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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 Act Of 1934

                  For the quarterly period ended March 31, 2001

                        Commission file number: 000-31205

                             COLLEGE SOFTWARE, INC.
        (Exact name of small business issuer as specified in its charter)

          Florida                                           65-0853816
(State or other jurisdiction of                (IRS Employee Identification No.)
incorporation or organization)

            309 - 837 West Hastings Street, Vancouver, B.C., V6C 3N6
                    (Address of principal executive offices)

                                 (604) 605-0507
                           (Issuer's telephone number)

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 and Exchange Act of 1934
during the preceding 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
    --------------            --------------

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date:

Common Stock, $0.001 par value                          1,185,400
          (Class)                           (Outstanding as of March 31, 2001)


                                        1
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                             COLLEGE SOFTWARE, INC.
                                   FORM 10-QSB
                                      INDEX

                                                                            Page
                                                                            ----
Part I - FINANCIAL INFORMATION

         Item 1.  Consolidated Financial Statements


                  Assets.......................................................3

                  Liabilities and Stockholder's Equity.........................4

                  Statement of Operations......................................5

                  Statement of Cash Flows......................................6

                  Notes of Financial Statements................................7

         Item 2.  Management's Discussion and Analysis or Plan of Operation....7


Part II  OTHER INFORMATION

         Item 5.  Other Information...........................................13

         Item 6.  Exhibits and Reports on Form 8-K............................13

         Signatures...........................................................13

                                        2
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                             COLLEGE SOFTWARE, INC.
                          (A Development Stage Company)


                                  BALANCE SHEET
                                  -------------


                                     ASSETS
                                     ------


                                                         March      December
                                                        31, 2001    31, 2000
                                                       ----------  ----------
                                                       [unaudited]


CURRENT ASSETS                                         $       0   $       0
                                                       ----------  ----------

     TOTAL CURRENT ASSETS                              $       0   $       0
                                                       ----------  ----------

OTHER ASSETS                                           $       0   $       0
                                                       ----------  ----------

     TOTAL OTHER ASSETS                                $       0   $       0
                                                       ----------  ----------

TOTAL ASSETS                                           $       0   $       0
                                                       ----------  ----------

    The accompanying notes are an integral part of these financial statements

                                       3
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                             COLLEGE SOFTWARE, INC.
                          (A Development Stage Company)


                                  BALANCE SHEET
                                  -------------


                      LIABILITIES AND STOCKHOLDERS' EQUITY
                      ------------------------------------


                                                          March     December
                                                        31, 2000    31, 2000
                                                       ----------  ----------
                                                       [unaudited]
CURRENT LIABILITIES

     Accounts Payable                                  $       0   $      50

     Officers Advances                                     5,851       4,305
                                                       ----------  ----------


TOTAL CURRENT LIABILITIES                              $   5,851       4,355
                                                       ----------  ----------


STOCKHOLDERS' EQUITY

     Preferred stock, par value $0.001
     Authorized 10,000,000 shares
     Issued and outstanding at
     June 30,2000 - None                               $       0           0

     Common stock, par value $0.001
     Authorized 100,000,000 shares
     Issued and outstanding at
     December 31, 2000 and March 31, 2001 -
     1,185,400 shares                                      1,185   $   1,185

     Additional Paid-In Capital                           24,169      24,169

     Deficit accumulated during
     the development stage                               -31,205     -29,709
                                                       ----------  ----------


TOTAL STOCKHOLDERS' EQUITY                             $  -5,851   $  -4,355
                                                       ----------  ----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY             $       0   $       0
                                                       ----------  ----------

    The accompanying notes are an integral part of these financial statements

                                       4
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                             COLLEGE SOFTWARE, INC.
                          (A Development Stage Company)


                             STATEMENT OF OPERATIONS
                             -----------------------
                                   [unaudited]


                                                   For the three months ended
                                                            March 31
                                                     2001               2000
                                                  -----------        -----------

INCOME

  Revenue                                         $        0         $        0
                                                  -----------        -----------

EXPENSES

  General, Selling and Administrative             $    1,546         $        0
                                                  -----------        -----------


TOTAL EXPENSES                                    $    1,546         $        0
                                                  -----------        -----------


NET PROFIT/LOSS (-)$                              $        0         $        0
                                                  -----------        -----------


Net loss per share - basic and diluted            $   0.0013         $        0
                                                  -----------        -----------

Weighted average number of common shares           1,185,400          1,035,400
                                                  -----------        -----------

   The accompanying notes are an integral part of these financial statements

                                       5
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                             COLLEGE SOFTWARE, INC.
                          (A Development Stage Company)


                             STATEMENT OF CASH FLOWS
                             -----------------------
                                   [unaudited]


                                                      For the three months ended
                                                               March 31
                                                           2001        2000
                                                         --------    --------


Cash Flows from Operating Activities
Net Loss (-), Gain (+)                                   $-1,546     $     0

Changes in assets and liabilities                              0           0

Issued for services                                            0           0

Accounts Payable                                               0           0

Officers Advances                                          1,546           0
                                                         --------    --------

Net cash used in operating activities                    $     0     $     0

Cash Flows from Investing Activities                           0           0

Cash Flows from Financing Activities                           0           0
     Issue common stock for cash
                                                         --------    --------

Net Increase (decrease) in cash                          $     0     $     0


Cash, Beginning of period                                      0           0
                                                         --------    --------


Cash, End of Period                                      $     0     $     0
                                                         --------    --------

    The accompanying notes are an integral part of these financial statements

                                       6
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                             College Software, Inc.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS
                                 March 31, 2001
                          -----------------------------

NOTE A - SUMMARY OF ACCOUNTING POLICIES
---------------------------------------

1.  Basis of Presentation

The accompanying unaudited financial statements have been prepared in accordance
with the instruction to form 10-QSB, and therefore, do not include all the
information necessary for a fair presentation of financial position, results of
operations and cash flows in conformity with generally accepted accounting
principles.

In the opinion of the management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation have been
included. Operating results for the three-month period ended March 31, 2001 are
not necessarily indicative of the results that may be expected for the year
ended December 31, 2001. The unaudited condensed consolidated financial
statements should be read in conjunction with the consolidated December 31, 2000
financial statements and footnotes thereto included in the company's SEC form
10SB.



ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS FOR THE THREE
MONTHS ENDED MARCH 31, 2001

         The following discussion should be read in conjunction with the
Company's Consolidated Financial Statements and Notes thereto, included
elsewhere within this report.

Plan of Operation
-----------------

         The company intends to rely on the expertise of its management to study
         the market for E-Learning products.

         For critical expenditures such as fees to keep SEC filings current And
         related charges the company relies on advances from officers. It is
         impossible to predict the amount of these expenditures. However, such
         amounts are not expected to exceed $25,000 during the next twelve
         months.

         It is clear to the company that present funding is not sufficient for
         the launch of its operations, and that it must interest investors in
         one or more secondary capital formation programs before it can launch
         operations. The company is evaluating its options and will proceed
         accordingly.

Results of Operations
---------------------

        The company has had no operations during the quarterly period ended
        March 31, 2001, or since on or before approximately 1998. During the
        quarterly period covered by this Report, the company received no revenue
        and incurred expenses of $1,496 stemming from general, administrative,
        and tax expenses.

Liquidity
---------

        At March 31, 2001, the Company had total current assets of $0 and Total
        liabilities of $5,851.

                                       7
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Risk Factors that may affect future results and market price of stock
---------------------------------------------------------------------

The business of the Company involves a number of risks and uncertainties that
could cause actual results to differ materially from results projected in any
forward-looking statement, or statements, made in this report. These risks and
uncertainties include, but are not necessarily limited to the risks set forth
below. The Company's securities are speculative and investment in the Company's
securities involves a high degree of risk and the possibility that the investor
will suffer the loss of the entire amount invested.

LIMITED OPERATING HISTORY; ANTICIPATED LOSSES; UNCERTAINLY OF FUTURE RESULTS

The Company was organized in 1998, and has no operating history upon which an
evaluation of its business and prospects can be based. The Company's prospects
must be evaluated with a view to the risks encountered by a company in an early
stage of development, particularly in light of the uncertainties relating the
acceptance of the Company's business model.

The Company will be incurring costs to develop, introduce and enhance its
courseware program, to establish marketing relationships, and to build an
administrative organization. There can be no assurance that the Company will be
profitable on a quarterly or annual basis. In addition, as the Company expands
its business network and marketing operations it will likely need to increase
its operating expenses, broaden its customer support capabilities, and increase
its administrative resources. To the extent that such expenses are not
subsequently followed by commensurate revenues, the Company's business, results
of operations and financial condition will be materially adversely affected.

POSSIBLE NEED FOR ADDITIONAL FINANCING

It is possible that revenues from the Company's operations may not be sufficient
to finance its initial operating cost to reach breakeven. If this were to occur,
the Company would need to raise or find additional capital. While the Company
expects to be able to meet its financial obligations for approximately the next
twelve months, there is no assurance that, after such period, the Company will
be operating profitably. If they are not, there can be no assurance that any
required capital will be obtained on terms favorable to the Company. Failure to
obtain adequate additional capital on favorable terms could result in
significant delays in the expansion of new services and market share and could
even result in the substantial curtailment of existing operations and services
to clients.

UNPREDICTABILITY OF FUTURE REVENUES; POTENTIAL FLUCTUATIONS IN QUARTERLY
RESULTS.

As a result of the Company's lack of operating history and the emerging nature
of the market in which it competes, the Company is unable to forecast its
revenues accurately.

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The Company's current and future expense levels are based largely on its
investment/operating plans and estimates of future revenue and are to a large
extent based on the Company's own estimates. Sales and operating results
generally depend on the volume of, timing of, and ability to obtain customers,
orders for services received, and revenues therefrom generated. These are, by
their nature, difficult at best to forecast.

The Company may be unable to adjust spending in a timely manner to compensate
for any unexpected revenue shortfall or delay. Accordingly, any significant
shortfall or delay in revenue in relation to the Company's planned expenditures
would have an immediate adverse affect on the Company's business, financial
condition, and results of operations. Further, in response to changes in the
competitive environment, the Company may from time to time make certain pricing,
service, or marketing decisions that could have a material adverse effect on the
Company's business, financial condition, operating results, and cash flows.

DEVELOPING MARKET; ACCEPTANCE OF THE INTERNET AS A MEDIUM FOR COMMERCE JUST NOW
BEING PROVEN.

The Company's long-term viability is substantially dependent upon the continued
widespread acceptance and use of the Internet as a medium for business commerce,
in terms of the sales of both products and services to businesses and
individuals. The use of the Internet as a means of business sales and commerce
is has only recently reached a point where many companies are making reasonable
profits from their endeavors therein, and there can be no assurance that this
trend will continue.

The Internet has experienced, and is expected to continue to experience,
significant growth in the number of users and amount of traffic. There can be no
assurance that the Internet infrastructure will continue to be able to support
the demands placed on it by this continued growth. In addition, delays in the
development or adoption of new standards and protocols to handle increased
levels of Internet activity or increased governmental regulation could slow or
stop the growth of the Internet as a viable medium for business commerce.
Moreover, critical issues concerning the commercial use of the Internet
(including security, reliability, accessibility and quality of service) remain
unresolved and may adversely affect the growth of Internet use or the
attractiveness of its use for business commerce.

The failure of the necessary infrastructure to further develop in a timely
manner, or the failure of the Internet to continue to develop rapidly as a valid
medium for business would have a material adverse effect on the Company's
business, financial condition, operating results, and cash flows.

UNPROVEN ACCEPTANCE OF THE COMPANY'S SERVICES AND/OR PRODUCTS

The Company is still in its development stage. As a result, it does not know
with any certainty whether its services and/or products will be accepted within
the business marketplace. If the Company's services and/or products prove to be
unsuccessful within the marketplace, or if the Company fails to attain market
acceptance, it could materially adversely affect the Company's financial
condition, operating results, and cash flows.

                                       9
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DEPENDENCE ON KEY PERSONNEL

The Company's performance and operating results are substantially dependent on
the continued service and performance of its officer and directors. The Company
intends to hire additional technical, sales, and other personnel as they move
forward with their business model. Competition for such personnel is intense,
and there can be no assurance that the Company can retain its key technical
employees, or that it will be able to attract or retain highly qualified
technical and managerial personnel in the future. The loss of the services of
any of the Company's key employees or the inability to attract and retain the
necessary technical, sales, and other personnel could have a material adverse
effect upon the Company's business, financial condition, operating results, and
cash flows. The Company does not currently maintain "key man" insurance for any
of its key employees.

DEPENDENCE ON CONTINUED GROWTH IN USE OF THE INTERNET

The success of the Company's business depends, in part, on continued acceptance
and growth in the use of the Internet for business commerce and would suffer if
Internet usage does not continue to grow. Internet usage may be inhibited for a
number of reasons, such as:

     o   Inadequate network infrastructure.
     o   Security concerns.
     o   Inconsistent quality of service.
     o   Lack of available cost-effective, high-speed service.
     o   The adoption of new standards or protocols for the Internet.
     o   Changes or increases in government regulation.

Online companies have experienced interruptions in their services as a result of
outages and other delays occurring due to problems with the Internet network
infrastructure, disruptions in Internet access provided by third-party providers
or failure of third party providers to handle higher volumes of user traffic. If
Internet usage grows, the Internet infrastructure or third-party service
providers may be unable to support the increased demands which may result in a
decline of performance, reliability or ability to access the Internet. If
outages or delays frequently occur in the future, Internet usage, as well as
usage of the Company's Internet Web-sites, could grow more slowly or decline.

COMPETITION

The E-commerce training market in which the Company will operate is very
competitive. Many competitors have substantially greater, financial, technical,
marketing, and distribution resources than the Company.

                                       10
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In the all its markets, the Company competes against a large number of companies
of varying sizes and resources. There are an increasing number of competitive
services and products offered by a growing number of companies. Increased
competition in any service or product area may result in a loss of a client,
reduction in sales revenue, or additional price competition, any of which could
have a material adverse effect on the Company's operating results. In addition,
existing competitors may continue to broaden their service and/or product lines
and other potential competitors may enter or increase their presence in the
E-commerce, resulting in greater competition for the Company.

Most of the Company's current and potential competitors have substantially
longer operating histories, larger customer bases, greater name and service
recognition, and significantly greater financial, marketing, and other resources
than the Company. In addition, competitors may be acquired by, receive
investments from or enter into other commercial relationships with larger,
well-established and well-financed companies as the use of the Internet and
other online services increases. Many of the Company's competitors may be able
to respond more quickly to changes in customer preferences/needs, devote greater
resources to marketing and promotional campaigns, adopt more aggressive pricing
policies and devote substantially more resources to Internet site and systems
development than the Company.

It is possible that new competitors or alliances among competitors may emerge
and rapidly acquire market share. Increased competition may result in reduced
operating margins and/or loss of market share, either of which could materially
adversely affect the Company's business, results of operations and financial
condition. There can be no assurance that the Company will be able to compete
successfully against current or future competitors or alliances of such
competitors, or that competitive pressures faced by the Company will not
materially adversely affect its business, financial condition, operating results
and cash flows.

RISKS OF POTENTIAL GOVERNMENT REGULATION AND OTHER LEGAL UNCERTAINTIES RELATING
TO THE INTERNET

The Company is not currently subject to direct federal, state, or local
regulation in the United States and Canada other than regulations applicable to
businesses generally or directly applicable to electronic commerce. However,
because the Internet is becoming increasingly popular, it is possible that a
number of laws and regulations may be adopted with respect to the Internet.
These laws may cover issues such as user privacy, freedom of expression,
pricing, content, and quality of products and services, taxation, advertising,
intellectual property rights and information security. Furthermore, the growth
of electronic commerce may prompt calls for more stringent consumer protection
laws. The adoption of such consumer protection laws could create uncertainty in
Internet usage and reduce the demand for all products and services.

In addition, the Company is not certain how its business may be affected by the
application of existing laws governing issues such as property ownership,
copyrights, encryption, and other intellectual property issues, taxation, libel,
obscenity, and export or import matters. It is possible that future applications

                                       11
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of these laws to the Company's business could reduce demand for its products and
services or increase the cost of doing business as a result of litigation costs
or increased service delivery costs.

Because the Company's services will likely be available over the Internet in
multiple states, and possibly foreign countries, other jurisdictions may claim
that the Company is required to qualify to do business and pay taxes in each
state or foreign country. The Company's failure to qualify in other
jurisdictions when it is required to do so could subject the Company to
penalties and could restrict the Company's ability to enforce contracts in those
jurisdictions. The application of laws or regulations from jurisdictions whose
laws do not currently apply to the Company's business may have a material
adverse affect on its business, results of operations and financial condition.


INTELLECTUAL PROPERTY RIGHTS

As part of its confidentiality procedures, the Company expects to enter into
nondisclosure and confidentiality agreements with its key employees, and any
consultants and/or business partners and will limit access to and distribution
of its technology, documentation, and other proprietary information.

Despite the Company's efforts to protect any intellectual property rights it may
have, unauthorized third parties, including competitors, may from time to time
copy or reverse-engineer certain portions of the Company's technology and use
such information to create competitive services and/or products.

It is possible that the scope, validity, and/or enforceability of the Company's
intellectual property rights could be challenged by other parties, including
competitors. The results of such challenges before administrative bodies or
courts depend on many factors which cannot be accurately assessed at this time.
Unfavorable decisions by such administrative bodies or courts could have a
negative impact on the Company's intellectual property rights. Any such
challenges, whether with or without merit, could be time consuming, result in
costly litigation and diversion of resources, and cause service or product
delays. If such events should occur, the Company's business, operating results
and financial condition could be materially adversely affected.

RISKS OF TECHNOLOGY TRENDS AND EVOLVING INDUSTRY STANDARDS

The Company's success will depend on its ability to develop a computer
courseware program that will meet customers' changing requirements. The
microcomputer industry is characterized by rapidly changing technology, evolving
industry standards, and changes in customer need and frequent new service and
product introductions. The Company's future success will depend, in part, on its
ability to effectively use leading edge technologies, to continue to develop its
technological expertise, to enhance its current service, to develop new products
that meet changing customer preferences and to influence and respond to merging
industry standards and other technological changes on a timely and
cost-effective basis.

                                       12
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DEPENDENCE OF LICENSED TECHNOLOGY

The Company may rely on certain technology licensed from third parties, and
there can be no assurance that these third party technology licenses will be
available to the Company on acceptable commercial terms or at all.


                           PART II: OTHER INFORMATION

ITEM 5.  OTHER INFORMATION

On January 15, 2001, Peter Braun resigned as President, Secretary and Treasurer
of the Company and Thomas Braun was appointed President, Secretary, Treasurer
and Director of the Company. Peter Braun remains on the Board of Directors.


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)      Exhibits

         3.1      Articles of Incorporation of the Registrant*

         3.2      By-laws of the Registrant*

         ----------

         *  Previously filed as an exhibit to the Company's Form 10-QSB dated
            July 21, 2000


(b)      Reports on Form 8-K filed during the three months ended March 31, 2001.

         No Current Reports on Form 8-K were filed during the three months ended
         March 31, 2001

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.

                                                   College Software, Inc.
                                                   Registrant

                                                   By: /s/ Thomas A. Braun
                                                   -------------------------
                                                   Thomas A. Braun
                                                   President and Director

May 9, 2001
-----------
Date

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