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, 1997



                                       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.)

                                650 Ten Rod Road
                            North Kingstown, RI 02852

                    (Address of principal executive offices)

                                 (401) 295-2691

                           (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 November 10, 1997 was 3,963,940.


<PAGE>

                      Access Solutions International, Inc.

                                      INDEX



PART I.    FINANCIAL INFORMATION                                         PAGE

Item 1.    Financial Statements

           Condensed   balance sheets--September 30, 1997 (unaudited)
           and June 30, 1997                                                3

           Condensed  (unaudited) statements of operations -- Three
           months ended  September 30, 1997 and 1996                        5

           Condensed  (unaudited)  statements of cash flows -- Three
           months ended September 30, 1997 and 1996                         6

           Notes to unaudited condensed financial
           statements                                                       7

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

Part II.   OTHER INFORMATION

Item 6.    Exhibits and Reports on Form 8-K                                17

Signatures                                                                 19



<PAGE>



                      Access Solutions International, Inc.

                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements


                      Access Solutions International, Inc.
                            Condensed Balance Sheets


<TABLE>
<CAPTION>

                                                                September 30,            June 30,
                                                                     1997                  1997
                                                                  (Unaudited)

Assets
Current assets:
<S>                                                                  <C>               <C>       
    Cash and cash equivalents                                        $598,332          $1,889,446
    Trade accounts receivable, net of allowance for
         doubtful accounts of $41,652 and $53,199                     201,265             238,914
    Inventories                                                       485,972             461,812
    Prepaid expenses and other current assets                         181,995             183,159
                                                                  -----------         -----------
       Total current assets                                         1,467,564           2,773,331

Fixed assets, net                                                     323,595             328,309

Other assets:
    Advances - PaperClip                                            1,181,690             529,052
    Notes receivable - PaperClip                                      300,000             300,000
    Deposits and other assets                                          59,649              49,527
                                                                  -----------         -----------
    Total other assets                                              1,541,339             878,579
                                                                    ---------         -----------
Total assets                                                       $3,332,498          $3,980,219
                                                                   ==========          ==========
</TABLE>










See notes to unaudited condensed financial statements.



<PAGE>

                      Access Solutions International, Inc.
                            Condensed Balance Sheets


<TABLE>
<CAPTION>
                                                                  September 30,           June 30,
                                                                     1997                  1997
                                                                  (Unaudited)

Liabilities and stockholders' deficit 
  Current liabilities:
<S>                                                                  <C>                 <C>     
    Accounts payable                                                 $442,880            $227,490
    Current installments of capital lease obligations                  25,893              25,257
    Accrued expenses                                                  204,150             143,227
    Accrued salaries and wages                                         82,467             204,604
    Deferred revenue-prepaid service contracts                        235,196             329,841
                                                                      -------             -------
         Total current liabilities                                    990,586             930,419

Capital lease obligations, excluding current installments                 -                 6,716
                                                                                       ----------
         Total liabilities                                            990,586             937,135
                                                                     --------            --------

Stockholders' equity:
    Common Stock, $.01 par value, 13,000,000
      shares authorized, 3,965,199 shares issued                       39,652              39,652
Additional paid-in capital                                         17,637,694          17,637,694
    Accumulated deficit                                           (15,317,378)        (14,616,206)
                                                                  ------------        ------------

                                                                    2,359,968           3,061,140

    Treasury stock, at cost (1,259 shares)                            (18,056)            (18,056)
                                                                  ------------        ------------
         Total stockholders' equity                                 2,341,912           3,043,084
                                                                   ----------           ---------
         Total liabilities and stockholders' equity                $3,332,498          $3,980,219
                                                                   ===========         ==========
</TABLE>










Note:  The  balance  sheet at June 30,  1997 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.



<PAGE>

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

<TABLE>
<CAPTION>
                                                    Three months ending
                                                    September 30,
                                                          1997                1996
Net sales:
<S>                                                   <C>                 <C>     
    Products                                          $193,413            $162,797
    Services                                           131,643             140,338
                                                       -------             -------
           Total net sales                             325,056             303,135
                                                       -------             -------

Cost of sales:
    Products                                           138,449              20,312
    Services                                            71,213              55,358
                                                      --------           ---------
           Total cost of sales                         209,662              75,670
                                                       -------           ---------

Gross profit                                           115,394             227,465
                                                       -------             -------

Operating expenses:
    General and administrative expense                 274,022             277,200
    Research and development expense                   376,231             420,175
    Selling expense                                    191,361             215,310
                                                       -------             -------
           Total operating expenses                    841,614             912,685
                                                       -------             -------

           Loss from operations                       (726,220)           (685,220)
                                                     ----------          ----------

Other revenue and expenses:
    Interest income                                     25,795               3,243
    Interest expense                                      (747)            (82,155)
                                                    -----------         -----------
           Total other expenses                        (25,048)            (78,912)
                                                    -----------         -----------

Net loss                                             ($701,172)          ($764,132)
                                                    ===========          ==========

Primary net loss per common share                     ($.18)                ($.51)
                                                    ===========          ==========


Weighted average number of
common shares                                        3,963,940           1,511,865
</TABLE>







See notes to unaudited condensed financial statements.



<PAGE>

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

<TABLE>
<CAPTION>
                                                                  For the Three Months Ended
                                                                  September 30,
                                                                        1997           1996
                                                                 -----------    -----------
Cash flows from operating activities:
<S>                                                              <C>            <C>         
  Net loss                                                         ($701,172)     ($764,132)
                                                                 -----------    -----------

Adjustments to reconcile net loss to net cash used by 
  operating activities:
  Depreciation and amortization                                       37,040        139,299
  Provision for doubtful accounts                                    (11,547)          --
  Changes in operating assets and liabilities:
     Trade accounts receivable                                        49,197        333,110
     Inventories                                                     (12,980)       (15,988)
     Prepaid expenses and other current assets                         1,164         11,385
     Accounts payable                                                215,390        271,340
     Accrued expenses                                                (61,213)        36,102
     Deferred revenue - prepaid service contracts                    (94,645)      (129,771)
                                                                 -----------    -----------

         Total adjustments                                           122,406        645,477
                                                                 -----------    -----------

 Cash used by operating activities                                  (578,766)      (118,655)
                                                                 -----------    -----------

Cash flows from investing activities:
  Additions to fixed assets                                          (31,980)       (96,012)
  Additions to other assets                                             (979)          --
  Loans and advances to PaperClip                                   (652,639)          --
  Deferred acquisition costs                                         (20,670)          --
                                                                 -----------    -----------

  Cash used  by investing activities                                (706,268)       (96,012)
                                                                 -----------    -----------

Cash flows from financing activities:
  Proceeds from bridge loans                                            --           37,694
  Repayments  of capital lease obligations                            (6,080)        40,690
  Net payments under note payable-bank                                  --          (50,000)
Deferred financing costs                                                --         (229,551)
                                                                 -----------    -----------
  Cash used by financing activities                                   (6,080)      (201,167)
                                                                 -----------    -----------

Net decrease in cash and cash equivalents                         (1,291,114)      (415,834)

Cash, beginning of period                                          1,889,446        537,831
                                                                 -----------    -----------

Cash and cash equivalents, end of period                         $   598,332    $   121,997
                                                                 ===========    ===========

</TABLE>



See notes to unaudited condensed financial statements.



<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 ended September 30, 1997
are not necessarily  indicative of the results that may be expected for the year
ended June 30, 1998. 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, 1997.

2.  PaperClip  Merger and Management Agreements

On April 15, 1997, ASI and PaperClip Software,  Inc.  ("PaperClip") entered into
an Asset Purchase Agreement for ASI to acquire  substantially all the assets and
liabilities of PaperClip (the "Agreement"). On September 12, 1997, the agreement
was amended (the "Amended  Agreement") to change the acquisition to a merger. As
a result of this  amendment,  a  newly-formed  subsidiary of ASI will merge into
PaperClip  with  PaperClip  surviving  as a  subsidiary  of ASI (the  "Merger").
Consummation  of this  transaction is subject to various  conditions,  including
approval  by  the  PaperClip  stockholders.  Under  the  terms  of  the  Amended
Agreement,  the PaperClip  stockholders will be entitled to receive an aggregate
of  approximately  1.5 million  shares of ASI's Common Stock plus an  equivalent
number of ASI Class B Warrants.  Each Class B Warrant will entitle the holder to
purchase one share of ASI Common Stock at an exercise  price of $6.00 per share.
In  connection  with the Merger,  the  holders of  PaperClip's  outstanding  12%
Convertible Notes due December 1999 will exchange such notes for an aggregate of
approximately  400,000  shares  of  non-voting  redeemable  preferred  stock  of
PaperClip.  After 18 months,  the holders of the  preferred  stock will have the
option to require the surviving  corporation  or ASI to purchase such shares for
cash or ASI common  stock and Class B Warrants.  After 30 months,  ASI will have
the right to redeem the Preferred Stock for cash or ASI Common Stock and Class B
Warrants.

On January  29,  1997,  ASI  provided a $300,000  loan to  PaperClip  for use as
operating capital in exchange for a convertible note from PaperClip (the "Bridge
Loan").

On April 15, 1997,  ASI and PaperClip  also entered into a management  agreement
(the  "Management   Agreement")  which  allows  ASI  to  manage  the  day-to-day
operations of PaperClip and to advance funds on behalf of PaperClip  pursuant to
an  operating  budget,  in each case  until  the  closing  of the  Merger or the
termination of the Merger Agreement.

ASI and PaperClip also entered into a one-year distribution  agreement effective
June 1,  1997  pursuant  to which  ASI  acts as a  distributor  for  PaperClip's
products in the United States to dealers and resellers.


<PAGE>



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

Overview

ASI's sales  consist of sales of products  and  services.  Products  sold by ASI
consist of COLD  systems,  software and  hardgoods  including  replacement  disk
drives,  subassemblies  and miscellaneous  peripherals.  ASI also sells document
management  software in accordance with a distribution  agreement with PaperClip
Software  signed June 1, 1997 (see note 2 to the unaudited  condensed  financial
statements).  Services rendered by ASI include post-installation maintenance and
support. ASI recognizes revenue from customers upon installation of COLD systems
and, in the case of COLD systems  installed for  evaluation,  upon acceptance by
such  customers of the products.  ASI sells  extended  service  contracts on the
majority of the products it sells.  Such contracts are one year in duration with
payments received either annually in advance of the commencement of the contract
or  quarterly in advance.  ASI  recognizes  revenue from service  contracts on a
straight line basis over the term of the contract.  The unearned  portion of the
service revenue is reflected as deferred revenue.  As of September 30, 1997, ASI
had deferred revenue in the amount of $235,196.

ASI's  operating  results  have  in the  past  and may in the  future  fluctuate
significantly  depending upon a variety of factors which vary substantially over
time,  including industry conditions;  the timing of orders from customers;  the
timing  of  new  product   introductions  by  ASI  and   competitors;   customer
acceleration,  cancellation  or delay of shipments;  the length of sales cycles;
the level and timing of selling,  general and  administrative  and  research and
development  expenses;  specific  feature  needs of  customers;  and  production
delays. A substantial  portion of ASI's quarterly  revenues are derived from the
sale of a  relatively  small  number of COLD  systems  which range in price from
approximately  $150,000 to $900,000.  As a result,  the timing of recognition of
revenue from a single product order has in the past and may in the future have a
significant  impact  on ASI's net sales and  operating  results  for  particular
financial periods.  This volatility is counter balanced by the increase in sales
of annual service  contracts which generally  accompanies an increase in systems
sales.

ASI's  primary  operating   expenses  include  selling  expenses,   general  and
administrative  expenses  and  research and  development  expenses.  General and
administrative  expenses consist primarily of employee compensation and customer
support expenses. Research and development expenses include compensation paid to
internal  research  and  development  staff  members  and  expenses  incurred in
connection   with  the  retention  of  independent   research  and   development
consultants.  ASI  utilizes  its own  employees  for  research  and  development
functions except in certain  circumstances  involving product  enhancements.  In
those  circumstances,  ASI regularly retains  independent experts to consult and
design new software modules which are subsequently evaluated and tested by ASI's
internal research and development staff. Upon successful testing of such product
enhancements,  ASI's  internal  staff  integrates  the new  products  with ASI's
existing COLD systems and products.

ASI's total  expenditure for research and development for Fiscal 1997 and Fiscal
1996 were $1,651,322 and $1,713,094,  respectively. Due to the completion of all
customer commitments to the GIGAPAGE product by the end of the second quarter of
Fiscal 1998, it is anticipated  that  development  costs for Fiscal 1998 will be
substantially reduced from prior levels.

ASI has historically incurred net losses and anticipates that further net losses
will be incurred  prior to the time, if ever,  that ASI achieves  profitability.
However,  ASI has recently  taken certain steps intended to limit the incurrence
of future net losses.  Such steps include:  (i) the proposed Merger of PaperClip
Software  which is  anticipated  to be completed in early January 1998 (see note
2); (ii) the October l997  reduction in ASI's  workforce from 24 to 15 full-time
employees  which is expected to reduce  overhead by  approximately  $150,000 per
quarter;  (iii)  renegotiation  of ASI's  outstanding  maintenance  contracts to
improve their  profitability;  and (iv) tighter  control and  administration  of
ASI's software  engineers to increase revenues from their  activities.  While no
assurance  can be given that such steps will be sufficient to limit losses which
may be  incurred  in the  future,  ASI  believes  that such  steps,  when  fully
implemented,  may enable ASI to realize  improved  operating  results.  Of the 9
employees  terminated,  one was field  support,  five were  product  development
personnel,  two were administrative staff and one was sales. Many of the product
development  personnel were employed in enhancing  ASI's GIGAPAGE  product which
has now been  substantially  completed.  ASI does not believe  that these steps,
particularly the reduction in the workforce,  have to date or will in the future
materially adversely impact ASI's revenues and earnings.

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 Ended  September 30, 1997 Compared to Three Months Ended  September
30, 1996

Net Sales

Net sales for the three months ended  September  30, 1997 was $325,056  compared
with  $303,135  for the three months ended  September  30, 1996,  an increase of
$21,921 or 7%.  Product sales were $193,413 for the first quarter of Fiscal 1998
compared  with  $162,797 for the first  quarter of Fiscal  1997,  an increase of
$30,616 or 19%.  ASI  realized  an increase  in its  product  sales  through its
distribution  agreement  with  PaperClip  Software  (see note 2).  Product sales
consisted  of $157,050  for the sale of  PaperClip  software and the balance for
recurring  media  sales.  There  were  no  upgrade   installations  or  software
enhancements  sold in the first  quarter of Fiscal 1998.  Service  revenues were
$131,643 for the first  quarter of Fiscal 1998  compared  with  $140,338 for the
first quarter of Fiscal 1997, a decrease of $8,695 or 6%. Management anticipates
an  increase  in  service  revenues  for  subsequent  quarters  due  to  ongoing
negotiations  with its customer base and  commencement of a new service contract
with an existing customer (see Overview).

Cost of Sales

Cost of sales includes component costs,  firmware license costs,  labor,  travel
and certain  overhead costs.  Costs of sales in the aggregate  increased 177% to
$209,662  for the three  months  ended  September  30, 1997 from $75,670 for the
three months ended September 30, 1996. Sales in Fiscal 1998 consisted  primarily
of PaperClip  Software  which  carried a higher  product cost  relative to ASI's
in-house product offerings.

The cost of product sales  increased 582% to $138,449 for the three months ended
September  30, 1997 from $20,312 for the three months ended  September 30, 1996.
The increase in product  related  cost of sales was a result of increased  costs
related to PaperClip Software which is purchased at a distributors' discount and
to a lesser extent,  higher sales volume.  The cost of services increased by 29%
to $71,213 for the three  months ended  September  30, 1997 from $55,358 for the
three months ended September 30,1996. This increase was the result of converting
much of ASI's  contracted  maintenance to a more reliable,  but more  expensive,
contractor  and also  reflects  maintenance  coverage  during  this period for a
customer that was still under warranty for such services.

General and Administrative Expenses

General and  administrative  expenses  consist of  administrative  expenses  and
technical support. General and administrative expenses decreased 1% or $3,178 to
$274,022  for the three months ended  September  30, 1997 from  $277,200 for the
three months ended September  30,1996.  This decrease was due to lower personnel
costs and reduced  professional fees but was offset by higher insurance expense.
ASI's directors and officers  insurance  increased  significantly as a result of
its initial public offering.  This insurance has since been renewed resulting in
decreased rates of up to 28%.

Research and Development Expenses

Research and  development  expenses  decreased by 10% or $43,944 to $376,231 for
the three months  ended  September  30, 1997 from  $420,175 for the three months
ended September 30, 1996. The decrease in research and development was primarily
due to reduced  depreciation for ASI's mainframe which became fully  depreciated
during the first quarter of Fiscal 1997 and from payroll  reductions  during the
first quarter of Fiscal 1997. The reduced  depreciation  was offset by increased
consultant costs.

Selling Expenses

Selling  expenses  decreased  by $23,949 or 11% to $191,361 for the three months
ended  September 30, 1997 from $215,310 for the three months ended September 30,
1996. The decreases were primarily the result of reduced payroll  resulting from
the  termination  of the Vice President of Sales in the second quarter of Fiscal
1997.

Other Income and Expenses

Other income and expenses  consisted of interest  expense which decreased 99% or
$81,408 to $747 for the three months ended  September  30, 1997 from $82,155 for
the three  months ended  September  30,  1996.  This  decrease was the result of
reduced loans  outstanding.  A bank loan of approximately  $220,000 and a bridge
loan of  approximately  $1,500,000 were repaid in October 1996 from the proceeds
of ASI's  initial  public  offering.  Interest  income  increased  by $22,552 to
$25,795 for the three months ended  September 30, 1997 from $3,243 for the three
months ended  September 30, 1996,  as a result of  investment  earnings from the
proceeds of ASI's initial public offering.

Net Loss

As a result of the  foregoing,  ASI's net loss  decreased to $701,172  ($.18 per
share on 3,963,940  weighted  average shares  outstanding)  for the three months
ended  September  30,  1997  from a net  loss of  $764,132  ($.51  per  share on
1,511,865  weighted  average shares  outstanding)  during the three months ended
September 30, 1996.

Liquidity and Capital Resources

ASI had a working  capital surplus of $476,977 as of September 30, 1997 compared
to a working  capital  deficit of $2,916,791 at September 30, 1996. The increase
in working capital was primarily attributable to cash proceeds for ASI's initial
public offering which was completed in October 1996.

Total cash used by  operating  activities  during the three month  period  ended
September 30, 1997 and 1996 was $578,766 and $118,665,  respectively.  ASI's net
losses for these  periods were $701,172 and  $764,132,  respectively.  The major
uses of capital for  operating  activities  during the three month  period ended
September  30, 1997  included  funding such net losses,  reductions  in deferred
revenue  and  accrued  expenses.  The major  source of  capital  from  operating
activities was an increase in accounts payable in the amount of $215,390.

Cash used by investing activities for the three month period ended September 30,
1997 and 1996 was $706,268 and $96,012, respectively. The cash used by investing
activities in Fiscal 1998 was incurred primarily pursuant to the agreements with
PaperClip Software.

Cash used by  financing  activities  was $6,080 for the three month period ended
September  30, 1997 and $201,167 for the three month period ended  September 30,
1996.  The use of cash for  financing  activities  during the three month period
ended September 30, 1997 was for repayment of ASI's capital lease obligations.

ASI has suffered  recurring  losses from  operations and has negative cash flows
from  operating  activities.  The recurring  losses and negative cash flows from
operating  activities raise substantial doubt about ASI's ability to continue as
a going  concern.  As a result,  ASI's  independent  accountants in their report
dated August 8, 1997 on the audited financial statements for the year ended June
30, 1997  included an  explanatory  paragraph  that  described  factors  raising
substantial  doubt about  ASI's  ability to  continue  as a going  concern.  The
financial   statements   do  not  include  any   adjustments   relating  to  the
recoverability  of  asset  and  classifications  of  liabilities  or  any  other
adjustments  that might be necessary should ASI be unable to continue as a going
concern.

As of September 30, 1997,  ASI had no  significant  long term debt. ASI believes
that the remaining  proceeds from the IPO,  together with funds  generated  from
operations,  will be sufficient to meet ASI's working capital  requirements only
through  January  1998.  ASI is  currently  seeking  additional  equity  or debt
financing  to fund its  operations  after  January  1998 and  until  anticipated
additional funds provided by sales associated with the PaperClip acquisition and
the  introduction of a new line of mainframe  storage  controllers  scheduled to
begin selling in January 1998 are available.  There can be no assurance that ASI
will  complete  the  merger  or that  if  completed,  it  will  be  successfully
integrated  with  ASI's  operations  or provide  an  acceptable  return on ASI's
investment.  If ASI has  insufficient  funds  from the above  noted  operations,
further equity or debt financing will be sought.  There can be no assurance that
such  additional  funds can be  obtained  on  acceptable  terms,  if at all.  If
additional  financing  is not  available,  ASI's  business  will  be  materially
adversely affected.

ASI believes that its current corporate  infrastructure can support  significant
increases in sales without proportionate  increases in costs. However, there can
be no  assurances  that  sales will  increase  or that any cost  advantage  will
result.

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",  "anticipates",  "expects" and similar  expressions  are intended to
identify  forward  looking  statements.  ASI cautions that a number of important
factors  could  cause  actual  results  for  Fiscal  1998 and  beyond  to differ
materially from those expressed in any forward-looking  statements made by or on
behalf of ASI.  Such  statements  contain  a number of risks and  uncertainties,
including,  but not limited to, the  availability of necessary  financing before
January 1998, future capital needs, uncertainty of additional funding,  variable
operating  results,  lengthy  sales  cycles,  dependence  on ASI's  COLD  system
product, rapid technological change and product development,  reliance on single
or  limited  sources  of  supply,   intense  competition,   recent  turnover  in
management, ASI's ability to manage growth, dependence on significant customers,
dependence  on key  personnel,  and ASI's  ability to protect  its  intellectual
property. ASI cannot assure that it will be able to anticipate or respond timely
to changes which could  adversely  affect its  operating  results in one or more
fiscal  quarters.  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.  In addition,  the proposed merger with PaperClip  involves numerous
risks  and  uncertainties   including  the  potential   inability  to  integrate
successfully  the  operation  and  services of the merger and the  diversion  of
management's attention from other business concerns.  There can be no assurances
that ASI will complete the merger or that if completed,  it will be successfully
integrated  with  ASI's  operations  or provide  an  acceptable  return on ASI's
investments.




<PAGE>




                           PART II - OTHER INFORMATION




  Item 6. Exhibits and Reports on Form 8-K


(a) Exhibits


(b)  Reports on Form 8-K
         None


<PAGE>



                                   SIGNATURES


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


                                       Access Solutions International, Inc.


Date: November 14, 1997                /s/Robert  H. Stone
                                       ------------------------------------
                                       President and CEO





Date: November 14, 1997                /s/Denis L. Marchand
                                       ------------------------------------
                                       Corporate Controller and Chief Accounting
                                       Officer (Principal Accounting Officer)