UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

                 For the quarterly period ended - June 30, 2001

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

               For the transition period from ________ to ________

                         Commission file number 0-31047


                                  Rim.Com Inc.
                 ----------------------------------------------
                 (Name of small business issuer in its charter)


           Nevada                                       86-0995730
-------------------------------            ------------------------------------
(State or other jurisdiction of            (I.R.S. Employer Identification No.)
incorporation or organization)


          7579 E. Main, Suite 600, Scottsdale, AZ                       85251
---------------------------------------------------------------       ---------
(Address of Principal executive offices) (as of date of filing)       (Zip Code)


                    Issuer's telephone number (480) 970-3336

     Check  whether  the issuer (1) filed all  reports  required  to be filed by
section 13 or 15(d) of the  Exchange  Act during the past 12 months (or for such
shorter period that the  Registrant was required to file such reports),  and (2)
has been subject such filing requirements for the past 90 days. Yes [X] No [ ]

               APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

     Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the  distribution  of
securities under a plan confirmed by court. Yes [ ] No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS

     State the number of shares  outstanding of each of the issuer's  classes of
common equity, as of June 30, 2001: 5,009,823

     Transitional Small Business Disclosure Format (check one): Yes [ ] No [X]
<PAGE>
                                  RIM.COM INC.

                                  FORM 10-QSB

                  FOR THE QUARTERLY PERIOD ENDED June 30, 2001

                                                                            Page
                                                                            ----
PART I

      Item 1.  Financial Statements                                            1

      Item 2.  Management's Discussion and Analysis or Plan of Operation       8

PART II

      Item 1.  Legal Proceedings                                              10

      Item 2.  Changes in Securities                                         N/A

      Item 3.  Defaults Upon Senior Securities                               N/A

      Item 4.  Submission of Matter to a Vote of Security Holders            N/A

      Item 5.  Other Matters                                                 N/A

      Item 6.  Exhibits and Reports on Form 8-K                               10

SIGNATURES                                                                    11
<PAGE>
ITEM 1. FINANCIAL STATEMENTS

                          RIM.COM, INC. AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEETS
                JUNE 30, 2001 (UNAUDITED) AND SEPTEMBER 30, 2000

                                     ASSETS

                                                    June 30,       September 30,
                                                     2001              2000
                                                   ---------        ---------
                                                  (Unaudited)
Assets:
Current Assets:
  Cash and cash equivalents                        $      --        $ 103,662
  Accounts receivable - trade, net                   248,041           71,463
  Inventory                                            2,250            2,250
                                                   ---------        ---------

       Total Current Assets                          250,291          177,375
                                                   ---------        ---------
Property and equipment
  Furniture and fixtures                               1,995            1,995
  Computer equipment                                  23,939           10,718
  Computer system                                    142,548           77,520
  Copying equipment                                      807              807
  Office equipment                                     7,134            7,134
                                                   ---------        ---------

                                                     176,423           98,174

       Less: accumulated depreciation                (78,498)         (41,924)
                                                   ---------        ---------
                                                      97,925           56,250
                                                   ---------        ---------
Other Assets:
  Licenses, net                                       15,000           18,000
  Cash surrender value of life insurance, net            554            9,303
  Deferred offering costs                              5,731               --
  Deposits                                             1,910               --
  Notes receivable - related party                    22,402           52,220
                                                   ---------        ---------

                                                      45,597           79,523
                                                   ---------        ---------

       Total Assets                                $ 393,813        $ 313,148
                                                   =========        =========

                                        1
<PAGE>
                          RIM.COM, INC. AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEETS
                JUNE 30, 2001 (UNAUDITED) AND SEPTEMBER 30, 2000

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

<TABLE>
<CAPTION>
                                                                        June 30,       September 30,
                                                                          2001              2000
                                                                       ---------         ---------
                                                                      (Unaudited)
<S>                                                                    <C>               <C>
Current Liabilities:
  Notes Payable                                                        $  94,408         $  80,825
  Obligations under capital leases                                        23,175                --
  Bank overdraft                                                             936                --
  Accounts payable
    - trade                                                              276,528           167,300
    - other                                                                7,170            45,000
  Accrued expenses                                                       104,544            28,601
  Deferred revenues                                                        8,413            22,823
                                                                       ---------         ---------

       Total Current Liabilities                                         515,174           344,549

Notes Payable                                                             12,563                --
                                                                       ---------         ---------

       Total Liabilities                                                 527,737           344,549
                                                                       ---------         ---------
Stockholders' Equity (Deficit):
  Common Stock - $.001 par value; 20,000,000 shares authorized,
   5,009,823 shares outstanding at June 30, 2001; 4,734,171
   outstanding at September 30, 2000                                       5,010             4,734
  Preferred Stock - 10,000,000 shares authorized no shares issued
   or outstanding as of June 30, 2001                                         --                --
  Additional Paid-in Capital                                             369,788           279,179
  Accumulated deficit                                                   (508,722)         (315,314)
                                                                       ---------         ---------
       Total Stockholders' Equity (Deficit)                             (133,924)          (31,401)
                                                                       ---------         ---------
       Total Liabilities and Stockholders' Equity                      $ 393,813         $ 313,148
                                                                       =========         =========
</TABLE>

                                        2
<PAGE>
                          RIM.COM, INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF OPERATIONS
     FOR THE NINE AND THREE MONTHS ENDED JUNE 30, 2001 AND 2000 (UNAUDITED)

<TABLE>
<CAPTION>
                                               Nine Months Ended June 30,      Three Months Ended June 30,
                                               --------------------------      ---------------------------
                                                   2001           2000             2001           2000
                                               -----------    -----------      -----------     -----------
                                                      (Unaudited)                      (Unaudited)
<S>                                            <C>            <C>              <C>            <C>
REVENUES
  Services                                     $   812,866    $   344,908      $   266,222    $    78,064
  Products                                         532,426        101,378          170,956         44,991
                                               -----------    -----------      -----------    -----------
                                                 1,345,292        446,286          437,178        123,055
COST OF REVENUES
  Services                                     $   416,147    $   181,595      $   152,110    $    48,234
  Products                                         476,084         74,656          159,681         29,510
                                               -----------    -----------      -----------    -----------
                                                   892,231        256,251          311,791         77,744
                                               -----------    -----------      -----------    -----------
Gross Profit                                       453,061        190,035          125,387         45,311
General and Administrative Expenses                634,396        228,634          223,363         79,629
                                               -----------    -----------      -----------    -----------
Income (Loss) from Operations                     (181,335)       (38,599)         (97,976)       (34,318)
                                               -----------    -----------      -----------    -----------
OTHER INCOME/(EXPENSE):
  Interest Income                                    2,781            135              514            135
  Interest Expense                                 (15,451)       (26,955)          (5,747)       (19,043)
  Other Income                                         597             --              182             --
                                               -----------    -----------      -----------    -----------
                                                   (12,073)       (26,820)          (5,051)       (18,908)
                                               -----------    -----------      -----------    -----------
Net Income/(Loss) available to common
 shareholders                                  $  (193,408)   $   (65,419)     $  (103,027)   $   (53,226)
                                               -----------    -----------      -----------    -----------
Basic Loss per share (Note 2)                  $     (0.04)   $     (0.02)     $     (0.02)   $     (0.02)
                                               ===========    ===========      ===========    ===========
Weighted Average Common Shares                   4,743,258      3,500,000        4,761,433      3,500,000
                                               ===========    ===========      ===========    ===========
</TABLE>

                                        3
<PAGE>
                          RIM.COM, INC. AND SUBSIDIARY
       CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)
                     FOR THE NINE MONTHS ENDED JUNE 30, 2001

<TABLE>
<CAPTION>
                                                                                                          Stock
                                                      Common Stock          Additional    Retained        Holders'
                                                -----------------------      Paid-in      Earnings        Equity
                                                  Shares        Amount       Capital      (Deficit)      (Deficit)
                                                ---------     ---------     ---------     ---------      ---------
<S>                                             <C>           <C>           <C>           <C>            <C>
Balance at September 30, 2000                   4,734,171     $   4,734     $ 279,179     $(315,314)     $ (31,401)
Stock issued for services                         275,652           276        90,609                       90,885
Net Loss for the nine months ended
 June 30, 2001 (Unaudited)                             --            --            --      (193,408)      (193,408)
                                                ---------     ---------     ---------     ---------      ---------

Balance at June 30, 2001 (Unaudited)            5,009,823     $   5,010     $ 369,788     $(508,722)     $(133,924)
                                                =========     =========     =========     =========      =========
</TABLE>

                                        4
<PAGE>
                          RIM.COM, INC. AND SUBSIDIARY
                             STATEMENT OF CASH FLOWS
                FOR THE THREE MONTHS ENDED JUNE 30, 2001 AND 2000

<TABLE>
<CAPTION>
                                                                   Three Months Ended June 30,
                                                                   ---------------------------
                                                                      2001              2000
                                                                   ---------         ---------
<S>                                                                <C>               <C>
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS:
CASH FLOWS FROM OPERATING ACTIVITIES:
 Net Income                                                         $(103,027)      $ (53,226)
 Adjustments to reconcile net income to net
  cash provided (used) by operating activities:
   Depreciation/amortization                                           13,914           8,171
   Stock issued for services                                           90,885              --
   Accrued interest on related party loan                                 454              --
   Cash surrender value of life insurance-non cash                      1,384            (858)
 Changes in Assets and Liabilities:
   Accounts receivable
     - trade                                                           86,870          14,253
   Refundable deposits                                                 (1,910)             --
   Inventory                                                               --          (1,479)
   Bank overdraft                                                         936              --
   Accounts payable
     - trade                                                          (20,279)         91,427
     - other                                                          (59,729)          1,651
   Accrued expenses                                                    16,672          11,390
   Deferred revenue                                                   (23,391)         17,050
                                                                    ---------       ---------
       NET CASH PROVIDED BY OPERATING ACTIVITIES                        2,779          88,379
                                                                    ---------       ---------
 CASH FLOWS FROM INVESTING ACTIVITIES:
   Collection of loan receivable                                           --           2,161
   Purchase of fixed assets                                            (2,001)        (34,897)
   Collection of related party notes receivable                         9,039              --
   Purchase of licenses                                                    --         (20,000)
                                                                    ---------       ---------
       NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES              7,038         (52,736)
                                                                    ---------       ---------
 CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from debt                                                   6,572          17,380
   Repayment of debt                                                  (24,571)             --
   Proceeds from additional paid-in capital                                --         235,487
                                                                    ---------       ---------
       NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES            (17,999)        252,867
                                                                    ---------       ---------

Net change in cash and cash equivalents                                 8,182         288,510

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                        8,182           1,245
                                                                    ---------       ---------

CASH AND CASH EQUIVALENTS AT END OF PERIOD                          $      --       $ 289,755
                                                                    =========       =========
</TABLE>

                                        5
<PAGE>
                          RIM.COM, INC. AND SUBSIDIARY
                             STATEMENT OF CASH FLOWS
                FOR THE NINE MONTHS ENDED JUNE 30, 2001 AND 2000


<TABLE>
<CAPTION>
                                                                   Nine Months Ended June 30,
                                                                   --------------------------
                                                                      2001             2000
                                                                   ---------        ---------
<S>                                                                <C>              <C>
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS:
CASH FLOWS FROM OPERATING ACTIVITIES:
 Net Income                                                        $(193,408)       $ (65,419)
 Adjustments to reconcile net income to net
  cash provided (used) by operating activities:
   Depreciation/amortization                                          39,574           21,201
   Stock issued for services                                          90,885               --
   Accrued interest on related party loan                               (291)              --
   Cash surrender value of life insurance-non cash                     1,461             (858)
 Changes in Assets and Liabilities:
   Accounts receivable
     - trade                                                        (176,578)         (13,685)
   Refundable deposits                                                (1,910)              --
   Inventory                                                              --           (1,970)
   Bank overdraft                                                        936               --
   Accounts payable
     - trade                                                         109,228           84,748
     - other                                                         (43,561)           2,919
   Accrued expenses                                                   75,943             (574)
   Deferred revenue                                                  (14,410)          17,050
                                                                   ---------        ---------
       NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES          (112,131)          43,412
                                                                   ---------        ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Collection of loan receivable                                          --           24,370
   Purchase of fixed assets                                          (25,496)         (48,895)
   Collection of related party notes receivable                       30,109               --
   Purchase of licenses                                                   --          (20,000)
                                                                   ---------        ---------
       NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES             4,613          (44,525)
                                                                   ---------        ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from debt                                                 44,935           20,240
   Repayment of debt                                                 (41,079)              --
   Proceeds from additional paid-in capital                               --          262,987
                                                                   ---------        ---------
       NET CASH PROVIDED BY FINANCING ACTIVITIES                       3,856          283,227
                                                                   ---------        ---------

Net change in cash and cash equivalents                             (103,662)         282,114

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                     103,662            7,641
                                                                   ---------        ---------

CASH AND CASH EQUIVALENTS AT END OF PERIOD                         $      --        $ 289,755
                                                                   =========        =========
</TABLE>

                                        6
<PAGE>
                          RIM.COM, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

1. SIGNIFICANT ACCOUNTING POLICIES:

BASIS OF PRESENTATION:

In the opinion of management,  the accompanying financial statements reflect all
adjustments  (consisting  of normal  recurring  accruals)  necessary  to present
fairly the Company's  financial  position as of June 30, 2001 and the results of
its  operations  for the three and nine  months  ended June 30,  2001.  Although
management  believes that the  disclosures  in these  financial  statements  are
adequate to make the information  presented not misleading,  certain information
and footnote  disclosures  normally  included in financial  statements that have
been prepared in accordance with generally accepted  accounting  principles have
been  condensed  or  omitted  pursuant  to  the  rules  and  regulations  of the
Securities Exchange Commission.

The  results of  operations  for the nine  months  ended  June 30,  2001 are not
necessarily  indicative  of the results  that may be expected  for the full year
ending September 30, 2001. The accompanying  consolidated  financial  statements
should be read in conjunction with the more detailed financial  statements,  and
the related  footnotes  thereto,  filed with the Company's Annual Report on Form
10-KSB for the year ended September 30, 2000.

PRINCIPLES OF CONSOLIDATION:

The consolidated financial statements include the financial position, results of
operations, cash flows and changes in stockholders' equity (deficit) of Rim.Com,
Inc., and its wholly-owned subsidiary.  All material intercompany  transactions,
accounts and balances have been eliminated.

USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS:

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could differ from those estimates.

2. BASIC LOSS PER SHARE:

For the nine month period ending June 30, 2001, basic loss per share includes no
dilution and is computed by dividing loss to common stockholders by the weighted
average number of common shares outstanding for the period. Diluted earnings per
share are not presented, as their affect is antidilutive.

3. GOING CONCERN:

The  accompanying  financial  statements  have been prepared in conformity  with
generally accepted accounting principles, which contemplates continuation of the
Company as a going  concern.  However,  the  Company  has  sustained  continuing
operating losses.

The above  conditions  indicate  that the  Company  may be unable to continue in
existence.  The financial  statements do not include any adjustments relating to
the recoverability and classification of recorded asset amounts,  or the amounts
and  classification of liabilities that might be necessary should the Company be
unable to continue in existence.

4. PENDING ACCOUNTING PRONOUNCEMENTS:

In June 2001 the Financial  Accounting  Standards Board adopted Opinion No. 141,
Business Combinations,  and Opinion No. 142, Goodwill and Other Intangibles. The
pronouncements provide for the cessation of the pooling method of accounting for
business  combinations  as well as providing that goodwill and other  intangible
assets that have  indefinite  useful lives will not be amortized but rather will
be tested at least  annually  for  impairment.  The Company  does not expect the
adoption of the standards to have a material effect on the financial statements.
The effective dates for Financial Accounting Standards Nos. 141 and 142 are July
1, 2001 and for fiscal years beginning after December 15, 2001, respectively.

                                        7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The  statements  contained  in  this  document  which  are  not  historical  are
forward-looking  statements  that are  subject to risks and  uncertainties  that
could cause  actual  results to differ  materially  from those  expressed in the
forward-looking statements, including, but not limited to, the Company's ability
to market its  products  and services  and future  customer  acceptance  for its
products  and  services,  and other risks  detailed in this  document  and other
documents made available to investors.

RESULTS OF OPERATION

QUARTER ENDING JUNE 30, 2001

     During the quarter  ended June 30, 2001 the Company  produced a net loss of
$103,027  on  revenues  of  $437,178,  as  compared  to a net loss of $53,226 on
revenues  of $123,055  for the same  quarter of the prior  year.  The  Company's
revenues in the quarter ended June 30, 2001 were $314,123  (255.3%)  higher than
241.0% the same quarter of the preceding year, primarily as a result of a 241.0%
increase in service  revenues and a 280.0% increase in product revenues over the
prior year.  These  revenue  increases  were caused by the hiring on  additional
sales and technical  employees  during the first quarter of the fiscal year. The
Company is hopeful that it will be able to generate  greater  revenues in future
quarters in order to return to profitability.

     The Company's  gross profit in the quarter ended June 30, 2001 increased by
$80,076  (176.7%) over the same quarter of the prior year.  The Company's  gross
profit on its  service  revenues  increased  by $84,282  (282.5%)  over the same
quarter of the prior year.  The Company's  gross profit on its product  revenues
decreased  by  $4,206  (27.2%)  over the same  quarter  of the prior  year.  The
Company's  gross  margin on its  service  revenues  was 42.9% and on its product
revenues  was 6.6%  during  the  quarter  ended June 30,  2001.  During the same
quarter of the prior year its gross  margin on its service  revenues  was 38.2%,
but its gross  margin was 34.4% on its product  revenues  during the prior year.
The  Company  hopes to  increase  its gross  margins on its future  revenues  by
increasing  its  productivity  through  remote repair  technology  and increased
billing time of its technicians and management.

     The Company's revenues decreased by $145,036 (24.9%) over the prior quarter
in fiscal 2001;  primarily as a result of  recessionary  resistance of customers
during the quarter. The Company is hopeful,  without assurance,  it can increase
its  revenues  in the next  quarter to the level of the  previous  quarter.

     The  Company's  general and  administrative  expense  increased by $143,734
(180.5%)  during the  quarter  ended  June 30,  2001 in  comparison  to the same
quarter of the prior year.  This cost  increase  resulted  primarily  from:  (i)
additional office lease and general marketing costs incurred;  (ii) the addition
of two new  salesmen  and six new  technicians  in the second  quarter of fiscal
2001; and (iii)  additional  legal and accounting  expenses  incurred during the
quarter as a result of becoming a "fully  reporting  company",  in comparison to
the  prior  year  when the  Company  was not a "fully  reporting  company."  The
Company's general and administrative expense increased by $43,742 (24.4%) in the
quarter ending June 30, 2001 over the prior  quarter.  The Company is hopeful of
reducing  its  overhead  in the next  quarter by reducing  non-billable  time of
management and cutting unnecessary costs.

     Interest  expense  decreased by $13,296  during the quarter  ended June 30,
2001 over the same  quarter of the prior  year.  The Company is hopeful its debt
can be reduced  substantially in the future from internally generated cash flow.
The Company is also  hoping to  consolidate  their  credit card debt into a debt
with a lower interest rate.

                                       8
<PAGE>
NINE MONTH PERIOD ENDING JUNE 30, 2001

     During the nine month period ended June 30, 2001 the Company produced a net
loss of $193,408 on revenues of  $1,345,292,  primarily as a result of increased
general and administrative expenses and reduced revenues in the last quarter, as
compared to a net loss of $65,419 on revenues of $446,286 for the same period of
the prior year.  The Company's  revenues in the nine month period ended June 30,
2001 were $899,006  (201.4%)  higher than the same period of the preceding year,
primarily  as a result of a 425.2%  increase  in product  revenues  and a 135.7%
increase in service revenues over the prior year.  These revenue  increases were
caused by the hiring  additional sales and technical  employees during the first
quarter  of the fiscal  year.  The  Company  is hopeful  that it will be able to
generate greater revenues in the future in order to return to profitability.

     The  Company's  gross  profit in the nine month  period ended June 30, 2001
increased  by $263,026  (138.4%)  over the same  period of the prior  year.  The
Company's gross profit on its service  revenues  increased by $233,406  (142.9%)
over the same  period of the  prior  year.  The  Company's  gross  profit on its
product revenues increased by $29,620 (110.8%) over the same period of the prior
year.  The Company's  gross margin on its service  revenues was 48.8% and on its
product  revenues  was 10.6%  during the nine month  period ended June 30, 2001.
During  the same  period of the  prior  year its  gross  margin  on its  service
revenues was only 47.4%, but its gross margin on its product revenues was 26.4%.
The  Company  hopes to  increase  its gross  margins on its future  revenues  by
increasing  its  productivity  through  remote repair  technology  and increased
billing time of its technicians and management.

     The  Company's  general and  administrative  expense  increased by $405,762
(177.5%)  during the nine month period ended June 30, 2001 in  comparison to the
same period of the prior year. This cost increase  resulted  primarily from: (i)
additional  office lease and general  marketing costs;  (ii) the addition of two
new salesmen and six new  technicians  in the first  quarter of the fiscal year;
and (iii) additional legal and accounting  expenses  incurred during the quarter
as a result of becoming a "fully reporting company",  in comparison to the prior
year when the  Company  was not a "fully  reporting  company."  The  Company  is
hopeful of reducing its  overhead in the next  quarter by reducing  non-billable
time of its management and cutting unnecessary costs.

     Interest  expense  decreased by $11,504  during the nine month period ended
June 30, 2001 over the same period of the prior year. The Company is hopeful its
debt can be reduced  substantially in the future from internally  generated cash
flow. The Company is also hoping to consolidate its credit card debt into a debt
with a lower interest rate.

LIQUIDITY AND CAPITAL RESOURCES

     On June 30, 2000 the Company obtained additional gross proceeds of $286,750
of capital from its two stock  offerings.  These funds provided  working capital
for Company growth  through  December 31, 2000. In the coming months the Company
will attempt to secure additional equity or debt financing to sustain additional
growth.  There is no  assurance  the Company  will be able to secure  additional
financing,  because the Company does not have any  commitment for such financing
at this time.

     The Company's cash flow has been adversely  impacted by the increased sales
level in the second fiscal quarter because accounts  receivable  increased,  but
the  Company's   collections  were  subsequently   adversely   impacted  by  the
recessionary  environment.  Thus, the Company's accounts receivable increased by
$176,578  (247.1%)  from  September  30,  2000 to June 30,  2001.  However,  the
Company's accounts receivable  decreased by $86,870 from the prior quarter.  The
Company believes, without assurance, that this level of accounts receivable will
provide sufficient monthly liquidity for the Company's short-term future.

                                       9
<PAGE>
     The  Company's  current  liabilities  increased  by $169,689  (49.2%)  from
September 30, 2000 to June 30, 2001, primarily as a result of accrued accounting
expenses of  approximately  $30,000;  increased  accrued expenses of $75,943 and
increased  trade accounts  payable of $109,228;  and a capital lease of $36,244.
The Company's current  liabilities  actually decreased by $91,531 over the prior
quarter.  Therefore,  the Company  anticipates its accounts payable situation to
continue to improve through year end 2001. However,  the Company will be seeking
working capital through equity or debt financing in the coming months.

     The Company's  debt  resources  have been utilized for a total of $246,020,
with Rimmer obtaining an additional  $2,100 of credit card debt and an equipment
loan of $24,935  during the nine month period ended June 30, 2001.  This debt is
comprised  of one bank loan,  an equipment  loan and several  credit card loans.
Rimmer is paying an  annual  rate of  approximately  11.85% on the bank line and
18.7% on the credit card debt at June 30, 2001.  The bank debt of $73,086 became
due in the last quarter of fiscal year 2000, although the bank has not requested
repayment as of August 10, 2001.  In the coming months the Company is hopeful of
reducing  the amount of this debt  through  internally  generated  cash flow or,
possibly, re-financing the credit card debt at a lower interest rate.

     Future  acquisitions  of the Company will be funded by using the  Company's
common stock. The Company does anticipate  expending cash to expand the revenues
of any business it may acquire in the future,  so the Company may need to obtain
additional  funds for such  expansion,  as well as  Rimmer's  expansion,  in the
future.  There is no  assurance  that the  Company  will be able to acquire  any
business  in  the  future,   since  the  Company  has  not  yet   completed  any
acquisitions.

                          PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

          None

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

     (a)  EXHIBITS

          None

     (b)  REPORTS ON FORM 8-K

          There were no Reports on Form 8-K filed during the quarter  ended
          June 30, 2001.

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<PAGE>
                                   SIGNATURES

     Pursuant  to the  requirements  of  Section  13 or 15(d) of the  Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto authorized.

                                 RIM.COM INC.



Date: August 10, 2001            By: /s/ Christina M. Strauch
                                    -----------------------------------------
                                     Christina M. Strauch, Chairman
                                     (Chief Executive Officer)



                                 By: /s/ Merlin W. Gunderson
                                     ----------------------------------------
                                     Merlin W. Gunderson, Treasurer
                                     (Chief Financial and Accounting Officer)

                                       11