================================================================================
                     U.S. 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 January 31,
                                     2005.

                Transition Report Pursuant to 13 or 15(d) of the
                        Securities Exchange Act of 1934

             For the transition period from __________ to __________

                         Commission file number: 0-32801

                                  TISSERA, INC.
        (Exact Name of Small Business Issuer as Specified in Its Charter)

                                BERT Logic, Inc.
                           (Former Name of Registrant)

         Washington                                   91-2034750
(State or other jurisdiction of                    (I.R.S. Employer
incorporation of organization)                    Identification No.)

  Galgaley Haplada 11, Third entrance,                 46733 Israel
          3rd floor, Herzlia                            (Zip Code)
(Address of principal executive offices)

Issuer's telephone number: +972-36344107

              (Former Name, Former Address and Former Fiscal Year,
                         If Changed Since Last Report)

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

As of March 15, 2005, the registrant had 27,582,114 shares of common stock
outstanding.

Transitional Small Business Disclosure Format (Check one): Yes [_]     No [X]

================================================================================

<PAGE>

Tissera, Inc.

INDEX


PART I.  FINANCIAL INFORMATION                                     PAGE NUMBER
                                                                   -----------

Item 1.  Financial statements (unaudited)

         Consolidated Balance Sheets                                      3

         Consolidated Statements of Operations                            4

         Consolidated Statements of Changes in Stockholders' Equity
            (Deficiency)                                                  5

         Consolidated Statements of Cash Flows                            6

         Notes to Financial Statements                                 7-13

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations                             13

Item 3.   Controls and Procedures                                        16

PART II.  OTHER INFORMATION                                              17

Item 1.  Legal Proceedings                                               17

Item 2.  Change in Securities                                            17

Item 3.  Defaults Upon Senior Securities                                 17

Item 4.  Submission of Matters to Vote of Security Holders               17

Item 5.  Other Information                                               17

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

SIGNATURES                                                               18


<PAGE>


                                                                    TISSERA INC.
                                                     (FORMERLY: BERT LOGIC INC.)
                                                   (A development stage company)
CONSOLIDATED BALANCE SHEETS
--------------------------------------------------------------------------------
U.S. dollars in thousands (except share and per share data)

<TABLE>
<CAPTION>
                                                                              January 31,        July 31,
                                                                                 2005              2004
                                                                             --------------    --------------
                                                                               Unaudited
                                                                             --------------
<S>                                                                         <C>               <C>
     ASSETS
  CURRENT ASSETS:
     Cash and cash equivalents                                              $        3,623    $        4,656
     Prepaid expenses and other current assets                                         225               237
                                                                            --------------    --------------
  Total current assets                                                               3,848             4,893
                                                                            --------------    --------------
  SEVERANCE PAY FUND                                                                    23                 8
                                                                            --------------    --------------
  PROPERTY AND EQUIPMENT, NET                                                           27                38
                                                                            --------------    --------------
  Total assets                                                              $        3,898    $        4,939
                                                                            ==============    ==============

      LIABILITIES AND STOCKHOLDERS' EQUITY

  CURRENT LIABILITIES:
     Trade payables                                                         $            9    $           21
     Other accounts payable and accrued expenses                                       617               503
                                                                            --------------    --------------

  Total current liabilities                                                            626               524
                                                                            --------------    --------------
  ACCRUED SEVERANCE PAY                                                                 28                12
                                                                            --------------    --------------
  Total liabilities                                                                    654               536
                                                                            --------------    --------------
  COMMITMENTS AND CONTINGENCIES  (Note 4)

  STOCKHOLDERS' EQUITY:
     Stock capital (Note 5):
        Common stock of $ 0.0001 par value each -
        Authorized: 100,000,000 shares as of January 31, 2005 and
           July 31, 2004; Issued and outstanding: 27,582,114 and
           27,556,914 of January 31, 2005 and July 31, 2004, respectively                3                 3
          Preferred stock of $ 0.0001 par value each -
          Authorized: 20,000,000 shares as of January 31, 2005 and
           July 31, 2004; Issued and outstanding: 0 shares as of
           January 31, 2005 and July 31, 2004                                           --                --
     Additional paid-in capital                                                     27,186            27,197
     Deferred stock based compensation                                                 (40)             (163)
     Deficit accumulated during the development stage                              (23,905)          (22,634)
                                                                            --------------    --------------
  Total stockholders' equity                                                         3,244             4,403
                                                                            --------------    --------------
  Total liabilities and stockholders' equity                                $        3,898    $        4,939
                                                                            ==============    ==============
</TABLE>

The accompanying notes are an integral part of the consolidated financial
statements.


                                      -1-
<PAGE>

                                                                    TISSERA INC.
                                                     (FORMERLY: BERT LOGIC INC.)
                                                   (A development stage company)

CONSOLIDATED STATEMENTS OF OPERATIONS
--------------------------------------------------------------------------------
U.S. dollars in thousands (except share and per share data)

<TABLE>
<CAPTION>
                                                                                                                       From
                                                                                                                   May 31, 2000
                                                             Six months ended                                       (inception
                                                               January 31,                     Year ended          date) through
                                                      -----------------------------------        July 31,           January 31,
                                                            2005               2004               2004                  2005
                                                      ----------------   ----------------    ----------------    ----------------
                                                                 Unaudited                                           Unaudited
                                                      -----------------------------------                        ----------------
<S>                                                   <C>                       <C>          <C>                 <C>
 Operating expenses:
   Research and development (including cost
      related to options and warrants
      granted to Yeda (see Note 2) and to service
      providers at the amount of $ 12, $ 10,934 and
      $ 11,579 for the six months ended January 31,
      2005 and 2004 and for the year
      ended July  31, 2004, respectively)             $            662   $         11,784    $         13,039    $         13,701
    General and administrative (including cost
      related to shares granted to service
      providers in the amount of $ 100, $ 5,906 and
      $ 8,346 for the six months ended January 31,
      2005 and 2004 and for the year
      ended July 31, 2004, respectively)                           625              6,240               9,482              10,107
                                                      ----------------   ----------------    ----------------    ----------------
                                                                 1,287             18,024              22,521              23,808
  Financial income (expenses), net                                  28                 (1)                  2                  30
                                                      ----------------   ----------------    ----------------    ----------------
  Loss from continuing operations for the period                 1,259             18,025              22,519              23,778
  Income taxes                                                      12                 --                  23                  35
                                                      ----------------   ----------------    ----------------    ----------------
  Net loss from continuing operations for the
     period                                                      1,271             18,025              22,542              23,813
  Loss (income) from discontinued operations                        --                (13)                (13)                 92
                                                      ----------------   ----------------    ----------------    ----------------

  Net loss                                            $          1,271   $         18,012    $         22,529    $         23,905
                                                      ================   ================    ================    ================
  Basic and diluted net earnings per share from
     continuing operations                            $           0.05   $           0.99    $           1.04
                                                      ================   ================    ================
  Basic and diluted net loss per share from
     discontinued operations                          $             --   $             --    $             --
                                                      ================   ================    ================
  Net loss per share                                  $           0.05   $           0.99    $           1.04
                                                      ================   ================    ================
  Weighted average number of shares used in
     computing basic and diluted net loss per
     share                                                  27,577,868         18,036,000          21,787,629
                                                      ================    ================   ================
</TABLE>

The accompanying notes are an integral part of the consolidated financial
statements.


                                       -2-
<PAGE>

                                                                    TISSERA INC.
                                                     (FORMERLY: BERT LOGIC INC.)
                                                   (A development stage company)

STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIENCY)
--------------------------------------------------------------------------------
U.S. dollars in thousands (except share data)


<TABLE>
<CAPTION>
                                                  Stock Capital
                                       -----------------------------------          Additional
                                                                                     paid-in
                                           Number             Amount                 capital
                                       -----------------------------------      ----------------
<S>                                    <C>                <C>                   <C>
  Balance as of May 31, 2000                        --    $             --      $             --

  Shares issued for cash on
    May 31,2000                              15,036,000                  2                     8
  Net loss                                          --                  --                    --
                                       -----------------------------------      ----------------

  Balance as of July 31, 2000                15,036,000                  2                     8

  Shares issued for cash on July 17,
    2001                                      3,000,000              *) --                    40
  Contribution of capital                            --                 --                    15
  Net loss                                           --                 --                    --
                                       -----------------------------------      ----------------


  Balance as of July 31, 2001                18,036,000                  2                    63

  Contribution of capital                            --                 --                    15
  Net loss                                           --                 --                    --
                                       -----------------------------------      ----------------
  Balance as of July 31, 2002                18,036,000                  2                    78

  Contribution of capital                            --                 --                    15
  Net loss                                           --                 --                    --
                                       ----------------   ----------------      ----------------
  Balance as of July 31, 2003                18,036,000                  2                    93

  Stock issued for cash related to
    PPM1, net of $ 176 of issuance
    expenses                                  1,767,200              *) --                 2,033
  Stock issued for cash related to
    PPM2, net of $ 517 of issuance
    expenses                                  3,142,858                  1                 4,983
  Stock based compensation related
    to warrants granted to service
    providers                                        --                 --                11,429
  Amortization of stock based
    compensation related to options
    granted to employees and
    directors                                        --              *) --                 1,130
  Compensation related to stock
    granted to service providers and
    to employees                              3,067,090                 --                 7,366
  Deferred stock based compensation                  --                 --                   163
  Exercise of options                         1,543,766              *) --                    --
  Net loss                                           --                 --                    --
                                       ----------------   ----------------      ----------------
  Balance as of July 31, 2004                27,556,914                  3                27,197

  Deferred stock based compensation                  --                 --                  (123)
  Stock based compensation related
    to Warrants granted  to Yeda and
    to service providers                             --                 --                   (52)
  Amortization of stock based
    compensation related to options
    granted to employees and
    directors                                        --                 --                   164
  Exercise of options                            25,200              *) --                    --
  Net loss                                           --                 --                    --
                                       ----------------   ----------------      ----------------
  Balance as of January 31, 2005             27,582,114   $              3      $         27,186
                                       ================   ================      ================
</TABLE>

<TABLE>
<CAPTION>
                                                              Deficit
                                                             accumulated              Total
                                           Deferred          during the           stockholders'
                                          stock based        development             equity
                                         compensation         stage               (deficiency)
                                       ----------------   ----------------      ----------------
<S>                                    <C>                <C>                   <C>
  Balance as of May 31, 2000           $             --   $             --                    --

  Shares issued for cash on May 31,
    2000                                             --                 --                    10
  Net loss                                           --                 (5)                   (5)
                                       ----------------   ----------------      ----------------

  Balance as of July 31, 2000                        --                 (5)                    5

  Shares issued for cash on
    July 17, 2001                                    --                 --                    40
  Contribution of capital                            --                 --                    15
  Net loss                                           --                (30)                  (30)
                                       ----------------   ----------------      ----------------


  Balance as of July 31, 2001                        --                (35)                   30

  Contribution of capital                            --                 --                    15
  Net loss                                           --                (39)                  (39)
                                       ----------------   ----------------      ----------------

  Balance as of July 31, 2002                        --                (74)                    6

  Contribution of capital                            --                 --                    15
  Net loss                                           --                (31)                  (31)
                                       ----------------   ----------------      ----------------
  Balance as of July 31, 2003                        --               (105)                  (10)

  Stock issued for cash related to
    PPM1, net of $ 176 of issuance
    expenses                                         --                 --                 2,033
  Stock issued for cash related to
    PPM2,net of $ 517 of issuance
    expenses                                         --                 --                 4,984
  Stock based compensation related
    to warrants granted to service
    providers                                        --                 --                11,429
  Amortization of stock based
    compensation related to options
    granted to employees and
    directors                                        --                 --                 1,130
  Compensation related to stock
    granted to service providers and
    to employees                                     --                 --                 7,366
  Deferred stock based compensation                (163)                --                    --
  Exercise of options                                --                 --                 *) --
  Net loss                                           --            (22,529)              (22,529)
                                       ----------------   ----------------      ----------------

  Balance as of July 31, 2004                      (163)           (22,634)                4,403

  Deferred stock based compensation                 123                 --                    --
  Stock based compensation related
    to Warrants granted  to Yeda and
    to service providers                             --                 --                   (52)
  Amortization of stock based
    compensation related to options
    granted to employees and
    directors                                        --                 --                   164
  Exercise of options                                --                 --                 *) --
  Net loss                                           --             (1,271)               (1,271)
                                       ----------------    ---------------     -----------------
  Balance as of January 31, 2005       $            (40)   $       (23,905)    $           3,244
                                       ================    ===============     =================
</TABLE>

*) Represents an amount lower than $ 1.

The accompanying notes are an integral part of the consolidated financial
statements.


                                       -3-
<PAGE>

                                                                    TISSERA INC.
                                                     (FORMERLY: BERT LOGIC INC.)
                                                   (A development stage company)

STATEMENTS OF CASH FLOWS
--------------------------------------------------------------------------------
U.S. dollars in thousands

<TABLE>
<CAPTION>
                                                                                                           From May 31,
                                                                   Six months ended                      2000 (inception
                                                                     January 31,             Year ended   date) through
                                                             ---------------------------      July 31,     January 31,
                                                                2005           2004            2004          2005
                                                             ------------   ------------   ------------   ------------
                                                                      Unaudited                            Unaudited
                                                             ---------------------------                  ------------
<S>                                                           <C>            <C>            <C>            <C>
  Cash flows from operating activities:
    Net loss                                                  $ (1,271)      $(18,012)      $(22,529)      $ 23,905)
    Adjustments required to reconcile net loss to net
       cash used in operating activities:
      Depreciation                                                   6             --              3              9
      Expenses (income) related to warrants granted to
        Yeda and to service providers                              (52)        16,840         11,429         11,377
      Expenses related to options granted to employees
        and directors                                              164             --          1,130          1,294
      Expenses related to shares granted to service
        providers                                                   --             --          7,366          7,366
      Decrease (increase) in prepaid expenses and other
        current assets                                              12           (190)          (237)          (225)
      Increase (decrease) in trade payables                        (12)             1             21              9
      Increase in other accounts payable and accrued
        expenses                                                   114            164            503            617
      Increase in accrued severance pay, net                         1              5              4              5
                                                              --------       --------       --------       --------
  Net cash used in continuing operating activities              (1,038)        (1,192)        (2,310)        (3,453)
  Net cash provided by (used in) discontinued operating
    activities                                                      --            (12)           (15)            75
                                                              --------       --------       --------       --------
  Total net cash used in operating activities                   (1,038)        (1,204)        (2,325)        (3,378)
                                                              --------       --------       --------       --------
  Cash flows from investing activities:
                                                                                                           --------
  Sales of  property and equipment                                   9             --             --              9
  Purchase of property and equipment                                (4)            --            (41)           (45)
                                                              --------       --------       --------       --------
  Net cash used in continuing investing activities                   5             --            (41)           (36)
  Net cash used in discontinued investing activities                --             --             --            (15)
                                                              --------       --------       --------       --------
  Total net cash provided by (used in) investing
    activities                                                       5             --            (41)           (51)
                                                              --------       --------       --------       --------
  Cash flows from financing activities:
                                                                                                           --------
  Issuance of shares and warrants, net                              --           *)--          7,017          7,017
  Receipts on account of shares                                     --          1,800             --             --
                                                              --------       --------       --------       --------
  Net cash provided by continuing financing activities              --          1,800          7,017          7,017
  Net cash provided by discontinued financing activities            --             --             --             35
                                                              --------       --------       --------       --------
  Total net cash provided by financing activities                   --          1,800          7,017          7,052
                                                              --------       --------       --------       --------
  Increase (decrease) in cash and cash equivalents              (1,033)           596          4,651          3,623
  Cash and cash equivalents at beginning of period               4,656              5              5             --
                                                              --------       --------       --------       --------
   Cash and cash equivalents at end of period                 $  3,623       $    601       $  4,656       $  3,623
                                                              ========       ========       ========       ========
</TABLE>


*) Represents an amount lower than $ 1.

The accompanying notes are an integral part of the consolidated financial
statements.


                                       -4-
<PAGE>


                                                  TISSERA INC.AND ITS SUBSIDIARY
                                                     (FORMERLY: BERT LOGIC INC.)
                                                   (A development stage company)

NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
U.S. dollars in thousands

NOTE 1:- GENERAL

      a.    Tissera Inc. ("the Company") was incorporated  under the laws of the
            State  of  Washington  on  May  31,  2000.  The  Company  is in  the
            development  stage. The Company is engaged in developing and testing
            organ  transplantation  therapies  based  on an  approach  employing
            organ-specific precursor tissues.

      b.    The accompanying unaudited interim consolidated financial statements
            have been  prepared  as of January  31,  2005 and for the six months
            then ended,  in  accordance  with  accounting  principles  generally
            accepted  in  the  United  States  relating  to the  preparation  of
            financial statements for interim periods.  Accordingly,  they do not
            include all the  information  and  footnotes  required by  generally
            accepted accounting principles for complete 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 six-month period ended
            January 31, 2005 are not necessarily  indicative of the results that
            may be expected for the year ended July 31, 2005.

            On October 8, 2003, the Company  entered into a research and license
            agreement  with  Yeda  Research  and  Development   Company  Limited
            ("Yeda"),  according  to which  Yeda  provided  the  Company  with a
            worldwide exclusive license to develop,  manufacture and sell Yeda's
            tissue  transplant  technologies.  Yeda is  entitled  to cancel  the
            agreement under certain conditions  determined in the agreement.  As
            of January 15, 2005,  Yeda is entitled to cancel the agreement  (see
            Note 2). The Company  currently  bases its entire  operations on the
            license provided from Yeda. Should Yeda terminate the agreement with
            the  Company,  the Company  will not be able to continue its current
            research operations.

      c.    Going concern considerations:

            1.    The Company faces an adverse legal proceeding (see Note 4), in
                  the event that the Company  will be required to pay damages to
                  the investors, the Company's ability to continue to operate as
                  a going concern is questionable.

            2.    The  Company's  ability  to  continue  to  operate  as a going
                  concern is  dependent  on its ability to  generate  sufficient
                  cash  flows to meet its  obligations  on a  timely  basis,  to
                  obtain   additional   financing  and  to   ultimately   attain
                  profitability.  The process of developing  commercial products
                  will require significant additional  expenditures for research
                  and development,  pre-clinical testing and clinical trials, as
                  well as regulatory approval.  These activities,  together with
                  general and administrative expenses, are expected to result in
                  substantial operating losses in the foreseeable future.

                  In the event the  Company  is  unable  to  successfully  raise
                  capital and generate revenues, it is unlikely that the Company
                  will have  sufficient  cash flows and liquidity to finance its
                  business operations as currently contemplated. Accordingly, in
                  the event that new financing is not obtained, the Company will
                  likely reduce  general and  administrative  expenses and delay
                  development  projects  until it is able to  obtain  sufficient
                  financing.

                  There  can be no  assurance  that  additional  funds  will  be
                  available on terms acceptable to the Company, or at all.

<PAGE>

                                                                    TISSERA INC.
                                                     (FORMERLY: BERT LOGIC INC.)
                                                   (A development stage company)
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
U.S. dollars in thousands (except share and per share data)

NOTE 2:-    RESEARCH AND LICENSE AGREEMENT

            On October 8, 2003, the Company  entered into a research and license
            agreement  ("the  Agreement")  with Yeda.  The Company  conducts the
            research  for a period of six years,  at the  Weizmann  Institute of
            Science  (the  commercialization  company  of  Yeda).  The  research
            relates to an invention comprising methods of organ  transplantation
            utilizing developing nephric tissue. The license that was granted to
            the Company  shall expire at the later of (i) the  expiration of the
            patents in the  country  of sale,  or (ii) 15 years from the date of
            receipt  of FDA new drug  approval  (in the United  States),  or the
            equivalent  in any other  country in which the products are sold. In
            addition,  Yeda may terminate the agreement if the Company will fail
            to achieve certain  commercialization and development  achievements,
            as defined in the agreement.

            The Company  committed to grant Yeda, within 120 days of the date on
            which the  agreement  is signed,  (i) a warrant,  exercisable  at an
            aggregate  exercise  price of $ 0.9 to  purchase  up to 2.23% of the
            issued  and  outstanding  Common  stock of the  Company  immediately
            following  the  exercise  of  such  warrant,  and  (ii)  a  warrant,
            exercisable  at an aggregate  exercise price of $ 1.1 to purchase up
            to  2.67%  of the  issued  and  outstanding  shares  of the  Company
            immediately  following the exercise of such  warrant,  provided that
            the maximum  number of shares of Common stock that Yeda may exercise
            under the warrants  shall be 3,010,699 and  3,612,839,  respectively
            (the  number  of  shares  of  Common  stock  shall be  appropriately
            adjusted  in the event of stock  splits,  stock  dividends,  capital
            reorganizations,  reclassifications,  recapitalizations and the like
            as well as issuances or sales by the Company of shares for par value
            only,  for a  consideration  of  less  than  par  value  and  for no
            consideration,  all in accordance  with the terms and  conditions of
            said warrant).  Each such warrant shall be exercisable  for a period
            beginning  one year after the date on which the agreement is signed,
            and ending at the later of (a) one year following the termination of
            the agreement and (b) October 7, 2013. As of the balance sheet date,
            1,421,160 of the Company's shares of Common stock are underlying the
            warrants. The warrants shall be exercisable on a cashless basis.

            On February  24,  2005,  the  Company and Yeda came to an  agreement
            regarding  the terms of the  warrants.  The warrants were granted in
            March 2005.

            The Company had applied to Yeda for the  deferral of the  submission
            of its development program in accordance with the agreement, and has
            not yet received Yeda's response.

            As the license is used for research and  development  activities and
            since no alternative  use exists for the license,  the fair value of
            the warrants as of the balance  sheet date,  in the amount of $ 561,
            was recorded as research and development expenses. The fair value of
            the warrants was determined based on the number of shares underlying
            the  warrants  as of the balance  sheet  date.  The number of shares
            underlying  the warrants as of the balance sheet date was determined
            based on the actual issued and outstanding shares of the Company and
            any options to acquire Company's shares for a nominal consideration,
            totaling 1,558,896 shares of Common stock.

            Prior to the  actual  issuance  of the  warrants,  the  value of the
            warrants for recording the research and development expenses will be
            re-measured at each  reporting  period based on the number of shares


                                       -6-
<PAGE>

                                                                    TISSERA INC.
                                                     (FORMERLY: BERT LOGIC INC.)
                                                   (A development stage company)
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
U.S. dollars in thousands (except share and per share data)

            underlying the warrants as of each reporting  period with the entire
            change  in the  fair  value of the  underlying  shares  reported  in
            research and development expenses.


                                      -7-
<PAGE>

                                                                    TISSERA INC.
                                                     (FORMERLY: BERT LOGIC INC.)
                                                   (A development stage company)
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
U.S. dollars in thousands

NOTE 2:-    RESEARCH AND LICENSE AGREEMENT (CONT.)

            After the issuance of the warrants,  since the warrants  entitle the
            investors to a final  percentage  of the  Company's  shares (up to a
            certain maximum number of shares), with each change in the number of
            the Company's issued and outstanding shares or the number of options
            with a nominal  exercise  price,  the fair  value of the  additional
            shares  underlying  the  warrants  will be recorded as research  and
            development  expenses.  Once the  number  of shares  underlying  the
            warrants will reach the maximum  number of shares that can be issued
            under  the   warrants,   the  warrants  will  cease  to  be  further
            re-measured.

            The Company  shall also pay Yeda the  following:  (i) with regard to
            the first year of the research  period  commencing on April 9, 2003,
            an amount of $ 900;  (ii) with  regard to the second  year and third
            year of  research,  an amount which shall be not less than $ 900 and
            not more than $ 1,000,  to be determined by mutual  agreement of the
            parties  no  later  than 30 days  prior to the  commencement  of the
            relevant  year.  The  amounts  are  paid  in  four  equal  quarterly
            non-refundable installments,  payable in advance at the beginning of
            each six-month period during such year. If the parties fail to reach
            an agreement  within the time frame referred to above  regarding the
            amount of the research  budget payable for the second and third year
            of the research period, then the research budget for such year shall
            be $ 900 and Yeda shall procure for the Company the  performance  of
            research for such reduced amount.

            In July 2004,  the Company  signed a first addendum to the agreement
            with Yeda and committed to pay Yeda an amount of $ 900 in respect of
            the second year of the research period.

            The Company  undertook to make its best efforts to commercialize the
            licensed products. The Company also agreed to pay Yeda a license fee
            of (i) $ 50 per year, to be paid commencing the first year after the
            completion of the research and  development  period;  (ii) 4% of net
            sales of all products  using the licensed  technology;  (iii) 33% of
            all sublicense fees for all agreements  entered into within one year
            following the agreement  date, and (iv) 16% of all  sublicense  fees
            for all agreements entered into after such one-year period.

NOTE 3:-    SIGNIFICANT ACCOUNTING POLICIES

            a.    The   significant   accounting   policies   applied   in   the
                  consolidated  financial  statements as of January 31, 2005 are
                  consistent  with those applied in the  consolidated  financial
                  statements as of July 31, 2004.

                  These financial  statements should be read in conjunction with
                  the audited annual  financial  statements of the Company as of
                  July 31, 2004 and their accompanying notes.

            b.    Accounting for share-based compensation:

                  The Company has elected to follow Accounting  Principles Board
                  Opinion No. 25,  "Accounting  for Stock  Issued to  Employees"
                  ("APB-25"),  and FASB  Interpretation  No. 44 "Accounting  for
                  Certain Transactions  Involving Stock Compensation" ("FIN 44")
                  in accounting for its employee  share  options.  Under APB-25,
                  when the exercise price of the Company's share options is less
                  than the market price of the underlying  shares at the date of
                  grant,  compensation  expense is recognized  over the option's
                  vesting period.


                                       -8-
<PAGE>


                                                                    TISSERA INC.
                                                     (FORMERLY: BERT LOGIC INC.)
                                                   (A development stage company)
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
U.S. dollars in thousands (except per share data)

NOTE 3:-    SIGNIFICANT ACCOUNTING POLICIES (CONT.)

            Pro  forma  information  regarding  net loss  and loss per  share is
            required by Statement of Financial  Accounting Standard No. 123, and
            has been  determined  assuming  the  Company had  accounted  for its
            employee  share  options  under the fair value method  prescribed by
            that  Statement.  The fair value for these  options was estimated on
            the date of grant using a Black-Scholes  option pricing model,  with
            the  following  weighted-average   assumptions  for  2005:  weighted
            average  volatility  of 129%,  risk-free  interest  rates of  3.42%,
            dividend  yields of 0% and a  weighted-average  expected life of the
            options of five years.

            For purposes of pro forma  disclosures,  the estimated fair value of
            the options is amortized  as an expense  over the  option's  vesting
            period. The Company's pro forma information is as follows:
<TABLE>
<CAPTION>
                                                                        SIX MONTHS ENDED JANUARY 31,
                                                                     ---------------------------------
                                                                          2005              2004
                                                                     ---------------   ---------------
<S>                                                                  <C>               <C>
 Net loss as reported                                                $         1,271   $        18,012

 Deduct: share-based employee compensation expense included in
   reported net loss in accordance with APB-25                                  (164)               --
 Add: stock-based employee compensation expense
   determined under fair value method                                            245                --
                                                                     ---------------   ---------------

 Pro forma net loss                                                  $         1,352   $        18,012
                                                                     ===============   ===============
 Pro forma net loss per share (basic and diluted)                    $         (0.05)  $            --
                                                                     ===============   ===============
</TABLE>

      c.    Impact of recently issued accounting standards:

            On December 16,  2004,  the  Financial  Accounting  Standards  Board
            (FASB) issued Statement No. 123 (revised 2004),  Share-Based Payment
            ("Statement  123R"),  which is a revision of FASB Statement No. 123,
            Accounting   for   Stock-Based   Compensation   ("Statement   123").
            Generally,  the  approach  in  Statement  123(R) is  similar  to the
            approach   described  in  Statement  123.  However,   Statement  123
            permitted,  but does not require,  share-based payments to employees
            to be recognized  based on their fair values while Statement  123(R)
            requires all  share-based  payments to  employees  to be  recognized
            based on their fair values.  Statement 123R also revises,  clarifies
            and expands  guidance in several  areas,  including  measuring  fair
            value,  classifying  an  award  as  equity  or  as a  liability  and
            attributing compensation cost to reporting periods. The new standard
            will be  effective  for the  Company  in the  first  interim  period
            beginning  after  December 15, 2005.  The adoption of Statement 123R
            may  have  a  significant   effect  on  the  Company's   results  of
            operations.

NOTE 4:-    COMMITMENTS AND CONTINGENCIES

      a.    On August 12, 2004, the Company received a demand from a broker for
            the payment of $ 44, in respect of his services related to the
            Company's capital raising. The Company reached a compromise with the
            broker and, subsequent to the balance sheet date, paid an amount of
            $ 10 in respect of the above demand.


                                       -9-
<PAGE>


                                                                    TISSERA INC.
                                                     (FORMERLY: BERT LOGIC INC.)
                                                   (A development stage company)
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
U.S. dollars in thousands


NOTE 4:-  COMMITMENTS AND CONTINGENCIES (CONT.)

          b. (1)  On  September  7,  2004,  the Board of  Directors  decided  to
                  terminate the employment of the Chief Executive Officer of the
                  Company  ("the  Former  CEO").  According  to the Former CEO's
                  employment  agreement,  the  Former CEO shall be  entitled  to
                  payments  totaling  approximately  $ 78  upon  termination  of
                  employment with the Company.

                  On  December  21,  2004,  a  claim  against  the  Company  was
                  submitted  to the Israeli  labor court by the Former CEO for a
                  payment of $ 125 in respect of payments  allegedly due to her.
                  The  Company's  management  and its legal  advisors are of the
                  opinion  that the Company has good defense  arguments  against
                  the claim.

                  As of January 31, 2004, a provision in the amount of $ 100, in
                  respect of net  salary  expenses  was  recorded  in  operating
                  expenses, in respect of the Former CEO.

                  The Company  has filed a letter of defense  against the Former
                  CEO's claim.  The Company's  management and its legal advisors
                  are of the  opinion  that  the  Company  has  reasonable  good
                  assertions in its counter claim.

                  The Company  filed a counter  claim  against its Former CEO in
                  the amount of $ 2,894.

            (2)   On  September  7, 2004,  certain  shareholders  addressed in a
                  letter to the  Company  demanding  the Former CEO to repay the
                  Company  the amount of $ 1,074  (which is the market  value of
                  the shares,  that the Company issued as a result of the Former
                  CEO's cashless exercise of the abovementioned  options, at the
                  date of  exercise,  and which  were sold by the  Former  CEO),
                  claiming that the exercise of the options was executed  before
                  the end of the vesting period.  In addition,  the shareholders
                  demanded that the Former CEO pay the Company  compensation  in
                  the  amount of $ 645 for  damages.  Although  the  letter  was
                  addressed  to the Company,  management  of the Company and its
                  legal  advisors are of the opinion  that the vast  majority of
                  the  assertions are against the Former CEO and not against the
                  Company.   The  Company  and  its  legal   advisors  deny  the
                  assertions  that may imply  liability  of the Company and as a
                  result, no provision was recorded in the financial statements.

            (3)   On November 4, 2004, the Company's Board of Directors  decided
                  to demand the Former  CEO to repay the  Company  the amount of
                  withholding  tax  exposure  totaling  $ 538 to be  paid by the
                  Company  to the  Israeli  tax  authorities,  in respect of the
                  exercise of options.  Based on a preliminary  discussion  with
                  the income tax  authorities,  the Company recorded a liability
                  in the amount of $ 269 for the amount  that the  Company  will
                  probably  have  to  pay  the  Israeli  tax  authorities.   The
                  corresponding  receivable  from the Former CEO  totaling $ 269
                  was recorded and fully provided for, as a doubtful  account as
                  of July 31, 2004.


                                       -10-
<PAGE>

                                                                    TISSERA INC.
                                                     (FORMERLY: BERT LOGIC INC.)
                                                   (A development stage company)
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
U.S. dollars in thousands

NOTE 4:-  COMMITMENTS AND CONTINGENCIES (CONT.)

      c.    On July 19,  2004,  the Company  received a letter from an investor,
            who participated in the Company's private placement of securities in
            March 2004, claiming that the investor was a victim of the Company's
            misconduct.   On  September   30,  2004,   another   investor,   who
            participated  in the  Company's  private  placement of securities in
            March 2004,  sent a letter to the Company  claiming,  among  others,
            that  he  was a  victim  of  the  Company's  misconduct.  The  total
            investment in the Company's  private placement from March 2004 was $
            5,500.  The later investor stated he was about to bring a lawsuit in
            the United States  District  Court for the Southern  District of New
            York if  settlement  negotiations  were not  commenced and concluded
            without  delay.  The Company has commenced  settlement  negotiations
            related  to  all  of the  investors  from  the  March  2004  private
            placement.  The Company cannot estimate at this stage the outcome of
            such settlement.

      d.    On October 4, 2004, the Company  received a demand letter to execute
            a  lease  agreement  that  was  allegedly  verbally  agreed  for the
            Company's previous premises.  Based on the opinion of the management
            and its legal  advisors,  the Company has  reasonably  good  defense
            arguments  and, as such,  no provision was recorded in the financial
            statements.

NOTE 5:-    STOCK CAPITAL

            a.    In November 2004,  the Company signed an employment  agreement
                  with its new CEO,  according to which, the CEO will be granted
                  1,500,000 options to purchase  1,500,000 shares at an exercise
                  price of $ 0.30 per share. The options will vest over a period
                  of two years.

            b.    On November 4, 2004, the Company's Board of Directors  decided
                  to grant to a member of its advisory board, 200,000 options to
                  purchase  200,000  shares of Common stock at an exercise price
                  of $ 1 per share on a cashless basis.  The options vest over a
                  period of three years.

NOTE 6:-      SUBSEQUENT EVENT

            a.    In February 2005, the Company's Board of Directors  decided to
                  grant a director,  270,540 options to purchase  270,540 shares
                  of Common  stock at an  exercise  price per share that will be
                  determined  as the  average  closing  share  price  during the
                  period  between  January 15, 2005 to February  15,  2005.  The
                  options vest over a period of two years  commencing  March 15,
                  2005.

                                   ----------


                                      -11-
<PAGE>


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

Forward Looking Statements - Cautionary Statements

This Form 10-QSB contains certain "forward-looking statements" within the
meaning of Section 27A of the Securities Act of 1933, as amended (the
"Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"). Specifically, all statements other than statements
of historical facts included in this report regarding Tissera, Inc.'s (the
"Company") financial position, business strategy and plans and objectives of the
Company's management for future operations are forward-looking statements. These
forward-looking statements are based on the beliefs of the Company's management,
as well as assumptions made by and information currently available to the
Company's management. When used in this report, the words "anticipate,"
"believe," "estimate," "expect," "intend," and words or phrases of similar
import, as they relate to the Company or Company management, are intended to
identify forward-looking statements. Such statements (the "cautionary
statements") reflect the current view of the Company's management with respect
to future events and are subject to risks, uncertainties, and assumptions
related to various factors including, without limitation, competitive factors,
general economic conditions, customer relations, relationships with vendors, the
interest rate environment, governmental regulation and supervision, seasonality,
product introductions and acceptance, technological change, changes in industry
practices, and one-time events. Although the Company believes that expectations
are reasonable, it can give no assurance that such expectations will prove to be
correct. Based upon changing conditions, should any one or more of these risks
or uncertainties materialize, or should any underlying assumptions prove
incorrect, actual results may vary materially from those described herein as
anticipated, believed, estimated, expected, or intended. All subsequent written
and oral forward-looking statements attributable to the Company or persons
acting on its behalf are expressly qualified in their entirety by the applicable
cautionary statements. The Company does not assume any responsibility to
publicly update any of its forward-looking statements regardless whether factors
change as a result of new information, future events, or for any other reason.
The Company advises you to review any additional disclosures made in its 10-QSB,
8-K, and 10-KSB reports filed with the Commission.

Overview

We were incorporated under the laws of the State of Washington on May 31, 2000.
We develop, test and intend to commercialize solid organ transplantation
therapies based on an approach employing organ-specific precursor tissues. Our
future approach will involve harvesting embryonic mammalian tissue at the
optimal gestational stage after which stem cells commit to becoming
organ-specific precursor tissues and transplanting them in human recipients. The
optimal windows for embryonic tissue transplantation have been defined by Prof.
Reisner's lab at the Weizman Institute. We entered into a Research and License
Agreement with Yeda Research and Development Company Limited, which is located
in Rehovot, Israel, whereby Yeda procures the performance of research at the
Weizman Institute of Science, under the supervision of Professor Yair Reisner of
the Department of Immunology. We have a world wide license that shall expire in
each country with respect to each product at the later of (i) the expiration of
the patents covering such product in the country of sale, or (ii) 15 years from
the date of receipt of FDA New Drug Approval in the United States for such
product, or the equivalent in any other country in which the products are sold.

We are at development stage and devoting substantially all of our efforts toward
conducting R&D activities, raising capital, pursuing regulatory approval,
recruiting personnel and building infrastructure. Our former line of business
was selling bit error testers. Our license in connection with


<PAGE>


bit error testers expired in May 2004.

Significant Transactions and Events

Change in Ownership and Amendment of License

Effective September 4, 2003, Lance Rudelsheim, the Company's former officer,
director and majority shareholder, closed on a share purchase agreement with
certain buyers pursuant to which the buyers, purchased 15,000,000 shares of the
then outstanding 18,036,000 shares of common stock of the Company for an
aggregate purchase price paid to the individual Seller of $10,000. In connection
with the consummation of the transaction, Lance Rudelsheim resigned as President
and sole director of the Company and appointed Mr. Robert G. Pico as the new
sole director of the Company and as the Company's Chief Executive Officer. In
connection with the transaction, the Company amended its license agreement with
Reach Technologies, Inc. The parties agreed that, in exchange for the
forgiveness of the remaining promissory note of $10,299 and all accrued interest
(approximately but not limited to $2,400) owed by the Company to Reach, the
Company agreed to convert its license to sell bit error rate testers from an
exclusive license to a worldwide non-exclusive license.

Research Agreement

On October 8, 2003, we entered into a Research and License Agreement (the
"Research Agreement") with Yeda Research and Development Company Limited located
in Rehovot, Israel. The agreement relates to the rights of our company to have
the license from Yeda related to research conducted and to be conducted at the
Weizmann Institute of Science, under the supervision of Professor Yair Reisner
of the Department of Immunology, and relates to an invention comprising methods
of organ transplantation utilizing developing nephric and other tissues. The
License granted to us shall expire in each country with respect to each product
at the later of the following:

      o     the expiration of the patents covering such product in the country
            of sale; or

      o     15 years from the date of receipt of FDA New Drug Approval (in the
            United States), or the equivalent in any other country in which the
            products are sold.

In addition, Yeda may terminate the Research and License Agreement if we are in
breach thereof and Yeda may, at its option, terminate the Research and License
Agreement, in whole or in part, or make it non-exclusive if we fail to reach
certain commercialization and development goals as set out in the Research and
License Agreement. Yeda is entitled to unilaterally amend the license so that it
is non-exclusive or terminate the license in the event that we fail to achieve
commercialization of at least one product within certain time limits, fail to
commence various phases of clinical trials within certain time limits or fail to
sell a product after certain milestones. Further, if we contest the validity of
the patents, Yeda may terminate the license. In the event that Yeda would like
to pursue sponsored research with respect to, or the commercialization of, a
given product that would otherwise be subject to the Research and License
Agreement that we have not already commenced developing, then Yeda may provide
us with notice of its intention. Upon receipt of such notice, we will then have
three months to submit a product development program. If we do not submit such
program, the license will be terminated with respect to said given product.

<PAGE>

As part of the Research and License Agreement, the Company issued to Yeda on
February 24, 2005 the following:

      o     a warrant, exercisable at an aggregate exercise price of US $900 to
            purchase up to 2.23% of the issued and outstanding shares of common
            stock of our company immediately following the exercise of such
            warrant; and

      o     a warrant, exercisable at an aggregate exercise price of US $1,100
            to purchase up to 2.67% of the issued and outstanding shares of our
            company immediately following the exercise of such warrant.

However, the Research and License Agreement provides that the maximum number of
shares of common stock that Yeda may exercise into for each warrant is 3,010,699
and 3,612,839, respectively (in each case as such number of shares of common
stock shall be appropriately adjusted in the event of stock splits, stock
dividends, capital reorganizations, reclassifications, recapitalizations and the
like as well as issuances or sales by us of shares for par value only, for
consideration less than par value and for no consideration, all in accordance
with the terms and conditions of said warrant, which shall be satisfactory to
Yeda and us). The share amounts described above are adjusted to reflect the
three for one split, but not the other adjustment events described above that
have occurred through the date hereof. Each such warrant shall be exercisable
for a period beginning on the date of its issuance and ending at the later of
the following:

      o     one year following the termination of the Research and License
            Agreement; and
      o     October 17, 2013.

We also agreed to pay or have paid to Yeda the following:

      o     with regard to the first year of the research period (commencing
            on April 9, 2003), we paid the amount of US $450,000 of which a
            non-refundable installment of US $450,000 was paid on December 23,
            2003. This amount is in addition to the $450,000 paid to Yeda in
            connection with researched performed by Yeda during the first year;

      o     with regard to the second year of research we paid an amount of US
            $900,000 of which $225,000 was paid on April 23, 2004; $225,000
            was paid on July 8, 2004; $225,000 was paid on October 8, 2004;
            and $225,000 was paid on January 10, 2005.

      o     with regard to the third year of the research period, we will pay
            an amount which shall be not less than US $900,000 and not more
            than US $1,000,000 per year to be determined by mutual agreement
            of the parties no later than 30 days prior to the commencement of
            the relevant year, in four equal three monthly non-refundable
            installments, payable in advance at the beginning of each three
            month period during such year.

If the parties fail to reach agreement within the time frame referred to above
regarding the amount of the research budget payable for the third year of the
research period (as the case may be), then the research budget for such year
shall be US $900,000 and Yeda shall procure the performance of research for such
reduced amount.

We have also agreed that within one year from the date of the Research and
License Agreement, we will submit a development program to Yeda for its
approval. The company has applied to Yeda for the

<PAGE>

deferral of the submission of this program to September 2005. We are waiting for
a formal response from Yeda regarding this issue. We further undertook to use
our best efforts to commercialize the licensed products. We also agreed to pay
Yeda a license fee as follows:

      o     $50,000 per year commencing on April 9, 2006;
      o     4% of net sales of all products covered by the Research and License
            Agreement;
      o     33% of all sublicense fees for all agreements entered into within
            one year of the Agreement; and
      o     16% of all sublicense fees for all agreements entered into after
            such one year period.

Results of Operations for the Fiscal Period Ended January 31, 2005 Compared to
the Fiscal Period Ended January 31, 2004

Revenues and Cost of Goods Sold

The Company is in its development stage therefore has no revenues and cost of
goods sold.

Operating expenses

Operating expenses for the period ending January 31, 2005 amounted to $1,287,000
compared to $18,024,000 for the period ended January 31, 2004. This decrease is
attributed mainly to options and warrants granted to employees, service
providers and consultants totaling $16,840,000 in the period ended January 31,
2004 as compared to $112,000 during the period ended January 31, 2005.

The R&D expenses for the period ended January 31, 2005 amounted to $662,000
compared to $11,784,000 during the period ended January 31, 2004. This decrease
is attributed to options and warrants expenses related to Yeda, Professor Yair
Reisner of the Department of Immunology and his fellow scientists Dr. Dekel and
Dr. Passwel and the Company employees which decreased to $12,000 for the period
ended January 31, 2005 from $10,934,000 for the period ended January 31, 2004.

The Company's general and administrative expenses decreased to $625,000 for the
period ended January 31, 2005 from $6,240,000 in the period ending January 31,
2004. The decrease in general and administrative expenses is attributed to a
decrease in costs related to warrants and shares granted to service providers
and to employees and directors which was $100,000 for the period ended January
31, 2005 and $5,906,000 for period ended January 31, 2004.

Financial Income

The Company has financial income in the amount of $28,000 for the period ended
January 31, 2005 compared to an expense of $1,000 for the period ended January
31, 2004. The Company invests its funds in risk less deposits that bear interest
rates of approximately 1.5% per annum.

Taxes on Income

The Company has a tax expense amounting to $12,000 resulting from tax liability
of its wholly owned subsidiary Tissera Ltd.

The Company has an agreement with its subsidiary to which it will provide
services related to the Company Research and Development activities. The Company
will reimburse Tissera Ltd. for expenses on a cost plus 10% basis which creates
a taxable income in its subsidiary.

<PAGE>

(Loss) from discontinued operations of a segment of a business

As a result of the disposal of its activities related to selling a bit error
rate tester, used for the integrity and reliability of communication channels
the Company had income of $13,000 in the period ended January 31, 2004. Such
activity did not exist in the period ended January 31, 2005.

Net loss

As a result of the above, the Company incurred a net loss of $1,271,000 for the
period ending January 31, 2005, as compared to a net loss of $18,012,000 for the
period ending January 31, 2004.

Liquidity and Capital Resources

The Company's cash and cash equivalents were $3,623,000 as of January 31, 2005,
compared to $4,656,000 as of July 31, 2004. The decrease is attributed to funds
used in financing the Company's development activities and the overhead related
to it. The Company has a working capital of $3,222,000 as of January 31, 2005,
compared to $4,369,000 as of July 31, 2004. The Company plans to continue to
finance its operations through a combination of private placement, stock
issuances, debt issuances, mutual development with possible milestone license
payments and research and development programs. There are no assurances,
however, that the Company will be successful in obtaining an adequate level of
financing required for the long-term development and commercialization of its
planned products.

Item 3. Controls and Procedures

As of the end of the period covered by this report, our company conducted an
evaluation, under the supervision and with the participation of our acting chief
executive officer and chief financial officer, of our disclosure controls and
procedures (as defined in Rule 13a-15(e) and of the Exchange Act). Based upon
this evaluation, our acting chief executive officer and chief financial officer
concluded that there were material weaknesses with our disclosure controls and
procedures in so far as they were not effective in gathering, analyzing and
disclosing information needed to satisfy our disclosure obligations under the
Exchange Act.

As a result of the above, the Company reorganized its executive personnel to
address these issues. In connection with the reorganization, the Company is
developing procedures, forms, checklists and reporting packages to address these
deficiencies, and management believes progress had been made to improve the
Company's system of internal controls. However, despite management efforts there
continues to exist material weaknesses in the Company's internal controls.
Management believes additional progress in strengthening its internal controls
will continue through the end of the third quarter of 2005.

<PAGE>

Part II: OTHER INFORMATION

Item 1. Legal Proceedings

         From time to time, the Company may become involved in various lawsuits
and legal proceedings which arise in the ordinary course of business. However,
litigation is subject to inherent uncertainties, and an adverse result in these
or other matters may arise from time to time that may harm the Company's
business. Except for the following, the Company is currently not aware of nor
has any knowledge of any such legal proceedings or claims that we believe will
have, individually or in the aggregate, a material adverse affect on our
business, financial condition or operating results:

      o    On July 19, 2004, an investor which participated in the Company's
           private placement of securities in March 2004, sent a letter to the
           Company claiming that it was a victim of the Company's misconduct.
           The letter was subsequently withdrawn on July 29, 2004;

      o    On September 30, 2004, an investor which participated in the
           Company's private placement of securities in March 2004, sent a
           letter to the Company claiming that it was prepared to bring claims
           in the United States District Court for the Southern District of New
           York if compromise negotiations were not commenced and concluded
           without delay. The Company has commenced compromise negotiations with
           all of the investors from the March 2004 private placement; and

      o    On October 4, 2004, the Company received a demand letter to execute
           an oral lease agreement of the Company's previous premises. Based on
           the opinion of the management and its legal advisors, the Company has
           reasonably good defense, and as a result, no provision was recorded
           in the financial statements; and

      o    The Company received a demand from a broker in relation to the
           Company's capital raising to receive $30,000 as a fee. On February
           14, 2005 the Company Board of Directors has agreed to pay $10,000 to
           the broker in settlement of all claims. The payment was made on
           February 18, 2005.

      o    On  September  7, 2004,  certain  shareholders  demanded  from the
           former CEO to repay the Company the amount of $1,074,000 (which is
           the value of the shares, that the Company issued as a result of the
           CEO's cashless exercise of the abovementioned options, at the date
           of exercise, and which were sold by the CEO), claiming that the
           exercise of the options was executed before the end of the vesting
           period. In addition, the above shareholders demanded that the former
           CEO pay the company, compensation in the amount of $ 645,000 for
           damages. Management of the Company and its legal advisors are of the
           opinion that the vast majority of the assertions are against the
           former CEO and not the Company. The Company denies assertions that
           may imply to its responsibility and, as a result, no provision was
           recorded in the financial statements.

      o    On December 23, 2004, Dr. Vicki Rabenou, the Company's former CEO,
           filed civil claim no. 10858/04 in Israel against the Company claiming
           payment of NIS 564,140 (approximately $128,000) allegedly owed to her
           pursuant to the terms of her employment agreement A provision in the
           amount of $100,000, was recorded in operating expenses, in respect of
           the former CEO's claim. The Company intends to vigorously defend
           against Dr. Rabenou's claim and to commence a countersuit against Dr.
           Rabenou for sums owed to the Company by Dr. Rabenou. In connection
           therewith, the Company has filed a letter of defense against this

<PAGE>

           claim and filed a counterclaim against Dr. Rabenou in the amount of
           NIS 9,405,491 (approximately $2,150,000).


Item 2. Unregistered Sales of Equity Securities and Use of Proceeds,

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Submission of Matters to Vote of Security Holders

None.

Item 5. Other Information

None.

Item 6. Exhibits

(a)   Exhibit     Description

      31.1        Certification  of  the  Chief  Executive  Officer  of
                  Tissera,  Inc.  pursuant  to  Section  302  of the
                  Sarbanes-Oxley Act of 2002.

      31.2        Certification  of  the  Chief  Financial  Officer  of
                  Tissera,  Inc.  pursuant  to  Section  302  of the
                  Sarbanes-Oxley Act of 2002.

      32.1        Certification  of  the  Chief  Executive  Officer  of
                  Tissera,  Inc.  pursuant  to  Section  906  of the
                  Sarbanes-Oxley Act of 2002.

      32.2        Certification  of  the  Chief  Financial  Officer  of
                  Tissera,  Inc.  pursuant  to  Section  906  of the
                  Sarbanes-Oxley Act of 2002.


                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
this Form 10-QSB Report, for the Quarter ended January 31, 2004 has been signed
below by the following person on behalf of the Registrant and in the capacity
and on the date indicated.

                                    TISSERA, INC.

Dated: March 17, 2005   By:         /s/ Amos Eiran
                                    -----------------------
                                    Amos Eiran
                                    Chief Executive Officer

<PAGE>

Dated: March 17, 2005   By:         /s/Alex Werber
                                    -----------------------
                                    Alex Werber
                                    Chief Financial Officer