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

                   ------------------------------------------
                                   FORM 10-KSB
(Mark one)
[X]  Annual report under section 13 or 15(d) of the Securities Exchange
     Act of 1934
                  For the fiscal year ended  December 31, 2001
                                             -----------------
                                       OR
[ ]  Transition report under section 13 or 15(d) of the Securities Exchange
     Act of 1934
        For the transition Period from                   to
                                       -----------------    --------------------

                       Commission file number:   0-22678
                                              -------------

                                QuadraComm, Inc.
                  --------------------------------------------
                 (Name of small business issuer in its charter)

              Colorado                                  84 - 1193941
---------------------------------           ------------------------------------
   (State or other jurisdiction             (I.R.S. Employer Identification No.)
of incorporation or organization)

 8019 N. Himes Avenue, Suite 401, Tampa, FL                33614
 ------------------------------------------            --------------
 (Address of principal executive offices)                (Zip Code)

                    Issuer's telephone number: (813) 496-9191

Securities registered under Section 12(b) of the Act:   None
                                                      --------------------------

Securities registered under Section 12(g) of the Act: Common Stock, $0.001 par
                                                      --------------------------
                                                                value
                                                      --------------------------
                                                           (Title of class)

Check  whether  the Issuer (1) filed all reports required to be filed by Section
13  or  15(d)  of  the Securities 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  X     No
       ---       ---

Check  if there is no disclosure of delinquent filers in response to Item 405 of
Regulation  S-B  contained in this form, and no disclosure will be contained, to
the  best  of  registrant's  knowledge,  in  definitive  proxy  or  information
statements  incorporated  by  reference  in  Part III of this Form 10-KSB or any
amendment  to  this  Form  10-KSB. [ ]

Registrant's  revenues  for  its  most  recent  fiscal  year:     $Nil
                                                              ------------

As of April 8, 2002, the aggregate market value of the voting common equity held
by  non-affiliates  of  the  registrant was approximately $214,000, based on the
closing  trade  reported  on  the Pink Sheets operated by the National Quotation
Bureau.  Shares  of  common  stock held by each officer and director and by each
person  who  owns five percent or more of the outstanding common stock have been
excluded  from  this  calculation  as  such  persons  may  be  considered  to be
affiliated  with  the  Company.

On  April  8, 2002, the registrant had 21,890,250 shares of common stock, $0.001
par  value  per  share,  issued  and  outstanding.

Documents  incorporated  by  reference:    None.
                                        ----------

          TRANSITIONAL SMALL BUSINESS DISCLOSURE FORMAT: Yes [ ] No [X]


<PAGE>
<TABLE>
<CAPTION>
                                           QUADRACOMM, INC.

                                              INDEX TO
                                    ANNUAL REPORT ON FORM 10-KSB
                                FOR THE YEAR ENDED DECEMBER 31, 2001


PART I                                                                                         PAGE
<S>                                                                                            <C>
Item 1   Description of Business. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     3
Item 2   Description of Property. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     5
Item 3   Legal Proceedings. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     5
Item 4   Submission of Matters to a Vote of Security Holders. . . . . . . . . . . . . . . . .     5

PART II
Item 5   Market for Common Equity and Related Stockholder Matters . . . . . . . . . . . . . .     6
Item 6   Management's Discussion and Analysis of Financial Condition or Plan of Operation . .     7
Item 7   Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    11
Item 8   Changes In and Disagreements With Accountants on Accounting and Financial Disclosure    11

PART III
Item 9   Directors, Executive Officers, Promoters and Control Persons; Compliance With
         Section 16(a) of the Exchange Act. . . . . . . . . . . . . . . . . . . . . . . . . .    11
Item 10  Executive Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    13
Item 11  Security Ownership of Certain Beneficial Owners and Management . . . . . . . . . . .    15
Item 12  Certain Relationships and Related Transactions . . . . . . . . . . . . . . . . . . .    15
Item 13  Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . . . . . . . . . . . .    16

SIGNATURES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    16
</TABLE>


                                        2
<PAGE>
                                     PART I

FORWARD-LOOKING  STATEMENTS
---------------------------

Except  for  the  historical information presented in this document, the matters
discussed  in  this  Form  10-KSB,  and  specifically  in  the sections entitled
"Description of Business" and "Management's Discussion and Analysis of Financial
Condition  or  Plan  of  Operation," or otherwise incorporated by reference into
this  document  contain "forward-looking statements" (as such term is defined in
the  Private Securities Litigation Reform Act of 1995).  These statements can be
identified  by  the  use  of  forward-looking  terminology  such  as "believes,"
"plans,"  "expects,"  "may,"  "will," "should," or "anticipates" or the negative
thereof or other variations thereon or comparable terminology, or by discussions
of strategy that involve risks and uncertainties.  The safe harbor provisions of
Section  21E of the Securities Exchange Act of 1934, as amended, and Section 27A
of  the  Securities Act of 1933, as amended, apply to forward-looking statements
made  by  the  Registrant.  These  forward-looking  statements involve risks and
uncertainties,  including  those  statements incorporated by reference into this
Form  10-KSB.  The  actual  results  that  the  Registrant  achieves  may differ
materially  from  any  forward-looking  projections  due  to  such  risks  and
uncertainties.  These  forward-looking  statements  are  based  on  current
expectations,  and  the  Registrant  assumes  no  obligation  to  update  this
information.  Readers  are  urged  to  carefully review and consider the various
disclosures  made  by the Registrant in this Annual Report on Form 10-KSB and in
the Registrant's other reports filed with the Securities and Exchange Commission
that  attempt  to  advise  interested  parties of the risks and factors that may
affect  the  Registrant's  business.

ITEM  1.  DESCRIPTION  OF  BUSINESS
-----------------------------------

CORPORATE  BACKGROUND

QuadraComm, Inc. (the "Company") was incorporated under the laws of the State of
Colorado  on March 13, 1992, under the name Processed Based Management, Inc.  On
March  26, 1993, the Company changed its name to PM Management Systems, Inc., on
January  10,  2000  the  Company changed its name to RF Technology, Inc., and on
December  1,  2000  the Company changed its name to QuadraComm, Inc.  During the
first  two  years  of  its  initial existence, the Company focused on building a
business  that  consisted  of  providing  tools  to  support  business
process-improvement projects.  As a management consulting services business, the
Company  was  marketing  its  expertise  in the areas of (i) management computer
software,  (ii)  advertising  and marketing services, and (iii) general business
management  advice  related  to  computer  software.

On  September  5,  1994,  the  Company acquired all of the outstanding ownership
interests  in  Ad-A-Cab  America,  LLC, a Wyoming Limited Liability Company that
held  the  exclusive  North  American  marketing  rights  for  a taxicab rooftop
advertising system.  To effect the reorganization pursuant to Section 368(a) (1)
(B)  of  the  Internal  Revenue Code, the Company Issued 7,980,000 shares of its
previously  authorized  but  unissued  common  stock.  Ad-A-Cab America, LLC had
entered into a license agreement with Ad-A-Cab Limited, a Hong Kong corporation,
for  the  exclusive  North  American  rights  for  a rooftop mounted advertising
system.

On  December  18, 1995, the Company's directors concluded that, in spite of some
success  in  Australia,  the  Ad-A-Cab  concept  was  not  feasible in the North
American  market.  As  result  of  this  conclusion,  the  directors  decided to
write-off  the  investment  in  Ad-A-Cab America, LLC.  On January 22, 1996, the
Company  returned  both  outstanding  Ownership  Units, representing 100% of the
ownership  of  Ad-A-Cab  America,  LLC  in  exchange for the return of 7,980,000
shares  of  the  Company's  common  stock,  which  was  then  cancelled.

After  several years of inactivity, during the year 2000, the Company completely
revised  its  objectives,  restarted  its  efforts,  and began searching for new
business  opportunities.  On  February  8, 2000, the Company entered into formal
agreements  with  Richard  E.  Surran  of  Scottsdale,  Arizona  to  acquire the
exclusive  worldwide rights and the underlying technology for an original device
to  be  used in the detection of plastics buried underground.  Consideration was
to  be  one  million (1,000,000) restricted shares of the Company's common stock
and  a  payment  of  fifty  thousand dollars ($50,000) no later than ninety days
after  the  Company  commenced  publicly  trading  on  a  recognized exchange or
quotation  service.  However,  difficulties in funding the venture and delays in
adequate progress in furthering development of the technology led the Company to
reverse  its  decision  to  pursue  the project.  The stock was returned and the
contracts  were  cancelled.


                                        3
<PAGE>
By  the  end of the third quarter of 2000, the officers relocated the Company to
Tampa,  Florida in order to be closer to the telecommunications businesses being
considered  for acquisition. The Company conducted due diligence with respect to
four telephony companies targeted for acquisition.  The four companies consisted
of  a  company  that distributed prepaid phone cards and ATM products, a company
that repaired, refurbished and distributed cellular phones and pagers, a company
that  developed,  manufactured  and  sold  transportable  earth  stations, and a
company that operated as a telephone company in the African Region of the world.

On  January  1, 2001, the Company completed an acquisition of the first company,
International  Prepaid Systems, Inc., a Texas corporation ("IPS"), a distributor
of  prepaid  phone cards and non-bank ATM machines.  Test markets were initiated
in  the  Southwestern  United  States,  and  plans  developed for expansion into
defined client and customer arenas.  Due to a lack of adequate funding, however,
the  program  has  been  temporarily  halted.

In  August  2001,  the  Company  entered  into  an  agreement  to  acquire  R.F.
Scientific,  Inc.  ("RFS"),  a  Florida-based  developer  and  manufacturer  of
transportable  earth stations and other satellite driven communications systems,
for  stock and cash.  The agreement was later amended in November of 2001, which
changed  the  agreement  to  a  strictly  stock  for stock exchange.  Under this
agreement,  RFS  became  a  wholly owned subsidiary of the Company.  The Company
issued  12,500,000  shares  of its common stock to RFS shareholders and received
all  500,000 shares of RFS common stock outstanding.  The Company  also advanced
RFS  $202,875  to  fund  its  operations.

Due  to  subsequent  events  outside  of the control of the Company, such as the
downturn  in  the  economy, market conditions and the lack of expansion funding,
the Company and RFS were unable to effectively continue operations as a combined
entity.  As  a result, the Boards  of  Directors  of  both  the  Company and RFS
have  resolved to "unwind" the acquisition transaction effective on the original
closure  date in August  2001,  and  to  return  the  two companies as nearly as
possible  to  their  positions immediately preceding the closing of the business
combination.  With that objective in mind, the shareholders of RFS have returned
12,500,000  shares  of  the  Company's  common  stock,  which  shares  have been
cancelled  by  the Company.  The Company also returned the 500,000 shares of RFS
common  stock  to  the  shareholders  of RFS.  The Company and RFS are currently
negotiating  the  return  of the advance of $202,875 made by the Company to RFS.

The  Company's  principal  executive  offices are at 8019 N. Himes Avenue, Suite
401,  Tampa,  Florida,  33614.

PLANNED  FUTURE  OPERATIONS

The Company's attempts to enter the telecom industry through acquisitions or new
business  ventures  have not succeeded.  However, the economy and the shortfalls
in  attracting new investment funding have caused the Company to re-evaluate its
timing  and  its  basic  business  ventures.

Alternatives  for  financing  are  currently  being pursued by management of the
Company  to  provide access to funding needed to sustain the Company's business.
The  Company  is  currently  operating at minimal levels.  The Company is in the
midst  of  negotiating  an  agreement  to  acquire  FutureCom  Global,  Inc.
("FutureCom"),  a Nevada corporation in the business of the development, design,
marketing,  sales  and  service  of unique wireless products, platforms, in what
would  effectively  be  a reverse takeover of the Company by the shareholders of
FutureCom.  The  Company  anticipates  receiving  funding  from  FutureCom  in
connection  with  the  business  combination.  Both  companies  are  currently
conducting  due diligence.  No agreement has been finalized or executed to date.

Because  the  Company  presently  has  nominal  overhead  and few other material
financial  obligations,  and is seeking outside investment to provide short-term
working  capital,  management  of  the  Company  believes  that  the  Company's
short-term  cash  requirements can be satisfied.  Requirements to date have been
met  through  the  minor issuance of the Company's common stock or by loans from
officers,  directors  and  existing  shareholders.  There  can  be no assurance,
however,  that any additional funds will be available on terms acceptable to the
Company  or  at  all.

EMPLOYEES

As of April 8, 2002, the Company had five employees and no permanent or fulltime
consultants.  Of  those  persons, two were classified as executive officers, two
as  administrative  personnel,  and  one  as sales and marketing.  The Company's


                                        4
<PAGE>
employees  do not belong to a collective bargaining unit, and the Company is not
aware  of  any  labor  union  organizing  activity.

ITEM  2.  DESCRIPTION  OF  PROPERTY
-----------------------------------

The  Company's  principal executive offices are located at 8019 N. Himes Avenue,
Suite  401,  Tampa,  Florida,  33614.  There it rents approximately 1,500 square
feet at a monthly rate of $960.00 from Grand Bay Commercial Properties of Tampa,
Florida.  There  is  no  lease  in  effect  at  the  present  time.

ITEM  3.  LEGAL  PROCEEDINGS
----------------------------

Late  in  the  year  2000, the Company hired a direct ad marketing firm to run a
"mail-in"  advertising  campaign for the Company.  The vendor billed the Company
approximately  $3,000  for  the  services  rendered  in  during early 2001.  The
Company  disputes  the accuracy of the ad, the benefit received, and, therefore,
the amount due.  The Company and the vendor's collection personnel are scheduled
to  mediate  the  collections  dispute  during  the  second  quarter  of  2002.

During  the  last  quarter  of  the  year  2000 and early 2001, a temporary-help
employment  agency  provided  services  to  the  Company  in  the  amount  of
approximately  $15,000.  The  Company has been unable to pay the amount owing by
the  due  date, and due to a disbursement error mid-2001, the service provider's
collection  attorneys  are now claiming that the Company owes it three times the
amount  of  the  original  bill.  The  Company is planning to settle the dispute
during  the  second  quarter  of  2002  directly  with  the  employment  agency.

In  January, 2001, a national publication ran an advertisement about the Company
in  a  special  supplement  on  the Tampa Bay Area.  The advertisement failed to
include  the  Company's  address  and  telephone  number, failed to generate any
significant  participation,  and,  therefore,  did  not  benefit  the  Company.
However, the Company has been billed $30,000 for the advertisement.  The Company
is  in  the process negotiating a reduced-amount settlement regarding the amount
to  be  paid  for  the  advertisement.

In  January,  2001,  the  Company  was  contacted by the National Association of
Securities Dealers (the "NASD") concerning its business activities in the fourth
quarter  of  2000.  The Company accumulated information responsive to the NASD's
request  and  provided  it to the NASD.  The Company is not aware of any further
activity  with  respect  to  this  matter.

In December, 2001, RF Scientific, Inc. ("RFS") and the Company began negotiating
a  mutual  release  and settlement to unwind the share exchange transaction that
took  place  in  August,  2001  and  resulted  in  the acquisition of RFS by the
Company.  Both  companies  have expressed their desire to unwind the transaction
and  have, in fact, returned the respective shares of common stock that had been
exchanged.  However,  the  companies  have  not  yet  reached  agreement  on the
repayment of $202,875, which was advanced to RFS by the Company in 2001. RFS has
thus far declined to repay the $202,875, principally due to a lack of funds, and
has  cited  as justification for its non-payment unspecified damages it suffered
as  a  result  of  the  share  exchange.

Except  as described above, to the knowledge of the Company's executive officers
and  directors,  neither the Company nor its subsidiaries are party to any legal
proceeding  or  litigation  and none of its property is the subject of a pending
legal  proceeding  and  the  executive  officers  and directors know of no other
threatened  or  contemplated  legal  proceedings  or  litigation.

ITEM  4.  SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS
---------------------------------------------------------------------

No  matters were submitted to the shareholders during the quarterly period ended
December  31,  2001.


                                        5
<PAGE>
                                     PART II

ITEM  5.  MARKET  FOR  COMMON  EQUITY  AND  RELATED  STOCKHOLDER  MATTERS
-------------------------------------------------------------------------

The Company's common stock is traded on the Pink Sheets operated by the National
Quotation Bureau under the symbol "QDRA."  The Company's securities were trading
on the NASD's Over-the-Counter Bulletin Board (the "OTC BB") market from October
2000  through  December  2001.  Although all filings are current at this time, a
late  filing  of the Company's report on Form 10-QSB for the third quarter ended
September  30,  2001  caused the Company's stock to be delisted from the OTC BB.
The Company intends to re-apply to be listed on the OTC BB.  The following table
sets  forth,  for the periods indicated, the range of high and low bid prices of
the  Company's common stock as quoted by various market makers for the quarterly
periods  indicated.


    October 2, 2000 to December 31, 2001:      High Bid*   Low Bid*
                                               ----------  ---------
        October to December                    $     2.56  $    0.25
        January to March                       $     1.62  $    0.25
        April to June                          $     0.45  $    0.13
        July to September                      $     0.71  $    0.05
        October to December                    $     0.07  $    0.02

     *    The  above  market  quotations  were  taken from FreeRealTime.com. The
     quotations  reflect  inter-dealer prices, without retail mark-up, mark-down
     or  commission  and  may  not  necessarily  represent  actual transactions.

The  Company's  securities are subject to the Securities and Exchange Commission
rule  that  imposes special sales practice requirements upon broker-dealers that
sell  such  securities  to  other  than  established  customers  or  accredited
investors.  For purposes of the rule, the phrase "accredited investor" means, in
general  terms,  institutions  with  assets  exceeding $5,000,000 or individuals
having net worth in excess of $1,000,000 or having an annual income that exceeds
$200,000  (or  that,  combined  with  a  spouse's income, exceeds $300,000). For
transactions  covered  by  the  rule,  the  broker-dealer  must  make  a special
suitability  determination for the purchaser and receive the purchaser's written
agreement  to  the  transaction  prior  to  the sale. Consequently, the rule may
affect  the  ability of purchasers of the Company's securities to buy or sell in
any  market  that  may  develop.

In  addition,  the  Securities  and  Exchange Commission has adopted a number of
rules  to  regulate "penny stocks." (A "penny stock" is any equity security that
has  a  market  price  of less than $5.00 per share or with an exercise price of
less  than  $5.00  per share, subject to certain exceptions). Such rules include
Rules  3a51-1,  15g-1,  15g-2,  15g-3,  15g-4, 15g-5, 15g-6, and 15g-7 under the
Securities  and  Exchange  Act of 1934, as amended. The rules may further affect
the  ability  of  owners of the Company's shares to sell their securities in any
market  that  may develop for them. Shareholders should be aware that, according
to  the  Securities and Exchange Commission Release No. 34-29093, the market for
penny stocks has suffered in recent years from patterns of fraud and abuse. Such
patterns  include:

     -    control  of the market for the security by one or a few broker-dealers
          that  are  often  related  to  the  promoter  or  issuer;
     -    manipulation  of  prices through prearranged matching of purchases and
          sales  and  false  and  misleading  press  releases;
     -    "boiler  room"  practices  involving  high  pressure sales tactics and
          unrealistic  price  projections  by  inexperienced  sales  persons;
     -    excessive and undisclosed bid-ask differentials and markups by selling
          broker-dealers;  and
     -    the  wholesale  dumping  of  the  same  securities  by  promoters  and
          broker-dealers  after prices have been manipulated to a desired level,
          along  with  the  inevitable  collapse of those prices with consequent
          investor  losses.


                                        6
<PAGE>
HOLDERS  OF  RECORD

On  April  8,  2002,  the  Company's issued and outstanding common stock totaled
21,890,250  shares,  held by approximately sixty-five shareholders of record and
by  an  undetermined number of additional shareholders through nominee or street
name  accounts  with  brokers.

DIVIDENDS

The  Company  has  not  paid  dividends  in  prior years and has no plans to pay
dividends  in the near future.  The Company intends to reinvest its earnings, if
any  are  achieved,  in the continued development and operation of its business.
Any  payment  of  dividends  would  depend upon the Company's pattern of growth,
profitability,  financial  condition,  and  such  other  factors as the Board of
Directors  may  deem  relevant.

RECENT  SALES  OF  UNREGISTERED  SECURITIES

The  Company  issued  the following shares of its common stock since the date of
the  financial  statements  in  the  latest  Form  10-QSB  filed by the Company:

-    The  Company has offered and sold 3,164,250 shares of common stock pursuant
     to  a  $10  million  private placement that commenced in September, 2000 to
     accredited  investors.  The $10 million private placement is still open and
     has  raised approximately $745,750 to date from a total of seven investors.
     The  most  recent  sales were made in March, 2002, and consisted of 240,000
     shares  (out  of  the  3,164,250  shares) sold at $0.05 per share for total
     proceeds to the Company of $12,000. The Company believes that the offer and
     sale of its common stock through the private placement is exempt under Rule
     506  of  Regulation D and/or Section 4(2) under the Securities Act of 1933,
     as  amended  (the  "Securities  Act"). In addition, for those investors who
     reside  outside  the  United  States,  the offer and sale is believed to be
     exempt  pursuant  to  Regulation  S under the Securities Act. The following
     shareholders  of  the  Company purchased shares of common stock through the
     private  placement:  Armadillo,  Ltd.; Vestech, Ltd.; XIT, Ltd.; H. Lauritz
     Holdings;  R.  Markle  Investment  Trust;  FutureCom  Global,  Inc.; and P.
     Cahill.


ITEM  6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF
--------------------------------------------------------------------------------
OPERATION
---------

The  following  discussion  should  be read in conjunction with the consolidated
financial  statements  included  herein. Certain statements contained herein may
constitute  forward-looking  statements, as discussed at the beginning of Part I
of  this annual report. Because such statements include risks and uncertainties,
actual  results  may  differ  materially from those expressed or implied by such
forward-looking  statements.  Factors  that  could  cause  or contribute to such
differences  include  those discussed in the "Outlook: Issues and Uncertainties"
section  of  this  Form  10-KSB.

OVERVIEW

The  Company is a Colorado corporation, incorporated on March 13, 1992 under the
name  Processed  Based Management, Inc.  Since inception, the Company has been a
development  stage  company.

On  January 1, 2001, the Company acquired International Prepaid Systems, Inc., a
Texas corporation ("IPS"), a distributor of prepaid phone cards and non-bank ATM
machines.  In  connection  with  the  acquisition  of IPS, John Hockins became a
director  and executive officer of the Company in September, 2001, and continues
to  be  a director and executive officer of IPS.  Test markets were initiated in
the  Southwestern  United States, and plans developed for expansion into defined
client  and  customer  arenas.  Due  to a lack of adequate funding, however, the
program  has  been  temporarily  halted.


                                        7
<PAGE>
BASIS  OF  PRESENTATION

The  Company  has  prepared  its  consolidated  financial  statements on a going
concern basis in accordance with generally accepted accounting principles in the
United  States.  This  going  concern  basis  of  presentation  assumes that the
Company  will  continue operation for the foreseeable future and will be able to
realize  its  assets and discharge its liabilities and commitments in the normal
course  of  business.  As described below under Liquidity and Capital Resources,
there  is  substantial  uncertainty about the Company's ability to continue as a
going  concern.  The  Company's  financial statements do not include adjustments
that  might  result  from  the  outcome  of  this  uncertainty.

PLAN  OF  OPERATIONS

The  acquisition  of technology or other businesses must be extremely focused in
order  to generate short-term benefits. Towards that end, during the latter part
of  2001,  the  Company  identified  a  merger  partner,  FutureCom Global, Inc.
("FutureCom"),  with  a  complementary  business  plan  related to the telephony
industry. FutureCom owns certain technology rights and is developing an array of
telecommunications  products  and  services. A definitive agreement is currently
being  negotiated  between  the Company and FutureCom Global to effect a reverse
takeover  of  the  Company  by  the  shareholders  of FutureCom. If the business
combination  agreement  is  executed  by  the  Parties,  the Company anticipates
proceeding  with  the  following changes prior to the closing of the merger with
FutureCom:  (i)  change the domicile of the Company from Colorado to Delaware by
merging  the  Company with and into a wholly-owned subsidiary corporation of the
Company,  formed  solely  for  the  purpose  of  changing the Company's State of
domicile;  (ii)  change  the name of the Company; and (iii) reduce the number of
issued  and  outstanding  shares  of  common  stock  of  the Company in order to
accommodate  the  proposed post-merger capital structure. These changes would be
subject  to  the  approval of a majority of the issued and outstanding shares of
the  Company's  common  stock.

If  the  acquisition  of FCG proceeds, the Company anticipates that its business
will  become  the  business  of  FutureCom,  which  consists of the development,
design,  marketing, sales and service of wireless products, platforms, and other
services  including  convergence  devices,  prepaid wireless telecommunications,
cellular  docking  stations  and  wireless  modem  cards  across  all  primary
international  wireless  protocols.

Company  activities generated only a limited amount of revenues during its early
years  of  operation  and  during the past year. The Company does not anticipate
generating  significant  revenue  over  the  next  12 months or longer unless it
acquires  FutureCom  or  some  other  going-concern  organization.

The  amount  of operating expenses the Company anticipates incurring will depend
on a number of factors, including the timing and effort required to conclude the
merger. As of December 31, 2001, the Company has an accumulated deficit incurred
during  its  development  stage  of  approximately  $3,123,000.

LIQUIDITY  AND  CAPITAL  RESOURCES

No material commitments for capital expenditures were made during the year ended
December  31,  2001.

As  of  December  31,  2001,  the  Company  had  a  net stockholders' deficit of
approximately  $1,086,000,  with accumulated losses during the development stage
of  approximately  $  3,123,000,  including  a  loss of approximately $2,663,000
during  the  current  year. The current working capital deficit is approximately
$1,137,000 compared with a working capital deficit of approximately $204,000 the
previous  year.  There  can  be  no  assurance  that the Company will be able to
continue  as  a  going  concern  or  achieve  material  revenues  or  profitable
operations.

The  nominal  amounts  of cash needed to sustain the Company have been fulfilled
through private loans and advances from officers, directors and shareholders, in
addition  to  the  sales  of  existing  private placement shares. Although it is
anticipated that this kind of activity will continue to fund minimal operations,
monies  for  more  strategic  plans  will  likely  be  satisfied  only  with the
conclusion  of  the  business  combination  with FutureCom. The Company plans to
continue  to  utilize a combination of debt and/or equity financings to fund its
short-term  needs, although there can be no assurance that the Company will have
access  to  additional  financing  on  acceptable  terms, or at all. Even if the
merger  with FutureCom closes there can be no assurance that the combined entity
will have access to adequate financial resources on acceptable terms, or at all.


                                        8
<PAGE>
RECENT  ACCOUNTING  PRONOUNCEMENTS

In  December  1999,  the  SEC  staff released Staff Accounting Bulletin No. 101,
"Revenue  Recognition  in  Financial  Statements"  ("SAB 101"). SAB 101 provides
interpretive guidance on the recognition, presentation and disclosure of revenue
in the financial statements. SAB 101 must be applied to the financial statements
no later than the quarter ending September 30, 2000. The adoption of SAB 101 has
not  had  a  material  effect  on  the  Company's  financial  results.

In  March  2000,  the Financial Accounting Standards Board issued Interpretation
No.  44  ("FIN  44")  Accounting  for  Certain  Transactions  Involving  Stock
Compensation,  an  Interpretation  of  APB  Opinion No. 25. FIN 44 clarifies the
application  of  APB  No.  25 for (a) the definition of employee for purposes of
applying  APB  No. 25, (b) the criteria for determining whether a plan qualifies
as  a  non-compensatory  plan,  (c)  the  accounting  consequences  of  various
modifications  to the terms of a previously fixed stock option or award, and (d)
the  accounting  for  an  exchange  of  stock  compensation awards in a business
combination.  FIN  44  is  effective July 2, 2000, but certain conclusions cover
specific  events that occur after either December 15, 1998, or January 12, 2000.
The  Company  adopted  FIN  44  in  accounting  for  employee  stock  options.

In  March  2000,  EITF  00-2  "Accounting  for  Web  Site Development Costs" was
released.  EITF 00-2 provides guidance on how an entity should account for costs
involved in such areas as planning, developing software to operate the web site,
graphics,  content, and operating expenses.  EITF 00-2 is effective for web site
development  costs  incurred  for fiscal quarters beginning after June 30, 2000.

OUTLOOK:  ISSUES  AND  UNCERTAINTIES

Shareholders  and  prospective  purchasers  of the Company's Common Stock should
carefully  consider  the  following  risk  factors  in  addition  to  the  other
information  appearing  in  this  Annual  Report  on  Form  10-KSB.

BUSINESS  RISKS
---------------

     THE  COMPANY'S  CONTINUED  OPERATION  DEPENDS  UPON  A  SUCCESSFUL BUSINESS
     COMBINATION  WITH  FUTURECOM

The  Company currently has no active business operations and does not anticipate
having  a  definitive  business  plan  until  it  acquires technology or another
business.  Therefore,  the  Company's future business operation depends upon its
ability  to  successfully  merge  with  FutureCom.  The  Company  is  currently
negotiating  with  FutureCom to effect a reverse takeover. If the companies fail
to  reach  a  definitive  agreement and consummate the business combination, the
Company  may  not  be  able to fund its business over the next year, which would
Severely  impair  its  ability  to  continue  operating.


                                        9
<PAGE>
     THE COMPANY REQUIRES DEBT OR EQUITY FUNDING, WHICH MAY NOT BE AVAILABLE AND
     MAY  DILUTE  THE  OWNERSHIP  INTERESTS  OF  INVESTORS.

The  Company's  ultimate  success  depends  on  its  ability to raise additional
capital  either through debt or equity financing. The Company must secure enough
funds  to  pay  its  current  liabilities and fund the acquisition of FutureCom.
There  is  no  assurance  that  funds  will  be available from any source or, if
available,  that  they  can  be  obtained on terms acceptable to the Company. If
unavailable,  the Company's operations could be severely limited, and it may not
be  able  to  implement  its business plan. If equity financing is used to raise
additional working capital, the ownership interests of existing shareholders may
be  diluted.

     THE  COMPANY  DEPENDS UPON ROBERT ELLIS TO IMPLEMENT ITS BUSINESS PLAN, AND
     THE  LOSS  OF MR. ELLIS WOULD SIGNIFICANTLY AFFECT ITS BUSINESS OPERATIONS.

The  Company  is  dependent  on  Robert  Ellis,  its President, to implement its
business  plan,  and the loss of Mr. Ellis would affect the Company's ability to
implement  its  business  plan  to  acquire  FutureCom Global, Inc.  There is no
assurance  that  Mr.  Ellis will continue to manage the Company's affairs in the
future.  The  Company  has not obtained key man insurance with respect to any of
its  employees.

     THE  COMPANY  MAY  ENTER INTO NEW LINES OF BUSINESS, WHICH ITS SHAREHOLDERS
     ARE  NOT  GIVEN  THE  OPPORTUNITY  TO  EVALUATE.

In  the  event  of a business combination, acquisition, or change in shareholder
control, the Company may enter into a new line of business which an investor did
not  anticipate  and  in  which  that investor may not want to participate.  The
Company  may make investments in or acquire complementary products, technologies
and businesses, or businesses completely unrelated to its current business plan.
Similarly, an asset acquisition or business combination would likely include the
issuance of a significant amount of the Company's common stock, which may result
in  a  majority  of  the  voting  power being transferred to new investors.  New
investors  may  replace the Company's management.  New management may decide not
to  continue to implement the Company's current business plan, and may decide to
enter into a business completely unrelated to the current business plan which an
investor  did  not  anticipate  and  in  which  that  investor  may  not want to
participate.  In  such a case, an investor could lose its entire investment on a
business  decision  it  did  not get to evaluate at the time of investing in the
Company.

INVESTMENT  RISK
----------------

     THE  COMPANY'S  COMMON  STOCK  CEASED  TRADING ON THE OTC BULLETIN BOARD IN
     DECEMBER  2001  AS  A  RESULT OF THE LATE FILING OF ITS QUARTERLY REPORT ON
     FORM  10-QSB  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001, WHICH HAS HAD A
     NEGATIVE  IMPACT  ON  THE  PRICE  OF  ITS  STOCK.

The  Company's  common  stock  has  been  delisted from the OTC BB and currently
trades  on  the  National  Quotation  Bureau's  Pink  Sheets.  The  price of the
Company's  common stock has fallen and will more than likely continue to decline
if  it does not resume trading on the OTC BB.  The Company's stock will continue
to trade on the Pink Sheets until such time as it reapplies for inclusion on the
OTC  BB. The Company intends to try to return to trading its common stock on the
OTC  BB  but  cannot  ensure  that  it  will  be  successful.

     BOARD  OF  DIRECTORS'  AUTHORITY TO SET RIGHTS AND PREFERENCES OF PREFERRED
     STOCK  MAY  PREVENT  A  CHANGE  IN CONTROL BY STOCKHOLDERS OF COMMON STOCK.

Preferred  shares  may  be  issued  in  series  from  time  to  time  with  such
designation,  rights,  preferences  and  limitations  as  the Company's Board of
Directors  determines by resolution and without shareholder approval. This is an
anti-takeover  measure. The Board of Directors has exclusive discretion to issue
preferred  stock  with rights that may trump those of common stock. The Board of
Directors  could  use  an  issuance  of  Preferred Stock with dilutive or voting
preferences  to  delay,  defer  or prevent common stockholders from initiating a


                                       10
<PAGE>
change  in control of the Company or reduce the rights of common stockholders to
the  net  assets upon dissolution. Preferred stock issuances may also discourage
takeover  attempts  that  may  offer premiums to holders of the Company's common
stock.

     STOCKHOLDERS  DO  NOT  HAVE THE AUTHORITY TO CALL A SPECIAL MEETING THEREBY
     DISCOURAGING  TAKEOVER  ATTEMPTS.

Pursuant to the Company's articles of incorporation, only the Company's Board of
Directors  has  the power to call a special meeting of the stockholders, thereby
limiting  the  ability  of  stockholders  to  effect  a change in control of the
Company.

     LIMITED  LIABILITY  OF  THE  COMPANY'S EXECUTIVE OFFICERS AND DIRECTORS MAY
     DISCOURAGE  STOCKHOLDERS  FROM  BRINGING  A  LAWSUIT  AGAINST  THEM.

The Company's articles of incorporation and bylaws contain provisions that limit
the  liability of directors for monetary damages and provide for indemnification
of  officers  and  directors.  These provisions may discourage stockholders from
bringing a lawsuit against officers and directors for breaches of fiduciary duty
and may also reduce the likelihood of derivative litigation against officers and
directors even though such action, if successful, might otherwise have benefited
the  stockholders. In addition, a stockholder's investment in the Company may be
adversely  affected  to  the  extent  that costs of settlement and damage awards
against  officers  or  directors  are  paid  by  the  Company  pursuant  to  the
indemnification  provisions  of  the  articles of incorporation and by-laws. The
impact on a stockholder's investment in terms of the cost of defending a lawsuit
may  deter  the  stockholder  from  bringing  suit  against one of the Company's
officers  or  directors.  The  Company  has  been advised that the SEC takes the
position that this provision does not affect the liability of any director under
applicable  federal  and  state  securities  laws.

ITEM  7.  FINANCIAL  STATEMENTS
-------------------------------

Financial  statements  and supplementary data are set forth on pages F-1 through
F-9.

ITEM  8.  CHANGES  IN  AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON  ACCOUNTING AND
--------------------------------------------------------------------------------
FINANCIAL  DISCLOSURE
---------------------

None.


                                    PART III

ITEM  9.  DIRECTORS,  EXECUTIVE  OFFICERS,  PROMOTERS  AND  CONTROL  PERSONS;
-----------------------------------------------------------------------------
COMPLIANCE  WITH  SECTION  16(A)  OF  THE  EXCHANGE  ACT
--------------------------------------------------------

On  November  1,  2001  the  Board  of  Directors  of  the  Company accepted the
resignation  of James Abbott and has not filled the vacancy as of April 8, 2002.

The  following  table sets forth the name, age and position of each Director and
Executive  Officer  of  the  Company  as  of  December  31,  2001.


NAME             AGE         POSITION                    TERM
---------------  ---  -----------------------  -------------------------
Robert W. Ellis   60  Director, President and  October 2000 to present
                      Treasurer

John Hockins      58  Director and Secretary   September 2001 to present


All  of  the  directors  of  the  Company will hold office until the next annual
meeting  of  the  shareholders  and until their successors have been elected and
qualified.  There  is  no  family relationship between any executive officer and
director  of  the  Company.


                                       11
<PAGE>
ROBERT  W.  ELLIS  -  DIRECTOR,  PRESIDENT  AND  TREASURER
----------------------------------------------------------

Mr. Robert Ellis is an experienced business executive with more than 30 years of
experience  in  aerospace,  electronics, and telecommunications. He is a degreed
Accountant  and  CPA,  has a broad background in business, project and financial
management, and systems development, but has spent the last 12 years in business
and  general  management positions, as Consultant, CFO, COO, and/or President in
both  private  and  public  companies,  including  Tiernay  Turbines,  Omni
Telecommunications,  DebitFone  International,  Intercontinental Marketing, SATX
and  Far  East  Asia-Tel.

JOHN  HOCKINS  -  DIRECTOR  AND  SECRETARY
------------------------------------------

Mr. John Hockins is the President of the Company's IPS subsidiary in addition to
being  an  officer  and  director  of the Company.  He has more than 35 years of
international  experience  in  technology  companies  along  with  a  degree  in
Electrical  Engineering.  He  is  a  member  of  the Institution of Incorporated
Engineers  of London, United Kingdom.  Mr. Hockins' experience includes 20 years
with  ITT  where  he  gained  applied  knowledge  in  research  and  development
engineering, manufacturing processes, sales and marketing, and business planning
and  systems.


SECTION  16(A)  BENEFICIAL  OWNERSHIP  REPORTING  COMPLIANCE

Directors,  officers  and  beneficial owners of more than 10% of the outstanding
common  stock  of  the  Company  are required by Section 16(a) of the Securities
Exchange  Act  of  1934,  as  amended,  to report to the Securities and Exchange
Commission  their  transactions  in,  and beneficial ownership of, the Company's
common  stock,  including  any  grants of options to purchase common stock.  Mr.
Ellis  and  Mr. Hockins have filed with the SEC Forms 3.  These forms were filed
after  their  due  dates  as  follows:

<TABLE>
<CAPTION>
                                                  NUMBER OF TRANSACTIONS NOT
NAME OF REPORTING PERSON  NUMBER OF LATE REPORTS  REPORTED ON A TIMELY BASIS
------------------------  ----------------------  --------------------------
<S>                       <C>                     <C>
Robert W. Ellis           Form 3                                           0
------------------------  ----------------------  --------------------------
John Hockins              Form 3                                           0
------------------------  ----------------------  --------------------------
</TABLE>

The Company has received a written representation from Mr. Ellis and Mr. Hockins
that  no  Forms  5  are  required.


                                       12
<PAGE>
ITEM  10.  EXECUTIVE  COMPENSATION
----------------------------------

The following table sets forth the compensation that the Company has paid to its
President  for  the year ended December 31, 2001.  No executive officer received
more  than  $100,000  in  annual compensation during the year ended December 31,
2001.  The  Company  does  not  currently have a long-term compensation plan and
does  not grant any long-term compensation to its executive officers.  The table
does not reflect certain personal benefits, which in the aggregate are less than
ten  percent  of  the  President's  salary and bonus.  No other compensation was
granted  for  the  periods  covered.

<TABLE>
<CAPTION>
================================================================================================
                                     SUMMARY COMPENSATION TABLE
================================================================================================

                  Annual Compensation                Long-Term Compensation
                  --------------------               ---------------------------------
                                                     Awards                   Pay-Outs
                                                     -----------------------  --------

                                             Other                Securities  All
                                            Annual   Restricted   Under                 Other
Name and                                    Compen-    Stock      lying                 Compen-
Principal              Salary      Bonus    sation    Award(s)    Options/    LTIP      sation
Position      Year      ($)         ($)       ($)        ($)      SARs (#)    Payouts      ($)
================================================================================================
<S>           <C>   <C>           <C>       <C>      <C>          <C>         <C>       <C>
ROBERT        2001  $145,000 (1)       -0-     -0-           -0-        -0-       -0-        -0-
W. ELLIS      2000     -0-             -0-     (2)           -0-        -0-       -0-        -0-
Director and
President
================================================================================================
</TABLE>

(1)  The  total  paid  and  accrued  compensation to Mr. Ellis was approximately
$145,000.00,  in  addition  to  reimbursable  expenses,  during  the  year 2001.

(2)  Mr.  Ellis received 275,000 shares of the Company's common stock on October
1, 2000 as compensation for services to be rendered as President of the Company.

STOCK OPTION GRANTS

The  following  table sets forth information with respect to options to purchase
Common  Stock granted to each of the Company's directors and officers during its
most  recent  fiscal  year ended December 31, 2001:

<TABLE>
<CAPTION>
-------------------------------------------------------------------------------
              Common Shares    % of Total
                  Under       Options/SARs   Exercise or Base
              Options/SARs     Granted to          Price
                 Granted      Employees in   ($/Common Share)
Name                #        Financial Year                     Expiration Date
-------------------------------------------------------------------------------
<S>           <C>            <C>             <C>                <C>
ROBERT              -0-      N/A             N/A                N/A
W. ELLIS
Director and
President
-------------------------------------------------------------------------------
</TABLE>


                                       13
<PAGE>
EXERCISES  OF  STOCK  OPTIONS  AND  YEAR-END  OPTION  VALUES

The  following is a summary of options to purchase Common Stock exercised by our
officers,  directors  and  employees  during  the  financial year ended December
31,2001:

<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------

                    AGGREGATED OPTION/SAR EXERCISES DURING THE LAST
              FINANCIAL YEAR END AND FINANCIAL YEAR-END OPTION/SAR VALUES

-----------------------------------------------------------------------------------------

                                                                     Value of Unexercised
              Common Shares                    Unexercised Options       in-the-Money
               Acquired on       Aggregate         at Financial        Options/SARs at
                 Exercise     Value Realized       Year-End (#)       Financial Year-End
Name               (#)              ($)                ($)
-----------------------------------------------------------------------------------------
<S>           <C>             <C>              <C>                   <C>
ROBERT             -0-        N/A              N/A                   N/A
W. ELLIS
Director and
President
-----------------------------------------------------------------------------------------
</TABLE>


OUTSTANDING  STOCK  OPTIONS  AND  OTHER  BENEFITS

No  health,  retirement,  pension,  profit sharing, stock option grants, special
insurance  programs or similar benefits have been adopted by the Company for its
officers  or  directors  at  this time.  No executive officer or director of the
Company  holds  any  options  or  warrants  to  purchase  any  of  the Company's
securities  at  this  time.

COMPENSATION  OF  DIRECTORS

Directors  are not compensated for their service as directors. All directors are
reimbursed  for  any  reasonable  expenses  incurred in the course of fulfilling
their  duties  as  a  director  of  the  Company.

EMPLOYMENT  CONTRACTS

Robert  W.  Ellis  has  an employment agreement with the Company for a four-year
term  ending  in  September, 2004 and may be renewed by mutual agreement between
the  parties.  The  agreement provides for an initial base salary of $144,000 to
be  paid  to  Mr.  Ellis  on  an  annual  basis.  In  addition,  it entitles the
following:  performance  bonuses;  medical  health  benefits;  leased  vehicles;
office  space;  office  equipment  and  supplies;  expense  reimbursement;
indemnification from any claim or lawsuit which may be asserted against him when
acting  in  their  official  capacity  for  the  Company  provided  that  the
indemnification  is  not  in  violation  of  any federal or state law or rule or
regulation  of  the  Securities and Exchange Commission; and options to purchase
shares  of  common stock of the Company.  The employment agreement also contains
certain  provisions  with  respect  to  confidentiality,  noncompetition  and
termination.


                                       14
<PAGE>
2001  STOCK  OPTION / PERFORMANCE  AWARD  PLAN

The  Board  of  Directors of the Company adopted and approved the Company's 2001
Stock  Option Performance Award Plan (the "Plan"). The purpose of the Plan is to
enable  the  Company to offer its officers, directors, employees and consultants
and  advisors equity interests in the Company, thereby attracting, retaining and
rewarding such personnel. The Company believes that increased share ownership by
such  persons  more  closely  aligns  stockholder  and  employee  interests  by
encouraging  a  greater  focus  on  the  profitability  of the Company. There is
reserved  for  issuance  under the Plan an aggregate of 10,000,000 shares of the
Company's  common stock. All of the reserved shares may, but need not, be issued
pursuant  to  the  exercise  of  stock  options or through award grants. Options
granted  under  the  Plan may be either "incentive stock options," as defined in
Section  422  of  the Internal Revenue Code of 1986, as amended (the "Code"), or
"non-statutory  options".  A  copy of the Plan may be found as an exhibit to the
Company's  registration  statement  on  Form  S-8 filed with the SEC on July 12,
2001.  As  of  December  31,  2001, 10,000,000 performance stock awards had been
granted  at  prevailing  market  prices  on  the  dates  of  grant.

ITEM  11.  SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS  AND  MANAGEMENT
--------------------------------------------------------------------------------

The  following table sets forth as of April 8, 2002 certain information known to
the  Company  regarding  the beneficial ownership of the Company's common stock,
and as adjusted to reflect the share ownership for (i) each executive officer or
director  of  the  Company  who  beneficially owns shares; (ii) each shareholder
known  to  the  Company  to  beneficially  owns  more  than  five percent of the
outstanding  shares  of  its  common stock; and (iii) all executive officers and
directors  as  a  group.  The Company believes that the beneficial owners of the
common  stock  listed below, based on information furnished by such owners, have
sole  investment  and  voting  power  with  respect  to  such shares, subject to
community  property  laws  where  applicable.

<TABLE>
<CAPTION>
                                                                PERCENTAGE OF
NAME AND POSITION                          NUMBER OF SHARES  OUTSTANDING SHARES
-----------------------------------------  ----------------  -------------------
<S>                                        <C>               <C>
Robert W. Ellis - Director and President            275,000                1.26%
8019 N. Himes Ave.
Tampa, Florida 33614

-----------------------------------------  ----------------  -------------------
John Hockins - Director and Secretary                40,500                0.19%
1722 Avenida Crescenta
San Clemente, California  92672

-----------------------------------------  ----------------  -------------------
R. Markle Investment Trust                        1,600,000                7.31%
P.O. Box 541182
Houston, Texas  77254

-----------------------------------------  ----------------  -------------------
ALL CURRENT DIRECTORS AND
OFFICERS AS A GROUP (2 Persons)                     315,500                1.44%
-----------------------------------------  ----------------  -------------------
</TABLE>

CHANGE  IN  CONTROL

If  the  Company  executes  a  definitive agreement to merge with FutureCom, the
expectation is that the merger would result in a reverse takeover of the Company
whereby  a majority of the outstanding common stock of the Company would be held
by  current  FutureCom  shareholders immediately following the effective date of
the  merger and the officers and directors of the Company would be replaced with
officers  and  directors  selected  by  FutureCom.

ITEM  12.  CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS
-------------------------------------------------------------

No  transactions  with management or other parties occurred during the year that
would  otherwise  be  reported  under  this  section.


                                       15
<PAGE>
ITEM  13.  EXHIBITS  AND  REPORTS  ON  FORM  8-K
------------------------------------------------

EXHIBITS

Exhibit
Number          Description
------          -----------
3.1             Amended and Restated Articles of Incorporation dated December
                1, 2000

3.2             Articles of Amendment regarding Series A Preferred Stock dated
                October 23, 2001

3.3             Bylaws

4.1             Specimen Stock Certificate for Shares of Common Stock of the
                Company

4.2*            2001 Stock Option / Performance Stock Plan

10.1            Employment Agreement Between QuadraComm, Inc. and Robert W.
                Ellis

21.1            List of Subsidiaries

*  Filed on July 12, 2001, as an exhibit to the Company's registration statement
on  Form  S-8  and  incorporated  herein  by  reference.


REPORTS  ON  FORM  8-K

A  report  on Form 8-K dated August 21, 2001 was filed by the Company on October
24,  2001.  The  report contained an Item 2 disclosure regarding the acquisition
of  RF Scientific, Inc., a private Florida  corporation.  As discussed under the
section  of this Form 10-KSB entitled "Legal Proceedings" above, the Company and
RF  Scientific, Inc. are currently negotiating to unwind the transaction.


SIGNATURES
----------

In  accordance  with  Section  13  or  15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                QUADRACOMM, INC.

                                By:  /s/  Robert W. Ellis
                                   ------------------------
                                   Robert  W.  Ellis
                                   President  and  Director

                                Date:  April 12, 2002
                                     -----------------

In  accordance  with  the Exchange Act, this report has been signed below by the
following  persons  on behalf of the registrant and in the capacities and on the
dates  indicated.

                            By:  /s/  Robert W. Ellis      Date:  April 12, 2002
                               ----------------------           ----------------
                               Robert W. Ellis
                               President and Director

                            By:  /s/  John Hockins         Date:  April 12, 2002
                               --------------------             ----------------
                               John  Hockins
                               Secretary  and  Director


                                       16
<PAGE>



                        QUADRACOMM, INC. AND SUBSIDIARIES

                        CONSOLIDATED FINANCIAL STATEMENTS

                           DECEMBER 31, 2001 AND 2000


<PAGE>
<TABLE>
<CAPTION>
                                        INDEX TO FINANCIAL STATEMENTS

<S>                                                                                                     <C>
Independent Auditor's Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  F-2

Balance Sheet as at December 31, 2001 and 2000 (audited) . . . . . . . . . . . . . . . . . . . . . . .  F-3

Statements of Operations for the years ended December 31, 2001 and 2000, and the period from
March 13, 1992 (inception) to December 31, 2001 (audited). . . . . . . . . . . . . . . . . . . . . . .  F-4

Statements of Stockholders Equity for the years ended December 31, 2001 and 2000, and the period from
March 13, 1992 (inception) to December 31, 2001 (audited). . . . . . . . . . . . . . . . . . . . . . .  F-5

Statement of Cash Flow for the years ended December 31, 2001 and 2000, and the period from
March 13, 1992 (inception) to December 31, 2001 (audited). . . . . . . . . . . . . . . . . . . . . . .  F-6

Notes to Financial Statements (audited). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  F-7
</TABLE>


                                      F - 1
<PAGE>
ALESSANDRI & ALESSANDRI, P.A.
CERTIFIED PUBLIC ACCOUNTANTS
--------------------------------------------------------------------------------


                          INDEPENDENT AUDITORS' REPORT

QuadraComm,  Inc.
Tampa,  Florida

     We  have audited the accompanying consolidated balance sheet of QuadraComm,
Inc.  and  Subsidiaries (a development stage company) (formerly, P.M. Management
Systems,  Inc.)  ("Company"),  as  of  December  31,  2001,  and  the  related
consolidated  statements of operations, stockholders' equity, and cash flows for
the  years ended December 31, 2001 and 2000.  These financial statements are the
responsibility of the Company's management.  Our responsibility is to express an
opinion  on  these  financial  statements  based  on  our  audit.  The financial
statements  of  the  Company  as  of  December  31,  1999, were audited by other
auditors  whose report dated March 18, 2000, expressed an unqualified opinion on
those  financial  statements.

     We  conducted  our  audit  in  accordance with auditing standards generally
accepted in the United States of America.   Those standards require that we plan
and  perform  the  audits  to  obtain  reasonable  assurance  about  whether the
financial  statements  are  free  of  material  misstatement.  An audit includes
examining,  on  a test basis, evidence supporting the amounts and disclosures in
the  financial  statements.  An  audit  also  includes  assessing the accounting
principles  used  and  significant  estimates  made  by  management,  as well as
evaluating  the  overall  financial statement presentation.  We believe that our
audit  provides  a  reasonable  basis  for  our  opinion.

     In  our  opinion,  the  consolidated financial statements referred to above
present  fairly, in all material respects, the financial position of QuadraComm,
Inc.,  and  Subsidiaries (formerly P.M. Management Systems, Inc.) as of December
31, 2001, and the results of its consolidated operations and its cash flows, for
the  years  ended  December  31,  2001  and  2000, in conformity with accounting
principles  generally  accepted  in  the  United  States  of  America.

     The  accompanying  consolidated  financial  statements  have  been prepared
assuming that the Company will continue as a going concern.  As discussed in the
notes  to  the  financial  statements, the Company has not commenced operations.
Accordingly,  the  Company  is  dependent  upon  the  attainment  of  profitable
operations,  loans,  and/or  equity  financing  to conduct its operations, which
situation  raises  substantial  doubt  about  its ability to continue as a going
concern.  The  financial  statements  do  not include any adjustments that might
result  from  the  outcome  of  these  uncertainties.


                                        /S/ ALESSANDRI & ALESSANDRI, P.A.

April 4, 2002


                            Accountants & Consultants
              5121 Ehrlich Road  Suite 107-B  Tampa, Florida 33624
                       (813) 969-1995  Fax (813) 960-2740
Member: American Institute of Certified Public Accountants/Division of CPA Firms
            Member: Florida Institute of Certified Public Accountants


                                      F - 2
<PAGE>
<TABLE>
<CAPTION>
                                             QUADRACOMM, INC.
                                 (FORMERLY P.M. MANAGEMENT SYSTEMS, INC.)
                                      (A DEVELOPMENT STAGE COMPANY)
                                       CONSOLIDATED BALANCE SHEETS
                                        DECEMBER 31, 2001 AND 2000
----------------------------------------------------------------------------------------------------


                                                                                2001         2000
                                                                            ------------  ----------
<S>                                                                         <C>           <C>
                                          ASSETS

CURRENT ASSETS
  Cash                                                                      $     3,161   $   2,845
  Inventory                                                                       3,518
                                                                            ------------  ----------
                      Total Current Assets                                        6,679       2,845
                                                                            ------------  ----------

EQUIPMENT & FURNITURE
  Office Equipment & Furniture (net of depreciation of $14,302)                  34,899      18,283
                                                                            ------------  ----------

OTHER ASSETS
  Miscellaneous advances (less allowance of $357,529)                                 1           1
  Deposits                                                                       16,640         400
                                                                            ------------  ----------
                     Total Other Assets                                          16,641         401
                                                                            ------------  ----------

                               TOTAL                                        $    58,219   $  21,529
                                                                            ============  ==========


                  LIABILITIES & STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts Payable                                                          $   304,091   $ 141,561
  Accrued Expenses                                                              700,026
  Other liabilities                                                              85,541
  Notes Payable                                                                  54,093      65,490
                                                                            ------------  ----------
                   Total Liabilities                                          1,143,751     207,051
                                                                            ------------  ----------

STOCKHOLDERS' EQUITY
   Preferred stock-No par value in 1999; $.001par value per share in 2001
    10,000,000 shares authorized; no shares issued in 2001
   Common Stock - No par value in 1999; $.001 par value in 2001
    100,000,000 shares authorized; shares issued and outstanding
    24,045,172 and 7,259,600,  respectively                                      24,045      72,596
   Paid-in Capital                                                            2,013,107     202,004
  Deficit accumulated during the development stage                           (3,122,684)   (460,122)
                                                                            ------------  ----------

                     Total Stockholders' Equity                              (1,085,532)   (185,522)
                                                                            ------------  ----------

                               TOTAL                                        $    58,219   $  21,529
                                                                            ============  ==========
</TABLE>



                      See Notes to Consolidated Statements.


                                      F - 3
<PAGE>
<TABLE>
<CAPTION>
                                           QUADRACOMM, INC.
                               (FORMERLY P.M. MANAGEMENT SYSTEMS, INC.)
                                    (A DEVELOPMENT STAGE COMPANY)
                                 CONSOLIDATED STATEMENT OF OPERATIONS
                              FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000
                     AND FOR THE PERIOD FROM JANUARY 1, 1996 TO DECEMBER 31, 2001
------------------------------------------------------------------------------------------------



                                                                                     SINCE
                                                        2001         2000       JANUARY 1, 1996
                                                    --------------------------------------------
<S>                                                 <C>           <C>          <C>
SALES                                               $    11,346   None         $         11,346

COST OF SALES                                             4,505   None                    4,505
                                                    --------------------------------------------

GROSS PROFIT                                              6,841   None                    6,841

EXPENSES
  General and Administrative                          2,494,590   $  378,740          2,952,680

  Depreciation and Amortization                         173,044        2,032            175,076
                                                    --------------------------------------------

                         Total  Expenses              2,667,634      380,772          3,127,757
                                                    --------------------------------------------

NET (PROFIT)/LOSS BEFORE OTHER INCOME AND EXPENSES   (2,660,793)    (380,772)        (3,120,916)

OTHER INCOME AND EXPENSES

  Other Income                                              151                             151

  Other Expenses                                          1,919                           1,919


NET LOSS                                            $(2,662,561)  $ (380,772)  $     (3,122,684)
                                                    ============================================



LOSS PER SHARE                                      $     0.148   $    0.050
                                                    ------------  -----------


WEIGHTED AVERAGE NUMBER OF SHARES                    18,002,742    7,009,578
                                                    ------------  -----------
</TABLE>


                      See Notes to Consolidated Statements.


                                      F - 4
<PAGE>
<TABLE>
<CAPTION>
                                                         QUADRACOMM, INC.
                                             (FORMERLY P.M. MANAGEMENT SYSTEMS, INC.)
                                                   (A DEVELOPMENT STAGE COMPANY)
                                     CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                                          FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000
                                   AND FOR THE PERIOD FROM JANUARY 1, 1996 TO DECEMBER 31, 2001
-----------------------------------------------------------------------------------------------------------------------------
                                                                                                                   DEFICIT
                                                                                                                 ACCUMULATED
                                                                   COMMON STOCK AND                              DURING THE
                                                 PREFERRED STOCK    PAID-IN CAPITAL                  TREASURY    DEVELOPMENT
                                     SHARES             $               SHARES             $          STOCK         STAGE
                                   -----------  -----------------  -----------------  ------------  ----------  -------------
<S>                                <C>          <C>                <C>                <C>           <C>         <C>
Balance, January 1, 1996. . . . .   1,000,000   $          1,000         10,000,000   $ 1,999,150   $    (150)  $    (75,000)

Cancellation of outstanding
  shares                                                                 (7,980,000)   (1,925,000)


                                   -----------  -----------------  -----------------  ------------  ----------  -------------
Balance, December  31, 1996 . . .   1,000,000   $          1,000          2,020,000        74,150        (150)       (75,000)

Net Loss
                                   -----------  -----------------  -----------------  ------------  ----------  -------------
Balance, December 31, 1997. . . .   1,000,000   $          1,000          2,020,000        74,150        (150)       (75,000)

Net Loss
                                   -----------  -----------------  -----------------  ------------  ----------  -------------
Balance, December 31, 1998. . . .   1,000,000   $          1,000          2,020,000        74,150        (150)       (75,000)

Net Loss                                                                                                              (4,350)
                                   -----------  -----------------  -----------------  ------------  ----------  -------------
Balance, December 31, 1999. . . .   1,000,000   $          1,000          2,020,000        74,150        (150)       (79,350)

Cancellation of preferred stock .  (1,000,000)            (1,000)                           1,000
Cancellation of treasury stock                                                               (150)        150
Stock split (3 for 1)                                                     4,040,000
Shares issued for technology                                              1,000,000
Sale of common shares                                                       198,000       198,000
Shares issued for services                                                    1,600         1,600
Net Loss                                                                                                            (380,772)
                                   -----------  -----------------  -----------------  ------------  ----------  -------------

Balance, December 31, 2000. . . .  None         None                      7,259,600       274,600   None            (460,122)
                                   -----------  -----------------  -----------------  ------------  ----------  -------------

Cancellation of restricted stock                                         (1,460,000)      (62,966)
Cancellation of ordinary stock                                           (4,015,750)     (172,888)
Shares issued for technology
Sale of common shares                                                    11,261,322       768,406
Shares issued for services                                               11,000,000     1,230,000

Net Loss                                                                                                          (2,662,561)
                                   -----------  -----------------  -----------------  ------------  ----------  -------------
Balance, December 31, 2001. . . .  None         None                     24,045,172   $ 2,037,152   None        $ (3,122,684)
                                   ===========  =================  =================  ============  ==========  =============
</TABLE>


                      See Notes to Consolidated Statements.


                                      F - 5
<PAGE>
<TABLE>
<CAPTION>
                                          QUADRACOMM, INC.
                              (FORMERLY P.M. MANAGEMENT SYSTEMS, INC.)
                                    (A DEVELOPMENT STAGE COMPANY)
                                CONSOLIDATED STATEMENT OF CASH FLOWS
                           FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000
                    AND FOR THE PERIOD FROM JANUARY 1, 1996 TO DECEMBER 31, 2001
                    ------------------------------------------------------------


                                                                                      Since
                                                             2001         2000      January 1,
                                                                                       1996
                                                         ------------  ----------  ------------
<S>                                                      <C>           <C>         <C>
CASH FLOWS FROM (TO) OPERATING ACTIVITIES:
Net Income (Loss) From Operations:                       $(2,662,561)  $(380,772)   (3,122,684)
Add: Non-Cash Items
  Depreciation and Amortization                              173,044       2,032       175,076
  Allowance for doubtful advances                            305,543      51,986       357,529

Changes in Assets and Liabilities:
  Inventory                                                   (3,518)      1,600        (3,518)
   Miscellaneous receivables                                      (1)    (51,987)      (51,988)
   Deposits                                                  (16,421)       (400)      (16,821)
   Accounts payable & other liabilities                      948,097     202,701     1,156,749

                                                         ------------  ----------  ------------
Net Cash From (To) Operating Activities                   (1,255,817)   (174,840)   (1,505,657)
                                                         ------------  ----------  ------------

CASH FLOWS FROM (TO) INVESTING ACTIVITIES:
Acquisition of Equipment                                     (16,616)    (20,315)      (36,931)

                                                         ------------  ----------  ------------
Net Cash From (To) Investing Activities                      (16,616)    (20,315)      (36,931)
                                                         ------------  ----------  ------------

CASH FLOWS FROM (TO) FINANCING ACTIVITIES:
Proceeds from sales of common stock                        1,520,000     198,000     1,790,155
Repayment of debt                                            (11,397)                  (11,397)
Retirement of Shares                                        (235,854)                 (235,854)
                                                         ------------  ----------  ------------
Net Cash From (To) Financing Activities                    1,272,749     198,000     1,542,904
                                                         ------------  ----------  ------------

Increase (Decrease) in Cash                                      316       2,845           316
CASH BALANCE, DECEMBER 31, 2000                                2,845           0         2,845
                                                         ------------  ----------  ------------
CASH BALANCE, DECEMBER 31, 2001                          $     3,161   $   2,845   $     3,161
                                                         ============  ==========  ============

SUPPLEMENTAL DISCLOSURE OF NON-CASH TRANSACTIONS:
  The Company issued 11,000,000 common shares in lieu
    of consulting expenses with a value of $1,230,000.
</TABLE>


                      See Notes to Consolidated Statements.


                                      F - 6
<PAGE>
                                QUADRACOMM, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           DECEMBER 31, 2001 AND 2000
================================================================================

1.   HISTORY

     The  entity  was  incorporated  under  the laws of the State of Colorado on
March  13, 1992 under the name Processed Based Management, Inc.; filed a Form 10
with the Securities and Exchange Commission on March 11, 1993; made a Regulation
D filing on July 30, 1993; and, changed its name to PM Management Systems, Inc.,
on  May  5,  1994.  On September 2, 1994 the entity declared a one for one stock
dividend  and  in  September 1994 acquired all of the units of a certain limited
liability  company  for  7,980,000  of  its  common  shares.  The  acquisition
transaction  was  reversed  in  December in 1995 and the 7,890,000 common shares
returned  and cancelled. During the period from January 1996 to 2000, the entity
has  been  dormant.

     In January 2000 the name was changed to RF Technology, Inc. and a three for
one  split  was  declared.  Subsequently  in  December  2000  the  Articles  of
Incorporation  were  amended  to  increase  the  authorized  common  shares  to
100,000,000  and  preferred  shares  to 10,000,000 and the par value was changed
from  no  par  value  to  a par value of $.001 per share for both the common and
preferred  shares.  The  name of the corporation was changed to QuadraComm, Inc.
(hereinafter  "Company").

     Also  in 2000, the Company has embarked upon a program of seeking operating
entities  to acquire.  In that connection, it has entered into letters of intent
and  a  form of merger agreements to acquire certain of the operations entities.
As  of  December  31,  2000,  none  of  the  agreements  had  been  finalized.

     In  January 2001, the Company acquired International Prepaid Systems, Inc.,
for  100,000  of  the  common  shares  of  the  Company  and  $50,000.

     In  August  of  2001, the Company entered into an agreement to acquire R.F.
Scientific,  Inc.  Such  transaction was structured as an agreement for cash and
stock.  The  two  companies  completed  the  transaction,  issued  the stock and
transferred cash. However, due to uncertain economic times occurring in the next
months,  the two companies decided to "unwind" such transaction as it was unable
to  effectively  continue  operations as a combined entity. The stock portion of
the transaction was "unwound" and returned, however, cash advances have not been
repaid  to  the  Company  as  of  December  31,  2001.

2.   BASIS  OF  ACCOUNTING

     The financial statements of the Company have been prepared in United States
dollars  in  accordance  with  accounting  principles  generally accepted in the
United States.    Certain reclassifications have been made to conform prior year
data  to  the  current  year  presentations.


                                      F - 7
<PAGE>
     The  financial  statements  of the Company as of December 31, 2001 and 2000
and  for the year and period then ended have been prepared on the basis that the
Company  is  a  going  concern, which contemplates the realization of assets and
satisfaction  of  liabilities in the normal course of business.  At December 31,
2001  the  Company's  assets totaled $58,219  and current liabilities aggregated
$1,143,751.  For  the  period  from  inception (January 1, 1996) to December 31,
2001, the Company has incurred, losses totaling $3,122,684. Such losses together
with  the  absence  of  all  but  a  minor amount of revenues, has significantly
impacted  the  liquidity  and  capital  resources  of  the  Company,  and raises
substantial  doubt  about  the  ability  of  the  Company to continue as a going
concern.  No  adjustments  have been recorded in the financial statements of the
Company  to  reflect  the  uncertainty  of  the  going  concern  and the related
realization  of  assets  and  satisfaction  of  liabilities.

     Management  expects  to achieve its future cash needs from a combination of
sales of its equity securities, acquisitions, and borrowings, pending attainment
of  profitable  operations.


3.   SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

     CASH AND CASH EQUIVALENTS:  Cash and cash equivalents are comprised of cash
and  highly  liquid  investments  with  a  maturity of three months or less when
purchased.  The  Company  had  no  cash  equivalents as of December 31, 2001 and
2000.

     EQUIPMENT:  Equipment  is  stated  at  acquisition  cost.  The  cost  of
replacements,  renewals,  and  betterments,  that  neither add materially to the
value  of  the  equipment and furniture, nor appreciable prolong their lives are
charged  to  expense  as  incurred.  Depreciation  is  provided  using  the
straight-line  method  over  the  estimated  useful  lives  of  five  years.

     INCOME  TAXES:  The  provision (benefit) for income taxes is based upon the
pre-tax  earnings  (loss)  reported  in  the  financial statements, adjusted for
transactions that may never enter in the computation of income taxes payable.  A
deferred  tax  asset  or  liability  is  recognized for the estimated future tax
affect  attributable  to  temporary differences in the recognition of income and
expenses  for  financial  statements  and  income  tax  purposes.  A  valuation
allowance  is provided in the event that the tax benefits are not expected to be
realized.

     EARNINGS (LOSS) PER SHARE:  Earnings (loss) per common share are based upon
the  weighted  number  of  common  shares  outstanding  during  the  period.

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


                                      F - 8
<PAGE>
     REVENUE  RECOGNITION:  Revenues will be recognized upon the delivery of the
products  and  services

     RESEARCH  &  DEVELOPMENT,  ADVERTISING,  AND  START-UP  COSTS:  Research  &
development, advertising, and start-up costs are charged to expense as incurred.

     CONCENTRATIONS  OF  RISK  and  CREDIT  RISK:   Company  operations have not
commenced, and hence there in no concentration or credit risk.  The Company does
not  have  a material concentration of accounts receivable or other credit risk.

     IMPAIRMENT  OF  LONG-LIVED  ASSETS:  The  Company  has  not  recognized any
charges  from  the  impairment of its long-lived assets, as it believes that its
long-lived  assets  have  not  been  impaired.

     FINANCIAL  INSTRUMENTS:  Assets  and liabilities, as a matter of accounting
policy,  are  reflected  in the accompanying financial statements at values that
the  Company  considers  represent  their  respective  fair  values.

4.  INVENTORY

Inventories totaled $3,518 which was made up of prepaid phone cards. At December
31,  2001,  there  was  no  obsolete  inventory  and  as  such, no allowance was
recorded.

5.  MISCELLANEOUS  ADVANCES

     During  2001,  the  Company  has  made  certain  cash  advances aggregating
approximately  $305,543  to  business  units that it expects to acquire and some
employees.  Because  there is no assurance nor explicit collateral or agreements
for  the  repayment of such amounts, an allowance of like amount was recorded as
of  December  31,  2001.

6.  INCOME  TAXES

        The  Company  will  need  to  realize profits to utilize the accumulated
losses  that aggregated $3,122,684 as of December 31, 2001.  Further, because of
the  nature  of the losses they may not be deductible, except in reduced amounts
over  various  periods  of time.  Accordingly, because of these uncertainties, a
valuation  allowance  of  an equal amount was established because the benefit is
more  likely  than  not  to  be  lost.

7.  ACCRUED  EXPENSES  AND  OTHER  LIABILITIES

     The  Company  has  accrued  expenses  of  $700,026 and other liabilities of
$85,541.  The  accrued  expenses represent accrued payroll and allowances due to


                                      F - 9
<PAGE>
employees  of the Company. The other liabilities represent reimbursements due to
the employees of the Company who have expensed personal funds for the benefit of
the  company.

8.   NOTES  PAYABLE

     Notes  payable  consist  of a variety of notes payable to individuals which
were  acquired  in  the acquisition of IPS. The balance of the notes payable are
due  at various dates through 2005. Interest rates on the notes range from 9.64%
to  18%.

9.   COMMON  AND  PREFERRED  STOCK

     Common Stock:  The Company is authorized to issue 100,000,000 shares of its
     -------------
$.001  par  value  common  stock,  of  which  24,045,172  were outstanding as of
December  31,  2001.  Dividends  are  payable  upon  declaration by the board of
directors,  and  the common shares do not have pre-emptive rights nor cumulative
voting  rights.

     During  2001,  there  were  a  number  of  shares  issued for acquisitions,
services  rendered  totaling  22,261,322  shares.  There  were  also a number of
cancellations  of  shares  due to "unwinding" of transactions totaling 5,475,750
shares.

     Preferred  Stock:  The  Company is authorized to issue 10,000,000 shares of
     -----------------
its  $.001  par  value  preferred  stock.  No  preferred  shares were issued and
outstanding  as of December 31, 2001.  The board of directors of the Company may
issue the preferred stock in series and may determine the rights and preferences
of  each  series.

     In  January 2001, the Company acquired International Prepaid Systems, Inc.,
for  100,000  of  the  common  shares  of  the  Company  and  $50,000.

10.  COMMITMENTS  AND  CONTINGENCIES

     The  Company  leases  its office facilities on a month to month basis which
requires monthly rental payments of approximately $960 per month including taxes
and  fees.

     During  the  ordinary course of business, the Company is subject to pending
claims and legal actions.  In the opinion of management, the ultimate resolution
of  these  types  of  claims  and/or  legal proceedings, if any, will not have a
material adverse effect on the operations and financial position of the Company.


                                      F - 10
<PAGE>
<TABLE>
<CAPTION>
                                  EXHIBIT INDEX


EXHIBIT
NUMBER    DESCRIPTION
--------  -----------
<S>       <C>
3.1       Amended and Restated Articles of Incorporation dated December 1, 2000

3.2       Articles of Amendment regarding Series A Preferred Stock
          dated October 23, 2001

3.3       Bylaws

4.1       Specimen Stock Certificate for Shares of Common Stock of the Company

4.2*      2001 Stock Option / Performance Stock Plan

10.1      Employment Agreement Between QuadraComm, Inc. and Robert W. Ellis

21.1      List of Subsidiaries
</TABLE>

*  Filed on July 12, 2001, as an exhibit to the Company's registration statement
on  Form  S-8  and  incorporated  herein  by  reference.


<PAGE>