve, and the Board of
Directors  anticipates that  stockholders may  periodically  receive  additional
distributions subsequent to the final distribution.

Results of Operations

The  following  discussion  should  be read in  conjunction  with the  unaudited
condensed   financial   statements   and  notes  thereto  of  Access   Solutions
International, Inc. contained elsewhere herein.

Three Months and Nine Months  Ended March 31, 2003  Compared to Three Months and
Nine Months Ended March 31, 2002

Net Sales

On  September  18,  2002,  the  Company  announced  that it had  sold all of its
remaining  hardware  and  software  maintenance  contracts  to Computer  Upgrade
Corporation for  consideration  of one-half of the gross margin on the contracts
from July 1, 2002 through July 1, 2004. As a result of the sale of the Company's
main business, there were no net sales for the three months ended March 31, 2003
compared with $179,093 for the three months ended March 31, 2002.  Net sales for
the nine  months  ended  March 31,  2003,  decreased  $498,759 or 97% to $18,000
compared with  $516,759 for the nine months ended March 31, 2002.  There were no
product  sales in Fiscal  2003  compared  with  $3,750 for the third  quarter of
Fiscal  2002 and  $16,326 for the nine  months  ended  March 31,  2002.  Service
revenues  were $0 for the third  quarter of Fiscal 2003,  compared with $175,343
for the third quarter of Fiscal 2002 and $18,000 for the nine months ended March
31, 2003  compared  with  $500,433  for the nine months  ended March 31, 2002, a
decrease  of  $482,433  or 96%.  The sale in the  current  year was  related  to
non-contractual services.

Cost of Sales

Cost of sales  includes  component  costs,  labor,  travel and certain  overhead
costs. As a result of the sale of the Company's  hardware and service contracts,
cost  of  sales  decreased  proportionately.  Cost  of  sales  in the  aggregate
decreased  to $0 for the three  months ended March 31, 2003 from $42,544 for the
three  months  ended  March 31, 2002 and  decreased  90% to $11,829 for the nine
months  ended March 31, 2003 from  $121,341  for the nine months ended March 31,
2002.

The cost of product  sales was $0 for both the three months ended March 31, 2003
and the nine months ended March 31, 2003  compared  with $0 for the three months
ended March 31, 2002 and $1,317 for the nine months  ended March 31,  2002.  The
cost of services was $0 for the three months ended March 31, 2003  compared with
$42,544  for the three  months  ended  March 31,  2002 and  $11,289 for the nine
months  ended March 31, 2003  compared  with  $120,024 for the nine months ended
March 31, 2002.  Those costs  incurred  during the first  quarter of Fiscal 2003
were directly related to the performance of non-contractual service calls.

General and Administrative Expenses

General and  administrative  expenses  this fiscal year  consisted  primarily of
legal fees,  stockholder services,  and normal contractual  services,  including
director and officer liability  insurance.  General and administrative  expenses
decreased  51% or $60,308 to $58,182 for the three  months  ended March 31, 2003
from $118,490 for the three months ended March 31, 2002, while decreasing 25% or
$96,843 to $289,539 for the nine months  ended March 31, 2003 from  $386,382 for
the nine months  ended March 31,  2002.  Year-to-date  savings  realized  during
Fiscal 2003 as a result of downsizing  have been  mitigated by one-time  charges
associated with the termination of personnel,  and various stockholder and legal
services.

                                       10
<PAGE>
Selling Expenses

Selling and customer service expenses decreased to $0 for the three months ended
March 31,  2003 from  $30,037 for the three  months  ended March 31, 2002 and to
$29,506  for the nine  months  ended  March 31,  2003 from  $97,016 for the nine
months  ended March 31,  2002.  This  decrease  resulted  from the sale of ASI's
maintenance contracts.


Other Income and Expenses

Other income and expenses consisted of the gain on the sale of ASI's maintenance
business,  the gain on the  disposal  of fixed  assets,  the gain on the sale of
PaperClip preferred stock, the gain on the sale of PaperClip's  promissory note,
payments on the PaperClip's note prior to that sale, and interest income.

During the first quarter of 2003, ASI realized a net gain of $97,968 on the sale
of its prepaid hardware and software maintenance  contracts.  During the quarter
ended March 31, 2003, proceeds from the sale of PaperClip's Preferred Stock were
$106,986 and from the proceeds from the sale of PaperClip's promissory note were
$101,382. A net gain of $0 for the quarter ended March 31, 2003 and $712 for the
nine  months  ended  March 31,  2003 was  derived  from the  disposal of various
assets.

Interest income decreased  $16,163 from $17,293 for the three months ended March
31,  2002 to $1,130 for the three  months  ended  March 31,  2003 and  decreased
$31,254 to $34,091 for the nine months ended March 31, 2003 from $65,345 for the
nine months ended March 31, 2002. This decrease was largely attributed to a drop
in interest rates and investment balances.

Miscellaneous  income of $23,620 and $70,859 for the quarter and the nine months
ended  March 31,  2002  dropped to $0 for the  quarter  ended March 31, 2003 and
$47,239 for the nine months  ended March 31, 2003.  For both years,  this income
represented  monthly  repayments  of  principal  on  the  note  receivable  from
PaperClip, which had been fully reserved for until the sale of the note on March
20, 2003.  No payments  were  received  during the quarter  ended March 31, 2003
while negotiations to sell the note were proceeding.

Consequently,  other income and expenses in the aggregate  increased $168,586 or
412% to $209,499 of income for the three months ended March 31, 2003 from income
of $40,913 for the three months ended March 31, 2002.  For the nine months ended
March 31,  2003,  net other income and  expenses  increased  $252,175 or 185% to
$388,379 income from $136,204 income for the nine months ended March 31, 2002.


Net Income (Loss)

As a result of the  foregoing,  ASI realized a net profit of $151,317  ($.03 per
share on 4,498,940  weighted  average shares  outstanding)  for the three months
ended March 31, 2003, an increase of $122,382 from a net profit of $28,935 ($.01
per share on 3,963,940  weighted  average shares  outstanding)  during the three
months  ended  March 31,  2002 and a net  profit of  $75,505  ($.02 per share on
4,201,718  weighted average shares  outstanding) for the nine months ended March
31, 2003, an increase of $27,281 from a net profit of $48,224 ($.02 per share on
3,963,940  weighted  average  shares  outstanding)  during the nine months ended
March 31, 2002


                                       11
<PAGE>
 Liquidity and Capital Resources

ASI had a working capital surplus of $868,474 as of March 31, 2003 compared to a
working capital surplus of $1,948,007 at March 31, 2002.

Total cash used for  operating  activities  during the  nine-month  period ended
March 31, 2003 was $18,721,  compared to the  nine-month  period ended March 31,
2002 in which operating  activities used a total of $87,428. For the nine months
ended  March 31,  2003,  the major use of cash was  related to the sale of ASI's
maintenance  contracts to Computer Upgrade Corporation,  which includes customer
service related costs,  and the settlement  price.  The major source of cash for
that period was the collection of outstanding  trade accounts  receivable.  Cash
used during the nine-month  period ended March 31, 2002 was primarily the result
of the prepayment of income taxes, the repayment of old payables and a reduction
in prepaid service contracts.

Total cash used for  investing  activities  during the  nine-month  period ended
March 31, 2003 was related to the sale of service  contracts.  Access  Solutions
paid CUC $262,656  representing one-half of the accrued but unearned maintenance
gross margin on the contracts in force as of July 1, 2002.  The Company had also
incurred  approximately $65,844 in service related expenses during the period of
July 1, 2002 through August, 2002 that were not reimbursed by CUC as part of the
sale.  Total  cash  provided  by  investments  was  derived  from  the  sale  of
PaperClip's promissory note and from the sale of PaperClip's preferred stock. In
comparison,  no cash was used for or provided by investing activities during the
nine months ended March 31, 2002.

Cash used for  stockholder-related  financing  activities totaled $1,216,332 for
the nine months ended March 31, 2003.  Outstanding  options were  exercised  for
$42,800,  and dividends were paid out to the amount of $1,259,132.  There was no
stockholder related activity in the previous year.

As a result of the foregoing,  total cash used by the Company totaled $1,353,450
for the nine  months  ended March 31, 2003  compared  with  $87,428 for the nine
months ended March 31, 2002.

Seasonality and Inflation

To date,  seasonality  and  inflation  have not had a  material  effect on ASI's
operations.

Forward Looking Statements
Statements  contained  in this Form  10-QSB  that are not  historical  facts are
forward-looking  statements  made pursuant to the safe harbor  provisions of the
Private  Securities  Litigation  Reform Act of 1995. In addition,  words such as
"believes", "will", "should",  "anticipates",  "expects" and similar expressions
are intended to identify forward looking statements.  These statements are based
on current  information that we have assessed but which by its nature is dynamic
and subject to rapid and even abrupt changes.  Such statements  contain a number
of risks and uncertainties,  including, but not limited to the announced sale of
the Company's remaining hardware and software maintenance contracts and the plan
of complete  liquidation and  dissolution of the Company.  ASI cautions that its
actual  results  could  differ  materially  from those  stated or implied by our
forward-looking  statements due to risks and  uncertainties  associated with the
wind down of our  business.  Results of operations in any past period should not
be  considered   indicative  of  results  to  be  expected  in  future  periods.
Fluctuations  in operating  results may result in  fluctuations  in the price of
ASI's securities.


                                       12
<PAGE>
Risk Factors

This Quarterly Report on Form 10-Q contains certain forward looking  statements,
including statements  concerning the Company's future financial results from the
sale of assets and  settlement  of  liabilities,  dissolution  proceedings,  and
distribution of proceeds to  stockholders.  Some remaining assets of the Company
may be difficult for us to convert into cash,  and we can make no assurance that
we will receive any material amounts in respect of such assets. No assurance can
be given that the amount to be received in liquidation  will equal or exceed the
price or prices at which the Common Stock traded  prior to our  dissolution.  In
addition,  you should keep in mind that the risks described in the Annual Report
Form10-K are not the only risks that we face. The risks  described in the Annual
Report 10-K are the risks that we currently believe are material to the Company.
However,  additional risks not presently known to us, or risks that we currently
believe are  immaterial,  may also impair our ability to distribute  proceeds to
our  stockholders.  You should also refer to the other  information set forth in
the  Annual  Report  Form  10-K,   including  the   discussions   set  forth  in
"Management's  Discussion  and  Analysis of Financial  Condition  and Results of
Operations" and "Business," as well as our financial  statements and the related
notes.

There can be no assurance that the  liquidation  value per share of Common Stock
in the hands of the  stockholders  will  equal or exceed  the price or prices at
which the Common  Stock has  recently  traded or may trade at in the future,  or
that the  liquidation  value will exceed zero.  However,  the Board of Directors
believes that it is in the best interests of the Company and its stockholders to
distribute to the stockholders the Company's net assets, if any, pursuant to the
Plan.


Item 3.  Controls and Procedures

Management,  including the President and Chief  Executive  Officer and the Chief
Financial  Officer  and  Treasurer,   evaluated  our  disclosure   controls  and
procedures  (as  defined  in Rules  13a - 14 and 15d - 14 under  the  Securities
Exchange  Act of 1934,  as  amended)  within 90 days prior to the filing date of
this  quarterly  report.  Based on this  evaluation,  the  President  and  Chief
Executive Officer and the Chief Financial  Officer and Treasurer  concluded that
our disclosure controls and procedures are effective.  There were no significant
changes in our internal  controls or in other  factors that could  significantly
affect those controls since the date of the evaluation.


                           PART II - OTHER INFORMATION

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

         a. The meeting was held on December 23, 2002 and was a special  meeting
of stockholders.

         b. N/A

         c. Approval of the Plan of Complete Liquidation and Dissolution:

                  2,448,780 votes for
                      7,632 votes against
                      6,570 abstentions
                          0 broker non votes

         d. N/A

Item 6. Exhibits and Reports on Form 8-K

         (a) Exhibits

               None

         (b) Reports on Form 8-K

         Current  Report  of  10K  filed  on  March  20,  2003  (announcing  the
         disposition of certain assets) 13

                                       13
<PAGE>
                                  CERTIFICATION

Each of the  undersigned,  being  the  Chief  Executive  Officer  and the  Chief
Financial Officer of Access Solutions, Inc., certify that:

     1. I  have  reviewed  this  quarterly  report  on  Form  10-QSB  of  Access
     Solutions, 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; and

     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. 4. The registrant's other certifying  officers and we are
     responsible  for  establishing  and  maintaining  disclosure  controls  and
     procedures (as defined in Exchange Act Rules 13a - 14 and 15d - 14) for the
     registrant and we have:

         a) designed  such  disclosure  controls and  procedures  to ensure that
         material  information   relating  to  the  registrant,   including  its
         consolidated  subsidiaries,  is made known to us by others within those
         entities, particularly during the period in which this quarterly report
         is being prepared;

         b) evaluated the effectiveness of the registrant's  disclosure controls
         and  procedures as of a date within 90 days prior to the filing date of
         this quarterly report (the "Evaluation Date"); and

         c)  presented  in this  quarterly  report  our  conclusions  about  the
         effectiveness  of the disclosure  controls and procedures  based on our
         evaluation as of the Evaluation Date;

5. The registrant's  other certifying  officers and we have disclosed,  based on
our most recent evaluation, to the registrant's auditors and the audit committee
of  registrant's  board of  directors  (or  persons  performing  the  equivalent
function):

         a) all significant  deficiencies in the design or operation of internal
         controls  which  could  adversely  affect the  registrant's  ability to
         record,   process,   summarize  and  report  financial  data  and  have
         identified  for the  registrant's  auditors any material  weaknesses in
         internal controls; and

         b) any fraud,  whether or not  material,  that  involves  management or
         other  employees  who  have a  significant  role  in  the  registrant's
         internal controls; and

6. The  registrant's  other  certifying  officers and we have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

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

                                         Access Solutions International, Inc.
                                               (Registrant)
Date: May 14, 2003
                                         /s/ Robert H. Stone
                                         --------------------------------------
                                         President and Chief Executive Officer

                                         /s/ Thomas E. Gardner
                                         --------------------------------------
                                         Chief Financial Officer and Treasurer

                                       14