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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                   FORM 10-QSB


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

                  For the quarterly period ended March 31, 2001


                         Commission file number: 0-27862


                            REALITY INTERACTIVE, INC.
             (Exact name of registrant as specified in its charter)


                MINNESOTA                                  41-1781991
   --------------------------------------     -----------------------------
   State or other jurisdiction of             I.R.S. Employer Identification No.
   incorporation of organization

               SUITE 121
            7885 FULLER ROAD
     EDEN PRAIRIE, MINNESOTA 55344                    (612) 253-4713
   --------------------------------------     -----------------------------
   Address of principal executive offices      Registrant's telephone number



Check whether the registrant (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 [ ]


At April 30, 2001, 4,677,407 shares of registrant's $.01 par value Common Stock
were outstanding.

Transitional Small Business Issuer Format  Yes [ ]     No [X]




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                                FORM 10-QSB INDEX

<TABLE>
<S>                                                                                                <C>
PART I  -  FINANCIAL INFORMATION
--------------------------------

Item 1.  Financial Statements.......................................................................3

Item 2.  Management's Discussion and Analysis of Financial Condition and
               Results of Operations................................................................7


PART II -  OTHER INFORMATION
----------------------------

Item 6.  Exhibits and Reports on Form 8-K...........................................................8

SIGNATURES..........................................................................................9

EXHIBIT INDEX......................................................................................10
</TABLE>


                         SAFE HARBOR STATEMENT UNDER THE
                PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

         This Quarterly Report on Form 10-QSB contains forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as amended.
These forward-looking statements involve risks and uncertainties that may cause
the Company's actual results to differ materially from the results discussed in
the forward-looking statements.

         On April 30, 1999, the Company ceased business operations. Management
of the Company believes this action was necessary in light of the Company's
liquidity needs and lack of revenue opportunities.

         Since April 30, 1999, the Company has been exploring potential uses of
its public shell. While the Company seeks potential uses for the public shell,
the primary factor that might cause such difference in results is the Company's
inability to find a suitable acquisition or merger candidate or other use for
its public shell in the near future.





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<PAGE>   3


                         PART I - FINANCIAL INFORMATION


ITEM 1. FINANCIAL STATEMENTS

                            REALITY INTERACTIVE, INC.
                                  BALANCE SHEET


<TABLE>
<CAPTION>
                                                                             March 31,          December 31,
                                                                               2001                 2000
                                                                           ------------         ------------
ASSETS                                                                     (Unaudited)
<S>                                                                        <C>                 <C>

Cash and cash equivalents .............................................    $      3,145         $      7,620

Other current assets ..................................................             895                  895
                                                                           ------------         ------------

        Total assets ..................................................    $      4,040         $      8,515
                                                                           ============         ============

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
    Accounts payable ..................................................    $     13,026         $     13,026

    Accrued liabilities ...............................................           7,953                7,953
                                                                           ------------         ------------
        Total current liabilities .....................................          20,979               20,979
                                                                           ------------         ------------

Stockholders' equity:
    Common stock, $.01 par value, 25,000,000 shares authorized;
        4,677,407 shares outstanding at both dates ....................          46,774               46,774
    Additional paid-in capital ........................................      15,386,692           15,386,692
    Accumulated deficit ...............................................     (15,450,405)         (15,445,930)
                                                                           ------------         ------------
        Total stockholders' equity ....................................         (16,939)             (12,464)
                                                                           ------------         ------------

        Total liabilities and stockholders' equity ....................    $      4,040         $      8,515
                                                                           ============         ============
</TABLE>



              See accompanying notes to the financial statements.




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<PAGE>   4



                            REALITY INTERACTIVE, INC.
                             STATEMENT OF OPERATIONS
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                                                              Three months ended
                                                                                                   March 31,
                                                                                       ------------------------------------
                                                                                            2001                2000
                                                                                       ----------------    ----------------

<S>                                                                                    <C>                 <C>
Product revenues ........................................................                 $         0          $         0
Service revenues ........................................................                           0                    0
                                                                                          -----------          -----------
        Total revenues ..................................................                           0                    0
                                                                                          -----------          -----------
Cost of product revenues ................................................                           0                    0
Cost of service revenues ................................................                           0                    0
                                                                                          -----------          -----------
        Total cost of revenues ..........................................                           0                    0
                                                                                          -----------          -----------

Gross profit ............................................................                           0                    0
                                                                                          -----------          -----------
Operating expenses:
    Sales and marketing .................................................                           0                    0
    Research and development ............................................                           0                    0
    General and administrative ..........................................                       4,493               17,009
                                                                                          -----------          -----------
        Total operating expenses ........................................                       4,493               17,009
                                                                                          -----------          -----------

Operating loss ..........................................................                      (4,493)             (17,009)

    Gain on sale of intellectual property ...............................                           0                5,975

    Interest income .....................................................                          18                  196
                                                                                          -----------          -----------
        Net loss ........................................................                 $    (4,475)         $   (10,838)
                                                                                          ===========          ===========

Basic and diluted earnings (loss) per share .............................                 $     (0.00)         $     (0.00)
                                                                                          ===========          ===========
Weighted average common shares outstanding ..............................                   4,677,407            4,677,407
                                                                                          ===========          ===========
</TABLE>



               See accompanying notes to the financial statements.







                                       4


<PAGE>   5


                            REALITY INTERACTIVE, INC.
                             STATEMENT OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                     Three months ended
                                                                                           March 31,
                                                                             -------------------------------------
                                                                                    2000              2000
                                                                             ------------------   ----------------
<S>                                                                          <C>                  <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net loss ................................................................    $ (4,475)           $(10,838)

    Reconciliation of net loss to net cash used by operating activities:
        Depreciation and amortization .......................................           0                   0
    Changes in assets and liabilities:
        Accounts receivable .................................................           0                   0
        Other current assets ................................................           0               2,026
        Accounts payable ....................................................           0              (1,228)
        Accrued liabilities .................................................           0                   0
        Deferred revenue ....................................................           0                   0
        Other current liabilities ...........................................           0                   0
                                                                                 --------            --------
            Net cash used by operating activities ...........................      (4,475)            (10,040)
                                                                                 --------            --------
CASH FLOWS FROM INVESTING ACTIVITIES:                                                   0                   0
                                                                                 --------            --------
CASH FLOWS FROM FINANCING ACTIVITIES:                                                   0                   0
                                                                                 --------            --------
Net cash provided (used) during period ......................................      (4,475)            (10,040)

CASH AND CASH EQUIVALENTS:
    Beginning of period .....................................................       7,620              40,986
                                                                                 --------            --------
    End of period ...........................................................    $  3,145            $ 30,946
                                                                                 ========            ========
</TABLE>


              See accompanying notes to the financial statements.








                                       5


<PAGE>   6



                            REALITY INTERACTIVE, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001
                                   (UNAUDITED)


NOTE 1. SUMMARY OF ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

Organization and Business

         Reality Interactive, Inc. (the Company) was incorporated on May 24,
1994 for the purpose of developing technology-based knowledge solutions for the
corporate marketplace.

         On April 30, 1999, the Company ceased business operations and
terminated all remaining employees. This action was necessary in light of the
Company's liquidity needs and lack of revenue opportunities.

         Since the Company ceased its business operations, it has sold a
majority of its physical assets and intellectual property. Currently, the
Company is exploring potential uses of its public shell. While the Company
pursues such opportunities, it intends to comply with all future SEC reporting
requirements in order to maintain its status as a public company.


Basis of Presentation

       The accompanying unaudited financial statements of the Company have been
prepared in accordance with generally accepted accounting principles for interim
financial information. The preparation of financial statements in accordance
with generally accepted accounting principles require management to make
estimates and assumptions. Such estimates and assumptions affect the reported
amounts of assets and liabilities, including the disclosure of contingent assets
and liabilities at the date of the accompanying interim financial statements,
and the reported amounts of revenue and expenses during the reporting period. In
the opinion of management, the interim financial statements include all
adjustments necessary for a fair presentation of the results of operations for
the interim periods presented.

       Operating results for the three months ended March 31, 2001 are not
necessarily indicative of the operating results to be expected for the year
ending December 31, 2001.

       Certain information and footnote disclosures normally included in
financial statements in accordance with generally accepted accounting principles
have been omitted. The statements should be read in conjunction with the
Company's Annual Report on Form 10-KSB for the year ended December 31, 2000.

       Subsequent event: Subsequent to March 31, 2001, the company issued
1,147,500 shares of common stock for services rendered, the value of which was
$98,550.




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<PAGE>   7


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

         The following presentation of management's discussion and analysis of
the Company's financial condition and results of operation should be read in
conjunction with the Company's financial statements and notes contained herein
for the first quarter ended March 31, 2001 and 2000.

RESULTS OF OPERATIONS

         REVENUES. Revenues were $0 for the first quarter of 2001, compared to
revenues of $0 for the first quarter of 2000. The lack of sales activity was due
to the Company's decision to cease its business operations effective April 30,
1999.

         COST OF REVENUES. Cost of revenues were $0 for the first quarter of
2001, compared to $0 for the first quarter of 2000. The lack of cost of revenues
was due to the Company's decision to cease business operations effective April
30, 1999.

         OPERATING EXPENSES. Operating expenses were $4,493 for the first
quarter of 2001, compared to $17,009 for the first quarter of 2000. The decrease
in operating expenses was due to lower expenses associated with operating a
small administrative office while the Company pursues opportunities for its
public shell. Expenses incurred during the first quarter of 2001 were entirely
for general and administrative purposes, including rent for a small office and
miscellaneous office expenses.

         The Company expects that it will continue to incur general and
administrative expenses for the remainder of 2001 as it continues to maintain a
small administrative office, pursues opportunities for its public shell and
maintains its status as a fully reporting company with the Securities and
Exchange Commission.

         GAIN ON SALE OF INTELLECTUAL PROPERTY. During the first quarter of
2000, the Company received a partial payment of $5,975 in connection with the
sale of one of its Internet domain names. The Company received a final payment
of $7,130 during the second quarter of 2000.

         INTEREST INCOME. The Company's interest income was $18 for the first
quarter of 2001, compared to interest income of $196 for the first quarter of
2000. The decrease in interest income is attributed to declining cash reserves.

         NET LOSS. Net loss was $4,475 for the first quarter of 2001, compared
to a net loss of $10,838 for the first quarter of 2000. Since the Company has
ceased business operations, it does not expect to incur additional substantial
losses in 2001, except for expenses relating to the operation of a small office,
pursuing opportunities for its public shell and SEC public filing requirements.

LIQUIDITY AND CAPITAL RESOURCES

         The Company's cash and cash equivalents were $3,145 as of March 31,
2001, compared to $7,620 as of December 31, 2000. This decrease in cash and cash
equivalents was due primarily to the net loss from operations for the quarter
ended March 31, 2001.

       The Company expects that its current cash balance will allow it to meet
its minimal operating expenditures at least through May 31, 2001.




                                       7
<PAGE>   8


                           PART II - OTHER INFORMATION


ITEM 6.       EXHIBITS AND REPORTS ON FORM 8-K

              (a)   Exhibits

EXHIBIT NO.         DESCRIPTION


    99.1            Cautionary Statement




              (b)   Reports on Form 8-K

                    No reports on Form 8-K were filed during the quarter ended
                    March 31, 2001





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<PAGE>   9


                                   SIGNATURES



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

                            REALITY INTERACTIVE, INC.


Dated: May 14, 2001                      By     /s/   Paul J. Wendorff
                                            ------------------------------------
                                                      Paul J. Wendorff
                                                  Chief Executive Officer














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<PAGE>   10


                                  EXHIBIT INDEX

 Exhibit
   No.       Description                                      Page No.
 -------     -----------                                      --------
  99.1       Cautionary Statement...........................    11








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