United States
                       Securities and Exchange Commission
                             Washington, D.C. 20549



                                  FORM 10-QSB


[x]      Quarterly  Report  Pursuant  to Section  13 or 15(d) of the  Securities
         Exchange Act of 1934 For the Quarterly Period ended December 31, 2000

                                       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 September 30, 2000 was 3,963,940.

                                       1
<PAGE>

                      Access Solutions International, Inc.

                                      INDEX



PART I.    FINANCIAL INFORMATION                                         PAGE

Item 1.    Financial Statements

           Condensed   balance sheets--December 31, 2000 (unaudited)
           and June 30, 2000                                                3

           Condensed  (unaudited) statements of operations --Three
           months and six months ended  December 31, 2000 and 1999          5

           Condensed  (unaudited)  statements of cash flows -- Six
           months ended December 31, 2000 and 1999                          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                                15

Signatures                                                                 16

                                       2
<PAGE>

                      Access Solutions International, Inc.

                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements


                      Access Solutions International, Inc.
                            Condensed Balance Sheets

<TABLE>
<CAPTION>

                                                      December 31,     June 30,
                                                          2000           2000
                                                      -----------    -----------
                                                      (Unaudited)
<S>                                                   <C>            <C>
Assets
Current assets:
    Cash and cash equivalents                         $    57,889    $    58,042
    Trade accounts receivable, net of allowance for
         doubtful accounts of $0 and $13,167              282,525        259,308
    Inventories                                            25,312         25,407
    Prepaid expenses and other current assets              38,508         39,129
                                                      -----------    -----------
       Total current assets                               404,234        381,886

Notes receivable - PaperClip                              331,279      2,220,722
Allowance for doubtful accounts - Notes Receivable       (331,279)    (2,220,722)
                                                      -----------    -----------
Net Notes receivable - PaperClip                             --             --

Fixed assets, net                                          11,109         62,626

Other assets:
       Deposits and other assets                             --            5,121
                                                      -----------    -----------

Total assets                                          $   415,343    $   449,633
                                                      ===========    ===========
</TABLE>

             See notes to unaudited condensed financial statements.

                                       3
<PAGE>

                      Access Solutions International, Inc.
                            Condensed Balance Sheets
<TABLE>
<CAPTION>

                                                             December 31,      June 30,
                                                                 2000            2000
                                                             ------------    ------------
                                                              (Unaudited)
<S>                                                          <C>             <C>
Liabilities and stockholders' deficit Current liabilities:
    Accounts payable                                         $    607,178    $    611,789
    Accrued salaries and wages                                     60,065          84,891
    Accrued expenses                                               80,483          88,516
    Deferred revenue-prepaid service contracts                    445,064         485,661
                                                             ------------    ------------
         Total current liabilities                              1,192,790       1,270,857

Notes payable                                                   1,515,651       1,287,549

         Total liabilities                                      2,708,441       2,558,406
                                                             ------------    ------------

Stockholders' deficit:
    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                                       (19,952,388)    (19,768,063)
                                                             ------------    ------------

                                                               (2,275,042)     (2,090,717)

    Treasury stock, at cost (1,259 shares)                        (18,056)        (18,056)
                                                             ------------    ------------
         Total stockholders' deficit                           (2,293,098)     (2,108,773)
                                                             ------------    ------------

         Total liabilities and stockholders' deficit         $    415,343    $    449,633
                                                             ============    ============
</TABLE>



Note:  The  balance  sheet at June 30,  2000 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>

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

                                          For the Three Months       For the Six Months
                                           Ended December 31,         Ended December 31,
                                           2000         1999          2000        1999
                                         ---------    ---------    ---------    ---------
<S>                                      <C>          <C>          <C>          <C>
Net sales:
    Products                             $   9,000    $  65,303    $  18,533    $  87,344
    Services                               207,497      188,177      414,592      392,097
                                         ---------    ---------    ---------    ---------
           Total net sales                 216,497      253,480      433,125      479,441
                                         ---------    ---------    ---------    ---------
 Cost of sales:
    Products                                  --          5,321          245       11,054
    Services                                49,505       47,013      102,962      104,441
                                         ---------    ---------    ---------    ---------
           Total cost of sales              49,505       52,334      103,207      115,495
                                         ---------    ---------    ---------    ---------

Gross profit                               166,992      201,146      329,918      363,946
                                         ---------    ---------    ---------    ---------
Operating expenses:
    Selling expense                         33,557       38,457       66,089       76,774
    General and administrative expense      64,901      116,439      213,153      204,511
    Research and development expense        10,942       28,906       29,148       50,245
                                         ---------    ---------    ---------    ---------
Total operating expenses                   109,400      183,802      308,390      331,530
                                         ---------    ---------    ---------    ---------

Profit from operations                      57,592       17,344       21,528       32,416
                                         ---------    ---------    ---------    ---------

Other interest (income)/expense:
    Interest income                         (4,402)         (15)      (4,482)         (59)
    Interest expense                       145,597       31,561      177,158       63,122
    Other income                            (7,873)          --       (7,873)          --
    Other expense                           41,263        1,282       41,050        1,418
                                         ---------    ---------    ---------    ---------
Total interest (income)/expense            174,585       32,828      205,853       64,481
                                         ---------    ---------    ---------    ---------

Net loss                                 ($116,993)   ($ 15,484)   ($184,325)   ($ 32,065)
                                         =========    =========    =========    =========

Net Loss per common share                    (0.03)       (0.00)       (0.05)       (0.01)

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

             See notes to unaudited condensed financial statements.

                                       5
<PAGE>

                      Access Solutions International, Inc.
                       Condensed Statements of Cash Flows
                      For the Six Months Ended December 31,
                                  (Unaudited)
<TABLE>
<CAPTION>
                                                                     2000        1999
                                                                  ---------    ---------
<S>                                                               <C>          <C>
CASH FLOWS FROM OPERATING ACTIVITIES
    Net loss                                                      ($184,325)   ($ 32,065)
                                                                  ---------    ---------
Adjustments to reconcile net loss to net cash used by
      operating activities:
        Loss on disposition of fixed assets                          40,755         --
        Depreciation and amortization                                15,883       38,345
Decrease in provision for doubtful accounts - Trade receivables     (13,167)      (8,400)
         Decrease in provision for PaperClip Allowance               (7,873)        --
        Changes in assets and liabilities:
        (Increase) decrease in:
         Trade accounts receivable                                  (10,050)    (176,873)
         Inventories                                                     94         (196)
         Prepaid expenses and other current assets                      621      (12,040)
         Increase (decrease) in:
         Accounts payable                                            (4,611)      26,371
         Accrued expenses                                           (32,857)    (306,763)
         Deferred revenue - prepaid service contracts               (40,597)      46,373
                                                                  ---------    ---------

NET CASH USED BY OPERATING ACTIVITIES                              (236,127)    (425,248)
                                                                  ---------    ---------

CASH FLOWS FROM INVESTING ACTIVITIES
    Paydown of Notes Receivable - PaperClip                           7,873         --
    Purchases of  fixed assets                                         --           (435)
                                                                  ---------    ---------
NET CASH PROVIDED BY / (USED BY) INVESTING ACTIVITIES                 7,873         (435)
                                                                  ---------    ---------

CASH FLOWS FROM FINANCING ACTIVITIES
    Proceeds from Notes Payable for Litigation Advances             228,101      411,834
                                                                  ---------    ---------
NET CASH PROVIDED BY FINANCING ACTIVITIES                           228,101      411,834
                                                                  ---------    ---------

NET DECREASE IN CASH                                                   (153)     (13,849)

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                       58,042       83,402
                                                                  ---------    ---------

CASH AND CASH EQUIVALENTS, END OF PERIOD                          $  57,889    $  69,553
                                                                  =========    =========
</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 six months  ended
December  31, 2000 are not  necessarily  indicative  of the results  that may be
expected for the year ended June 30, 2001. For further information, refer to the
financial  statements  and footnotes  thereto  included in the Access  Solutions
International, Inc. Form 10-KSB for the period ended June 30, 2000.

2. Legal Proceedings and Subsequent Events

On August 29, 1997, ASI filed a complaint against Data/Ware  Development,  Inc.,
("Data/Ware"),  (Anacomp's  predecessor)  and Eastman  Kodak  Company  ("Kodak")
alleging  infringement of ASI's patents 4,775,969 and 5,034,914.  The defendants
had  counter-claimed  and counter-sued  ASI. The claim stated that Data/Ware and
Kodak collectively  manufactured,  used and/or sold equipment for recording data
on optical media and alleged that the  manufacture  and sale of such  equipment,
and use by purchasers  thereof,  infringes one or more of the Company's patents.
The claim called for an order enjoining the defendants from further infringement
of its patents,  damages and interest for infringement and reasonable attorney's
fees and such other relief that the court deemed proper.

On April 23, 2001,  ASI  announced  that it had  received a monetary  settlement
pursuant to a signed  settlement  agreement with Anacomp,  Inc.  ("Anacomp") and
Kodak resolving its patent  infringement  lawsuit against defendants Anacomp and
Kodak in the United States District Court for the District of Rhode Island.

After the payment of legal fees and the share of the settlement allocable to the
co-owner  of  the  patent,  ASI  will  receive  net  proceeds  of  approximately
$4,000,000, of which approximately $2,200,000 will be used to retire outstanding
debt and payables.  Included in the debt is an issue of approximately $1,600,000
that is  convertible  into  common  stock of the  Company,  which the holder has
stated he will not convert.

3. PaperClip Financial Transactions

On January  29,  1997,  in  connection  with a proposed  merger  between ASI and
PaperClip  ("PaperClip"),  ASI provided a $300,000  loan to PaperClip for use as
operating capital in exchange for a convertible  promissory note together with a
security  agreement  granting  ASI a  security  interest  in all of  PaperClip's
assets.  The note bore interest at a rate of 12% per annum  (payable  quarterly)
and  could  be  prepaid  upon 30  days  written  notice  to ASI.  The  note  and
accumulated  interest could be converted to PaperClip  common stock at a rate of
$.25 per share and granted ASI unlimited  registration  rights in the event that
the note was  converted  into shares of PaperClip  stock.  No payments were ever
made by PaperClip against the note.

On April 15, 1997, ASI and 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

                                       7
<PAGE>

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

"Amended  Agreement") to change the acquisition to a merger. As a result of this
amendment,  a newly formed  subsidiary  of ASI would merge into  PaperClip  with
PaperClip surviving as a subsidiary of ASI (the "Merger").  Consummation of this
transaction  was  subject  to  various  conditions,  including  approval  by the
PaperClip stockholders.  Under the terms of the Amended Agreement, the PaperClip
stockholders  would have been 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 would have entitled 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 would  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 would 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 would have the right to redeem
the Preferred Stock for cash or ASI Common Stock and Class B Warrants.

On April 15, 1997,  ASI and PaperClip  also entered into a Management  Agreement
(the "Management  Agreement")  pursuant to which ASI would manage the day-to-day
operations  of  PaperClip  for a fee of  $50,000  per month up to a  maximum  of
$300,000 and advance funds to 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 acted as a  distributor  for  PaperClip's
products in the United States to dealers and resellers.

On  April  14,  1998,  ASI and  PaperClip  agreed  to  extend  the  date for the
consummation of PaperClip's  previously  announced  merger with and into a newly
formed wholly-owned subsidiary of Access Solutions. Pursuant to the terms of the
merger  agreement,  completion of the merger  transaction was subject to certain
conditions,  including a financing  contingency.  The merger transaction was not
consummated  by  this  date  because  the  financing  contingency  could  not be
satisfied,  and the merger  agreement  was  extended to August 24, 1998 to allow
more time for the financing condition to be satisfied.

On August 24, 1998, the merger agreement was terminated.  In connection with the
termination  of the merger  agreement,  the Company  wrote off all merger  costs
incurred  through  June 1998.  Costs  relating to the  discontinued  acquisition
incurred  after June 30, 1998 were expensed in the quarter  ended  September 30,
1998.

On November 2, 2000,  ASI and  PaperClip  entered into an agreement  whereby the
January 29, 1997, $300,000 convertible  promissory note and accumulated interest
was exchanged for a new  promissory  note in the amount of $405,530 that is also
secured by the assets of PaperClip. The new promissory note requires 35 payments
of  $11,265  and a final  payment  in the  amount  of  $11,265.  The note can be
accelerated upon the occurrence of certain events, including failure to meet any
payment  obligation  contained  in the Note  within  five (5) days of when  due,
discontinuation  of business,  insolvency or bankruptcy or transfer of PaperClip
or substantially all of its assets to any entity except ASI. If the indebtedness
is not paid when due (including as a result of the acceleration of the repayment
of the indebtedness), the indebtedness outstanding then would bear interest from
the date such payment was due at 15% percent per annum.  In November  2000,  the
note was recorded at the present value of its discounted  payments at a 12% rate
in the amount of $339,153.  Due to PaperClip's  financial  condition and payment
history,  an  allowance  was  established  for the full  amount of the note.  In
December  2000,  the  first  payment  was  received  and the  principal  and the
allowance were reduced by the payment amount less the imputed interest.

On November 2, 2000,  ASI and PaperClip  also entered into an agreement  whereby
the  additional  indebtedness  of PaperClip  arising from  Management  Agreement
advances  totaling  $2,305,507,  including accrued interest through December 31,
1999, was converted to 3,649,543 shares of PaperClip's Series A Preferred Stock,

                                       8
<PAGE>

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

$.01 par value per share (the "Series A Preferred Stock").  Each share of Series
A Preferred  Stock is  convertible  into one share of Common Stock subject to an
adjustment in the conversion  rate in the event that Paperclip  issues shares of
Common stock or  securities  pursuant to which Common Stock is issuable at a per
share price of less than the price paid by the Company for the preferred shares.
PaperClip  may in its sole  discretion,  require the  conversion of all, but not
less than all, of the then  outstanding  Series A Preferred Stock if PaperClip's
common  stock has  traded for not less than  sixty  (60)  consecutive  days at a
closing  price of not less  than  150% of the  implied  conversion  price of the
Series A Preferred Stock. PaperClip's common stock is publicly traded on the OTC
Bulletin Board. No value has been recorded on the Company's financial statements
for this investment due to PaperClip's recent  deteriorating stock value and its
poor financial condition.


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

Factors That May Affect Future Performance

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.
While no  assurance  can be given that such steps  will be  sufficient  to limit
future  losses,  ASI  believes  the  financial  management  improvements  it has
incorporated   through  overhead  and  personnel  cost   reductions,   stringent
management  of third party cost of sales and or  interest  income  arising  from
ASI's  settlement  of its  litigation  against  Dataware and Kodak have and will
continue to yield  improvements  in ASI's operating  results.  Analysis of ASI's
results for the years ended June 30,  1999,  June 30, 2000 and YTD  December 31,
2000 shows the  achievement  of  positive  direct  operating  income  when legal
expenses  totaling  $140,813 for the year ended June 30,  1999,  $60,211 for the
year ended June 30,  2000 and $58,121 for the  unaudited  first two  quarters of
Fiscal  2001 are  excluded.  Direct  operating  income is defined as income from
operations,  net of  expenses  not related to the day to day  operations  of the
business but inclusive of non-cash items such as depreciation and  amortization.
Direct  operating (loss) income for the annual periods ended June 30, 1999, June
30, 2000 and July 1, 2000 through December 31, 2000 were ($378,071), $93,866 and
$79,650.  ASI has not yet  realized  a net  income in any of these  periods  and
cannot predict whether or not it will achieve positive net income in the future.

Although ASI has shown a trend towards improved  operating results in the last 2
1/2  years,  in order to do so,  it has had to  reduce  its  labor  force to the
minimum amount  necessary in order to service  existing  contracts.  ASI has not
been engaged in any  marketing or sales  efforts to generate new  contracts  and
does not  expect  any  significant  increase  in  future  revenue  as a  result,
exclusive  of  interest  income.  Sales of  upgrades  and media on  occasion  to
existing  customers has increased  earnings to a limited extent but there are no
assurances  that  future  sales of this  type  will  continue  or that  existing
customers  will  continue  to renew their  service  contracts  as their  present
archiving  equipment  becomes  older or more  obsolete.  The  Company's  primary
current and expected  near term  operating  results are dependent on the sale of
annual service contracts to existing customers.  If sufficient  customers do not
renew their contracts,  it could result in significant adverse operating results
for ASI. The company has sufficient  operating revenue and capital at present to
maintain  operations,  however; ASI cautions that a number of important factors,
including  those  mentioned  above could cause ASI to fall short of the required
minimum cash requirements to maintain operations or may cause actual results for
Fiscal  2001 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
uncertainty of additional  funding,  should it become necessary,  future capital
needs,  variable  operating results,  lengthy sales cycles,  dependence on ASI's
COLD system product,  rapid  technological  change and new product  development,
reliance on single or limited sources of supply,  intense competition,  turnover

                                       9
<PAGE>

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.

Recent Developments
-------------------

Settlement Agreement with Anacomp, Inc. and Eastman Kodak Company

On April 23, 2001,  ASI  announced  that it had  received a monetary  settlement
pursuant to a signed  settlement  agreement with Anacomp,  Inc.  ("Anacomp") and
Eastman  Kodak Company  ("Kodak"),  resolving  its patent  infringement  lawsuit
against defendants Anacomp and Kodak in the United States District Court for the
District of Rhode Island.

After the payment of legal fees and the share of the settlement allocable to the
co-owner  of  the  patent,  ASI  will  receive  net  proceeds  of  approximately
$4,000,000, of which approximately $2,200,000 will be used to retire outstanding
debt and payables.  Included in the debt is an issue of approximately $1,600,000
that is  convertible  into  common  stock of the  Company,  which the holder has
stated he will not convert.

This settlement  represents a significant milestone and critical junction in the
long-term future of the Company. The management of ASI will be assessing various
strategic alternatives, which will best benefit its shareholders,  customers and
employees.

System Sale

On May 11, 2001, ASI received a purchase order to sell a small Optical Archiving
System to an optical  storage  solutions  provider in Kansas City,  MO valued at
approximately  $120,000. The purchase order includes future maintenance services
for one year on a warranty basis.  The system shipped on May 14, 2001. There can
be no  assurance  that this  sale will  result  in  additional  system  sales or
additional maintenance revenues after the warranty period has expired.

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.

Access Solutions International, Inc. designs, develops, manufactures and markets
information storage and retrieval systems, including both software and hardware.
ASI is the developer of GIGAPAGE, an MVS/CICS COLD application providing storage
and access to  terabytes  of  corporate  data for  business  analysis,  customer
service,  regulatory and research  applications.  The Company's sales consist of
sales of products and  services.  Products  sold by the Company  consist of COLD
systems, software and hardware including replacement disk drives,  subassemblies
and  miscellaneous  peripherals.   Services  rendered  by  the  Company  include
post-installation  maintenance and support.  The Company 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. The
Company  sells  extended  service  contracts  on the majority of the products it
sells.  Such  contracts are one year in duration with payments  received  either

                                       10
<PAGE>

annually in advance of the commencement of the contract or quarterly in advance.
The Company 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 December 31, 2000, the Company had deferred
revenue in the amount of $445,064,  which it will recognize through December 31,
2001.

Three Months and Six Months ended December 31, 2000 compared to Three Months and
Six Months ended December 31, 1999

Net Sales

The Company's sales consist of sales of products and services.  Products sold by
the Company consist of COLD systems, software and hardware including replacement
disk drives,  subassemblies and miscellaneous peripherals.  Services rendered by
the Company  include  post-installation  maintenance  and  support.  The Company
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. The Company 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. The Company recognizes revenue from service contracts on a
straight-line  basis over the term of the contract.  Not all one-year  contracts
are based on the calendar year. The unearned  portion of the service  revenue is
reflected as deferred revenue. As of December 31, 2000, the Company had deferred
revenue in the amount of $445,063,  which it will recognize through December 31,
2001.

Net sales for the three months ended  December 31, 2000 were  $216,497  compared
with  $253,480  for the three  months  ended  December  31,  1999, a decrease of
$36,983  or 15%,  and  $433,125  for the six months  ended  December  31,  2000,
compared with $479,441 for the six months ended December 31, 1999, a decrease of
$46,317 or 10%.  Product sales were $9,000 for the second quarter of Fiscal 2001
compared  with  $65,303  for the second  quarter of Fiscal  2000,  a decrease of
$56,303 or 86%, and $18,533 for the six months ended  December 31, 2000 compared
with $87,344 for the six months  ended  December 31, 1999, a decrease of $68,811
or 79%. Product sales decreased  because an upgrade sale to an existing customer
was made in the second quarter of Fiscal 2000 that was not similarly  recognized
in the second  quarter  or first  half of Fiscal  2001.  Service  revenues  were
$207,497 for the second  quarter of Fiscal 2001,  compared with $188,177 for the
second  quarter of Fiscal 2000,  an increase of $19,320 or 10%, and $414,592 for
the six months ended December 31, 2000 compared with $392,097 for the six months
ended December 31, 1999, an increase of $22,495 or 6%.

Cost of Sales

Cost of sales includes component costs,  firmware license costs,  labor,  travel
and certain  overhead  costs.  Costs of sales in the  aggregate  decreased 5% to
$49,505 for the three months ended  December 31, 2000 from $52,334 for the three
months ended  December 31, 1999 and decreased 11% to $103,207 for the six months
ended  December 31, 2000 from  $115,495  for the six months  ended  December 31,
1999,  in each  case as a result  of more  effective  maintenance  contract  and
services  coordination.  Costs of sales for services increased 5% to $49,505 for
the three months ended December 31, 2000 from $47,013 for the three months ended
December 31, 1999 and decreased 1% to $102,962 for the six months ended December
31, 2000 from $104,441 for the six months ended December 31, 1999.

The  Company's   operating  expenses  include  selling  expenses,   general  and
administrative  expenses.  General and administrative expenses consist primarily
of employee  compensation and overhead.  Selling  expenses consist  primarily of
customer service and customer assistance services to existing customers.

                                       11
<PAGE>

Selling Expenses

Selling  expenses  decreased  by $4,900 or 13% to $33,557  for the three  months
ended  December 31, 2000 from  $38,457 for the three  months ended  December 31,
1999 and  decreased  by  $10,685  or 14% to  $66,089  for the six  months  ended
December 31, 2000 from $76,774` for the six months ended December 31, 1999.

General and Administrative Expenses

General  and   administrative   expenses   consist  of  employee   compensation,
administrative   expenses   and   customer   support   expenses.   General   and
administrative expenses decreased 44% or $51,538 to $64,901 for the three months
ended  December 31, 2000 from  $116,439 for the three months ended  December 31,
1999 and  increased 4% or $8,641 to $213,153  for the six months ended  December
31, 2000 from $204,512 for the six months ended December 31, 1999. This increase
was due to higher  legal fees as a result of  increased  litigation  activity in
regards to ASI's lawsuit against  Dataware and Kodak and ASI's  establishment of
new agreements with PaperClip.  The lower general and administrative expense for
the three  months  ended  December  31, 2000 was due to an over accrual of legal
expenses in the first quarter of FY 2001.

Research and Development Expenses

ASI's total expenditures for research and development for Fiscal 2000 and Fiscal
1999  were  $90,343  and  $119,243,  respectively.   Fiscal  2001  research  and
development  expenses are  substantially  reduced from these levels as evidenced
from ASI's  unaudited  statements of operations  (presented on page 5 and below)
and consist of one  employee's  part time  payroll,  depreciation  on associated
equipment and various sundry items.  Research and development expenses decreased
by 62% or $17,964 to $10,942 for the three months  ended  December 31, 2000 from
$28,906 for the three  months ended  December  31, 1999 and  decreased by 42% or
$21,097 to $29,148 for the six months  ended  December 31, 2000 from $50,245 for
the six months ended December 31, 1999. The decrease in research and development
was  primarily  due to  reduced  personnel  costs  and  decreased  Research  and
Development activities.

Other Income and Expenses

Other income and expenses consisted of interest expense which increased $114,036
to $145,597 for the three  months  ended  December 31, 2000 from $31,561 for the
three months ended December 31, 2000 and the same amount to $177,158 for the six
months ended  December  31, 2000 from $63,122 for the six months ended  December
31, 1999.  The  increased  interest  expense is a result of accrued  interest on
higher advanced amounts to fund the litigation against Kodak and Dataware and to
offset under-accruals in prior periods. ASI borrowed funds at an annual interest
rate of 19% from a former  stockholder,  director and part owner of ASI's patent
to fund its patent infringement  litigation against Dataware and Kodak. Interest
income  increased by $4,387 to $4,402 for the three  months  ended  December 31,
2000 from $15 for the three  months  ended  December  31, 1999 and  increased by
$4,423 to $4,482 for the six months  ended  December 31, 2000 as compared to $59
for the six months ended  December 31, 1999.  Interest  income  increased due to
higher  operating  balances  generated  by  increased  operating  income.  Other
expenses  decreased by $39,981 due to the loss on disposition of fixed asset. No
similar expenses were incurred in the second quarter of Fiscal 2000.

                                       12
<PAGE>

Net Loss

As a result of the foregoing,  the Company's net loss increased 656% to $116,993
($.03 per share on 3,963,940 weighted average shares  outstanding) for the three
months  ended  December  31,  2000 from  $15,484  ($.004 per share on  3,963,940
weighted average shares  outstanding) during the three months ended December 31,
1999  and  increased  475% to a loss of  $184,325  (.05 per  share on  3,963,940
weighted average shares  outstanding) for the six months ended December 31, 2000
from 32,065 ($.01 per share on 3,963,940  weighted  average shares  outstanding)
for the six months ended December 31, 1999. The increased net loss was primarily
attributable to increased  patent  litigation  legal expenses and the associated
loan expenses.

Liquidity and Capital Resources

The Company had a working  capital  deficit of $788,556 at December  31, 2000 as
compared to a working capital deficit of $888,971 at June 30, 2000.

Total cash used by  operating  activities  during the  six-month  periods  ended
December 31, 2000 and 1999 was $236,127 and $425,248 respectively. The Company's
net losses  for these  periods  were  $184,325  and  $32,065,  respectively.  In
addition  to funding  the  Company's  net loss,  the major  uses of capital  for
operating  activities  during the  six-month  period  ended  December  31,  2000
included a reduction in deferred revenue on prepaid service contract of $40,597,
an accrued expense balance  reduction of $32,857 and a decrease in the provision
for doubtful accounts in the amount of $13,167.

Total cash  provided  by  investing  activities  was  $7,873,  representing  the
principal  portion  of  a  payment  received  against  a  Note  Receivable  from
PaperClip.

Cash  provided by financing  activities  was $228,101 for the  six-month  period
ended December 31, 2000 and $411,834 for the six-month period ended December 31,
1999. This represented  additional advances to fund legal expenses in connection
with the lawsuit  against  Dataware  and Kodak.  These  advances are recorded as
legal  expenses of ASI, and as such are  included in General and  Administrative
expenses on the unaudited Statements of Operations.

ASI has suffered  recurring  losses and negative  cash flows from FY 1992 - 1999
and has had positive  cash flows from  operating  activities  only since July 1,
1999.  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 December 12, 2000 on
the audited financial  statements for the year ended June 30, 2000,  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  assets  and
classifications  of liabilities or any other adjustments that might be necessary
should ASI be unable to continue as a going concern.

As of December 31, 2000, ASI had long term debt totaling $1,075,548 with accrued
interest of $440,103. The former amount includes gross proceeds in the amount of
$650,000  from a loan to ASI in  conjunction  with the sale of a 30% interest in
the Company's patents for $100,000 and advances of $425,548.  The loan principal
bears  interest at a rate of 19% and  converts to a demand note at the lesser of
three years or the completion of the Company's patent litigation.

ASI believes that funds  generated from  operations and interest  income will be
sufficient to meet ASI's working capital requirements through December 2003.

                                       13
<PAGE>

In November 2000, advances receivable from PaperClip,  already fully allowed for
were exchanged for 3,649,543 shares of Series A Convertible  Preferred PaperClip
Stock, $.01 par value per share (the "Series A Preferred  Stock").  The exchange
represented  payment in full for advances and accrued  interest  receivable from
PaperClip pursuant to the Management Agreement. The shares of Series A Preferred
Stock  were  issued at the  equivalent  price of $0.71 per share  (see  notes to
unaudited financial statements,  page 7 and Recent  Developments).  No value has
been recorded on the Company's  financial  statements for this investment due to
PaperClip's recent deteriorating stock value and its poor financial condition.

In addition,  the January 29, 1997,  $300,000  convertible  promissory  note and
accumulated  interest was exchanged for a new  non-interest  bearing  promissory
note in the amount of $405,530  that is also secured by the assets of PaperClip.
The new  promissory  note requires 35 payments of $11,265 and a final payment in
the amount of $11,255.  The note was  recorded  in the amount of its  discounted
present value at 12% for $339,153 prior to applying $7,874 against the principal
from the first payment on the note.

While the Company  believes  that the  current  corporate  infrastructure  could
support  significant  increases in sales  without a  proportionate  increases in
overhead  costs,  it also believes that an additional  Research and  Development
investment would be required to calibrate present software and hardware products
to existing  optical storage  technology and enterprise  expectations.  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 the
Company'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. The Company cautions that a
number of  important  factors  could  cause  actual  results for Fiscal 2001 and
beyond  to  differ  materially  from  those  expressed  in  any  forward-looking
statements made by or on behalf of the Company. Such statements contain a number
of risks and uncertainties, including, but not limited to, future capital needs,
uncertainty of additional  funding,  variable operating  results,  lengthy sales
cycles,  dependence on the Company's COLD system  product,  rapid  technological
change and product development, reliance on single or limited sources of supply,
intense  competition,  turnover in management,  the Company's  ability to manage
growth,  dependence on significant customers,  dependence on key personnel,  and
the Company's ability to protect its intellectual  property.  See "Risk Factors"
in the Company's  Prospectus  dated October 16, 1997.  The Company 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 the Company's securities.

                                       14
<PAGE>

                           PART II - OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K

    (a)  Exhibits

         none

27       Financial Data Schedule

    (b)  Reports on Form 8-K

         none

                                       15
<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: May 15, 2001            By: /s/ Robert  H. Stone
                              ------------------------
                                      Robert  H. Stone,
                                      President and CEO





Date: May 15, 2001            By: /s/ Denis L. Marchand
                              --------------------------
                                      Denis L. Marchand,
                                      Vice President of Finance and
                                      Administration and
                                      Chief Accounting Officer
                                      (Principal Accounting Officer)



                                       16
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