UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549


                                   FORM 10-QSB


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

For the quarterly period ended December 31, 1998  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 000-21659


                                   EDnet, INC.

        (Exact name of small business issuer as specified in its charter)


            Colorado                                       84-1273795
---------------------------------                      -------------------
State or other jurisdiction                            (I.R.S. Employer
of incorporation or organization)                      Identification No.)


One Union Street, San Francisco, California                   94111
-------------------------------------------                -----------
Address of principal executive offices                      (Zip Code)


Issuer's telephone number, including area code            (415) 274-8800
                                                          --------------


         Check whether the issuer (1) filed all reports  required to be filed by
Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 during the past 12
months (or for such shorter period that the registrant was required to file such
reports),  and (2) has been subject to such filing  requirements for the past 90
days. Yes (X) No ( ).

Number of shares outstanding of the issuer's common stock as of December 31,
1998:   16,761,836

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

<PAGE>
                                   EDnet, Inc.
                        CONSOLIDATED STATEMENTS OF INCOME
               For the Three Months ended December 31, 1998 & 1997
                                                          Three Months Ended
                                                       December 31  (Unaudited)
                                                       ------------------------
                                                          1998          1997
Revenues:                                              ----------     ---------
    Equipment sales                                    $  244,521    $  283,581
    Installation and monthly fees                         155,371       155,382
    Web design and consulting                             191,661       168,062
    Usage and hosting fees                                413,395       362,307
    Other fess                                             22,610        39,325
                                                       ----------     ---------
                                                        1,027,558     1,008,657
Cost of sales                                             704,882       678,104
                                                       ----------     ---------
    Gross Profit                                          322,676       330,553
                                                               
Sales and Marketing expenses                              136,841       150,722
General and Administrative expenses                       279,100       150,692
                                                       ----------     ---------
                                                          415,941       301,414
    Income (loss) before other income
     (expenses)and provision for income taxes             (93,265)       29,139
                                                       ----------     ---------
Other income (expense):
    Interest income (expense)                                (498)      (17,269)
    Gain on sale of subsidiary
       - Internet Business Solution                       663,530             -
    Gain on sale of investment                                  -       248,334
    Other income (expense)                                   (632)            -
                                                       ----------     ---------
    Total other income (expense), net                     662,400       231,065
                                                       ----------     ---------
    Income (loss) before provision for income taxes       569,135       260,204

Income taxes                                                4,000         2,400
                                                       ----------     ---------
    Net income (loss) before extraordinary item           565,135       257,804
                                                       ----------     ---------
Extraordinary item-gain on restructuring of
    debt (no applicable income taxes)                           -        88,451
    Net income (loss)                                  $  565,135    $  346,255
                                                       ==========     =========
Basic income (loss) per share
    income (loss) before extraordinary item                  0.03          0.04
    Net income (loss)                                        0.03          0.05
Diluted income (loss) per share
    Income (loss) before extraordinary item                  0.02          0.04
    Net income (loss)                                        0.02          0.05

Weighted average number of shares outstanding          16,761,836     7,264,345
Effect of dilutive stock options and warrants          11,886,878
                                                       ----------     ---------
                                                       28,648,714     7,264,345
                                                       ==========     =========
              The accompanying notes are an integral part of these
                       consolidated financial statements.
<PAGE>
Part I.  FINANCIAL INFORMATION
                                   EDnet, Inc.
                           CONSOLIDATED BALANCE SHEETS
                 As of December 31, 1998 and September 30, 1998

                              ASSETS                  12/31/98         9/30/98 
                                                     (Unaudited)      (Audited)
CURRENT ASSETS                                       -----------     ----------
    Cash                                               $559,473         $88,470
    Cash - restricted                                   100,000
    Accounts Receivable, net of allowance
     for doubtful accounts of $2,908 and $8,500         377,779         574,800
     in December 31, 1998 and September 30, 1998                              -
    Note Receivable - related party                      29,056          33,008
    Inventories                                         149,749         122,986
    Other Current Assets                                 23,702           5,427
                                                     -----------     ----------
      TOTAL CURRENT ASSETS                            1,239,759         824,691

PROPERTY AND EQUIPMENT, NET                             209,488         380,416

OTHER ASSETS                                              1,754           6,455
                                                     -----------     ----------
    TOTAL ASSETS                                     $1,451,001      $1,211,562
                                                     ==========      ==========

                  LIABILTIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
    Accounts payable                                   $362,467        $303,628
    Accrued expenses                                     79,046         239,476
    Deferred revenue                                     21,577          33,421
    Line of credit                                            -           8,214
    Notes payable - Related Party                        40,500         240,500
    Current portion of capital lease obligations         15,147          17,147
                                                     -----------     ----------
      TOTAL CURRENT LIABILITIES                         518,737         842,386

Capital Lease obligations                                13,077          15,058
                                                     -----------     ----------
    TOTAL LIABILITIES                                   531,814         857,444

STOCKHOLDERS' EQUITY
    Common  stock;  par value $0.001 per share
     Authorized 50,000,000 shares, 16,761,836 issued
     and outstanding as of December 31, 1998
     and September 30, 1998 respectively                 16,761          16,761

    Capital paid in excess of par
     value of common stock                            6,755,443       6,755,443
    Secured note receivable                            (283,746)       (283,746)
    Accumulated deficit                              (5,569,271)     (6,134,340)
                                                     -----------     ----------
    TOTAL STOCKHOLDERS' EQUITY                          919,187         354,118

    TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY       $1,451,001      $1,211,562
                                                     ==========      ==========
              The accompanying notes are an integral part of these
                       consolidated financial statements.
<PAGE>
                                   EDnet, Inc.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                 For the Month ended December 31, 1998 and 1997

                                                     12/31/98        12/31/97
                                                    (Unaudited)    (Unaudited)
                                                    -----------    -----------
Cash flows from operating activities:

   Net income (loss)                                   $565,135      $(202,992)

   Adjustments to reconcile net loss
   to cash used in operating activities:

      Depreciation and amortization                      53,195         97,808
      Provision for doubtful accounts                     1,848            275
      Noncash compensation expenses                           -        400,000
      Gain from sale of assets - IBS                   (663,530)             -
      Decrease (increase) in other current assets       (67,479)       (14,425)
      Decrease (increase) in accounts receivable         47,570       (147,655)
      Decrease (increase) in inventory                  (26,763)        50,879
      Increase (decrease) in accounts payable
       and accrued expenses                            (196,593)      (646,483)
      Increase (decrease) in deferred revenue           (25,965)        (3,919)
                                                    -----------    -----------

         Net cash used in operating activities         (312,582)      (466,512)
                                                    -----------    -----------
Cash flows from investing activities:

   Purchase of property and equipment                    (4,220)             -
   Sale of property and equipment                             -         10,354
   Proceeds from sale of assets - IBS &
    Breakthrough Software investment                  1,000,000        307,495
                                                    -----------    -----------

         Net cash provided by investing activities      995,780        317,849
                                                    -----------    -----------
Cash flows from financing activities:

   Repayment on borrowings                             (308,214)       (73,392)
   Proceeds from borrowings                             150,000        222,600
   Payment on Settlement of Claim in Equity             (50,000)             -
   Repayments on capital leases                          (3,981)       (20,343)
                                                    -----------    -----------
         Net cash (used) provided by
                 financing activities                  (212,195)       128,865
                                                    -----------    -----------

             Net increase (decrease) in cash            471,003        (19,798)
                                                    ===========    ===========
Cash at beginning of period                              88,470         31,067
                                                    -----------    -----------
Cash at end of period                                  $559,473        $11,269
                                                    ===========    ===========
              The accompanying notes are an integral part of these
                       consolidated financial statements.

                                       4
<PAGE>

                                   EDNET, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1.   Basis of Presentation

     In  the  opinion  of  management,   the  unaudited  consolidated  condensed
     financial  statements  included  herein have been  prepared on a consistent
     basis  with the June 30,  1998  and  June  30,  1997  audited  consolidated
     financial  statements and include all material  adjustments,  consisting of
     normal recurring  adjustments,  necessary to fairly present the information
     set forth therein. As reported in the audited financial  statements of June
     30, 1998, the Company ("EDnet, Inc.") was  burdened  by  substantial credit
     restrictions from many of its major suppliers,  and the Company also  faced
     substantial outstanding debts to financial consultants and  investors.  The
     Company sought to address  those  problems,  to  the  extent  possible,  by
     seeking a  substantial equity  investment from an independent investor.  To
     that end, in June, 1998,  the Company agreed to issue  eight  million  five
     hundred sixty-three thousand four hundred seventeen  (8,563,417)  shares of
     the Company's Common Stock at a price of $0.1635 per share to  Visual  Data
     Corporation ("VDC") of Pompano Beach, Florida.  Subsequently,  VDC paid for
     the shares in cash, in securities and by issuing to EDnet a promissory note
     secured  by a second  mortgage  on the  real  property  occupied  by VDC in
     Florida.  EDnet also  granted VDC options to acquire up to an  aggregate of
     6,542,722 shares of EDnet's common stock,  subject to increase should EDnet
     grant  options or  warrants  to other  parties.  The  transaction  gave VDC
     ownership of 51% of the outstanding securities of EDnet with a mechanism in
     place for VDC to ensure that it retains majority ownership of the Company's
     securities.


     With the proceeds  received from the VDC  transaction  at the end of fiscal
     year ended June 30, 1998, the Company paid off or restructured its past due
     accounts  payables,  notes  payables and liens and thereby  corrected  many
     problems.  The  majority of the  Company's  suppliers  eased  their  credit
     restrictions  and now allow the Company to resume  purchasing  equipment on
     credit.  Similarly,  the Company settled all of the substantial outstanding
     claims of third  parties  based on services  performed  for the Company and
     based on various  promissory notes previously  issued by the Company.  As a
     result of the restructuring,  the Company has greater access to vendors and
     is able to negotiate better terms.


     The  Company  negotiated  a  $250,000  Line of Credit  with  Union  Bank of
     California  in December,  thus  assuring the Company funds for expansion of
     its present business plus new products and services to be introduced during
     the balance of its fiscal year.


     On December 11,  1998,  the company  completed  the  sale of  substantially
     all  of  the  assets of EDnet's wholly-owned  subsidiary  Internet Business
     Solutions,  Inc.  ("IBS"),  a   California   corporation,   to   Enterprise
     Communications  Consulting,  Inc., a Washington Corporation ("Buyer") and a

                                        5


<PAGE>

     wholly-owned subsidiary of Attachmate Corporation of Bellevue,  Washington,
     for a total of one million dollars, of which $100,000 was deposited into an
     escrow  account,  to be released in full to the Company in increments  upon
     the termination of the statute of limitations  governing  certain potential
     claims  against IBS or the Buyer  connected  with the  disposition of IBS's
     assets, or upon the earlier agreement of the Buyer.


2.   Consolidation

     The consolidated  financial  statements include the accounts of the Company
     and its wholly owned subsidiaries Entertainment Digital Network, Inc. (EDN)
     and Internet  Worldwide  Business  Solutions,  Inc.  (IBS).  All  financial
     information  for IBS was  included  through  December  18,  1998.  Material
     inter-company transactions and balances have been eliminated.


3.   Gain (Loss) per Share

     Basic  earnings  (loss) per share is computed  using the  weighted  average
     number of shares of common stock  outstanding  during the periods.  Diluted
     earnings per share is computed using the weighted  average number of common
     shares and  common  share  equivalents  outstanding  during  the year.  The
     computation of net income (loss) per share was as follows:

                                        Income (Loss)     Shares      Per Share
                                         (Numerator)   (Denominator)    Amount
                                          --------      ----------    --------
      Three months ended
       December 31, 1998:
        Basic income (loss)
         per share                        $(98,395)     16,761,836        Nil
        Extraordinary item                 663,530                       $.04

        Effect of dilutive stock
         options and warrants                    -      11,886,878
                                          --------      ----------    --------

        Diluted earnings per share        $565,135      28,648,714       $.02
                                          ========      ==========    ========


                                        Income (Loss)     Shares      Per Share
                                         (Numerator)   (Denominator)   Amount
                                          --------      ----------    --------
      Three months ended
       December 31, 1997:
        Basic income (loss) per share     $  9,470       7,264,345        Nil
        Extraordinary item                 336,785                       $.05

        Effect of dilutive stock
         options and warrants                    -               -   
                                          --------      ----------    --------

        Diluted earnings per share        $346,255       7,264,345       $.05
                                          ========      ==========    ========

                                        6
<PAGE>

     At December  31, 1998 options and  warrants,  for the purchase of 1,391,643
     common  shares at prices  ranging from $.375 to $2.50 per share,  for which
     the  exercise  price was greater  than the average  market  price of common
     shares were not included in the computation of diluted earnings per share

4.   Research and Development

     The Company  incurred no research and development  expense during the three
     months ended December 31, 1998.

5.   Notes Payable - Related Parties

     On August 4, 1998, a Promissory Note ("Note") in the amount of $200,000 was
     executed  between the Company  and Eric Jacobs  ("Jacobs")  a member of the
     Company's  and  VDC's  Board of  Directors.  The  Company  transferred  the
     principal  to a Equipment  Purchase  Repo Account  ("Account")  an interest
     bearing account. This Account was restricted to use solely for the purchase
     of equipment to fulfill  existing  customer  orders.  This Note was paid in
     full including accrued interest to December 31, 1998 on December 30, 1998.

     Notes payable-related party consist of the following
                                                             Dec 31,     Sep 30,
                                                              1998        1998
                                                             -------    --------
         Note payable to Eric Jacobs, a director of VDC
         and EDnet, with original principal of $200,000
         at 12%  interest.  The  principal  balance and
         accrued  interest  is due on August  3,  1999.
         Accrued  interest  payable as of September 30,
         1998 is $3,814.                                           -    $200,000


         Notes  payable  to an officer  and  employees,
         interest  at 6% per  annum,  uncollateralized.
         Accrued  interest  payable as of December  31,
         1998 is $13,044. The notes are subordinated to
         the $250,000 credit line credit line discussed
         below  for a period of six  months.  Notes are
         due on demand thereafter.                            40,500      40,500
                                                            --------    --------
              Total notes payable-related party             $ 40,500    $240,500
                                                            ========    ========


6.   Secured Note Receivable - Related Party

     A note receivable,  at the face value of $283,746,  due from VDC is part of
     the  payment  resulting  from VDC's  purchase  of  8,563,417  shares of the
     Company's  common stock.  The note is secured by the acquired  common stock
     and a second  mortgage.  Principal  payment of $56,749 plus interest is due
     annually commencing July 1, 1999 until July 1, 2003; the note bears a fixed
     interest rate of 7% per annum.

                                        7
<PAGE>

     At  December  31, 1998 VDC owed the  Company  $27,403  for the  purchase of
     equipment and $8,979 of accrued interest on the note receivable.


7.   Sale of Subsidiary

     On December 4, 1998,  the Company  entered into a binding  letter of intent
     for the sale of asset of its subsidiary,  IBS. As consideration for the IBS
     assets,  Buyer has paid a total of one  million  dollars  ($1,000,000),  of
     which nine hundred  thousand dollars $900,000 was paid to EDnet on December
     18, 1998, the closing date of the  transaction  (the "Closing  Date").  The
     remaining one hundred thousand dollars ($100,000) was paid into an interest
     bearing  escrow  account  established  for the benefit of EDnet and will be
     released in full to EDnet in increments upon the termination of the statute
     of limitations  governing certain potential claims against IBS or the Buyer
     connected  with the  disposition  of  IBS's  assets,  or upon  the  earlier
     agreement of the Buyer.


                                        8
<PAGE>

                                   EDNET, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS


Results of Operations

For the three  months  ended  December 31, 1998,  the  Company's  revenues  were
$1,027,558,  a  slight  increase  compared  to  revenues  of  $1,008,657  in the
comparable  period last year.  This quarter is affected by the  holidays,  where
production and post-production of media for the entertainment and commercials is
usually completed prior to December or postponed to the new year.

Gross Profit  decreased  to $322,676 or 31% of sales,  in the three months ended
December 31, 1998 compared to $330,553 or 33% of sales, in the equivalent period
last year. This slight change was due to the profit margins sales mix difference
between the two quarters.

Operating expenses  (including Sales & Marketing,  and General & Administrative)
decreased  slightly  from  $415,941 in the three months ended  December 31, 1998
compared to $419,895 in the equivalent period last year.

Interest  expense  decreased  dramatically  from $10,615 in the prior equivalent
quarter to $498 in the quarter ending  December 31, 1998. This was attributed to
the  re-organization  of the Senior Notes  Payable in June,  1998.  In the prior
three months ended December 31, 1997 other income included the sale of Preferred
Shares of  Breakthrough  Software,  Inc., of $248,334 and the  restructuring  of
certain accounts payable debts of $88,451.

For the three months ended December 31, 1998, the Company  incurred a net profit
of $565,135 or $0.02 per share based on a weighted average of 28,648,714  shares
outstanding,  compared with a net profit of 346,255, or $0.05 per share based on
a weighted average of 7,264,345 shares outstanding in the prior year.

Following the investment in the company by Visual Data Corporation it had become
apparent  that  the  web  development   resources  at  IBS  duplicated  existing
facilities at Visual Data. The Company  completed the sale of all the assets and
certain liabilities of its wholly owned subsidiary,  Internet Business Solutions
("IBS") for $1,000,000 in cash on December 11, 1998.

With the sale of the assets of IBS, the Company  anticipates  the loss of 20% of
its  annual  projected  sales  for  fiscal 1999 and corresponding expenses.  The
company intends to offset this loss with the continued  growth of its core audio
networking  business and the aggressive  introduction  of  its video  networking
services in Spring, 1999.  In addition the Company's  revenues will benefit from
the  support of  Visual Data's  Internet  business through expanded hosting  and
broadcasting  capabilities  over the Internet.

 The Company has executed a OEM  Agreement  with a new supplier of a video codec
and will be one of their  major beta users during the months of March and April.
Over 50% of the Company's  current  audio network  clients will have the need to
send or receive video  material for their work. In addition  Visual Data and its
partnership with PRNewswire will provide expanded short form video  transmission
opportunities during the approval process.


                                        9
<PAGE>

Financial Condition, Liquidity, and Capital Resources

At December 31, 1998, the Company's  accumulated  deficit was $5,569,272 and the
Company  had  a  positive  net  working  capital  of  $721,022.   The  Company's
accumulated  deficit was reduced due to the net profit  achieved  primarily from
the sale of the assets of its subsidiary Internet Business Solution (IBS) during
the three months ended December 31, 1998. The Company's working capital improved
from a negative  $96,354 on June 30, 1998 to a positive  net working  capital of
$721,022 at the end of the current  period.  This  increase was due primarily to
sale of the assets of its subsidiary, IBS.

The Company believes that it has sufficient  working capital to fund its current
plan  of  operation.  In the  event  that  the  introduction  of our  new  video
networking   and  webcasting   services   accelerate  at  a  greater  pace  than
anticipated,  the  Company has  available  its Line of Credit with Union Bank of
California and several leasing lines that are presently in place.

Readiness for Year 2000

The Company  continues  to assess the nature and extent of the Year 2000 ("Y2K")
issues that it must address,  and is confident that it has already taken or will
be able to  complete  the  work  required  to make  its  systems,  products  and
infrastructure Y2K ready. The Company has determined that the primary impact, if
any,  of Y2K  problems  would be  relegated  to certain  management  information
systems,  not to any operating  revenue  generating  systems or services that it
provides.  The Company has ordered the  upgrades to be  installed  by the end of
March 31, 1999, that are necessary for the accounting  system to handle year end
issues.  There may be certain computer  hardware and software  replacements that
are  necessary  to handle Y2K issues as well.  These have also been  ordered and
will also be in place by March 31, 1999..  There are no technological  issues in
the  hardware or software  that the Company  sells or rents to its clients  that
will be affected by Y2K issues.

The Company plans is evaluating  the Y2K readiness of its  consultants,  vendors
and suppliers.  Where the Company determines that critical suppliers are not Y2K
ready, the Company will monitor their progress and take appropriate  actions. In
particular,  the telephone companies that supply the Company with services, must
be Y2K ready in order to avoid  major  billing  errors.  Though the  Company may
experience  some  temporary  delay  in its  ability  to  accurately  rebill  its
customers, it does not foresee any permanent liability,  should some error occur
on the part of these  suppliers.  The Company  believes that the Y2K date change
will not  significantly  affect the  Company's  ability to deliver  products and
services  to its  customers  on a timely  basis;  however,  given the  uncertain
consequences  of failure  to resolve  significant  Y2K  issues,  there can be no
assurance that any one or more such failures  would not have a material  adverse
effect on the Company.

Disclosure Pursuant to the Private Securities Litigation Reform Act of 1995

When used in this Management's  Discussion and Analysis, the words "anticipate,"
"estimate,"   "expect,"  and  similar   expressions  are  intended  to  identify
forward-looking  statements.  These  statements are subject to certain risks and
uncertainties,  including,  but not limited to, the following:  risks associated
with  fundraising  and the company's  ability to secure  resources  necessary to
fully develop business products; risks associated with mergers and acquisitions,
the nature of any  transaction  consummated,  and the  ability  to  successfully

                                       10
<PAGE>

operate  a  merged  entity;   business  conditions  in  the  telecommunications,
entertainment,  advertising  and  Internet-related  industries,  and the general
economy;  competitive  factors such as rival  networking  technology,  competing
products,   and  competitive   pricing;   risks  associated  with   development,
introduction,  and acceptance of new products;  the company's  ability to manage
its rapid growth and attract and retain key  employees;  and other risk factors.
Actual results may differ  materially from management  expectations as discussed
here.




                                       11
<PAGE>



PART II  OTHER INFORMATION


Item 1.   Legal Proceedings

None


Item 2.  Changes in Securities and Use of Proceeds

None


Item 3.  Defaults Upon Senior Securities

None


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

None


Item 5.  Other Information

None


Item 6.  Exhibits and Reports on Form 8-K

                  (a) (27) Financial Data Schedule, filed electronically.

                  (b) Form 8-K filed  November  18,  1998 to report  change  the
fiscal  year from one ending  June 30 of each year to a fiscal  year ending each
September  30. Thus the fiscal year of the  registrant  will begin on October 1,
1998 and will end September 30, 1999.


                                       12
<PAGE>



                  (c) Form 8-K filed  December  7, 1998 to report  agreement  to
sell  substantially  all the assets of the  Company's  wholly-owned  subsidiary,
Internet  Business  Solutions,  Inc., to Enterprise  Communications  Consulting,
Inc.,  a  wholly-owned   subsidiary  of  Attachmate   Corporation  of  Bellevue,
Washington, for a total of one million dollars.

                  (d) Form 8-KA filed  December 22, 1998 to report close of sale
of  substantially  all the  assets  of the  Company's  wholly-owned  subsidiary,
Internet  Business  Solutions,  Inc., to Enterprise  Communications  Consulting,
Inc.,  a  wholly-owned   subsidiary  of  Attachmate   Corporation  of  Bellevue,
Washington,  for a total of one million dollars, of which $100,000 was deposited
into an escrow account, to be released in full to the Company in increments upon
the termination of the statute of limitations governing certain potential claims
against IBS or the Buyer connected with the disposition of IBS's assets, or upon
the  earlier  agreement  of  the  Buyer.  Additionally,  the  Company  submitted
Unaudited Condensed Consolidated Pro Forma Statements of Operations for the year
ended June 30,  1998 and the three  months  ended  September  30,  1998,  and an
Unaudited Consolidated Proforma Balance Sheet of the Company as of September 30,
1998,  which reflected  adjustments to EDnet's results of operations and EDnet's
balance  sheet to give  effect  to the  transaction  discussed  above as if such
transaction had occurred at the beginning of each period presented.










                                       13
<PAGE>




                                   SIGNATURE

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.




                                                    EDNET, INC.




February 12, 1999                                   By:  /s/Tom Kobayashi
                                                         -----------------------
                                                         Tom Kobayashi
                                                         Chief Executive Officer






                                                    By:  /s/David Gustafson
                                                         -----------------------
                                                         David Gustafson
                                                         Secretary




                                       14