FORM 10-QSB

                    SECURITIES AND EXCHANGE COMMISSION
                          Washington D.C.  20549

                Quarterly Report Under Section 13 or 15 (d)
                  Of the Securities Exchange Act of 1934

                    For Quarter Ended   March 31, 2001
                                       -----------------

                   Commission File Number   000-29433
                                           -----------

                      OPTIKA INVESTMENT COMPANY, INC.
                     ---------------------------------
          (Exact name of registrant as specified in its charter)

     NEVADA                                                 33-0472224
(State or other jurisdiction of                        (IRS Employer
 incorporation or organization)                         Identification No.)

                        6975 SOUTH 1300 EAST # 600
                            MIDVALE, UTAH 84047
                 ----------------------------------------
                 (Address of principal executive offices)

     Registrant's telephone number
     including area code                              (801) 256-9600

              ----------------------------------------------
               Former Address, if changed since last report

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or such shorter period that the
registrant was required to file such reports)

                             Yes  X    No
                                 ----     ----

and (2) has been subject to such filing requirements for the past 90 days.


                             Yes  X    No
                                 ----     ----

                                13,643,043
            ---------------------------------------------------
           (Number of shares of common stock the registrant had
                     outstanding as of  May 21, 2001)



                                  PART 1

ITEM 1 - FINANCIAL STATEMENTS

     The condensed financial statements included herein have been prepared
by the Company, without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission.  Certain information and footnote
disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations, although the
Company believes that the disclosures are adequate to make the information
presented not misleading.

     In the opinion of the Company, all adjustments, consisting of only
normal recurring adjustments, necessary to present fairly the financial
position of the Company as of December 31, 2000 and the results of its
operations and changes in its financial position from September 30, 2000
through March 31, 2001, have been made.  The results of its operations for
such interim period is not necessarily indicative of the results to be
expected for the entire year.

<PAGE>
                      Optika Investment Company, Inc.
                              Balance Sheets

                                  ASSETS
                                 --------
<TABLE>
                                                      March 31,    September 30,
                                                        2001           2000
                                                   --------------  -------------
                                                      (unaudited)
<S>                                               <C>             <C>
Current Assets
--------------
Cash                                               $      10,865   $     -
Interest Receivable                                        8,101         -
Notes Receivable                                         604,956         -
                                                   --------------  -------------
Total Current Assets                               $     623,922   $      -


              LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
              -----------------------------------------------

Current Liabilities
-------------------
Accounts Payable                                          52,409          1,934
Interest Payable                                          11,335          -
Notes Payable                                            655,000          -
                                                   --------------  -------------
Total Current Liabilities                                718,744          1,934

Stockholders' Equity
--------------------

Common Stock 50,000,000 shares
 authorized at $.001 par value;
 13,643,043 shares issued and outstanding                 13,643         13,643
Capital in Excess of Par Value                           418,161        418,161
Retained Deficit                                        (526,626)      (433,738)
                                                   --------------  -------------
Total Stockholders' Equity (Deficit)                     (94,822)        (1,934)
                                                   --------------  -------------
Total Liabilities and Stockholders' Equity         $     623,922   $      -
                                                   ==============  =============

</TABLE>

                          See Accompanying Notes



<PAGE>
                      Optika Investment Company, Inc.
                         Statements of Operations
                                (Unaudited)

<TABLE>
                                         For the Three          For the Six
                                    Months Periods Ended   Months Periods Ended
                                       March      March      March       March
                                     31, 2001   31, 2000   31, 2001    31, 2000
                                    ---------- ---------- ----------  ----------
<S>                                <C>        <C>        <C>         <C>

Revenues                            $   8,101  $     -    $   8,101   $     -
--------                            ---------- ---------- ----------  ----------
Expenses
--------
 General & Administrative              80,270        -       89,654         -
 Interest                              11,335        -       11,335         -
                                    ---------- ---------- ----------  ----------
   Total Expenses                      91,605        -      100,989         -

   Income (Loss)
   Before Taxes                       (83,504)       -      (92,888)        -

   Taxes                                  -          -          -           -
                                    ---------- ---------- ----------  ----------
   Net Income (Loss)                $ (83,504) $     -    $ (92,888)  $     -
                                    ========== ========== ==========  ==========

   (Loss) Per Share                 $   (0.01) $   (0.00) $   (0.01)  $   (0.00)

   Weighted Average
   Shares Outstanding              13,643,043 13,643,043 13,643,043  13,643,043


</TABLE>

                          See Accompanying Notes

                      Optika Investment Company, Inc.
                         Statements of Cash Flows
                                (unaudited)
<TABLE>
                                        For the Three          For the Six
                                    Months Periods Ended   Months Periods Ended
                                       March      March      March       March
                                     31, 2001   31, 2000   31, 2001    31, 2000
                                    ---------- ---------- ----------  ----------
<S>                                <C>        <C>        <C>         <C>
Cash Flows from Operating
Activities
-------------------------
 Net (Loss)                         $ (83,504) $   -      $ (92,888)  $   -
 Adjustments to Reconcile
  Net Loss to Net Cash;
   (Increase) in Accounts
    Receivable                         (8,101)     -         (8,101)      -
   Increase in Accounts
    Payable                            52,426      -         61,810       -
                                    ---------- ---------- ----------  ----------
   Net Cash Used by
   Operating Activities               (39,179)     -        (39,179)      -

Cash Flows from Investing
Activities
-------------------------
 (Increase) in Note
  Receivable                         (604,956)     -       (604,956)      -
                                    ---------- ---------- ----------  ----------
   Net Cash (Used) by
   Investing Activities              (604,956)     -       (604,956)      -

Cash Flows from Financing
Activities
-------------------------
 Increase in Notes Payable            655,000      -        655,000       -
                                    ---------- ---------- ----------  ----------
   Net Cash (Used) by
   Financing Activities               655,000      -        655,000       -

   Increase (Decrease)
   in Cash                             10,865      -         10,865       -

   Cash Beginning of
   Period                               -          -          -           -
                                    ---------- ---------- ----------  ----------
   Cash End of Period               $  10,865  $   -      $  10,865   $   -

Supplemental Non Cash
Disclosure
----------------------
 Interest                           $   -      $   -      $   -       $   -
 Taxes                                  -          -          -           -

</TABLE>
                          See Accompanying Notes

<PAGE>
                      Optika Investment Company, Inc.
                     Notes to the Financial Statements
                              March 31, 2001

NOTE 1 - INTERIM FINANCIAL STATEMENTS

The financial statements for the three months period and the six months
period ended March 31, 2001 and 2000, were prepared from the books and
records of the Company.  Management believes that all adjustments have been
made to the financial statements to make a fair presentation of the
financial condition of the Company as of March 31, 2001.  The results of
the three months period and the six months period are not indicative of a
full year of operation for the Company.


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

Liquidity and Capital Resources.  The Registrant has approximately
$(205,178) as operating capital at March 31, 2001. The Registrant intends
to  rais, additional funds as needed through private sources.  During the
period ending March 31, 2001 the Company received gross proceeds of
$655,000 from a Bridge Financing.  Subsequently, from April 1 through May
18, 2001, the Company has received an additional total of $315,000 in
proceeds of the Bridge Financing.  The terms of the Bridge Notes are as
follows:  The Bridge Notes bear interest at the rate of 18% per annum and
are due and payable on demand.  Upon the acquisition of Direct Digital
Communications ("DDC") or upon the closing of the Series A financing, the
Bridge Notes automatically convert into Series A Preferred Stock at the
rate of $1.50 per share.  In connection with the Bridge Financing, each
investor received warrants to purchase common stock of the company; (not
yet determined by the Company).  Bridge Notes will be convertible into
shares of the Company's Series A Preferred Stock.  Substantially all of the
proceeds of the Bridge Financing have been loaned to DDC pursuant to a
Bridge Loan Agreement, with $300,000 of the funds loaned to DDC guaranteed
by a shareholder of DDC.

In April, 2001 the Company commenced a private offering of shares of Series
A Preferred stock.  The Company is seeking to raise approximately
$5,250,000 in gross proceeds from the Series A Offering.  The Company is in
the process of amending its Certificate of Incorporation to allow the
Company to issue preferred shares and intends to file an Information
Statement with the Securities and Exchange Commission during May, 2001 with
regard to the authorization of Preferred Shares to be issued in the
Offering and in connection with the acquisition of Cable Concepts, Inc.
"DDC".  As of the date of this report, the Company has not colleted any
proceeds from the Series A offering.

As of April 4, 2001, the Company entered into an Agreement to acquire DDC.
The acquisition is subject to customary closing conditions and it is
anticipated that the closing will occur prior to May 31, 2001.  Upon
closing, the Company will acquire the assets and liabilities of DDC.  To
date, DDC has not been profitable and it is anticipated that DDC will
require additional capital to fund its operations for the foreseeable
future.  In order to fund the operations of DDC, the Company must raise
additional capital.  Management believes that the $5,230,000 in funding to
be raised in the Series A Offering will be sufficient to fund DDC's
operations for approximately twelve months.

     Results of Operation.  During the period, the Company had a net loss
of $(83,504) compared to $-0- in the same period last year, primarily as a
result of expenses related to expansion of its executive management team,
development and adoption of its new business strategy, business development
expenses, legal expenses, and other expenses related to the proposed
acquisition of DDC

     Plan of Operations.  During the period, the Company adopted a new
business strategy to develop and provide digital entertainment and other
broadband access services for targeted markets in the United States. The
Company has identified certain underserved market niches where
opportunities exist for rapid market entry and penetration. The Company
intends to capture market share through strategic acquisitions and internal
growth.

In conjunction with this new business strategy, the Company identified and
conducted due diligence on an initial acquisition target.  On April 4,
2001 the Company announced that it had entered into a Definitive Agreement
to acquire Cable Concepts, Inc. (dba Direct Digital Communications ("DDC").
The Company intends to acquire 100% of the outstanding and fully-diluted
stock of DDC in exchange for common and preferred shares of the Company's
stock and the assumption of certain liabilities, payables and debt of DDC.
Closing is subject to certain closing conditions.

     Business of DDC.

     Direct Digital Communications ("DDC") was founded as Cable Concepts,
Inc. in 1991 with an original focus on facilitating the management and
operations of private cable television systems in large apartment
communities.  Based in Seattle, Washington, DDC's current principal
business is providing DBS digital television service in selected MDU
markets throughout the United States.   DDC is a key system operator for
DirecTV (a unit of Hughes Electronics Corp.) under DirecTV's MDU System
Operator Program.  In some areas, DDC provides private cable television
services to MDUs.  DDC generates revenue through delivery of local
programming and related services, as well as through a revenue sharing
agreement with DirecTV.  DDC secures the right to deliver its service to
MDU customers through exclusive Right of Entry ("ROE") marketing agreements
with a typical term of 10-years.  DDC deploys its in-building systems using
a fiber/coax hybrid distribution infrastructure, which offers up to 3,000
Mhz of bandwidth for digital entertainment, data and Internet services.
Through its system operator agreement with DirecTV, Inc. (a unit of Hughes
Electronics Corp.) and other business relationships, Cable Concepts
provides DBS and other television services to approximately 14,000 MDU
subscribers in ten states.  DDC is in the process of installing additional
systems that will increase it's potential customer base by approximately
8,000 units.

     DDC has incurred operation losses in at least its last two fiscal
years, primarily as a result of expenses related to build-out and expansion
of its customer base in multiple states. In order to fund the operating
losses of DDC and to provide additional general working capital, the
Company intends to continue to raise private capital during 2001.

Maroon Bells Advisory Agreement

     On January 29, 2001, we entered into an advisory agreement with Maroon
Bells Capital, LLC ("MBC") for 24 months with an automatic 12 month
renewal.  MBC, a merchant banking firm, is one of our shareholders.
Pursuant to the advisory agreement, MBC provides certain advisory and
business development services in exchange for a monthly advisory fee.  In
addition, MBC will be paid a success fee upon the completion of the
financing and in connection with certain merger and acquisition and
business development activities on behalf of the Company.
Background on Optika Investment Company, Inc.

     Optika Investment Company, Inc. was originally incorporated on
November 22, 1985 as Double Ought Green Corporation in the State of Utah
for the purpose of acquiring business entities or other investment
activities.  The Company changed its domicile to Nevada in anticipation of
an acquisition.  In February 1999, the Company changed its name to Sumex
Corporation.  In March 1999, the Company changed its name to EZIX.COM, Inc.
In July 1999, the Company acquired Ecenter, Inc. (a Utah corporation) and
changed its name to E-Center.com, Inc.  The acquisition was later rescinded
and the Company changed its name to Merlin Software Technologies, Inc. in
December 1999.  The Company changed its name to Optika Investment Company,
Inc. in January 2000.  To better reflect its new business strategy, the
Company intends to operate as a Nevada Corporation dba USA Broadband, Inc.

     The Company's shares trade on the OTC Bulletin board under the stock
symbol "OPKC."

Recent Developments


David M. Lerten Employment Agreement

     Effective April 1, 2001, we entered into a one (1) year employment
agreement with David Lerten, who will serve as the Company's Chief
Executive Officer.  The Agreement is renewable at the end of each year and
provides Mr. Lerten with a $240,000 annual salary and a potential bonus of
up to 100% of his salary based on his performance during the year.  Mr.
Lerten was also issued 180,000 shares of stock as of the effective date of
his employment agreement which is subject to forfeiture if certain
performance hurdles are not met.  Additionally, Mr. Lerten has been given
the right to purchase up to 166,667 shares of Series A Preferred Stock in
exchange for a promissory note, secured by such stock, in the amount of
$250,000.  The note will bear interest at the rate of 6%, payable annually.
Mr. Lerten has also been granted options to purchase 100,000 shares at
$1.50, 100,000 shares at $3.00 and 100,000 shares at $4.50.  The options
vest ratably over a 36 month period.

Evans Capital Management LLC Consulting Agreement

     Effective April 1, 2001, we entered into a consulting agreement with
Evans Capital Management LLC for advice related to financings, mergers and
acquisitions.  We pay $10,000 per month under this agreement.  In addition,
we agreed to grant to Mr. Evans an option to purchase 150,000 shares of
Common Stock of the Company at an exercise price of $0.50.  The options
have a three (3) year term.  Mr. Evans will devote a portion of his time to
the Company as Chairman of the Board of Directors and as a consultant.

Edward P. Mooney Employment Agreement

     Effective April 1, 2001, we entered into an employment agreement with
Edward P. Mooney. Mr. Mooney has provided, and may continue to provide,
consulting services to MBC. The Agreement is for a term of one (1) year and
provides Mr. Mooney with a base salary of $120,000 per year.  The Agreement
is renewable annually and Mr. Mooney is entitled to bonuses as determined
by the Board of Directors.  In addition, the Company granted to Mr. Mooney
an option to acquire 100,000 shares of the common stock of the Company at a
price of $1.50 per share.  The option is immediately vested and has a term
of ten (10) years.  Under his agreement, it is anticipated that Mr. Mooney
will continue to spend a portion of his time consulting with MBC and its
clients.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     The Company has engaged in certain transactions with its officers,
directors, shareholders and affiliates.  We believe that each of the
transactions described below was entered into on terms no less favorable to
us than could have been obtained from unaffiliated third parties.  All
transactions between the Company and its officers, directors, principal
shareholders and affiliates were reviewed and passed upon by the Board of
Directors.


     On February 2, 2001, Paul A. Moore, a significant shareholder and also
the principal of MBC, loaned to the Company $250,000. This loan was
evidenced by a promissory notes that bear interest at 18% per annum and
which is convertible into Series A Preferred Stock, on the same terms as
offered to investors.  Mr. John Evans, our Chairman, participated in
$100,000 of the Bridge Notes.

     Substantially all of the proceeds received by the Company in the
bridge financing were loaned to DDC pursuant to an amended and restated
note that bears interest at the rate of 18% and is due April 22, 2001.
$300,000 of the note is irrevocably guaranteed by Geneva Associates
Merchant Banking Partners I, L.L.C., a shareholder of DDC.  The proceeds
received by DDC were used for general working capital, and other proceeds
of the note were used for general administrative purposes by the Company.
The Company has also issued warrants to purchase 200,000 shares of common
stock at an exercise price of $0.01 per share in connection with the bridge
financing.

     On January 29, 2001, we entered into an advisory agreement with Maroon
Bells Capital, L.L.C. for 24 months with an automatic 12 month renewal.
MBC, a merchant banking firm, is one of our shareholders.  Pursuant to the
advisory agreement, MBC provides certain advisory and business development
services in exchange for a monthly advisory fee.  In addition, MBC will be
paid a success fee upon the completion of the financing and in connection
with certain merger and acquisition and business development activities on
behalf of the Company. Mr. Paul Moore, a significant shareholder, is the
principal of MBC. Prior to his involvement with the company, Edward Mooney
was a consultant to Maroon Bells Capital, LLC and Mr. Mooney anticipates
continuing that relationship.

     Evans Capital Management LLC is a co-tenant, along with the Company,
of office space leased to the Company by First Capital LLC. The Company
pays First Capital LLC $5,000 per month for its corporate headquarter
office space in Greenwood Village, Colorado.  Neither Mr. Evans or Evans
Capital Management is a related party to First Capital LLC and do not
receive any financial benefit from the Company's lease with First Capital
LLC.

Factors that May Affect Our Future Results and Business

     The factors below relate to general risks associated with an early-
stage company as well as specific risks associated with the business of
DDC.

No Assurance That an Active Market Will Develop for Our Common Stock

     Until very recently, there has been no active public market for the
Company's common stock and there can be no assurance that an active market
will develop or be sustained in the future. We expect low volume and high
volatility in our stock price for the foreseeable future.  There may be
significant volatility in the market price of common stock due to factors
that may or may not relate to the Company's performance.  If a market for
the Company's common stock were to develop, the stock could trade at prices
that may be significantly affected by various factors such as economic
forecasts, financial market conditions, reorganizations, acquisitions and
quarterly variations in our results of operations.

Volatility of Stock Price

     The market price of the Company's common stock is expected to be
volatile for the foreseeable future.  The Company believes factors such as
quarterly fluctuations in results of operations, announcements of new
contracts by the Company and changes in either earnings estimates of the
Company or investment recommendations by stock market analysts may cause
the market price of the Company's stock to fluctuate, perhaps
substantially.  In addition, in recent years the stock market in general,
and the shares of companies in the technology sector in particular, have
experienced extreme price fluctuations, and such extreme price fluctuations
may continue.  These broad market and industry fluctuations may adversely
affect the market price of the Company's Common Stock.

Disclosure Relating to Low-Priced Stocks

     The SEC has promulgated regulations that generally define a "penny
stock" to be any equity security that has a market price of less than $5.00
per share, subject to certain exceptions.  For any transaction involving a
penny stock, unless exempt, the rules require the delivery, prior to any
transaction in a penny stock, of a disclosure schedule prescribed by the
SEC relating to the penny stock market.  In addition, monthly statements
must be sent disclosing recent price information for the penny stock held
in the account and information on the limited market in penny stocks.  The
Company's common stock currently falls within the SEC's definition of a
penny stock; therefore, the trading market for the common stock may be
substantially limited.

Our Credit Arrangements Limit Our Ability to Pay Dividends

     We do not anticipate paying cash dividends on our common stock in the
foreseeable future.  In addition, our debt instruments restrict our ability
to pay cash dividends on our common stock.  Moreover, we are a holding
company, and our ability to pay dividends is dependent upon the receipt of
dividends from our direct and indirect subsidiaries.

     Our Substantial Indebtedness Could Adversely Affect Any Investment in
Securities Outstanding From Time to Time

     If the acquisition of DDC is completed, or if the Company is
successful in acquiring other assets or companies pursuant to its business
strategy, the Company will have a significant amount of indebtedness and
other trade payables.  Our substantial indebtedness could have important
consequences.  For example, it could:

     -    make it more difficult for us to pay our obligations under
          securities outstanding from time to time;

     -    increase our vulnerability to general adverse economic and
          industry conditions;

     -    require us to dedicate a substantial portion of our cash flow
          from operations to payments on our indebtedness, thereby reducing
          the availability of our cash flow to fund working capital,
          capital expenditures, acquisitions and other activities;

     -    limit our flexibility in planning for, or reacting to, changes in
          our business and the industries in which we operate; and

     -    place us at a competitive disadvantage compared to our
          competitors that have less debt.

A Change of Control May Be Difficult

     Our certificate of incorporation, as amended, will contain, among
other things, provisions authorizing the issuance of "blank check"
preferred stock.  We are also subject to provisions of Nevada law which
affect certain merger and other change of control transactions.  These
provisions could delay, deter or prevent a merger, consolidation, tender
offer, or other business combination or change of control involving the
Company that some or a majority of our stockholders might consider to be in
their best interests.

     The Sale of a Substantial Number of Shares of Our Common Stock in the
Public Market Could Adversely Affect the Market Price of Our Common Stock

     Sales or the expectation of sales of a substantial number of shares of
our common stock, including shares issuable upon exercise or conversion of
outstanding options or warrants could adversely affect the prevailing
market price of our common stock.

     Risks of Our Direct Broadcast Satellite Business   Upon Completion of
the Merger, We Have Certain Risks Relating to DIRECTV

     Satellite and Direct Broadcast Satellite Technology Could Fail or Be
Impaired

     If any of the DIRECTV satellites are damaged or stop working partially
or completely for any of a number of reasons, DIRECTV customers would lose
programming.  We would in turn likely lose customers, which could
materially and adversely affect our operations, financial performance and
the trading price of our common stock.

     Direct broadcast satellite technology is highly complex and is still
evolving.  As with any high-tech product or system, it might not function
as expected.  In particular, the satellites at the 101(0) W orbital
location may not last for their expected lives.  In July 1998, DIRECTV
reported that the primary spacecraft control processor failed on DBS-1.  As
it was designed to do, the satellite automatically switched to its on-board
spare processor with no interruption of service to DIRECTV subscribers.  A
more substantial failure of DIRECTV's direct broadcast satellite system
could occur in the future.

Events at DIRECTV Could Adversely Affect Us

     Because we are an intermediary for DIRECTV, events at DIRECTV that we
do not control can adversely affect us.  One of the most important of these
is DIRECTV's ability to provide programming that appeals to mass audiences.
DIRECTV generally does not produce its own programming; it purchases it
from third parties.  DIRECTV's success   and therefore ours   depends in
large part on DIRECTV's ability to make good judgments about programming
sources and obtain programming on favorable terms.  We have no control or
influence over this.

Programming Costs May Increase, Which Could Adversely Affect Our Direct
Broadcast Satellite Business

     Programmers could increase the rates that DIRECTV pays for
programming.  As a result, our costs would increase.  This could cause us
to increase our rates and lose either customers or revenues.

     The law requires programming suppliers that are affiliated with cable
companies to provide programming to all multi-channel distributors
including DIRECTV   on nondiscriminatory terms.  The rules implementing
this law are scheduled to expire in 2002.  If they are not extended, these
programmers could increase DIRECTV's rates, and therefore ours.  If we
increase our rates, we may lose customers.  If we do not increase our
rates, our costs, revenues and financial performance could be adversely
affected.

     We May Lose Our DIRECTV Rights After the Initial Term of Our
Agreements.

     We may or may not be able to continue in the DIRECTV business after
the current DIRECTV satellites are replaced.  If we can continue, we cannot
predict what it will cost us to do so.

     Our revenues and financial performance would be adversely affected if
we are not able to continue in the DIRECTV business for the reasons
described above.

     The Effects of New Federal Satellite Television Legislation on Our
Business Is Unclear

     On November 29, 1999, the President signed the Satellite Home  Viewer
Improvement Act of 1999.  The Act contains provisions that will be phased
in over time.  In addition, the FCC and other federal agencies have
undertaken rulemakings and studies in connection with this legislation.
Therefore, we cannot predict the effect of this new law on our business at
this time.

     The Act resolves many of the issues involved in years of litigation
between the networks and the direct broadcast satellite industry regarding
retransmission of network programming to direct broadcast satellite
subscribers.  Generally, it also preserves the industry's right to
retransmit distant network programming to subscribers in "unserved" areas.
It also extends through December 31, 2004 the statutory right, for a
copyright royalty fee, of the industry to retransmit independent
programming   so-called superstations   to subscribers as "distant"
signals.  Further, satellite carriers will be required to deliver signals
only to households that cannot clearly receive over-the-air network signals
with a rooftop antenna.

     Among other things, the Act directs the FCC to take actions to
prescribe the picture quality standard that the FCC uses to predict what
households do not receive a strong enough network broadcast signal over-
the-air and therefore are eligible to receive distant network signals.  The
FCC has initiated a rulemaking proceeding to consider this standard.  The
effect on our business of these FCC actions and other studies and
rulemakings that the FCC will undertake cannot be predicted at this time.

We Could Lose Money Because of Signal Theft

     If signal theft becomes widespread, our revenues would suffer.  Signal
theft has long been a problem in the cable and direct broadcast satellite
industries.  DIRECTV uses encryption technology to prevent people from
receiving programming without paying for it.  The technology is not
foolproof and there have been published reports that it has been
compromised.

Direct Broadcast Satellite Services Face Competition from Cable Operators

     One of the competitive advantages of direct broadcast satellite
systems is their ability to provide customers with more channels and
better-quality digital signal than traditional analog cable television
systems.  Many cable television operators are making significant
investments to upgrade their systems from analog to digital.  This upgrade
will significantly increase the number of channels that cable television
operators can provide to their customers and the quality of the
transmission.  In addition, many cable television operators are upgrading
their systems to provide their customers with high-speed Internet access.
These upgrades could make cable television a more attractive alternative
for consumers, which could have an adverse effect on our direct broadcast
satellite business.

Direct Broadcast Satellite Equipment Shortages Could adversely Affect Our
Direct Broadcast Business

     There have been periodic shortages of direct broadcast satellite
equipment and there may be such shortages in the future.  During such
periods, we may be unable to accept new subscribers and, as a result,
potential revenue could be lost.  If we are unable to obtain direct
broadcast satellite equipment in the future, or if we cannot obtain such
equipment on favorable terms, our subscriber base and revenues could be
adversely affected.

Other Risks of Our Business

We Face Certain Other Regulatory Risks

     The direct broadcast satellite, television broadcast, and cable
industries are subject to regulation by the FCC under the Communications
Act of 1934 and, to a certain extent, by state and local authorities.
Proceedings to implement the Communications Act are on-going, and we cannot
predict the outcomes of these proceedings or their affect on our business.
DIRECTV depends on FCC licenses to operate its digital broadcast satellite
service.  If the FCC cancels, revokes, suspends, or fails to renew any of
these licenses, it could have a harmful effect on us.

     We Have a History of Substantial Losses; We Expect Them to Continue;
Losses Could Adversely Affect Our Stock Price and Access to Capital Markets

     We have never made a profit.  Because of interest expense on our
substantial debt and because of the expected high expense in amortizing
goodwill from potential acquisitions, we do not expect to have net income
for the foreseeable future. To the extent investors measure our performance
by net income or loss, rather than alternative measures based on cash flow,
continuing losses could adversely affect our access to capital markets and
the trading price of our common stock.



We May Not Be Able to Generate Enough Cash To Service Our Debt

     Our ability to make payments on and to refinance our indebtedness,
including securities outstanding from time to time, and to fund planned
capital expenditures and other activities will depend on our ability to
generate cash in the future.  This, to a certain extent, is subject to
general economic, financial, competitive, legislative, regulatory and other
factors that are beyond our control.  Accordingly, we cannot assure you
that our business will generate sufficient cash flow to service our debt.

     Based on our current level of operations and assuming that we raise at
least $4 million in this Offering, we believe our cash flow from
operations, available cash and available borrowings under our credit
facilities, will be adequate to meet our future liquidity needs for at
least the next six months.

     We cannot assure you that:

     -    our business will generate sufficient cash flow from operations;

     -    future borrowings will be available to us under our credit
          facilities in amounts sufficient to enable us to pay our
          indebtedness, or to fund our other liquidity.

     We may need to refinance all or a portion of our indebtedness on or
before maturity.  We cannot assure you that we will be able to refinance
any of our indebtedness, including our credit facilities, on commercially
reasonable terms or at all.

We Face Significant Competition; the Competitive Landscape Changes
Constantly

     Our direct broadcast satellite business faces competition from other
current or potential multi-channel programming distributors, including
other direct broadcast satellite operators, direct-to-home distributors,
cable operators, wireless cable operators, Internet and local and long-
distance telephone  companies, which may be able to offer more competitive
packages or pricing than we or DIRECTV can provide. In addition, the direct
broadcast satellite industry is still evolving and recent or future
competitive developments could adversely affect us.

Proposed Share Exchange

     We anticipate acquiring all of the outstanding common stock and other
equity securities of Direct Digital (the "Merger").  We cannot assure you
that Direct Digital will meet all the conditions for closing of the Merger.
Additionally, thereafter, Direct Digital will be a wholly owned subsidiary
of Optika.  The Merger presents inherent risks in that the shares of the
publicly traded company will fluctuate in value based upon the business
prospects and financial position of Direct Digital, and as the market
dictates.  Additionally, future sales by the shareholders who receive
Optika shares in the Merger could adversely affect both the price and
liquidity of the Company's common stock in the public markets.

Uncertainty as to Sufficiency of Funds

     We believe that the net proceeds from planned private capital
financings will provide the Company with sufficient capital to fund
continuing operations, however, substantial additional debt or equity
financing may be needed to achieve our short-term and long-term business
objectives.  There can be no assurance that the Company will be able to
obtain additional debt or equity capital to meet its future requirements on
satisfactory terms, if at all.  Failure to obtain sufficient capital could
materially adversely affect the Company's business and results of
operations.

We expect to need additional capital in the future and it may not be
available on acceptable terms.

     We anticipate incurring substantial costs in installing, operating and
maintaining our DIRECTV systems and in implementing the objectives of our
business plan.  We expect to need significant amounts of working capital
for infrastructure, marketing, personnel, general and administrative costs,
and to fund losses prior to achieving profitability.

     We will need to raise additional funds through additional equity
and/or debt financings to meet our capital requirements.  We may need to
raise additional funds if we have underestimated our capital needs or if we
incur unexpected expenses.  There can be no assurance that such financings
will be available in amounts or on terms acceptable to us, if at all.
Further, our lack of tangible assets to pledge could prevent us from
establishing a source of financing.  The inability to raise all needed
funding in this Offering and hereafter would adversely affect our ability
to successfully implement the objectives of our business plan.

We may not be able to compete successfully against current and future
competitors

     The market for viewing audiences is rapidly evolving and very
competitive.  We face competition from cable providers as well as other
satellite companies.  We expect competition in this market to intensify in
the future.

     Large telecommunications companies and cable operators such as AT&T
and AOL-Time Warner have the ability and resources to compete in our market
if they choose to do so.  Many of our competitors have substantially
greater financial, technical and marketing resources, larger customer
bases, longer operating histories, greater name recognition and more
established relationships in the industry than we have.  In addition, a
number of these competitors may combine or form strategic partnerships.  As
a result, our competitors may be able to offer, or bring to market earlier,
products and services that are superior to our own in terms of features,
quality, pricing or other factors.  Our failure to compete successfully
with any of these companies could have a material adverse effect on our
business and results of operations.

     Increased pressure created by any present or future competitors, or by
our competitors collectively, could have a material adverse effect on our
business and results of operations.  Increased competition may result in
reduced commissions and loss of market share.  Further, as a strategic
response to changes in the competitive environment, we may from time to
time make certain pricing, service or marketing decisions or acquisitions
that could have a material adverse effect on our business and results of
operations.  There can be no assurance that we will be able to compete
successfully against current and future competitors.  In addition, new
technologies and the expansion of existing technologies may increase the
competitive pressures on us.

Our future profitability is dependent on the introduction and acceptance of
our broadband and other online services

     A portion of our revenue is dependent on broadband and other internet
services.  Demand and market acceptance for these recently introduced
services and products over the Internet are subject to a high level of
uncertainty.  Critical issues concerning the use of the Internet, such as
ease of access, security, reliability, cost and quality of service, remain
unresolved and may affect the growth of Internet use or the attractiveness
of conducting commerce online.  In addition, the Internet and online
services may not be accepted as a viable marketplace for a number of
reasons, including potentially inadequate development of the necessary
network infrastructure or delayed development of enabling technologies and
performance improvements.  To the extent that the Internet and online
services continue to experience significant growth, there can be no
assurance that the infrastructure of the Internet and online services will
prove adequate to support increased user demands.  In addition, the
Internet or online services could lose their viability due to delays in the
development or adoption of new standards and protocols required to handle
increased levels of Internet or online service activity.  Changes in or
insufficient availability of telecommunications services to support the
Internet or online services also could result in slower response times and
adversely affect usage of the Internet and online services generally and us
in particular.  If use of the Internet and online services does not
continue to grow or grows more slowly than expected, if the infrastructure
for the Internet and online services does not effectively support growth
that may occur, or if the Internet and online services do not become a
viable commercial marketplace, we would be materially adversely affected.

We need to hire and retain qualified personnel to sustain our business

     We are currently managed by a small number of key management and
operating personnel.  We do not have any term employment agreements with,
nor do we maintain "key man" insurance on, any employee.  Our future
success depends, in part, on the continued service of our key executive,
management, and technical personnel, many of whom have only recently been
hired, and our ability to attract highly skilled employees.  If any key
officer or employee were unable or unwilling to continue in their present
positions, our business could be harmed.  From time to time we have
experienced, and we expect to continue to experience, difficulty in hiring
and retaining highly skilled employees.  Competition for employees in our
industry is intense.  If we are unable to retain our key employees or
attract, assimilate or retain other highly qualified employees in the
future, that may have a material adverse effect on our business and results
of operations.

Our internal projections are based on assumptions that may change and
therefore are not necessarily indicative of future performance

     Any internal projections developed by management are based upon a
number of assumptions and estimates, which are inherently subject to
significant uncertainties and contingencies, many of which are beyond our
control, and reflect future business decisions, which are subject to
change.  Some of these assumptions inevitably will not materialize, and
unanticipated events will occur which will affect our results.
Consequently, actual results will vary from the projections and these
variations may be material. Prospective investors are cautioned not to
place reliance on any forward looking statements.

                                  PART II


OTHER INFORMATION

Item 1. Legal Proceedings. . . . . . . . . . . . . . . . . . . . . . .None

Item 2. Changes in Securities. . . . . . . . . . . . . . . . . . . . .None

Item 3. Defaults Upon Senior Securities. . . . . . . . . . . . . . . .None

Item 4. Submission of Matters to a Vote. . . . . . . . . . . . . . . .None

Item 5. Other Information. . . . . . . . . . . . . . . . . . . . . . .None

Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . .None


                                SIGNATURES

     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 authorized officer.


Dated May 21, 2001               Optika Investment Company, Inc.

                                 /S/ Robert Wallace
                                 ---------------------------------
                                 Robert Wallace