<PAGE>   1
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                     U.S. SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549
                                   ----------

                                   FORM 10-QSB

(X)  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 2000.

( )  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
     OF 1934

                         Commission file number: 0-28511

                                   CAPRI CORP.
        (Exact Name of Small Business Issuer as Specified in Its Charter)

             MINNESOTA                                         41-1704533
  (State or Other Jurisdiction of                           (I.R.S. Employer
   Incorporation or Organization)                          Identification No.)

         2651 WARRENVILLE ROAD, SUITE 560, DOWNERS GROVE, ILLINOIS 60515
                    (Address of Principal Executive Offices)

                                 (630) 874-5500
                (Issuer's Telephone Number, Including Area Code)


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

The registrant has a single class of common stock, of which there are 12,908,091
              shares issued and outstanding as of February 5, 2001


         Transitional Small Business Disclosure Format (Alternative 2):
                                  Yes  X   No
                                      ---     ---

================================================================================
<PAGE>   2

                                     PART I
                              FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

                          CAPRI CORP. AND SUBSIDIARIES
                      Condensed Consolidated Balance Sheet
                                December 31, 2000
                                   (Unaudited)


ASSETS

Current assets:
     Cash and cash equivalents                                      $   709,591
     Accounts receivable, net                                         2,440,764
     Other current assets                                               120,987
                                                                    -----------

        Total current assets                                          3,271,342

Computer software development costs, net                                879,406
Fixed assets, net                                                       827,893
Other assets                                                             88,403
                                                                    -----------

        Total assets                                                $ 5,067,044
                                                                    ===========

LIABILITIES AND STOCKHOLDERS' EQUITY

Liabilities:
     Current Liabilities:
        Accounts payable and accrued expenses                       $   278,720
        Deferred sales                                                  528,720
        Other liabilities                                                 1,799
                                                                    -----------

           Total current liabilities                                    809,239

     Non-current liabilities:
        Accrued and deferred income taxes                                92,621
                                                                    -----------

           Total liabilities                                            901,860
                                                                    -----------

Stockholders' equity:
     Common stock                                                       129,081
     Additional paid in capital                                       1,307,010
     Retained earnings                                                2,856,527
     Accumulated other comprehensive income:
        Foreign currency translation adjustments                       (127,434)
                                                                    -----------

           Total stockholders' equity                                 4,165,184
                                                                    -----------

           Total liabilities and
               stockholders' equity                                 $ 5,067,044
                                                                    ===========


See notes to condensed consolidated financial statements.

<PAGE>   3

                          CAPRI CORP. AND SUBSIDIARIES
                 Condensed Consolidated Statements of Operations
      For the Three Months and Six Months Ended December 31, 2000 and 1999
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                           THREE MONTHS ENDED               SIX MONTHS ENDED
                                                      ----------------------------     ----------------------------
                                                          2000             1999            2000             1999
                                                      -----------      -----------     -----------      -----------
<S>                                                   <C>              <C>             <C>              <C>
REVENUE:
     Software sales                                   $   876,785      $ 1,330,726     $ 1,067,044      $ 1,712,849
     Software maintenance                                 573,562          426,533       1,120,146          797,352
     Other                                                147,871          316,781         602,746          695,634
                                                      -----------      -----------     -----------      -----------

        Total revenues                                  1,598,218        2,074,040       2,789,936        3,205,835

COST OF REVENUES                                          637,376          470,859       1,300,724          908,410
                                                      -----------      -----------     -----------      -----------

            Gross profit                                  960,842        1,603,181       1,489,212        2,297,425

 OTHER OPERATING COST:
     Research and development                              97,996          144,516         210,925          232,142
     Selling and marketing                                323,551          234,209         607,044          452,562
     General and administrative                           654,931          421,595       1,167,686          741,084
                                                      -----------      -----------     -----------      -----------

            Operating income (loss)                      (115,636)         802,861        (496,443)         871,637
                                                      -----------      -----------     -----------      -----------

OTHER INCOME (EXPENSE):
     Interest income                                          698           15,192           8,530           35,943
     Other income/expense                                  16,189            1,622         (62,578)           1,584
                                                      -----------      -----------     -----------      -----------

            Total other income (expense)                   16,887           16,814         (54,048)          37,527
                                                      -----------      -----------     -----------      -----------

            Net income (loss) before income taxes         (98,749)         819,675        (550,491)         909,164

INCOME TAX EXPENSE (BENEFIT)                              (20,514)         345,978        (129,786)         362,978
                                                      -----------      -----------     -----------      -----------

            Net income (loss)                         $   (78,235)     $   473,697     $  (420,705)     $   546,186
                                                      ===========      ===========     ===========      ===========

EARNINGS PER SHARE:
     Basic                                            $       -        $      0.03     $     (0.03)     $      0.04
                                                      ===========      ===========     ===========      ===========
     Diluted                                          $       -        $      0.03     $     (0.03)     $      0.04
                                                      ===========      ===========     ===========      ===========
</TABLE>


See notes to condensed consolidated financial statements.

<PAGE>   4

                          CAPRI CORP. AND SUBSIDIARIES
                 Condensed Consolidated Statements of Cash Flows
        For Three Months and Six Months Ended December 31, 2000 and 1999
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                              THREE MONTHS ENDED                SIX MONTHS ENDED
                                                         ----------------------------      ----------------------------
                                                             2000             1999             2000             1999
                                                         -----------      -----------      -----------      -----------
<S>                                                      <C>              <C>              <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
     Net income (loss)                                   $   (78,235)     $   473,697      $  (420,705)     $   546,186
                                                         -----------      -----------      -----------      -----------

     Adjustments to reconcile net income to cash
      provided by operating activities:
        Depreciation and amortization                        158,755           55,715          249,186          105,153
        Provision for losses                                   4,221            6,000          108,061           12,000
        Foreign currency translation
           adjustment                                        (15,143)         (25,268)         (20,538)         (13,593)
        (Increase) decrease in:
           Accounts receivables                             (427,248)        (782,543)        (545,569)        (685,810)
           Unamortized software
               development costs                            (138,604)         (75,000)        (249,297)        (150,000)
           Other current assets                                1,676          (45,188)         (40,345)         (47,244)
           Other assets                                          248           20,928          (58,223)          20,928
        Increase (decrease) in:
           Accounts payable and accrued expenses             (43,073)         (16,198)        (533,718)        (130,842)
           Deferred sales                                   (285,580)         (12,414)        (458,111)        (129,195)
           Other current liabilities                             267                -            1,799                -
           Accrued and deferred income
               taxes payable                                 (32,651)         220,090         (740,090)         122,090
                                                         -----------      -----------      -----------      -----------

           Total adjustments                                (777,132)        (653,878)      (2,286,845)        (896,513)
                                                         -----------      -----------      -----------      -----------

           Net cash provided by operating activities        (855,367)        (180,181)      (2,707,550)        (350,327)
                                                         -----------      -----------      -----------      -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
     Purchase of fixed assets                               (185,491)         (59,682)        (350,731)        (130,414)
                                                         -----------      -----------      -----------      -----------

           Net cash used in investing activities            (185,491)         (59,682)        (350,731)        (130,414)
                                                         -----------      -----------      -----------      -----------

           Net increase in cash and cash equivalents      (1,040,858)        (239,863)      (3,058,281)        (480,741)

CASH AND CASH EQUIVALENTS:
     Beginning of period                                   1,750,449        1,528,750        3,767,872        1,769,628
                                                         -----------      -----------      -----------      -----------

     End of period                                       $   709,591      $ 1,288,887      $   709,591      $ 1,288,887
                                                         ===========      ===========      ===========      ===========
</TABLE>


See notes to condensed consolidated financial statements.

<PAGE>   5

                          CAPRI CORP. AND SUBSIDIARIES
            Condensed Consolidated Statements of Stockholders' Equity
               For the Six Months Ended December 31, 2000 and 1999
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                                                                              Foreign
                                                                                Additional                   currency
                                                                    Common       paid-in       Retained     translation
                                                     Total          stock        capital       earnings     adjustments
                                                  -----------    -----------   -----------   -----------    -----------
<S>                                               <C>            <C>           <C>           <C>            <C>

Balance, July 1, 1999                             $ 3,521,204    $   122,853   $ 1,197,538   $ 2,269,577    $   (68,764)

Comprehensive income:
     Net income                                       546,186              -             -       546,186              -

     Other comprehensive income:
        Foreign currency translation adjustment       (13,593)             -             -             -        (13,593)
                                                  -----------    -----------   -----------   -----------    -----------

                 Total comprehensive income           532,593              -             -       546,186        (13,593)
                                                  -----------    -----------   -----------   -----------    -----------

Balance, December 31, 1999                        $ 4,053,797    $   122,853   $ 1,197,538   $ 2,815,763    $   (82,357)
                                                  ===========    ===========   ===========   ===========    ===========



Balance, July 1, 2000                             $ 4,606,427    $   129,081   $ 1,307,010   $ 3,277,232    $  (106,896)

Comprehensive income:
     Net loss                                        (420,705)             -             -      (420,705)             -

     Other comprehensive income:
        Foreign currency translation adjustment       (20,538)             -             -             -        (20,538)
                                                  -----------    -----------   -----------   -----------    -----------

                 Total comprehensive income          (441,243)             -             -      (420,705)       (20,538)
                                                  -----------    -----------   -----------   -----------    -----------

Balance, December 31, 2000                        $ 4,165,184    $   129,081   $ 1,307,010   $ 2,856,527    $  (127,434)
                                                  ===========    ===========   ===========   ===========    ===========
</TABLE>



See notes to condensed consolidated financial statements.

<PAGE>   6

                          CAPRI CORP. AND SUBSIDIARIES
              Notes to Condensed Consolidated Financial Statements


1.   BASIS OF PRESENTATION
The unaudited condensed consolidated financial statements include the accounts
of Capri Corp. (the "Company") and its wholly-owned subsidiary Cimnet Systems,
Inc., after eliminating material intercompany balances and transactions. These
statements and related notes have been prepared pursuant to the rules and
regulations of the U.S. Securities and Exchange Commission. Accordingly, certain
information and footnote disclosures normally included in the financial
statements prepared in accordance with generally accepted accounting principles
have been omitted pursuant to such rules and regulations. The accompanying
condensed consolidated financial statements and related notes should be read in
conjunction with the audited financial statements of the Company, and notes
thereto, for the fiscal year ended June 30, 2000. The following information
reflects, in the opinion of management, all adjustments, consisting of normal
recurring accruals, necessary for a fair presentation of the interim period
results. Operating results for interim periods are not necessarily indicative of
results which may be expected for the year as a whole.

Use of Estimates

Preparation of the Company's financial statements requires management to make
estimates and assumptions that affect reported amounts of assets and liabilities
and related revenues and expenses. Actual results could differ from the
estimates used by management.


2.   SELECTED SIGNIFICANT ACCOUNTING POLICIES

Software development costs

The Company accounts for its software development costs in accordance with
Statement of Financial Accounting Standards (SFAS) No. 86, "Accounting for the
cost of computer software to be sold, leased, or marketed". Initial costs are
charged to operations as research and development until such time as the Company
has established technological feasibility of the computer software product.
Technological feasibility is established when a product and detail program
design is complete, resources have been allocated to the project, the detail
program specifications are confirmed to be consistent with the product design
and the detail program design does not contain any high risk development issues.
Thereafter, the Company capitalizes certain payroll costs, payroll related
costs, outside contracted services and costs to obtain certain third-party
licenses associated with the development of the software program.


<PAGE>   7

Amortization of capitalized costs starts when the product is available for
general release to the public. The Company's policy is to amortize capitalized
costs by the greater of (a) the ratio that the current gross revenue for a
product bear to the total of current and anticipated future gross revenue for
that product, or (b) the straight-line method over the remaining estimated
economic life of the product including the period being reported upon.
Unamortized software costs are carried at the lower of book value or the net
realizable value, as determined by management.

Revenue recognition

The Company recognizes revenue from software using the provisions of the
American Institute of Certified Public Accountants (AICPA) Statement of Position
(SOP) 97-2, "Software Revenue Recognition" and Statement of Position (SOP) 98-9,
"Modification of SOP 97-2, Software Revenue Recognition, With Respect to Certain
Transactions". Under these provisions, revenue from software sales is recognized
when all of the following criteria are met: pervasive evidence of an arrangement
exists, delivery of the software has occurred, the fee is fixed or determinable,
and collectibility is probable.

The Company has identified the elements that may exist within a sales
arrangement as software, software maintenance, hardware and services. The
Company uses vendor specific objective evidence ("VSOE") to determine the fair
value to assign to the software maintenance, hardware and service elements when
it exist within the sales arrangement. VSOE is established by using the price
the Company charges other customers when the same element is sold separately.
The Company uses the residual method to determine the value of the sale
arrangement to assign to the software sale. Under this method, all other
elements within the sales arrangement are identified and valued using VSOE. The
total of all the identified elements are pulled-out of the total sales
arrangement value and the remaining amount is assigned to the software.

Revenue from software sales is recognized when the software is delivered and has
been installed onto the customer's computer. In the event a customer is granted
a right to return the software, recognition of revenue is deferred until such
time as the right to return expires.

Software maintenance is charged to the customer as an annual fee, based on a
predetermined percentage of the original software costs and is recognized
monthly, on a straight-line basis. Maintenance is usually billed to the customer
quarterly and continues to be provided to the customer for as long as they pay
for the maintenance.

Other revenue includes revenue from the sale of hardware and other services,
such as installation, implementation, training or customization and is
recognized at the time the product or service is delivered.

<PAGE>   8

3.   EARNINGS PER SHARE

Basic earnings per share is calculated using the weighted average number of
shares outstanding during the period. Diluted earnings per share is computed on
the basis of the weighted average number of common shares outstanding plus the
diluted effect of shares associated with the common stock option plan, treated
as if they were exercised.

The following table sets forth the computation of basic and diluted earnings per
share:

                             Three Months Ended           Six Months Ended
                             ------------------           ----------------
                          December 31,  December 31,  December 31, December 31,
                          ------------  ------------  ------------ ------------
                              2000          1999         2000          1999
                              ----          ----         ----          ----

Net income (loss)          $  (78,235)  $  473,697     $ (420,705)      546,186
                           ==========   ==========     ==========    ==========

Weighted average
shares outstanding         12,908,091   12,285,257     12,908,091    12,285,257

Dilutive effect of the
common stock
option plan                   724,178      760,834        724,178       760,834
                           ----------   ----------     ----------   -----------

Diluted shares
outstanding                13,632,269   13,046,091     13,632,269    13,046,091
                           ==========   ==========     ==========    ==========

Basic earnings per
share                      $   ---      $     0.03     $    (0.03)   $     0.04

Diluted earnings
Per share                  $   ---      $     0.03     $    (0.03)   $     0.04


5.   SEGMENT INFORMATION

The Company has adopted Statement of Financial Accounting Standards (SFAS) No.
131, "Disclosures about Segments of an Enterprise and Related Information". The
Company's chief operating decision-makers recognize that all revenue sources are
dependent on the sale of its software product, Paradigm(R). Accordingly, the
Company considers it has only one business segment.


7.   AVAILABLE LINE OF CREDIT

On October 30, 2000 the Company renewed the revolving credit agreement with
American National Bank and Trust Company of Chicago, dated October 30, 1999,
which provides an open line of credit of up to five hundred thousand dollars

<PAGE>   9
($500,000). This line of credit, which expires on October 31, 2001, provides for
interest at one percent over the published prime rate of the bank on funds used,
and is secured by the assets (excluding intellectual property) of the Company
and its domestic subsidiary. As of December 31, 2000, the Company has utilized
$120,000 of the line in the form of an irrevocable letter of credit issued as
security against renovations to the Company's new headquarters location.
Assuming no events of default occur, the letter of credit automatically reduces
by $40,000 every six months, and fully expires in 2002. At the balance sheet
date, the Company was in violation of a covenant under this line of credit.
Subsequent to the balance sheet date, the Company received a waiver from the
lender with respect to this covenant.

8.   TRANSACTION WITH INTERCONEXUS.COM, INC.

In March 2000 the Company formed a wholly-owned subsidiary, InterConexus.com,
Inc. ("ICC"). At the same time, the Company sought to register the common stock
of ICC under the provisions of section 12(g) of the Securities Exchange Act of
1934. The registration statement became effective on May 31, 2000. On May 18,
2000, the Company declared a distribution of all the issued and outstanding
shares of ICC common stock to the Company's stockholders of record on May 30,
2000, payable on June 1, 2000, through a taxable spin-off. The distribution was
on the basis of one share of ICC for each share of the Company's common stock
held on the record date.

During the year ended June 30, 2000, Capri invested $11,291 and received
12,908,091 shares of ICC common stock with a par value $.0001. At the spin-off
date, the Board of Directors declared the dividend value to be $.0001 per share.
Accordingly, the Company recorded a charge to operations of $10,000 to adjust
its investment to the value of the declared dividend of $1,291.

On December 28, 2000, ICC filed a Form 15 to deregister its common stock under
the provisions of the Securities Exchange Act of 1934.

Related party transactions with ICC

The Company and ICC have common members of their respective Board of Directors.

For the purpose of governing certain ongoing relationships between the Company
and ICC after the spin-off, the Company's domestic subsidiary Cimnet Systems,
Inc ("Cimnet") and ICC have entered into a services agreement and adopted
certain policies as follows:

The services agreement enables either company to provide certain services to the
other on as-needed basis, at cost. The services provided under this agreement
include, but are not limited to, accounting services, computer services,
insurance


<PAGE>   10

coverage, payroll processing services and management of employee benefit
programs, or any other similar services. The agreement does not preclude either
party from obtaining these services from unrelated third parties or from
developing their own in-house capabilities.

Cimnet has agreed to share office space with ICC and allocates to ICC its
pro-rata share of rent, common area maintenance charges and other costs and
expenses under Cimnet's lease for ICC occupied office space.

During the six months ended December 31, 2000 Cimnet billed ICC $96,060 for
services provided and funds advanced under this agreement. Additionally, at
December 31, 2000, Cimnet, on behalf of ICC, had purchased and retained title to
certain computers and computer related equipment and software aggregating
$60,453. The Company may transfer title to ICC at an appropriate future date.
ICC is currently in the development stage of its operations. Accordingly, the
Company has recorded a reserve against those billings, through a charge to
operations for six months ended December 31, 2000 of $96,060. This charge is
reflected in other expenses in the accompanying consolidated statement of
operations. At December 31, 2000, the total amount ICC owed Cimnet was $482,610.
This amount has been fully reserved by the Company.


<PAGE>   11

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

     The Registrant relied upon Alternative 2 in its annual report on Form
10-KSB for the fiscal year ended June 30, 2000. There is no information to
provide in response to Item 6(a)(3)(i) to Model B of Form 1-A.

                                     PART II
                                OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

   (a)  Exhibits

        None.

   (b)  Reports on Form 8-K

        None.

<PAGE>   12


                                   SIGNATURES

     In accordance with the requirements of the Exchange Act, the Registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                  CAPRI CORP.
                                  (Registrant)

Date: February 13, 2001
                                  By:   /s/ Mehul J. Dave'
                                      -------------------------------------
                                      Mehul J. Dave', Chairman of the Board,
                                      President and Chief Executive Officer
                                      (Principal Financial Officer)