UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB

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

          For  the  quarterly  period  ended    June 30, 2001
                                             -------------------

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

                       Commission file Number:   0 - 22678
                                               -------------

                                QUADRACOMM, INC.
          (Formerly RF TECHNOLOGY, INC. & PM Management Systems, Inc.)
         ---------------------------------------------------------------
         Exact name of small business issuer as specified in its charter


           Colorado                               84 - 1193941
-----------------------------------           -------------------
(State  or  other  jurisdiction  of            I.R.S.  Employer
  incorporation  or  organization)            Identification  No.


             8019 N. Himes Ave., Suite 310, Tampa, FL  33614
             -----------------------------------------------
                 (Address of principal executive office)


                                (813) 496-9191
                                --------------
                            Issuer's telephone number


           RF Technology, Inc., 610 9th St. East, Kalispell, MT  59903
           -----------------------------------------------------------
             (Former name, former address and former fiscal year, if
                           changed since last report)


                      APPLICABLE ONLY TO CORPORATE ISSUERS


State  the number of shares outstanding of each of the Issuer's common equity as
of  the  last  practicable  date:

                      10,970,250 shares, effective 7/30/01

            Transitional Small Business Disclosure Format (check one)
                                 Yes      No  X
                                     ---     ---


<PAGE>
                              TABLE  OF  CONTENTS


                                                                       Page
                                                                       ----
PART I - FINANCIAL INFORMATION

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

     Independent Auditors' Report . . . . . . . . . . . . . . . . . .     3

     Consolidated Balance Sheets as of June 30, 2001 and 2000
     (unaudited). . . . . . . . . . . . . . . . . . . . . . . . . . .     4

     Consolidated Statement of Operations for the six months ended
     June 30, 2001 and 2000 (unaudited) . . . . . . . . . . . . . . .     5

     Consolidated Statement of Cash Flows for the six months ended
     June 30, 2001 and 2000 (unaudited) . . . . . . . . . . . . . . .     6

     Consolidated Statement of Changes in Stockholders' Equity. . . .     7

     Notes to Consolidated Financial Statements (unaudited) . . . . .     8

Item 2.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations . . . . . . . . . . . . . . . . .     11

PART II - OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K . . . . . . . . . . . . . .    12

SIGNATURES


                                        2
<PAGE>
ALESSANDRI  &  ALESSANDRI,  P.A.
CERTIFIED  PUBLIC  ACCOUNTANTS

                                     PART I
                              FINANCIAL INFORMATION

Item 1.  Financial Statements


                          INDEPENDENT AUDITORS' REPORT


Quadracomm,  Inc.
Tampa,  Florida


     We  have  reviewed  the  accompanying  consolidated  balance  sheets  of
Quadracomm,  Inc.  ("Company")  as  of  June  30, 2001 and the related condensed
consolidated  statements of operations, stockholders' equity, and cash flows for
the  three  month  period then ended, in accordance with Statements on Standards
for Accounting and Review Services issued by the American Institute of Certified
Public  Accountants.  All  information included in these financial statements is
the  representation  of  the  management  of  Quadracomm,  Inc.

     A  review  consists  principally  of  inquiries  of  Company  personnel and
analytical  procedures  applied  to financial data.  It is substantially less in
scope  than  an  audit in accordance with generally accepted auditing standards,
the  objective  of which is the expression of an opinion regarding the financial
statements  taken  as  a whole.  Accordingly, we do not express such an opinion.

     Based  on  our  review, we are not aware of any material modifications that
should  be made to the accompanying financial statements in order for them to be
in conformity with accounting principles generally accepted in the United States
of  America.

     As  discussed  in  Note  2  to  the condensed financial statements, certain
conditions  indicate that there is substantial doubt about the Company's ability
to continue as a going concern.  The accompanying condensed financial statements
do  not  include  any  adjustments  that  might  result from the outcome of this
uncertainty.



                                        /s/  Alessandri  &  Alessandri,  P.A.


August  20,  2001


                            Accountants & Consultants
              5121 Ehrlich Road  Suite 107-B  Tampa, Florida 33624
                       (813) 969-1995  Fax (813) 960-2740
Member: American Institute of Certified Public Accountants/Division of CPA Firms
            Member: Florida Institute of Certified Public Accountants


                                        3
<PAGE>
<TABLE>
<CAPTION>
                                          QUADRACOMM, INC.
                              (FORMERLY P.M. MANAGEMENT SYSTEMS, INC.)
                                   (A DEVELOPMENT STAGE COMPANY)
                                    CONSOLIDATED BALANCE SHEETS
                                       JUNE 30, 2001 AND 2000
---------------------------------------------------------------------------------------------------
                                                                                2001        2000
                                                                            ------------  ---------
ASSETS
<S>                                                                         <C>           <C>
CURRENT ASSETS
  Cash                                                                      $    (1,624)  $  6,382
  Inventory                                                                 $     3,379
                                                                            ------------  ---------
     Total Current Assets                                                         1,755
                                                                            ------------  ---------
EQUIPMENT & FURNITURE
  Office Equipment & Furniture (net of depreciation of $12,087)                  37,114        200
                                                                            ------------  ---------

OTHER ASSETS
  Miscellaneous advances (less allowance of $158,558)                                 1
  Deposits and other                                                             16,360     20,000
                                                                            ------------  ---------
     Total Other Assets                                                          16,361
                                                                            ------------  ---------
          TOTAL                                                             $    55,230   $ 26,582
                                                                            ============  =========




LIABILITIES & STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts Payable & Accrued Expenses                                           745,830     24,350
  Notes Payable                                                                 105,753
                                                                            ------------  ---------
     Total Liabilities                                                          851,583     24,350
                                                                            ------------  ---------

STOCKHOLDERS' EQUITY
   Preferred stock-No par value in 1999; $.001par value per share in 2000
     10,000,000 shares authorized; no shares issued in 2000
  Common Stock - No par value in 1999; $.001 par value in 2000
    100,000,000 shares authorized; shares issued and outstanding
    8,320,250 and 7,060,000,  respectively                                        7,655     94,150
   Paid-in Capital                                                              530,695
  Deficit accumulated during the development stage                           (1,334,703)   (91,768)
  Treasury stock                                                                              (150)
                                                                            ------------  ---------
     Total Stockholders' Equity                                                (796,353)     2,232
                                                                            ------------  ---------
          TOTAL                                                             $    55,230   $ 26,582
                                                                            ============  =========
</TABLE>


                       See Notes to Financial Statements.


                                        4
<PAGE>
<TABLE>
<CAPTION>
                                QUADRACOMM, INC.
                    (FORMERLY P.M. MANAGEMENT SYSTEMS, INC.)
                          (A DEVELOPMENT STAGE COMPANY)
                      CONSOLIDATED STATEMENT OF OPERATIONS
                  FOR THE PERIODS ENDED JUNE 30, 2001 AND 2000
            AND FOR THE PERIOD FROM JANUARY 1, 1996 TO JUNE 30, 2001
-----------------------------------------------------------------------------
                                                                  SINCE
                                        2001        2000     JANUARY 1, 1996
                                     ----------  ----------  ----------------
<S>                                  <C>         <C>         <C>
SALES                                $    8,161  None        $          8,161

COST OF SALES                             1,967  None                   1,967
                                     ----------              ----------------

GROSS MARGIN                              6,194                         6,194
                                     ----------              ----------------

EXPENSES
  General and Administrative            714,946      13,418         1,173,036
  Impairment of Acquired Net Assets     161,478                       161,478
  Depreciation and Amortization           4,351                         6,383
                                     ----------  ----------  ----------------
            Total  Expenses             880,775      13,418         1,340,897
                                     ----------  ----------  ----------------

NET LOSS                             $  874,581  $   13,418  $      1,334,703
                                     ==========  ==========  ================




Loss Per Share                       $     0.11  $    0.002
                                     ----------  ----------


Weighted average number of shares     7,973,518   7,060,000
                                     ----------  ----------
</TABLE>


                       See Notes to Financial Statements.


                                        5
<PAGE>
<TABLE>
<CAPTION>
                                       QUADRACOMM, INC.
                           (FROMERLY P.M. MANAGEMENT SYSTEMS, INC.)
                                (A DEVELOPMENT STAGE COMPANY)
                             CONSOLIDATED STATEMENT OF CASH FLOWS
                          FOR THE PERIODS END JUNE 30, 2001 AND 2000
                   AND FOR THE PERIOD FROM JANUARY 1, 1996 TO JUNE 30, 2001
---------------------------------------------------------------------------------------------
                                                                                    Since
                                                             2001       2000      January 1,
                                                                                     1996
                                                          ----------  ---------  ------------
<S>                                                       <C>         <C>        <C>
CASH FLOWS FROM (TO) OPERATING ACTIVITIES:
Net Income (Loss) From Operations:                        $(874,581)  $(12,418)  $(1,334,703)
Add: Non-Cash Items
    Depreciation and Amortization                             4,350                    6,382
    Allowance for doubtful advances                         118,345                  166,331
    Allowance for impairment of acquired net assets         161,478                  161,478
    Payment of expenses with common stock                                              1,600
Changes in Assets and Liabilities:
     Miscellaneous receivables                             (118,345)                (166,331)
     Deposits                                               (15,960)                 (16,360)
     Accounts payable & other liabilities                   604,268     20,000       812,885

                                                          ----------  ---------  ------------
Net Cash From (To) Operating Activities                    (120,445)     7,582      (368,718)
                                                          ----------  ---------  ------------

CASH FLOWS FROM (TO) INVESTING ACTIVITIES:
Acquisition of Equipment                                    (28,886)      (200)      (49,201)
Purchase of technology                                                 (20,000)
                                                          ----------  ---------  ------------
Net Cash From (To) Investing Activities                     (28,886)   (20,200)      (49,201)
                                                          ----------  ---------  ------------

CASH FLOWS FROM (TO) FINANCING ACTIVITIES:
Proceeds from sales of common stock                         147,052     20,000       420,109
Notes Payable                                                (2,190)                  (2,190)
Cancellation of preferred stock                                         -1,000
                                                          ----------  ---------  ------------
Net Cash From (To) Financing Activities                     144,862     19,000       417,919
                                                          ----------  ---------  ------------

Increase (Decrease) in Cash                                  (4,469)     6,382             0
CASH BALANCE, BEGINNING                                       2,845                        0
                                                          ----------  ---------  ------------
CASH BALANCE, ENDING                                      $  (1,624)  $  6,382   None
                                                          ==========  =========  ============

SUPPLEMENTAL DISCLOSURE OF NON-CASH TRANSACTIONS:
   The Company has issued 1,600 common shares in payment
     of certain expenses; 100,000 common shares for an
     acquisition; and 50,000 shares as collateral.
</TABLE>


                       See Notes to Financial Statements.


                                        6
<PAGE>
<TABLE>
<CAPTION>
                                                 QUADRACOMM, INC.
                                     (FORMERLY P.M. MANAGEMENT SYSTEMS, INC.)
                                           (A DEVELOPMENT STAGE COMPANY)
                             CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                               FOR THE PERIOD FROM JANUARY 1, 1996 TO JUNE 30, 2001
------------------------------------------------------------------------------------------------------------------
                                                                                                        DEFICIT
                                                                  COMMON STOCK AND                    ACCUMULATED
                                                  PREFERRED       PAID-IN CAPITAL                     DURING THE
                                                    STOCK                                 TREASURY    DEVELOPMENT
                                      SHARES          $         SHARES          $          STOCK         STAGE
                                    -----------  -----------  -----------  ------------  ----------  -------------
<S>                                 <C>          <C>          <C>          <C>           <C>         <C>
Balance, January 1, 1996             1,000,000   $    1,000   10,000,000   $ 1,999,150   $    (150)  $    (75,000)

Cancellation of outstanding
      shares                                                  (7,980,000)   (1,925,000)
                                    -----------  -----------  -----------  ------------  ----------  -------------
Balance, December  31, 1996          1,000,000   $    1,000    2,020,000        74,150        (150)       (75,000)

Net Loss
                                    -----------  -----------  -----------  ------------  ----------  -------------
Balance, December 31, 1997           1,000,000   $    1,000    2,020,000        74,150        (150)       (75,000)

Net Loss
                                    -----------  -----------  -----------  ------------  ----------  -------------
Balance, December 31, 1998           1,000,000   $    1,000    2,020,000        74,150        (150)       (75,000)

Net Loss                                                                                                   (4,350)
                                    -----------  -----------  -----------  ------------  ----------  -------------
Balance, December 31, 1999           1,000,000   $    1,000    2,020,000        74,150        (150)       (79,350)

Cancellation of preferred stock     (1,000,000)      (1,000)                     1,000
Cancellation of treasury stock                                                    (150)        150
Stock split (3 for 1)                                          4,040,000
Shares issued for technology                                   1,000,000
Sale of common shares                                            198,000       198,000
Shares issued for services                                         1,600         1,600
Net Loss                                                                                                 (380,772)
                                    -----------  -----------  -----------  ------------  ----------  -------------

Balance, December 31, 2000          None         None          7,259,600   $   274,600   None        $   (460,122)

Sale of common shares                                            910,650       255,995
Issuance of shares for
     acquisition                                                 100,000           100
Issuance of shares for collateral                                 50,000
Net Loss                                                                                                 (874,581)
                                    -----------  -----------  -----------  ------------  ----------  -------------

Balance, June 30, 2001              None         None          8,320,250   $   530,695   None        $ (1,334,703)
                                    ===========  ===========  ===========  ============  ==========  =============
</TABLE>


                       See Notes to Financial Statements.


                                        7
<PAGE>
                                QUADRACOMM, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2001
                                  -------------

1.  HISTORY:
------------

     The  entity  was  incorporated  under  the laws of the State of Colorado on
March  13, 1992 under the name Processed Based Management, Inc.; filed a Form 10
with the Securities and Exchange Commission on March 11, 1993; made a Regulation
D filing on July 30, 1993; and, changed its name to PM Management Systems, Inc.,
on  May  5,  1994.  On September 2, 1994 the entity declared a one for one stock
dividend  and  in  September 1994 acquired all of the units of a certain limited
liability  company  for  7,980,000  of  its  common  shares.  The  acquisition
transaction  was  reversed  in  December in 1995 and the 7,980,000 common shares
returned  and cancelled. During the period from January 1996 to 2000, the entity
has  been  dormant.

     In January 2000 the name was changed to RF Technology, Inc. and a three for
one  split  was  declared.  Subsequently  in  December  2000  the  Articles  of
Incorporation  were  amended  to  increase  the  authorized  common  shares  to
100,000,000  and  preferred  shares  to 10,000,000 and the par value was changed
from  no  par  value  to  a par value of $.001 per share for both the common and
preferred  shares.  The  name of the corporation was changed to QuadraComm, Inc.
(hereinafter  "Company").

     Also  in  2000 and 2001, the Company has embarked upon a program of seeking
operating  entities to acquire.  In that connection, it has entered into letters
of  intent  and a form of merger agreements to acquire certain of the operations
entities.  As of December 31, 2000 and June 30, 2001, none of the agreements had
been  finalized.

     Effective  January  1,  2001  the  Company  acquired  International Prepaid
Systems,  Inc.,  for  100,000 shares of common stock and $50,000 in cash.  As of
June  30,  2001, the common shares had been issued; however, payment of the cash
portion  has  been  deferred.  The acquired entity is in the business of issuing
prepaid  telephone  cards  via  vending  machines.

2.  BASIS  OF  ACCOUNTING:
-------------------------

     The financial statements of the Company have been prepared in United States
dollars  in  accordance  with  accounting  principles  generally accepted in the
United States.    Certain reclassifications have been made to conform prior year
data  to  the  current  year  presentations.

     The  financial  statements  of  the Company as of June 30, 2001 and for the
period  then  ended  have been prepared on the basis that the Company is a going
concern,  which  contemplates  the  realization  of  assets  and satisfaction of
liabilities  in  the  normal course of business.  At June 30, 2001 the Company's
assets  totaled  $55,230  and  current liabilities aggregated $851,583.  For the
period  from  inception  (January  1,  1996)  to  June 30, 2001, the Company has
incurred,  losses totaling $1,334,703. Such losses, together with revenues of an


                                        8
<PAGE>
immaterial  amount,  has  significantly  impacted  the  liquidity  and  capital
resources  of the Company, and raises substantial doubt about the ability of the
Company  to  continue  as a going concern.  No adjustments have been recorded in
the  financial statements of the Company to reflect the uncertainty of the going
concern  and  the related realization of assets and satisfaction of liabilities.

     Management  expects  to achieve its future cash needs from a combination of
sales  of its equity securities and borrowings, pending attainment of profitable
operations.


3.  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES:
---------------------------------------------------

     CASH AND CASH EQUIVALENTS:  Cash and cash equivalents are comprised of cash
and  highly  liquid  investments  with  a  maturity of three months or less when
purchased.  The  Company  had  no  cash  equivalents as of December 31, 2000 and
1999.

     EQUIPMENT  :  Equipment  is  stated  at  acquisition  cost.  The  cost  of
replacements,  renewals,  and  betterments,  that  neither add materially to the
value  of  the  equipment and furniture, nor appreciable prolong their lives are
charged  to  expense  as  incurred.  Depreciation  is  provided  using  the
straight-line  method  over  the  estimated  useful  lives  of  five  years.
 .
     INCOME  TAXES:  The  provision (benefit) for income taxes is based upon the
pre-tax  earnings  (loss)  reported  in  the  financial statements, adjusted for
transactions that may never enter in the computation of income taxes payable.  A
deferred  tax  asset  or  liability  is  recognized for the estimated future tax
affect  attributable  to  temporary differences in the recognition of income and
expenses  for  financial  statements  and  income  tax  purposes.  A  valuation
allowance  is provided in the event that the tax benefits are not expected to be
realized.

     EARNINGS (LOSS) PER SHARE:  Earnings (loss) per common share are based upon
the  weighted  number  of  common  shares  outstanding  during  the  period.

     USE  OF  ESTIMATES:  The  preparation of financial statements in conformity
with  generally  accepted  accounting  principles  requires  management  to make
estimates  and  assumptions  that  affect  the  reported  amounts  of assets and
liabilities  and  disclosure of contingent assets and liabilities at the date of
the  financial  statements  and  the  reported  amounts of revenues and expenses
during  the reporting period.  Actual results could differ from those estimates.

     REVENUE  RECOGNITION:  Revenues will be recognized upon the delivery of the
products  and  services


                                        9
<PAGE>
     RESEARCH  &  DEVELOPMENT,  ADVERTISING,  AND  START-UP  COSTS:  Research  &
development, advertising, and start-up costs are charged to expense as incurred.

     CONCENTRATIONS  OF  RISK  and  CREDIT  RISK:   Company  operations have not
commenced, and hence there is no concentration or credit risk.  The Company does
not  have  a material concentration of accounts receivable or other credit risk.

     IMPAIRMENT  OF  LONG-LIVED ASSETS:  The Company recognizes charges from the
impairment of its long-lived assets, when it believes that its long-lived assets
have  been  impaired.

     FINANCIAL  INSTRUMENTS:  Assets  and liabilities, as a matter of accounting
policy,  are  reflected  in the accompanying financial statements at values that
the  Company  considers  to  represent  their  respective  fair  values.

4.  MISCELLANEOUS  ADVANCES:
----------------------------

     During  2000  and  2001,  the  Company has made certain advances to, and/or
incurred  certain  expenses  on behalf of, aggregating approximately $159,000 to
business  units  that  it expects to acquire.  Because there is no assurance nor
explicit  collateral  or  agreements  for  the  repayment  of  such  amounts, an
allowance  of  like  amount  has  been  recorded.

5.  INCOME  TAXES:
------------------

        The  Company  will  need  to  realize profits to utilize the accumulated
losses  that aggregated $1,334,703 as of June 30, 2001.  Further, because of the
nature  of the losses they may not be deductible, except in reduced amounts over
various  periods  of  time.  Accordingly,  because  of  these  uncertainties,  a
valuation  allowance  of  an equal amount was established because the benefit is
more  likely  than  not  to  be  lost.

6.  COMMON  AND  PREFERRED  STOCK:
----------------------------------

     Common Stock:  The Company is authorized to issue 100,000,000 shares of its
     -------------
$.001 par value common stock, of which 8,320,250 were outstanding as of June 30,
2001.  Dividends are payable upon declaration by the board of directors, and the
common  shares  do  not  have  pre-emptive  rights nor cumulative voting rights.

     Preferred  Stock:  The  Company is authorized to issue 10,000,000 shares of
     -----------------
its  $.001  par  value  preferred  stock.  No  preferred  shares were issued and
outstanding  as  of  June  30,  2001.  The board of directors of the Company may
issue the preferred stock in series and may determine the rights and preferences
of  each  series.


                                       10
<PAGE>
ITEM  2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  AND  RESULTS  OF  OPERATIONS.

During the first half of 2001, QuadraComm, Inc. ("QuadraComm" or the "Company")
continued the expansion and maturation of its technology base into
communications products and services for an international presence. During the
fourth quarter of 2000, the Company identified four private companies with an
interest in becoming part of the Company's planned public communications entity.
As such, management of the Company developed acquisition contracts with each of
the four companies. The plan was, and is, to roll each company into QuadraComm
as the due diligence process is completed on each one, and as the necessary
outside funding becomes available to support the closing of each acquisition, if
viable. Once acquired, the array of products and services planned will include
the following: prepaid phone cards and non-bank ATM machines; development,
manufacturing and deployment of transportable earth station and satellite
broadcast facilities; acquisition, repair, refurbishment and sale of pagers and
cellular handsets; and participation in the development of Africa Region
telecommunications. Other companies and other products/services are continually
being identified and researched as possible candidates for acquisition or some
form of joint participation. The Company has now finalized an agreement with a
leader in the natural speech voice messaging market to become a primary
international distributor. Contracts with licensees are currently under
development.

Management of the Company continued the review and development of the previously
identified research and development activities possible for international
application; however, no final conclusions have been reached concerning economic
and technical viability. The search for other products and companies has been
broadened through outside consultants in an effort to increase the Company's
asset base, broaden the product and service offering, and improve shareholder
value over the long term.

During the first quarter of 2001, International Prepaid Systems, Inc. ("IPS")
was formally acquired by the Company and business was commenced. For the
immediate term, the availability of investor financing will generally determine
the timing for IPS expansion. Test markets have been introduced by IPS
management on a limited basis with the placement of vending machines for the
sale of prepaid phone cards in the Southwestern US. In spite of phone card
competition, the Company believes there are niche markets that offer significant
growth opportunities if managed and controlled properly.

At the end of the second quarter of 2001, the contract for the acquisition of RF
Scientific, Inc., the transportable communications systems company in Orlando,
Florida was extended and modified. Management anticipates closing this key
addition to QuadraComm very in the Third Quarter.

Several alternatives to financing have been pursued, and are still being worked
in order to provide access to the funding needed to continue the Company's
acquisitions and expansion. Initial sources are being finalized and funding
should be successfully closed shortly. Management of the Company anticipated
that additional actions will be necessary as the Company follows its growth
plan.


                                       11
<PAGE>
Liquidity  and  Capital  Resources

The Company continues to emerge from being a development stage company with the
commencement of product and service offerings, but generated revenues will be
paced by its ability to fund operational working capital and expansion in the
acquisitions it can affordably close. Revenue from two of the original Business
Units is expected during the next quarter. In the interim, funding is being
provided by loans from various officers, directors, private investors and
friends of the Company. The growth in equity funding from a variety of sources
should occur shortly, in spite of the investment market's performance over the
past several months in support of new technology oriented companies.

                                     PART II
                                OTHER INFORMATION

ITEM  1.  LEGAL  PROCEEDINGS.

     None.

ITEM  2.  CHANGES  IN  SECURITIES.

     None.

ITEM  3.  DEFAULTS  UPON  SENIOR  SECURITIES.

     Not  Applicable.

ITEM  4.  SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITIES  HOLDERS.

     None.

ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8K.

     The Company filed a Form 8-K, dated January 8, 2001, on May 31, 2001 and an
amendment to that Form 8-K on June 13, 2001. The Form 8-K, and the amendment
thereof, contained disclosure under Items 2, 4, 5, 6, and 9, and did not contain
any financial statements.





                                       12
<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, hereunto duly
authorized.



                                          QUADRCOMM,  INC.


Date:     August 20, 2001                 By:  /s/  Robert  Ellis
          ---------------                    -----------------------------------
                                          Name:  Robert  Ellis
                                          Title: Director,  President,  &
                                                 Acting  CFO


Date:     August 20, 2001                 By:  /s/  Ronald  Lambrecht
          ---------------                    -----------------------------------
                                          Name:  Ronald  Lambrecht
                                          Title: Director, Treasurer & Secretary




                                       13
<PAGE>