================================================================================

                                  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 quarter ended Commission File Number
                             March 31, 2003 0-12969

                         TOUCHSTONE SOFTWARE CORPORATION
             (Exact name of registrant as specified in its charter)


               Delaware                                     95-3778226
     (State or other jurisdiction                        (I.R.S. Employer
   of incorporation or organization)                    Identification No.)


        1538 Turnpike St., North Andover, Massachusetts        01845
           (Address of principal executive offices)          (Zip Code)


                                 (978) 686-6468
              (Registrant's telephone number, including area code)

                                      None
                     (Former name, former address and former
                   fiscal year, 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 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 number of shares of Common Stock of the Registrant outstanding as of
May 15, 2003 was 11,440,060 shares.
================================================================================
<PAGE>

                                      INDEX
                                                                           Page
                                                                          Number
                                                                          ------
PART I.   FINANCIAL INFORMATION

ITEM 1.   Financial Statements

          Consolidated Balance Sheet -- March 31, 2003....................    3
          Consolidated Income Statements -- Three Months Ended
           March 31, 2003 and. March 31, 2002.............................    4
          Consolidated Statements of Cash Flows -- Three Months
           Ended March 31,2003 And March 31, 2002.........................    5
          Notes to Consolidated Financial Statements......................   6-8

ITEM 2.   Management's Discussion and Analysis of Financial
           Condition and Results of Operations............................  9-12

ITEM 4.   Controls and Procedures.........................................   12


PART II.  Other Information

ITEM 1.   Legal Proceedings...............................................   13

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

          Signatures......................................................   14

          Certifications.................................................. 15-16


                                        2
<PAGE>

                         PART I - FINANCIAL INFORMATION

                          ITEM 1. Financial Statements
                           CONSOLIDATED BALANCE SHEET
                                 March 31, 2003
                                   (unaudited)


ASSETS
------
Current assets:
       Cash and cash equivalents............................    $    384,857
       Accounts receivable, net.............................          10,477
       Inventories..........................................          30,343
        Deferred tax asset                                            10,500
       Prepaid expenses and other current assets............          10,621
                                                                ------------
                Total current assets........................         446,798

Note receivable, related party..............................          96,754
Investments, other..........................................         220,500
Property, and equipment, net................................          19,500
                                                                ------------
                                                                $    783,552
                                                                ============
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
Current liabilities:
       Current maturities of long-term debt.................          31,197
       Accounts payable.....................................         129,821
       Accrued payroll and related expenses.................          47,240
        Accrued income taxes................................          10,500
       Other accrued expenses...............................         127,237
                                                                ------------
              Total current liabilities.....................         345,995
                                                                ------------

Long-term debt, net of current maturities...................           2,685
                                                                ------------
              Total liabilities.............................         348,680
                                                                ------------

Shareholders' equity:
       Preferred stock, $.001 par value, 3,000,000 shares
          authorized, none issued or outstanding
       Common stock, $.001 par value, 20,000,000 shares
          authorized, issued and outstanding,
          11,440,060 2003...................................          11,440
       Additional paid-in capital...........................      20,979,684
       Deferred compensation................................         (43,534)
       Accumulated deficit..................................     (20,512,718)
                                                                ------------
              Total shareholders' equity....................         434,872
..                                                               ------------
                                                                $    783,552
                                                                ============

The accompanying notes are an integral part of these consolidated financial
statements.

                                        3
<PAGE>

                         CONSOLIDATED INCOME STATEMENTS
                                   (unaudited)
<TABLE><CAPTION>

                                                                     Three Months Ended
                                                                ----------------------------
                                                                  March 31,       March 31,
                                                                    2003            2002
                                                                ------------    ------------
Revenues:
<S>                                                             <C>             <C>
     Product sales..........................................    $    432,643    $    507,297
     Royalty income.........................................          47,451          45,460
                                                                ------------    ------------
        Total revenues......................................         480,094         552,757
Cost of revenues............................................          56,046          58,399
                                                                ------------    ------------
        Gross profit........................................         424,048         494,358
                                                                ------------    ------------

Operating expenses:
     Sales, marketing, general and administrative...........         213,397         325,186
     Research and development...............................         166,073         132,691
                                                                ------------    ------------
         Total operating expenses...........................         379,470         457,877
                                                                ------------    ------------
Income from operations......................................          44,578          36,481

Other income, net...........................................           1,039          25,583
                                                                ------------    ------------
Income before provision for income taxes....................          45,617          62,064
Provision for income taxes..................................             --              --
                                                                ------------    ------------
Net income..................................................    $     45,617    $     62,064
                                                                ============    ============

Basic earnings per share....................................    $       0.00    $       0.01
                                                                ============    ============

Basic weighted average shares outstanding...................      11,440,060      11,440,060
                                                                ============    ============
Diluted earnings per share..................................    $       0.00    $       0.01
                                                                ============    ============
Diluted weighted average shares outstanding.................      12,294,510      12,434,510
                                                                ============    ============
</TABLE>

The accompanying notes are an integral part of these consolidated financial
statements.

                                        4
<PAGE>

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (unaudited)
<TABLE><CAPTION>

                                                                     Three months ended
                                                                ----------------------------
                                                                  March 31,       March 31,
                                                                    2003            2002
                                                                ------------    ------------
Cash flows from operating activities:
<S>                                                             <C>             <C>
  Net Income................................................    $     45,617    $     62,064
  Adjustments to reconcile net income
  to net cash used in operating activities:
    Depreciation............................................           3,964           5,172
    Amortization of deferred compensation...................             450             450
    Waiver of legal fees....................................         (32,109)
    Deferred tax asset......................................           1,500            --
    Changes in assets and liabilities:
    Accounts receivable.....................................            (183)        (20,650)
    Inventories.............................................          (4,155)          5,982
    Prepaid expenses and other current assets...............          (4,561)           (451)
    Accounts payable........................................        (118,033)         (9,197)
    Accrued liabilities.....................................          37,438         (65,923)
                                                                ------------    ------------
      Net cash used in operating activities.................         (70,072)        (22,553)
                                                                ------------    ------------

Cash flows from investing activities:
    Proceeds from the sale of investment....................         390,000
    Principle payments on notes receivable - related party..              15          66,806
                                                                ------------    ------------
      Net cash provided by investing activities.............         390,015          66,806
                                                                ------------    ------------

Cash flows from financing activities:
    Payment on long-term debt...............................          (7,512)         (7,075)
                                                                ------------    ------------

      Net cash used in financing activities.................          (7,512)         (7,075)
                                                                ------------    ------------

Net increase in cash and cash equivalents...................         312,431          37,178
Cash and cash equivalents, beginning of period..............          72,426             --
                                                                ------------    ------------
Cash and cash equivalents, end of period....................    $    384,857    $     37,178
                                                                ------------    ------------

Supplemental disclosure of cash flow information:
       Cash paid during the period for:

      Interest..............................................    $        897    $      1,405
                                                                ------------    ------------
      Income taxes..........................................    $        --     $        --
                                                                ------------    ------------
</TABLE>

The accompanying notes are an integral part of these consolidated financial
statements.

                                        5
<PAGE>

1. Summary of Significant Accounting Policies

Nature of Operations. TouchStone Software Corporation and subsidiaries
("TouchStone" or the "Company") markets, and supports a line of computer
problem-solving utility software and supporting products and engineering
services which simplify personal computer installation, support, and
maintenance. TouchStone operates from one location in the United States. The
Company markets its products, domestically and internationally, directly to
original equipment manufacturers and end users.

Principles of Consolidation. The 2003 consolidated financial statements of the
Company include the financial statements of the Company's four wholly-owned
subsidiaries; eSupport.com, Inc., TouchStone Investments, Inc., (inactive) TSC
Investments, LLC, (inactive) Unicore Software, Inc, (Inactive). All
inter-company transactions and balances have been eliminated.

Basis of Presentation. The accompanying unaudited consolidated financial
statements have been prepared by the Company pursuant to the rules and
regulations of the Securities and Exchange Commission regarding interim
financial reporting. Accordingly, they do not include all of the information and
footnotes in accordance with generally accepted accounting principles for
complete financial statements and should be read in conjuction with the audited
financial statements included in the Company's Annual Report on Form 10-KSB for
the year ended December 31, 2002. In the opinion of management, the accompanying
unaudited financial statements contain all adjustments necessary for fair
presentation of the Company's financial position, results of operations and cash
flows at the dates and for the periods presented. Such adjustments consisted
only of normal recurring items.

The operating results for the three months ended March 31, 2003 are not
necessarily indicative of the results to be expected for the full year.

The accompanying consolidated financial statements have been prepared assuming
that the Company will continue as a going concern, which contemplates the
realization of assets and the satisfaction of liabilities in the normal course
of business. The Company has suffered recurring operating losses and operating
cash flow deficits, has an accumulated deficit of $20,512,718 at March 31, 2003,
and is dependent on its current cash reserves to fund future operating losses
and operating cash flow deficits. In addition, the Company is subject to a
number of risks. Principally among these risks are marketing of its products and
services, which are susceptible to increased competition from other companies
and obsolescence of its products and services. Also amoung these risks are the
decreased sales leads the Company is facing with the change of Phoenix
Technology's website. Prior to February 2003 the company's website was linked to
Phoenix's website by a company logo prominently displayed. In February 2003 the
logo was removed. These factors, among others, raise substantial doubt about the
Company's ability to continue as a going concern at March 31, 2003. The
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.

Management's reorganization plan of providing for significant staff reductions
in non-core operating and support functions, limitations on corporate travel and
a realignment of senior management responsibilities has been fully executed. In
order to meet its cash requirements over the next twelve months, management
expects to supplement cash flow benefits expected from these initiatives with
current cash reserves. The Company also expects a payment of $51,500 from a
settlement agreement with former legal counsel. (see note 6) Other additional
sources of financing, including additional private debt or equity capital, are
being explored, along with seeking merger candidates with whom the Company has
synergies.

                                        6
<PAGE>
<TABLE><CAPTION>

2. Earnings Per Share

Pursuant to Statement of Financial Accounting Standards No. 128, "Earnings Per
Share" (SFAS 128), the Company provides dual presentation of "Basic" and
"Diluted" Earnings Per Share (EPS). Basic EPS excludes dilution from common
stock equivalents and is computed by dividing income available to common
stockholders by the weighted average number of common shares outstanding for the
period. Diluted EPS reflects the potential dilution from common stock
equivalents. Common stock equivalents consisted of outstanding stock options and
warrants for the period ended March 31, 2003. At March 31, 2003 the number of
outstanding stock options and warrants were 854,450.

                                                            For the Three Months
                                                               Ended March 31,

                                                            2003            2002
                                                        ------------    ------------
<S>                                                       <C>             <C>
Weighted average number of shares outstanding basic:      11,440,060      11,440,060

Weighted average number of shares outstanding diluted:    12,294,510      12,434,510
</TABLE>

3. Note Receivable - Related Party

During 2000, the Company entered into an agreement to advance up to $500,000 to
Metro Investments, LLC ("Metro"), to invest in internet-based companies. Metro
is owned 100% by Pierre Narath, the Company's Chairman of the Board and Jason
Raza, the Company's President and Chief Executive Officer. The advances are
supported by a 5-year promissory note. The terms of the note, as amended in
November 2001, require interest to accrue at the rate of 8% per annum payable
monthly, beginning January 2002. The note is secured by investments held by
Metro. Proceeds from the sale of any of the underlying investments must be used
to pay outstanding principal and interest prior to any distribution of income or
assets to the members of Metro. All outstanding principal and interest is due
December 31, 2004.

Total advances under this agreement amounted to $350,000 plus accrued interest
of $45,360, of which $298,606 has been repaid through March 31, 2003. The
balance at March 31, 2003 is $96,754.

4. Investments

Investments, Marketable Securities. The security which accounted for the
Company's Investments, Marketable Securities at December 31, 2002, closed a
merger transaction in February 2003 from which the Company received $390,000 in
cash during March 2003 in exchange for its ownership interest in that entity.

Investments, Other. Investments, other at March 31, 2003, include equity
instruments of privately held internet and technology companies. These
investments are accounted for under the cost method as the Company's ownership
represents less than 20% of each investee. The Company's carrying value of these
investments approximates fair value at March 31, 2003.

         The Company regularly reviews the assumptions underlying the operating
performance and cash flow forecasts in assessing carrying value and or
impairment of its investments. At March 31, 2003, the Company has concluded
there has been no further decline in the value of these investments, therefore
no adjustment has been made to these investments during the quarter.

                                       7
<PAGE>

5. Income Taxes

No provision for income taxes is shown in the accompanying consolidated income
statements as the Company has sufficient net operating loss carryforwards
available to offset current taxable income levels at March 31, 2003 and 2002,
respectively. Accordingly, the Company has reduced the valuation allowance
against its current deferred tax assets by $10,500 at March 31, 2003.

6. Subsequent Event

In May 2003, the Company reached a settlement agreement in it's counterclaim
against the Company's former legal counsel. The terms of the settlement call for
the waiver of payment of approximately $32,000 in legal fees owed to the former
counsel and the Company is to receive a $51,500 cash settlement by June 2003.
The Company had previously accrued the $32,000 in a prior period and this amount
has been reversed in the current period against sales, general and
administrative expenses at March 31, 2003. The $51,500 settlement payment will
be recorded as income when received.

















                                        8
<PAGE>

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

Overview

     TouchStone Software Corporation, Inc. and its consolidated subsidiary,
("TouchStone" or "the Company") is a provider of system management software,
which includes basic input/output ("BIOS") software upgrades, personal computer
("PC") diagnostics for personal computers and embedded systems. System
management software is one of the fundamental layers in any microprocessor-based
system (including PCs) architecture and provides an essential interface between
the systems's operating software and hardware. Organized in 1982 as a California
corporation, the Company reincorporated in Delaware in January 1997. The
Company's executive offices are located at 1538 Turnpike Street, North Andover,
Massachusetts 01845, and its telephone number is (978) 686-6468.

     In January 2000, the Company formed eSupport.com, Inc. (a New Hampshire
Corporation), a wholly-owned subsidiary, which currently conducts the day to day
operations. The Company's core product is BIOS, which is the software initially
executed after the system is turned on, tests and initializes hardware
components, initiates the operating system and then provides advanced interface
functions. BIOS software upgrades allow end-users of desktop PCs to extend the
life of their systems and reduce the overall ownership cost of a PC. During the
past several years, eSupport has grown into a full-service engineering company
supplying not only BIOS software upgrades, but also PC diagnostics software and
NRE (non-recurring engineering) services to both end-users and OEM customers. As
the evolution of software and hardware has become more complex, the need for
compatibility has increased in importance. The Company believes that its
experience and customer focus allow it to quickly identify solutions and market
products compatible with the array of operating systems, application programs,
utilities and hardware products available.

     eSupport's customers include primarily end-users, enterprises such as a
majority of Fortune 500 corporations, government agencies, major educational and
financial institutions, designers and manufacturers of motherboards, PC systems
and other microprocessor-based or embedded devices. eSupport markets and
licenses its products and services worldwide.

Industry Overview

During the last decade, the personal computer industry has grown rapidly -
fueled most recently by the Internet. The Company believes that the market will
continue to expand in the future as technological advances and increased
functionality, combined with lower pricing, will increasingly make personal
computers common for use in both homes and businesses. Future changes in the
operating systems that run personal computers may contain some of the
functionality of certain utility software of the kind marketed by the Company.
The software industry, including the utility market, is increasingly being
dominated by a few very large competitors. However, the Company believes that
the complexities created by the Internet, multimedia and connectivity utilizing
enhanced video, storage, animation, and audio capabilities will continue to
drive the demand for new, sophisticated, separately installed utility software
and BIOS upgrades.

                                        9
<PAGE>

Results of Operations

     The following is a discussion of the financial condition and results of
operations of the Company as of March 31, 2003 and March 31, 2002 and should be
read in conjunction with the accompanying consolidated financial statements and
notes thereto and the Company's audited consolidated financial statements and
notes thereto for the year ended December 31, 2002, included in the Company's
Annual Report on Form 10-KSB and is qualified in its entirety by reference
thereto.

     The following table sets forth, for the periods indicated certain
consolidated statement of operations information as a percentage of the
Company's total revenues represented by each item. The Company's historical
results are not necessarily indicative of results in any future period.


                                                            THREE MONTHS ENDED
                                                                 MARCH 31,
                                                             2003        2002
          Revenues:
              Product sales                                   90%         92%
              Royalty income                                  10           8
                                                         ----------------------
          Total revenues                                     100         100
          Cost of revenues                                    12          11
                                                         ----------------------
          Gross profit                                        88          89
                                                         ----------------------
          Operating expenses:
              Sales, marketing, general and
               Administrative                                 44          59
              Research and development                        35          24
                                                         ----------------------
                      Total operating expenses                79          83
                                                         ----------------------
          Income from operations                               9           6
          Other income, net                                   --           5
          Income before provision for income taxes             9          11
          Provision for income taxes                          --          --
          Net income                                           9%         11%
                                                         ======================


                                       10
<PAGE>

Comparison of Three Month Periods Ended March  31, 2003  and 2002

     Revenues. The Company's revenues consist of product sales, royalties and
engineering services revenues. Product revenues are recorded at the time
products are shipped. Royalty income is recognized upon receipt of a royalty
report from the licensor. Engineering services revenue generally consists of
amounts charged for customization of the software prior to delivery and are
generally recognized as the services are performed. For the quarter ended March
31, 2003 the Company experienced an overall decline in revenues of 13% as
compared to the same period a year ago. The decrease in revenues is due to major
changes that were made to Phoenix Technology's website which has decreased the
flow of traffic to the Company's website. Phoenix Technology is the manufacturer
of Phoenix and Award Bios, which constitutes 77% of the BIOS upgrade revenue and
55% of the Company's total sales. Prior to February 2003 the company's website
was linked to Phoenix's website by a company logo prominently displayed. In
February 2003 the logo was removed. This change drastically reduced the
Company's leads. These leads enable the Company to sell other core products,
most of which have also decreased in 2003. The Company is currently working with
Phoenix Technologies on a solution that will satisfy both parties. Future
revenue could be adversely affected by the current situation if a change to
Phoenix's website is not made. BIOS product sales decreased approximately 9% as
compared to the same period one year ago. Royalty revenue increased by
approximately 4% as compared to the same period one year ago due to our royalty
payments from various partners being slightly higher this year.

     Cost of Revenues. Cost of revenues consists of the cost of materials,
freight expenses, royalties paid to other software development companies and
direct costs associated with engineering services revenues. Cost of revenues as
a percentage of revenue increased to 12% of revenues for the three month period
ended March 31, 2003 from 11% for the same period a year ago. This is due to the
increase of shipping costs. Royalty expense increased 12% for the three months
ending March 31, 2003 from the same period a year ago. This is due to a royalty
agreement the Company has entered into with American Megatrends, another
manufacturer of BIOS upgrades which the Company sells.

     Sales, Marketing, General and Administrative. Sales, marketing, general and
administrative expenses consist primarily of salaries & commissions,
professional services and facilities costs. Sales, marketing, general and
administrative expenses decreased by approximately $112,000, or 34%, for the
three month period ended March 31, 2003, from the same period one year ago. This
reduction is related to various cost cutting efforts to keep expenses in line
with revenue. Another factor in this decrease is the settlement agreement
between the Company and former legal counsel which waived approximately $32,000
in fees which were recorded in a prior year and reversed during the quarter.

     Research and Development. Research and development expenses consist
primarily of engineering personnel and related expenses. Research and
development expenses increased by approximately $33,000 or 25%, for the three
month period ended March 31, 2003 from the same three months a year ago. This is
directly related to a purchase agreement the Company entered into with Storage
Technologies. The agreement allowed the Company to buy the rights to use a
product called Power BIOS. This product is used to target BIOS upgrades for
motherboards that the Company was not able to upgrade without this technology.

     Other Income, Net. Other income, net consists of interest income associated
with the related party note and interest expense associated with the long term
debt. Other income decrease by approximately $24,000. The decrease is due to a
refund of foreign taxes received during the three month period ended March 31,
2002 relating to a now defunct subsidiary, TouchStone Europe Ltd.

                                       11
<PAGE>

Liquidity and Capital Resources

     During the quarter ended March 31, 2003, cash resources of approximately
$70,000 were used by the Company's operating activities as compared to cash of
approximately $23,000 used during the same quarter a year ago.

     The Company's cash balance at March 31, 2003 was approximately
$385,000 as compared to approximately $37,000 a year ago. Investments in
marketable securities totaled $0 at March 31, 2003, as compared to $187,200 a
year ago. This security, PartsBase, Inc., closed a merger transaction on
February 21, 2003 where each share of PartsBase, Inc. common stock was converted
into the right to receive $1.50 in cash. The Company held 260,000 shares of
Partsbase, Inc. and received $390,000 in cash in March 2003.

     Working capital increased from an approximate $134,000 deficit at March 31,
2002 to approximately $101,000 at March 31, 2003 primarily driven by the change
in the value of the Company's investment in Partbase from a carrying value of
approximately $187,000 at March 31, 2002 to $390,000 in cash proceeds realized
at March 31, 2003. During the quarter ended March 31, 2003 three principal and
interest payments were made on the debt related to the settlement agreement with
a former CEO, aggregating approximately $8,100. The remaining outstanding
principal balance as of March 31,2003 was $33,882 and is scheduled to be repaid
through April 2004.

     Management expects that the cash balance and the benefits from the
reduction in overall operating expenses to be sufficient to meet its cash
requirements. The Company will also be receiving a settlement payment of $51,000
from the lawsuit settled with former legal counsel. Other additional sources of
financing, including additional private debt or equity capital are being
explored, along with seeking merger candidates with whom the Company has
substantial synergies.

     The Company continues to operate with no material commitments for capital
expenditures and we anticipate that expenditures will continue to decrease in
the immediate future as we continue to cut costs during our efforts to
restructure current operating expenditure in line with our current revenue
stream.

     The impact of inflation during 2003 has had no material impact on our
business and financial results.

                SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

     The report, other than historical financial information, includes
forward-looking statements that involve known and unknown risks and
uncertainties, including quarterly flucutations in results. Such statements are
made pusuant to the "safe harbor" provisions established by recent securities
legislations, and are based on the assumptions and expectations of the Company's
management at the time such statements are made. Important factors that could
cause actual results to differ include the timely availability and acceptance of
new products, general market conditions governing supply and demand, the impact
of competitive products and pricing and other risks detailed in the Company's
filings with the Securities and Exchange Commission. Actual results may vary
materially. Accordingly you should not place undue reliance on any
forward-lookinf statements. Unless otherwise required by law, the Company
disclaims any obligations to revise or update such forward-looking statements in
order to reflect future events or developments.

ITEM 4. Controls and Procedures

     As of March 31, 2003, an evaluation was performed under the supervision and
with the participation of the Company's management, including the Chief
Executive Officer and the Accounting Manager, of the effectiveness of the design
and operation of the Company's disclosure controls and procedures. Based on that
evaluation, the Company's management, including the Chief Executive Officer and
the Accounting Manager, concluded that the Company's disclosure controls and
procedures were effective as of March 31, 2003. There have been no significant
changes in the Company's internal controls or in other factors that could
significantly affect internal controls subsequent to March 31, 2003.

                                       12
<PAGE>

                           PART II--Other Information

ITEM 1. Legal Proceedings

     In April 2000, a former CEO and president, of TouchStone Software
Corporation initiated a lawsuit against the Company in federal district court in
California. The Complaint alleged, among other things, violations by the Company
and its principals of federal and California securities laws, breach of
fiduciary duty and negligent misrepresentation. The Company entered into a
settlement agreement in the amount of $150,000, with this former CEO on or about
November 21, 2001. In full and complete settlement of all claims the Company
agreed to pay the following: $50,000 upon execution of the settlement, along
with an additional $25,000 within sixty days of the effective date of the
action. The Company issued a note for the remaining $75,000, to be paid over 30
months and accruing interest at a rate of 6% per annum.

     During 2002, former legal counsel for the Company initiated a lawsuit
against the Company in federal district court in California seeking fees for
legal services that were rendered to the Company in conjunction with the
settlement agreement in the lawsuit discussed above. The Company filed a
counterclaim to this lawsuit claiming conflict of interest on the side of former
legal counsel. These matters went to court ordered arbitration in April 2003. A
settlement has been reached. The settlement reads as follows: Former legal
counsel agree to waive all outstanding fees the Company's owes for legal
services. Artur and Haden also agree to pay the Company $50,000 for damages due
to the conflict of interest payable by June 2003.

     The Company is also subject to other legal proceedings and claims, which
arise, in the ordinary course of its business. Although occasional adverse
decisions (or settlements) may occur, the Company believes that the final
disposition of such matters will not have a material adverse effect on the
financial position or results of operations of the Company.


ITEM 6. Exhibits and Reports on Form 8-K

        (b) Reports on Form 8-K

            No reports on Form 8-K were filed by the Company during the quarter
            ended March 31, 2003.


                                       13
<PAGE>

                                   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.

                                       TOUCHSTONE SOFTWARE CORPORATION
                                                (Registrant)


       NAME                              TITLE                          DATE
       ----                              -----                          ----



/s/ Jason K. Raza          Chief Executive Officer and President    May 15, 2003
-----------------------
Jason K. Raza



/s/ Michelle L. Hirsh       Accounting Manager                      May 15, 2003
-----------------------
Michelle L. Hirsh












                                       14
<PAGE>

CERTIFICATIONS

I, Jason K. Raza, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of Touchstone Software
     Corporation;

2.   Based on my knowledge, this quarterly report does not contain any untrue
     statement of a material fact or omit to state a material fact necessary to
     make the statements made, in light of the circumstances under which such
     statements were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my knowledge, the financial statements, and other financial
     information included in this quarterly report, fairly present in all
     material respects the financial condition, results of operations and cash
     flows of the registrant as of, and for, the periods presented in this
     quarterly report;

4.   The registrant's other certifying officer and I are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

     a)   designed such disclosure controls and procedures to ensure that
          material information relating to the registrant, including its
          consolidated subsidiaries, is made known to us, particularly during
          the period in which this quarterly report is being prepared;

     b)   evaluated the effectiveness of the registrant's disclosure controls
          and procedures as of a date within 90 days prior to the filing date of
          this quarterly report (the "Evaluation Date"); and


     c)   presented in this quarterly report our conclusions about the
          effectiveness of the disclosure controls and procedures based on our
          evaluation as of the Evaluation Date;

5.   The registrant's other certifying officer and I have disclosed, based on
     our most recent evaluation, to the registrant's auditors and the audit
     committee of registrant's board of directors (or persons performing the
     equivalent function);

     a)   all significant deficiencies in the design or operation of internal
          controls which could adversely affect the registrant's ability to
          record, process, summarize and report financial data and have
          identified for the registrant's auditors any material weaknesses in
          internal controls; and

     b)   any fraud, whether or not material, that involves management or other
          employees who have a significant role in the registrant's internal
          control; and

6.   The registrant's other certifying officer and I have indicated in this
     quarterly report whether or not there were significant changes in internal
     controls or in other factors that could significantly affect internal
     controls subsequent to the date of our most recent evaluation, including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.

Date: May 15, 2003                       /S/ Jason K. Raza
                                         Chief Executive Officer and President


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<PAGE>

CERTIFICATIONS

I, Michelle L. Hirsh, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of Touchstone Software
     Corporation;

2.   Based on my knowledge, this quarterly report does not contain any untrue
     statement of a material fact or omit to state a material fact necessary to
     make the statements made, in light of the circumstances under which such
     statements were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my knowledge, the financial statements, and other financial
     information included in this quarterly report, fairly present in all
     material respects the financial condition, results of operations and cash
     flows of the registrant as of, and for, the periods presented in this
     quarterly report;

4.   The registrant's other certifying officer and I are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

     a)   designed such disclosure controls and procedures to ensure that
          material information relating to the registrant, including its
          consolidated subsidiaries, is made known to us, particularly during
          the period in which this quarterly report is being prepared;

     b)   evaluated the effectiveness of the registrant's disclosure controls
          and procedures as of a date within 90 days prior to the filing date of
          this quarterly report (the "Evaluation Date"); and

     c)   presented in this quarterly report our conclusions about the
          effectiveness of the disclosure controls and procedures based on our
          evaluation as of the Evaluation Date;

5.   The registrant's other certifying officer and I have disclosed, based on
     our most recent evaluation, to the registrant's auditors and the audit
     committee of registrant's board of directors (or persons performing the
     equivalent function);

     a)   all significant deficiencies in the design or operation of internal
          controls which could adversely affect the registrant's ability to
          record, process, summarize and report financial data and have
          identified for the registrant's auditors any material weaknesses in
          internal controls; and

     b)   any fraud, whether or not material, that involves management or other
          employees who have a significant role in the registrant's internal
          control; and

6.   The registrant's other certifying officer and I have indicated in this
     quarterly report whether or not there were significant changes in internal
     controls or in other factors that could significantly affect internal
     controls subsequent to the date of our most recent evaluation, including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.


Date: May 15, 2003                       /S/ Michelle L. Hirsh
                                         Accounting Manager


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