U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   FORM 10-QSB


        [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

                  For the quarterly period ended: June 30, 2004

        [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

                           Commission File No. 0-11808

                             MB SOFTWARE CORPORATION


           Texas                                              59-2220004
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                            Identification Number)

                      2225 E. Randol Mill Road - Suite 305
                           Arlington, Texas 76011-6306
                                 (817) 633-9400


Check  whether the Issuer (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 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   [ ]


As of June 30, 2004, 5,822,810 of the Issuer's $.001 par value common stock were
outstanding.

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



<PAGE>


                    MB SOFTWARE CORPORATION AND SUBSIDIARIES

                                   Form 10-QSB

                           Quarter Ended June 30, 2004

PART I - FINANCIAL INFORMATION

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

Consolidated Balance Sheet as of June 30, 2004 (Unaudited)....................3

Consolidated Statements of Operations for the three months ended
        June 30, 2004 and 2003 (Unaudited)....................................4

Consolidated Statements of Cash Flows for the three months ended
June 30, 2004 and 2003 (Unaudited)............................................5

Notes to Condensed Consolidated Financial Statements..........................6

Item 2 - Management Discussion and Analysis or Plan of Operation .............9

Item 3 - Controls and Procedures ............................................10


PART II - OTHER INFORMATION

Item 6 - Exhibits and Reports on Form 8-K....................................11

SIGNATURES ..................................................................11

                                       2

<PAGE>


PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

In the opinion of management,  the accompanying  unaudited financial  statements
included in this Form 10-QSB reflect all adjustments  (consisting only of normal
recurring  accruals)  necessary  for a  fair  presentation  of  the  results  of
operations for the periods presented.  The results of operations for the periods
presented are not  necessarily  indicative of the results to be expected for the
full year.

                    MB SOFTWARE CORPORATION AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEET
                            JUNE 30, 2004 (unaudited)

ASSETS
Current Assets
   Cash                                                            $     4,630
   Due from related parties                                            286,515
                                                                   -----------
Total current assets                                                   291,145

Property and equipment, net                                             13,626

 Software license, net                                                 108,333
                                                                   -----------

Total Assets                                                       $   413,104
                                                                   ===========

LIABILITIES AND STOCKHOLDERS EQUITY
Current Liabilities
   Notes payable - unrelated party                                 $   527,500
  Accounts payable and accrued liabilities                              55,147
   Accrued interest                                                     57,102
                                                                   -----------
Total current liabilities                                              639,749
                                                                   -----------

Shareholders' Deficiency
     Preferred stock, $10 par value, 5,000,000 shares authorized
              Issued and outstanding - none                               --
    Common stock, $0.001 par value, 20,000,000 shares authorized
              Issued and outstanding - 5,822,810                         5,823
    Additional paid-in capital                                       9,032,385
    Accumulated deficit                                             (9,252,814)
                                                                   -----------
                                                                      (214,606)
    Less, treasury stock, at cost - 4,089 shares                       (12,039)
                                                                   -----------
Total shareholders' deficiency                                        (226,645)
                                                                   -----------
Total Liabilities and Shareholders' Deficiency                     $   413,104
                                                                   ===========

See notes to condensed consolidated financial statements.

                                       3


<PAGE>
<TABLE>
<CAPTION>



                    MB SOFTWARE CORPORATION AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

                                                  Three Months Ended             Six Months Ended
                                                       June 30,                      June 30,
                                                       --------                      --------
                                                   2004           2003           2004          2003
                                              -----------    -----------    -----------    -----------
<S>                                           <C>            <C>            <C>            <C>
Revenues - Veriscrip testing                  $    28,509    $      --      $    39,226    $      --

Operating Expenses
             Amortization                           5,000          5,000         10,000         10,000
        Selling, General and Administrative       127,571        142,796        207,670        176,460
                                              -----------    -----------    -----------    -----------
Total operating expenses                          132,571        147,796        217,670        186,460
                                              -----------    -----------    -----------    -----------

Operating loss                                   (104,062)      (147,796)      (178,444)      (186,460)
                                              -----------    -----------    -----------    -----------

Other Expense
        Interest expense                          (13,535)          --          (25,301)          --
                                              -----------    -----------    -----------    -----------

Net loss before income taxes                     (117,597)      (147,796)      (203,745)      (186,460)
                                              -----------    -----------    -----------    -----------

Provision for income taxes                           --             --             --             --
                                              -----------    -----------    -----------    -----------

Net loss                                      $  (117,597)   $  (147,796)   $  (203,745)   $  (186,460)
                                              ===========    ===========    ===========    ===========

Basic and diluted per common share            $     (0.02)   $     (0.18)   $     (0.03)   $     (0.23)
                                              ===========    ===========    ===========    ===========

Weighted average common shares outstanding      5,822,810        822,810      5,822,810        822,810
                                              ===========    ===========    ===========    ===========
</TABLE>





See notes to condensed consolidated financial statements.


                                       4
<PAGE>
<TABLE>
<CAPTION>




                    MB SOFTWARE CORPORATION AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                                                                        Six Months Ended
                                                                                             June 30,

                                                                                       2004         2003
                                                                                    ---------    ---------
<S>                                                                                 <C>          <C>
Cash  flows from operating activities
       Net loss                                                                     $(203,745)   $(186,460)
       Adjustments to reconcile net loss to net cash used in operating activities
           Depreciation and amortization                                               10,000       10,000
       Changes in assets and liabilities
           Increase (decrease) in accounts payable and accrued liabilities             (1,575)      14,498
           Increase (decrease) in accrued interest                                     11,947         --
                                                                                    ---------    ---------
Net cash flows used in operating activities                                          (183,373)    (161,962)

Cash flows from investing activities
       Capital expenditures                                                           (13,626)        --
       Payment for software license                                                   (50,000)        --
                                                                                    ---------    ---------
Net cash flows used in investing activities                                           (63,626)        --

Cash flows from financing activities
       Proceeds from unrelated party notes payable                                     70,000      452,500
       Net change in due from related parties                                         181,244     (290,490)
                                                                                    ---------    ---------
Net cash flows provided by financing activities                                       251,244      162,010
                                                                                    ---------    ---------

Increase in cash and cash equivalents                                                   4,245           48

Cash and cash equivalents, beginning of period                                            385          168
                                                                                    ---------    ---------

Cash and cash equivalents, end of period                                            $   4,630    $     216
                                                                                    =========    =========

Cash paid for interest:                                                             $  13,354         --
                                                                                    =========    =========
Cash paid for income taxes:                                                              --           --
                                                                                    =========    =========
</TABLE>



See notes to condensed consolidated financial statements.


                                       5

<PAGE>


                    MB SOFTWARE CORPORATION AND SUBSIDIARIES
                          QUARTER ENDED - JUNE 30, 2004
                          NOTES TO FINANCIAL STATEMENTS


NOTE 1: BASIS OF PRESENTATION

The accompanying  unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles in the United States
of America for interim  financial  information and with the instructions to Form
10-QSB and Rule 10-01 of Regulation S-X. They do not include all information and
notes required by generally accepted accounting  principles in the United States
of America for complete  financial  statements.  However,  except as  disclosed,
there has been no material change in the  information  disclosed in the notes to
consolidated  financial  statements included in the Annual Report on Form 10-KSB
of MB Software  Corporation  (the Company) for the year ended December 31, 2003,
as amended. In the opinion of management,  all adjustments (consisting of normal
recurring  accruals)  considered  necessary  for a fair  presentation  have been
included in the operating  results for the three and six month period ended June
30, 2004, and are not necessarily indicative of the results that may be expected
for the year ending December 31, 2004.

The Company's financial  statements include the combined statements of financial
position,  results of  operations  and cash flows for the  entities  merged as a
result of certain merger  agreements  completed during 2003. The Company remains
as the reporting  entity and its balance sheet and other  financial  information
have been  updated  as of the  beginning  of the period as though the assets and
liabilities  had  been  transferred  at  that  date.  Financial  statements  and
financial  information  presented  for the prior  period  have been  restated to
furnish comparative  information.  All restated financial statements reflect the
combined  results  of  operations  and  cash  flows of the  previously  separate
entities.



NOTE 2: GOING CONCERN

The financial  statements  have been prepared on a going  concern  basis,  which
contemplates  realization  of  assets  and  liquidation  of  liabilities  in the
ordinary course of business.  The Company has continuously  incurred losses from
operations and has a significant  accumulated  deficit.  The  appropriateness of
using the going concern basis is dependent upon the Company's  ability to obtain
additional  financing or equity capital and,  ultimately,  to achieve profitable
operations.  These  conditions  raise  substantial  doubt  about its  ability to
continue  as a going  concern.  The  financial  statements  do not  include  any
adjustments that might result from the outcome of this uncertainty.

It is the  Company's  belief that it will  continue to incur losses for at least
the next twelve months,  and as a result will require additional funds from debt
or equity investments to meet such needs. To meet these objectives, management's
plans are to (i) raise capital by obtaining  financing from debt financing and /
or equity financing through private placement  efforts,  (ii) issue common stock
for services rendered in lieu of cash payments,  (iii) convert substantially all
of its notes  payable to equity,  and (iv)  obtain  loans from  shareholders  as
necessary.  Without  realization of additional capital, it would be unlikely for
the Company to continue as a going  concern.  The Company  anticipates  that its
shareholders  will contribute  sufficient funds to satisfy the cash needs of the
Company for the next twelve months.  However, there can be no assurances to that
effect,  as the Company has no revenues and the  Company's  need for capital may
change  dramatically  if it is successful  in expanding its current  business or
acquiring a new business.  If the Company cannot obtain needed funds,  it may be
forced to curtail or cease its activities.

Management  believes  that  actions  presently  taken to  revise  the  Company's
operating and financial  requirements provide the opportunity for the Company to
continue as a going  concern.  The  Company's  future  ability to achieve  these


                                       6
<PAGE>

objectives  cannot  be  determined  at this  time.  The  accompanying  financial
statements do not include any adjustments  that might result from the outcome of
this uncertainty. NOTE 3: NOTES PAYABLE

Notes payable consists of the following:

Convertible promissory note payable       [1]      $200,000
Convertible promissory note payable       [2]       100,000
Convertible promissory notes payable      [3]       157,500
Convertible promissory notes payable      [4]        70,000
                                                   --------
                                                   $457,500
                                                   ========

[1]  Convertible  promissory note payable  represents one note with  outstanding
principal  convertible  (in  denominations  of  $10,000  or  integral  multiples
thereof) into shares of the Company's  common stock at the  conversion  price of
$1.00 per share;  maturity  date is December 26, 2003;  interest rate is 10% per
annum or in the event of default  15% per annum;  personally  guaranteed  by the
Company's president. The note is currently in default.

[2]  Convertible  promissory note payable  represents one note with  outstanding
principal  convertible  into  shares  of  the  Company's  common  stock  at  the
conversion  price of $0.50 per share  equal to the total value of the note after
the  first  quarterly  interest  payment,  which is due on  February  28,  2004;
maturity date is also February 28, 2004; interest rate is 10% per annum.

[3] Convertible promissory notes payable represents five different notes bearing
interest  at 10%  per  annum  and  originally  convertible  into  shares  of the
Company's  common stock at the conversion price of $0.50 to $1.00 per share; the
notes mature at various dates through  August 28, 2003,  and which are currently
in default.

[4]  Convertible  promissory  notes payable  represents  seven  different  notes
bearing  interest at 10% per annum and convertible  into shares of the Company's
common  stock at the  conversion  price of $1.00 per share;  the notes mature at
various dates through September 30, 2004.

Accrued  interest on the above notes at June 30,  2004 was  $57,102.  The entire
balance of notes payable outstanding is due in 2004.


NOTE 4: RELATED PARTY TRANSACTIONS

Amounts due from related parties

Amounts due from related parties at June 30, 2004 totaling $286,515 consists of:

(1)  $191,115 of funds  advanced,  as  necessary,  from various  other  entities
controlled  by the  president of this Company and (2) $95,400  representing  the
balance  due  from an  entity  controlled  by the  Company's  President  for the
purchase of certain assets  pursuant to an Asset Purchase  Agreement  dated July
24, 2003 between Envoii Healthcare, L.L.C. and Envoii Technologies, L.L.C., both
related parties.  The amounts due are interest-free,  unsecured and repayable on
demand.


NOTE 5: EARNINGS PER SHARE

Basic earnings per share ("EPS") are calculated  using net earnings  (numerator)
divided  by the  weighted-average  number  of shares  outstanding  (denominator)
during the reporting period. All per share amounts in these financial statements
are  basic  earnings  or loss  per  share.  Convertible  securities  that  could


                                       7
<PAGE>

potentially  dilute  basic  earnings  or loss per  share in the  future  are not
included in the computation of diluted  earnings or loss per share because to do
so would be antidilutive.  All per share and per share  information are adjusted
retroactively to reflect stock splits and changes in par value.

NOTE 6: MERGER AGREEMENT

In January 2004, the Company,  through its  wholly-owned  subsidiary MBH and its
wholly-owned  subsidiary Envoii,  completed a merger agreement with VPS Holding,
LLC, a Kentucky limited  liability  company,  ("VPSH"),  VP Acquisition,  LLC, a
Kentucky limited liability company and a wholly-owned  subsidiary of Envoii, and
James K. Millard,  the sole member of VPSH,  under a  reorganization  within the
meaning of Internal Revenue Code Section 368(a).  Subsequent to the merger, VPSH
continues as the surviving entity and wholly-owned subsidiary of Envoii.

The purpose of the merger was to obtain the rights to the intellectual  property
and  know-how  related to  prescription  drug  monitoring  databases  for use in
controlled substance prescription  environments,  as well as by third parties in
non-controlled  substance prescription  environments.  The original technologies
were developed and pursued by Equity Technologies & Resources,  Inc. ("ETCR"), a
public company that trades on the Nasdaq Over-the-counter  bulletin board on the
"pink  sheets",   and  its  wholly-owned   subsidiary,   Verified   Prescription
Safeguards, Inc. ("VPS").

On April 23, 2003,  ETCR,  VPS, VPSH and Envoii had entered into a Joint Venture
Agreement, which terminated upon the completion of this merger. VPSH was awarded
a contract by the State of Kentucky  for the  development  and  deployment  of a
prescription drug monitoring pilot project utilizing the intellectual  property.
Pursuant to a "Patent and License  Agreement  and Release"  dated  January 2004,
ETCR and VPS grant to VPSH an exclusive, world-wide,  sub-licensable,  right and
license to all of the respective rights,  title, and interest of ETCR and VPS in
and to the technologies and the patent application, and all related intellectual
properties claimed therein.

In consideration of the rights granted to VPSH under the agreement,  VPSH agreed
to pay ETCR the following royalties:  (a) an initial royalty of 2/3 of the first
$150,000  in gross  revenues  received  by VPSH  from the State of  Kentucky  in
connection with the Pilot Project. In the event the State of Kentucky extends or
expands the Pilot  Project,  the  parties  agree that all  revenues  received in
connection  with such  extension or expansion are the property of VPSH;  (b) for
all other projects  incorporating or utilizing the intellectual  property,  VPSH
agrees to pay a royalty of 25% of the net revenues if the project was undertaken
VPSH as a direct result of an initial  introduction  to the customer by ETCR, or
5% of the net revenues if the project was  undertaken by VPSH without an initial
introduction  to the customer by ETCR. Net revenues means the revenues  actually
received by VPSH from the  applicable  project less the direct costs incurred by
VPSH in connection with performing the project. Other terms and conditions apply
as more fully described in the agreement.

                                       8

<PAGE>


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

Caution Concerning Forward-Looking Statements/Risk Factors
----------------------------------------------------------

The  following  discussion  should  be read in  conjunction  with the  Company's
financial  statements and the notes thereto and the other financial  information
appearing elsewhere in this document. In addition to historical information, the
following   discussion  and  other  parts  of  this  document   contain  certain
forward-looking information. When used in this discussion, the words "believes,"
"anticipates,"  "expects,"  and  similar  expressions  are  intended to identify
forward-looking  statements.  Such  statements  are subject to certain risks and
uncertainties,  which could cause actual results to differ materially from those
projected  due to a number of factors  beyond our control.  The Company does not
undertake  to publicly  update or revise any of its  forward-looking  statements
even if experience or future  changes show that the indicated  results or events
will not be realized.  You are  cautioned  not to place undue  reliance on these
forward-looking statements, which speak only as of the date hereof. You are also
urged to carefully  review and consider our  discussions  regarding  the various
factors,  which affect our  business,  included in this section and elsewhere in
this report.

Factors that might cause actual  results,  performance or achievements to differ
materially  from those projected or implied in such  forward-looking  statements
include,  among  other  things:  (i) the impact of  competitive  products;  (ii)
changes in law and  regulations;  (iii) adequacy and  availability  of insurance
coverage;  (iv)  limitations on future  financing;  (v) increases in the cost of
borrowings  and  unavailability  of debt or equity  capital;  (vi) the effect of
adverse publicity regarding our products;  (vii) the inability of the Company to
gain and/or hold market share;  (viii)  exposure to and expense of resolving and
defending  product   liability  claims  and  other  litigation;   (ix)  consumer
acceptance of the Company's products;  (x) managing and maintaining growth; (xi)
customer  demands;  (xii) market and industry  conditions  including pricing and
demand for products,  (xiii) the success of product  development and new product
introductions  into the  marketplace;  (xiv) the  departure  of key  members  of
management;  (xv) the ability of the Company to efficiently market its products;
as well as other risks and uncertainties that are described from time to time in
the Company's filings with the Securities and Exchange Commission.

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

The  Company  currently  has limited  business  operations,  maintaining  leased
offices in  Arlington,  Texas,  and  Lexington,  Kentucky.  Business  activities
currently  focus on the  Veriscrip  offerings,  and include  sales and marketing
activities to state organizations,  and the implementation and management of the
Kentucky pilot program.  Veriscrip's  services include  electronic  prescription
writing services for physicians and other authorized  prescribers,  delivery and
management  services of electronic  prescriptions for pharmacies,  and real time
electronic  tracking of  prescription  writing and  fulfillment  for  regulatory
agencies.  This set of services combines  e-prescribing  with the concept of now
widely adopted  prescription drug monitoring  programs (PDMP's).  These services
are marketed to state agencies.

During the first and second  quarter of 2004,  the Company  conducted  marketing
activities  within  multiple  states in an effort to generate  awareness  of the
Veriscrip system's features and capabilities,  and begin the sales process.  The
Company  has  closely  monitored  local  and  national  media  sources  covering
prescription drug related issues in several states. Management feels that market
demand is significantly increasing with government initiatives such as President
Bush's appointment of a subcabinet level position of National Health Information
Technology Coordinator (within the Department of Health and Human Services), the
introduction of "The  Prescription  Drug Elimination Act of 2004" (H.R. 3870) to
the House of Representatives,  and President Bush's immediate earmarking of $100
million  for  improving  healthcare  information  systems  as a  first  step  to
committing  that every  American have an electronic  medical  records  within 10
years.  Veriscrip's electronic  prescription services and computerized physician
order entry (CPOE)  capabilities  have the capability to satisfy a number of the
outlined initiatives both at the Federal and State levels.


                                       9
<PAGE>


A number of system enhancements were made to the service offering,  resulting in
more  comprehensive  features being offered to Veriscrip  users,  and more rapid
entry  of   electronic   prescriptions.   In  addition,   through  its  informal
pre-marketing  and  marketing  activities,  and its pilot  program,  the Company
continues  to refine  its  strategy  to secure a strong  position  in the online
healthcare  transactions  market.  Management  has drafted its  strategy  into a
formal  business  plan and has  approached a number of funding  sources with the
intention of raising  external  funds to support its  strategy.  Pursuant to its
strategy and existing  contractual  obligations,  the Company completed phases I
and II of its pilot project with the  Commonwealth  of Kentucky,  and expects to
complete  phase III in the third  quarter of 2004.  The  Company  has also begun
working with the  University of Louisville to evaluate the overall  project,  as
stipulated  by the terms of its  contract.  The  defined  pilot  phases  require
assessment,  design, and implementation of electronic  prescription  writing and
tracking services within several locations in Eastern Kentucky.  These locations
include  physician  clinics,  where  physicians  and  authorized  staff  utilize
Veriscrip  to  electronically  prescribe  and  transmit  prescription  orders to
pharmacies  participating  in the pilot.  The  Company  expects  Phase III to be
complete by the end of August 2004.


Liquidity and Capital Resources
-------------------------------

As of June 30, 2004, we did not have any significant  assets other than advances
from related parties.

Our future funding  requirements will depend on numerous factors,  some of which
are beyond the Company's  control.  These factors include our ability to operate
profitably,  recruit and train  management  and  personnel,  and to compete with
other, better-capitalized and more established competitors.

We believe that we can satisfy our cash requirements over the next twelve months
as follows:  (i) raise capital by obtaining  financing from debt financing and /
or equity financing through private placement  efforts,  (ii) issue common stock
for services rendered in lieu of cash payments,  (iii) convert substantially all
of its notes  payable to equity,  and (iv)  obtain  loans from  shareholders  as
necessary.  There is no assurance that such  additional  funds will be available
for the  Company to finance  its  operations  on  acceptable  terms,  if at all.
Furthermore,  there  is no  assurance  the  net  proceeds  from  any  successful
financing  arrangement will be sufficient to cover cash requirements  during the
initial stages of the Company's operations, once a suitable business opportunity
has been identified.

The Company does not anticipate  incurring  significant research and development
costs,  the purchase of any major equipment,  or any significant  changes in the
number of its employees over the next twelve months, depending on the success of
its future operations.


ITEM 3.  CONTROLS AND PROCEDURES

The President,  who is also the chief executive  officer and the chief financial
officer of the  Company,  has  concluded  based on his  evaluation  as of a date
within  90 days  prior  to the  date of the  filing  of this  Report,  that  the
Company's  disclosure  controls  and  procedures  are  effective  to ensure that
information  required to be  disclosed  by the  Company in the reports  filed or
submitted  by it under the  Securities  Act of 1934,  as amended,  is  recorded,
processed,  summarized  and reported  within the time  periods  specified in the
Securities and Exchange  Commission's  rules and forms, and include controls and
procedures  designed to ensure that information  required to be disclosed by the
Company in such reports is  accumulated  and  communicated  to the  Registrant's
management,  including the president,  as appropriate to allow timely  decisions
regarding required disclosure.

There were no significant changes in the Company's internal controls or in other
factors that could significantly affect these controls subsequent to the date of
such evaluation.


                                       10
<PAGE>



PART II  - OTHER INFORMATION

ITEM 6.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES
         AND REPORTS ON FORM 8-K

(a) Exhibits
           31  Certification pursuant to Rule 13a-14(a)/15d-14(a)

           32  Certification  of  Principal   Executive  Officer  and  Principal
               Financial  Officer in accordance with 18 U.S.C.  Section 1350, as
               adopted by Section 906 of the Sarbanes-Oxley Act of 2002
---------
(b) Reports on Form 8-K
         None



                                   SIGNATURES

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

                                         MB SOFTWARE CORPORATION



Date: August   12, 2004                  /s/ Scott A. Haire
                                         --------------------------------------
                                         Scott A.  Haire, Chairman of the Board,
                                         Chief Executive Officer and President
                                         (Principal Financial Officer)



                                       11