U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                                    FORM 10-Q

 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

                    For the Quarter ended September 30, 2000

                                       OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934
             For the transition period from__________ to __________

                         Commission file number 1-11568


                              TEKINSIGHT.COM, INC.
             (Exact Name of Registrant as Specified in its Charter)

Delaware                                                              95-4228470
(State or other jurisdiction of                                  (I.R.S Employer
Incorporation or organization)                               Identification No.)

                       18881 Von Karman Avenue, Suite 250,
                            Irvine, California 92612  (949) 955-0078
                    (Address of principal executive offices)
          (Zip code) Registrant's telephone number, including area code

              Check whether the Registrant (1) has filed all reports required to
         be filed by Section 13 or 15(d) of the Securities  Exchange Act of 1934
         during  the  preceding  12  months,  and (2) has been  subject  to such
         filings requirements for the past 90 days. Yes X No ___

              The number of shares  outstanding  of the issuer's  Common  Stock,
         $.0001 par value, as of November 11, 2000 was 16,423,350


<PAGE>




                      TEKINSIGHT.COM, INC. AND SUBSIDIARIES

                                      INDEX

PART I - FINANCIAL INFORMATION
                                                                          PAGE #
                                                                          ------
       Item 1 - Consolidated Financial Statements

       Consolidated Balance Sheets - September 30, 2000 and June 30, 2000      3

       Consolidated Statements of Operations - For the three months ended
       September 30, 2000 and 1999                                             4

       Consolidated Statement of Cash Flows - For the three months ended
       September 30, 2000 and 1999                                             5

       Notes to Consolidated Financial Statements                          6 - 8

       Item 2 - Management's Discussion and Analysis of Financial
       Condition and Results of Operation                                 9 - 11


PART II - OTHER INFORMATION                                                   11

SIGNATURE                                                                     12






                                       2
<PAGE>
                      TEKINSIGHT.COM, INC. AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>

                                                                                          Unaudited
                                                                                        September 30,       June 30,
                                                                                        ---------------  ---------------
                                  ASSETS                                                      2000             2000
                                  ------                                                ---------------  ---------------
<S>                                                                                    <C>              <C>

CURRENT ASSETS:
    Cash                                                                                 $    5,075,000   $   3,961,000
    Accounts receivable, net of allowance for doubtful accounts $ 293,000
       and $123,000 respectively                                                              8,340,000         349,000
    Prepaid expenses and other assets                                                         1,297,000         310,000
    Refund receivable                                                                            70,000          70,000
    Note receivable - other                                                                      90,000               -
                                                                                        ---------------   -------------
          TOTAL CURRENT ASSETS                                                               14,872,000       4,690,000

LONG -TERM NOTE RECEIVABLE                                                                    1,800,000       1,800,000

INVESTMENTS - Marketable Securities                                                           3,015,000       3,629,000

PROPERTY AND EQUIPMENT, net
    net of accumulated depreciation of $2,042,000 and $80,000, respectively                     720,000         112,000

CAPITALIZED SOFTWARE COSTS, net of accumulated amortization of $2,027,000 and
    $1,971,000 respectively                                                                   1,068,000       1,100,000
ACQUIRED CUSTOMER LIST, net of accumulated amortization of $193,000                          10,617,000               -
PURCHASED SOFTWARE, net of accumulated amortization of $22,000                                  668,000               -

INTANGIBLE ASSETS, net of accumulated amortization of $74,000 and $13,000 respectively         7,796,000       1,148,000

DEPOSITS AND OTHER ASSETS                                                                       173,000          46,000
                                                                                        ---------------  ---------------

                                                                                       $     40,729,000  $   12,525,000
                                                                                        ===============  ===============

                             LIABILITIES AND STOCKHOLDERS' EQUITY
                             ------------------------------------
CURRENT LIABILITIES:
    Accounts payable                                                                   $      6,811,000         770,000
    Line of Credit                                                                            4,283,000               -
    Accrued expenses                                                                          4,235,000         172,000
    Deferred Maintenance                                                                      1,250,000               -
    Income tax payable                                                                           18,000               -
    Deferred interest                                                                            11,000          11,000
    State audit reserves                                                                      1,740,000       1,722,000
    Accrued termination costs                                                                   191,000         214,000
                                                                                        ---------------  ---------------
          TOTAL CURRENT LIABILITIES                                                          18,539,000       2,889,000
                                                                                        ---------------  ---------------

LONG TERM NOTES PAYABLE, net of current portion                                                  18,000          18,000
                                                                                        ---------------  ---------------

MINORITY INTEREST IN SUBSIDIARY                                                                 222,000               -
                                                                                        ---------------  ---------------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY:
    Preferred stock, $.0001 par value,  10,000,000 shares authorized,
            2,189,800 shares issued and outstanding as of September 30, 2000.                     1,000               -
    Common stock, $.0001 par value, 100,000,000 shares authorized, 16,423,350 and
       16,293,620 shares issued and outstanding as of September 30, 2000 and June 30, 2000.       2,000           2,000
    Additional paid-in capital                                                               35,891,000      20,763,000
    Unrealized gain on securities                                                               294,000         964,000
    Accumulated deficit                                                                     (14,238,000)    (12,111,000)
                                                                                        ---------------   ---------------
          TOTAL STOCKHOLDERS' EQUITY                                                         21,950,000       9,618,000
                                                                                        ---------------   ---------------


          TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                    $    40,729,000  $   12,525,000
                                                                                        ===============  ===============
</TABLE>

                 See notes to consolidated financial statements.

                                        3

<PAGE>


                      TEKINSIGHT.COM, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
<TABLE>
<CAPTION>


                                                                                              FOR THE THREE MONTHS ENDED:
                                                                                        ----------------------------------------
                                                                                        September 30,              September 30,
                                                                                        -------------------  -----------------------
                                                                                             2000                      1999

REVENUES:
<S>                                                                                     <C>                    <C>

     Product Revenue                                                                      $       4,384,000      $                -
     Service Revenue                                                                              3,763,000                 488,000
                                                                                          -----------------      -------------------
          Total revenues                                                                          8,147,000                 488,000
                                                                                          -----------------      -------------------
COST OF REVENUES:
     Cost of product                                                                              3,577,000                       -
     Cost of service                                                                              2,718,000                 210,000
                                                                                          -----------------      -------------------
          Total cost of revenues                                                                  6,295,000                 210,000
                                                                                          -----------------      -------------------
GROSS PROFIT                                                                                      1,852,000                 278,000
                                                                                          -----------------      -------------------
OPERATING EXPENSES:
     Selling expenses                                                                             1,654,000                  15,000
     General and administrative expenses                                                          1,097,000                 346,000
     Research and development                                                                       833,000                 136,000
     Depreciation and amortization                                                                  414,000                   6,000
                                                                                          -----------------      -------------------
          Total operating expenses                                                                3,998,000                 503,000
                                                                                          -----------------      -------------------
LOSS FROM OPERATIONS                                                                             (2,146,000)               (225,000)
                                                                                          -----------------      -------------------
OTHER INCOME (EXPENSE):
     Interest Expense                                                                               (88,000)                      -
     Interest Income                                                                                 39,000                 163,000
                                                                                          -----------------      -------------------
                                                                                                    (49,000)                163,000
                                                                                          -----------------      -------------------
LOSS FROM CONTINUING OPERATIONS                                                                  (2,195,000)                (62,000)

DISCONTINUED OPERATIONS
     Gain from discontinued operations                                                               68,000                       -
                                                                                          -----------------      -------------------
INCOME FROM DISCONTINUED OPERATIONS                                                                  68,000                       -
                                                                                          -----------------      -------------------
NET LOSS                                                                                   $     (2,127,000)        $       (62,000)
                                                                                           =================        ================



NET INCOME (LOSS) PER SHARE:
     Continued                                                                                        (0.13) $                (0.01)
     Discontinued                                                                                         -                       -
                                                                                          -----------------      -------------------
NET LOSS PER SHARE                                                                         $          (0.13) $      $         (0.01)
                                                                                           =================        ================


WEIGHTED AVERAGE NUMBER OF SHARES                                                                16,295,030              15,767,942
                                                                                           =================        ================


NET LOSS                                                                       $                 (2,127,000) $              (62,000)

OTHER COMPREHENSIVE LOSS, NET OF TAX
     Unrealized loss on available-for-sale securities                                              (670,000)               (485,000)
                                                                                          -----------------      -------------------
COMPREHENSIVE LOSS                                                             $                 (2,797,000) $             (547,000)
                                                                                           =================        ================
</TABLE>

                 See notes to consolidated financial statements.

                                        4


<PAGE>

                      TEKINSIGHT.COM, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                                                                         Three Months Ended September 30,
                                                                                         ----------------------------------
                                                                                            2000                    1999
CASH FLOWS FROM OPERATING ACTIVITIES:                                                    ---------------   ----------------
<S>                                                                                    <C>               <C>

     Net loss                                                                            $   (2,127,000)   $       (62,000)
                                                                                         ---------------   ----------------
     Adjustments to reconcile net loss to net cash used in
         operating activities:
             Depreciation and amortization                                                      357,000              6,000
             Amortization of capitalized software costs                                          57,000            119,000

     Changes in operating assets and liabilities:


         Increase in accounts receivable                                                     (3,056,000)           (54,000)
         Increase in interest receivable                                                              -              5,000
         Additions to capitalized software costs                                                (24,000)                 -
         Decrease (Increase) in prepaid expenses                                                 68,000           (240,000)
         Increase in note receivable                                                            (40,000)                 -
         Increase in other assets                                                               130,000                  -
         Increase (Decrease) in accounts payable                                                825,000           (195,000)
         Increase in deferred maintenance                                                        56,000                  -
         Increase in state audit reserve                                                         18,000                  -
         Increase in accrued expenses                                                           176,000             40,000
         Increase (Decrease) in income tax payable                                               18,000           (187,000)
         Decrease in accrued termination costs                                                  (23,000)           (16,000)
                                                                                         ---------------   ----------------
             Total adjustments                                                               (1,438,000)          (522,000)
                                                                                         ---------------   ----------------
         NET CASH USED IN OPERATING ACTIVITIES                                               (3,565,000)          (584,000)
                                                                                         ---------------   ----------------
CASH FLOWS FROM INVESTING ACTIVITIES:
     Cash received from purchase of subsidiary                                                1,313,000                  -
     Cash disbursements for the purchase of securities                                          (30,000)                 -
     Capital expenditures                                                                      (270,000)            (9,000)
     Redeemed convertible preferred stock                                                             -         (1,000,000)
     Amortization of warrants                                                                         -             (6,000)
                                                                                         ---------------   ----------------
         NET CASH (USED IN) PROVIDED BY INVESTING ACTIVITIES                                  1,013,000         (1,015,000)
                                                                                         ---------------   ----------------
CASH FLOWS FROM FINANCING ACTIVITIES:
     Net borrowings under bank line of credit                                                 1,116,000                  -
     Issuance of subsidiary securities, net of expenses                                       2,850,000                  -
     Issuance of common stock, net of expenses                                                        -            505,000
     Costs of securities issued                                                                (300,000)                 -
                                                                                         ---------------   ----------------
         NET CASH PROVIDED BY FINANCING ACTIVITIES                                            3,666,000            505,000
                                                                                         ---------------   ----------------
NET INCREASE (DECREASE) IN CASH                                                               1,114,000         (1,094,000)

CASH AT BEGINNING OF PERIOD                                                                   3,961,000          7,618,000
                                                                                         ---------------   ----------------
CASH AT END OF PERIOD                                                                   $     5,075,000      $   6,524,000
                                                                                         ===============   ================
</TABLE>






                 See notes to consolidated financial statements.

                                        5




<PAGE>

                       TEKINSIGHT.COM, INC. & SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               September 30, 2000
                                   (UNAUDITED)

1.  BASIS OF PRESENTATION

The accompanying  unaudited consolidated financial statements of TekInsight.com,
Inc. and  Subsidiaries  ("the  Company")  have been prepared in accordance  with
generally accepted  accounting  principles for interim financial  statements and
with  the  instructions  to  Form  10-Q  and  Article  10  of  Regulations  S-X.
Accordingly, they do not include all of the information and disclosures required
for annual financial  statements.  These financial  statements should be read in
conjunction with the consolidated financial statements and related footnotes for
the year ended June 30, 2000 included in the Form 10-K for the year then ended.

The accompanying  financial  statements  reflect all adjustments,  which, in the
opinion of  management,  are  necessary  for a fair  presentation  of  financial
position,  and the  results of  operations  for the interim  periods  presented.
Except  as  otherwise  disclosed,  all  such  adjustments  are of a  normal  and
recurring  nature.  The results of  operations  for any  interim  period are not
necessarily indicative of the results attainable for a full fiscal year.

For  further   information,   refer  to  the  annual  report  on  Form  10-K  of
TekInsight.com, Inc. (the "Company"), dated October 11, 2000, for the year ended
June 30, 2000,  and to the Forms 8-K filed with the SEC on August 28,  2000,  as
amended by Form 8-K/A filed on October 27, 2000.

2.  DEFERRED MAINTENANCE

At September  30, 2000,  cash of  $1,223,398  was  received in  connection  with
maintenance  agreements.  Such cash will  become  available  to the  Company  as
revenue is recognized according to the terms of the respective agreements.

3. CREDIT FACILITY

As a result of the merger with Data Systems,  TekInsight  Services assumed,  and
the Company  agreed to guaranty,  Data Systems'  existing  credit  facility with
Foothill Capital  Corporation  ("Foothill").  On September 30, 1998 Data Systems
and  Foothill  Capital  Corporation  entered into a credit  facility  ("Foothill
Agreement").  The Foothill Agreement provides for a revolving line of credit not
to exceed $15  million.  The  available  line of credit at  September  30, 2000,
according to the collateral formula,  was approximately  $337,000.  Data Systems
may, at its option and subject to certain collateral requirements,  increase the
line to $20 million during the term of the Foothill Agreement.  Borrowing limits
under the Foothill Agreement are determined based on a collateral formula, which
includes  85% of  qualified  trade  receivables.  Borrowings  under the Foothill
Agreement  bear  interest at 1% over Norwest Bank prime (10.5% at September  30,
2000) and have a term extending to September 30, 2001.

In connection with the Foothill  Agreement,  TekInsight  Services is required to
maintain certain  financial  ratios. At September 30, 2000, due primarily to the

                                       6
<PAGE>

Company's loss from operations and merger related accruals,  the Company was not
in compliance with the EBITDA and net worth covenants.  The Company has received
waivers of such  noncompliance  from Foothill.  The Foothill  Agreement includes
restrictions with respect to dividend distributions by Data Systems.

4. MARKETABLE SECURITIES

Marketable  securities  have been classified as available for sale securities at
September 30, 2000 and, accordingly,  the unrealized gain resulting from valuing
such  securities  at market value is  reflected as a component of  stockholders'
equity. On August 11, 2000, the Company purchased 67,690 shares of Business Talk
Radio for $30,000 as a strategic investment, at a price of $.4432 per share. The
Company recorded $25,000 for the value of stock options granted by a third party
in connection with the settlement of a claim.

5. COMMITMENTS, CONTINGENCIES, AND OTHER AGREEMENTS

As a result of the  merger  with  Data  Systems,  the  Company  assumed  certain
commitments that were obligations of Data Systems.  Under an existing agreement,
the prior  President  of Data  Systems,  who is also a current  director  of the
Company,  is receiving  $20,000 per month for the twelve  months  following  the
merger under the terms of an employment agreement with Data Systems. The Company
has  assumed  a  marketing  agreement  with a  company  controlled  by the prior
President,  which calls for payments of approximately  $126,000 over a six-month
period, which may be renewed for an additional six-month period. The Company has
assumed  termination  costs of two other  employees of  approximately  $247,000,
which will be paid over the six months following the termination of employment.

In connection with an inquiry undertaken by the SEC regarding Data Systems,  the
Company has provided for  indemnification  of legal expenses covering the former
officers of that Company. A provision of approximately $100,000 has been accrued
for these costs.

On August 27,  1998,  J. Alan Moore filed suit in  Mecklenburg  County  Superior
Court Division (Case No.  98-CVS-12286),  North  Carolina,  against Data Systems
Network  Corporation.  The  complaint  alleges  Data Systems did not act in good
faith and failed to pay commissions  and expenses of which the plaintiff  claims
entitlement.  On July 28, 2000, a judgment was entered in favor of the plaintiff
for $572,469 plus reasonable attorney fees and interest. On August 24, 2000, the
Company filed an appeal. In order to proceed with the appeal, the Company may be
required to place a collateralized  deposit in the amount of the award until the
appeal is completed.

6. STOCKHOLDERS' EQUITY

On September 30, 2000,  TekInsight  received an equity  investment of $3,000,000
for 1,000,000 shares of preferred stock issued by its BugSolver subsidiary.  For
one year, the shares are convertible at the holder's option for common shares of
BugSolver at a ratio of 1:1 or  redeemable  at the  holder's  option for 750,000
shares of  TekInsight  common  stock.  In the event that  BugSolver  merges with
another  company,  the preferred  shares  automatically  become  converted  into

                                       7
<PAGE>

BugSolver  common shares at a ratio of 1:1. In the event that the Company issues
additional  BugSolver  securities  at a lower  price  during the  following  six
months,  the  equity  holdings  of  BugSolver  preferred  shareholders  would be
adjusted to reflect the price of the securities  issued by BugSolver in its next
offering only. In connection with this financing, a finder's fee of $150,000 was
paid to a related  party plus  options to purchase  50,000  shares of  BugSolver
common stock at $3.00 per share during the next five years.

In  September  2000,  TekInsight  issued  129,730  shares of its common stock to
Amtech Associates,  Inc. in consideration for a finders fee/consulting  services
rendered to Data Systems in connection with the merger. These shares were issued
pursuant to exemptions from the registration  requirements of the Securities and
Exchange Commission Act of 1933 pursuant to Regulation D. These shares are being
issued as of September 30, 2000.

7.  ACQUISITION

On August 14, 2000, the Company  acquired 100% of the net assets of Data Systems
Corporation.  In connection with this acquisition,  the Company assumed numerous
ongoing customer  relationships,  representing the majority of its revenues. The
value  of  the  existing   customer   relationships   has  been  established  at
approximately  $10,810,000,  which is being  amortized  over  seven  years.  The
Company also acquired certain software developed by Data Systems,  which is used
in  providing  services to its  customers.  The value of such  software has been
established at approximately $690,000, which is being amortized over four years.
Goodwill was recorded in the amount of $6,709,000, which is being amortized over
twenty years.

The following unaudited pro-forma information reflects the results of operations
of the  Company as though the  acquisition  had been  consummated  as of July 1,
1999.

                                        Three months ended September 30,
                               -------------------------------------------------
                                          2000                     1999
                               ------------------------- -----------------------

   Revenue                     $           12,695,000    $           12,491,000
                               ========================= =======================


   Net Loss                    $           (2,279,000)   $              (32,000)
                               ========================= =======================


   Net Loss  per share         $               (0.14)    $                 0.00
                               ========================= =======================


                                       8
<PAGE>




ITEM 2.              MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  OF FINANCIAL CONDITIONS AND RESULTS OF OPERATION

Forward-Looking Statements

         When used in the Form 10-Q and in future  filings by the  Company  with
the  Securities  and  Exchange  Commission,  the words or phrases  "will  likely
result"  and  "the  Company   expects,"  "will   continue,"  "is   anticipated,"
"estimated,"  "project,"  or  "outlook" or similar  expressions  are intended to
identify  "forward-looking   statements"  within  the  meaning  of  the  Private
Securities  Litigation Reform Act of 1995. The Company wishes to caution readers
not to place undue  reliance  on any such  forward-looking  statements,  each of
which speaks only as of the date made.  Such  statements  are subject to certain
risks and  uncertainties  that could cause actual  results to differ  materially
from historical earnings and those presently  anticipated or projected,  such as
demand  for our  products,  size and  timing  of  significant  orders  and their
fulfillment,  the Company's  ability to develop and upgrade its technology,  the
Company's  ability  to  compete in a highly  competitive  market and  undetected
software errors and other product quality problems, and the Company's ability to
recover its  investments in certain  marketable  securities . The Company has no
obligation to publicly  release the results of any revisions,  which may be made
to any forward-looking statements to reflect anticipated or unanticipated events
or circumstances occurring after the date of such statements.

General

         In August 2000, TekInsight Services, Inc., a wholly owned subsidiary of
TekInsight,  completed its merger with Data Systems Network  Corporation  ("Data
Systems").  As a result of the Data Systems acquisition being accounted for as a
purchase, the historical  pre-acquisition  financial results of Data Systems are
not included below with  TekInsight's  results of operation for the three months
ended September 30, 1999.

RESULTS OF OPERATIONS

THE THREE MONTHS  ENDED  SEPTEMBER  30, 2000 (THE "2000 THREE MONTH  PERIOD") AS
COMPARED TO THE THREE  MONTHS ENDED  SEPTEMBER  30, 1999 (THE " 1999 THREE MONTH
PERIOD")

         Revenues  for the 2000 Three Month Period  increased  to  approximately
$8,147,000  from  approximately  $488,000 for the 1999 Three Month Period.  This
increase  was due to the August 14, 2000 merger with Data  Systems.  The revenue
mix  of  product   sales  and   provision  of  services  was  53.8%  and  46.2%,
respectively, for the 2000 Three Month Period.

         Cost  of  revenues  for  the  2000  Three  Month  Period  increased  to
approximately  $6,295,000 from  approximately  $210,000 for the 1999 Three Month
Period.  This  increase was due to the August 14, 2000 merger with Data Systems.
The cost of revenues as a percentage increased to 77.3% for the 2000 Three Month
Period from 43.0% for the 1999 Three Month Period.  This percentage  increase is
attributable  to the addition of Data Systems'  revenues  after the merger.  The
revenues  generated  from product  sales  normally  produce a lower gross margin

                                       9
<PAGE>

percentage when compared to service  revenues.  For the 2000 Three month Period,
the cost of  product  revenue  was 81.6% of such sales and the  service  cost of
revenue was 72.2% of such sales.

         Selling,  general and administrative  expenses for the 2000 Three Month
Period increased to approximately $2,751,000 from approximately $361,000 for the
1999 Three Month  Period.  This  increase  was due to the August 14, 2000 merger
with Data Systems, which brought with it a corporate  infrastructure,  including
the functions of finance,  purchasing,  human resources, sales and marketing. In
addition, TekInsight hired outside consultants to assist in developing the sales
strategy  and  marketing  efforts  needed  to bring  TekInsights'  products  and
services to market.

         Research  and  development  expense  for the 2000  Three  Month  Period
increased to  approximately  $833,000 from  approximately  $136,000 for the 1999
Three  Month  Period.  The  increase  is due to the  costs  associated  with the
enhancements  to BugSolver  product and to  development  costs for the Company's
eGovernment  modules.  Previously,  TekInsight  capitalized  the BugSolver costs
during the developmental  stage and, now that the product is being introduced to
market, the costs are expensed when incurred. The eGovernment module development
costs began in the 2000 Three Month Period will  continue  during the  following
quarter.

         Depreciation and  amortization  expense for the 2000 Three Month Period
increased to approximately $414,000 from approximately $6,000 for the 1999 Three
Month  Period.  This  increase  was due to the August 14,  2000 merger with Data
Systems, which resulted in increased amortization expense on intangible assets.

         Interest   income  for  the  2000  Three  Month  Period   decreased  to
approximately  $39,000  from  approximately  $163,000  for the 1999 Three  Month
Period.  This  decrease is  attributable  to  decreased  interest  earned on the
certificates of deposit investments,  resulting from diminished working capital.
Interest expense for the 2000 Three Month Period was approximately $88,000. This
expense is a result of the line credit  facility  assumed in the August 14, 2000
Data  Systems  merger  (See  Note 3  "Credit  Facility"  to  Part I,  "Notes  to
Consolidated Financial Statements").

Liquidity and Capital Resources

         As of September 30, 2000 the Company had a working  capital  deficiency
of approximately  $3,667,000,  compared to working capital of $1,801,000 at June
30, 2000. This decrease in working capital is primarily due to the consolidation
with Data Systems,  as a result of the merger,  and to losses from operations of
approximately  $2,146,000  for the quarter.  In the merger,  TekInsight  assumed
approximately  $7,353,000 in current assets,  subject to current  liabilities of
approximately $13,765,000.

         The Company's  Services group is currently  producing  profits from its
operations.  The BugSolver subsidiary is investing in the market introduction of
its  products,  and will  continue  to require  funding  for the next few fiscal
quarters.  The Company is also investing in the  development of its  eGovernment
modules and the  related  marketing  costs for  introducing  and  selling  these
products. Investment in new technologies and products continues at approximately
the same rate as in prior quarters.  With the formation of multiple products and
service  offerings,  and the  organizations to support and market these products
and  services,  the Company  has  expanded  its  management  and  administrative
infrastructure,  and has established a corporate  office in Irvine,  California.

                                       10
<PAGE>

Based on these factors,  management  believes that the Company will incur losses
from  overall  operations  during the next few fiscal  quarters;  however,  such
losses are anticipated to diminish with the  commencement of revenues  generated
from software product sales, as well as from increased service offerings.

         The Company may expand the scope of its product  offerings  by pursuing
acquisition  candidates with complementary  technologies,  services or products.
Should the Company commence such acquisitions, it would finance the transactions
with its working  capital and equity  securities.  The Company  would attempt to
secure additional  funding,  including equity financing where  appropriate,  for
acquisitions.  Based on current plans, the Company has sufficient cash resources
and liquidity to meet its anticipated short-term and long-term capital needs.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

         On August 27,  1998,  J. Alan Moore  filed suit in  Mecklenburg  County
Superior Court Division (Case No.  98-CVS-12286),  North Carolina,  against Data
Systems Network  Corporation.  The complaint alleges Data Systems did not act in
good faith and failed to pay  commissions  and  expenses of which the  plaintiff
claims  entitlement.  On July 28,  2000,  a judgment was entered in favor of the
plaintiff for $572,469 plus reasonable attorney fees and interest. On August 24,
2000,  Data  Systems  filed an  appeal.  In order to  proceed  with the  appeal,
Tekinsight  may be required to place a  collateralized  deposit in the amount of
the award until the appeal is completed.

Item 2. Changes in Securities and Use of Proceeds

         In  September  2000,   TekInsight  received  an  equity  investment  of
$3,000,000  for  1,000,000  shares of preferred  stock  issued by its  BugSolver
subsidiary.  For one year, the shares are convertible at the holder's option for
common  shares of  BugSolver at a ratio of 1:1 or 750,000  shares of  Tekinsight
common  stock.  In the event that  BugSolver  merges with another  company,  the
preferred shares  automatically become converted into BugSolver common shares at
a ratio  of 1:1.  In the  event  that  TekInsight  issues  additional  BugSolver
securities at a lower price during the following six months, the equity holdings
of BugSolver  preferred  shareholders  would be adjusted to reflect the price of
the securities  issued by BugSolver in its next offering only. These shares were
issued  pursuant  to  exemptions  from  the  registration  requirements  of  the
Securities  Act of 1933  pursuant  to  Regulation  D. In  connection  with  this
financing,  a finder's fee of $150,000 was paid to a related  party plus options
to purchase  50,000  shares of  BugSolver  common stock at $3.00 during the next
five  years,   which  options  were  issued  pursuant  to  exemptions  from  the
registration requirements of the Securities Act of 1933 pursuant to Section 4(2)
thereof.

         In September 2000, TekInsight issued 129,730 shares of its common stock
to  Amtech  Associates,  Inc.  in  consideration  for a  finders  fee/consulting
services  rendered to Data Systems in connection  with the merger.  These shares
were issued  pursuant to exemptions  from the  registration  requirements of the
Securities  Act of 1933  pursuant to Regulation D. These shares are being issued
as of September 30, 2000.


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<PAGE>

                                    SIGNATURE

     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
it's behalf by the undersigned, thereunto duly authorized.

                                                            TEKINSIGHT.COM, INC.




                                                             By:/s/James Linesch
                                                            --------------------
                                                         James Linesch
                                                         Chief Financial Officer

                                                         Date: November 14, 2000

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