SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                  For the quarterly period ended April 30, 2002

                                       OR

             [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                        For the transition period from to

Commission File Number: 0-15976
                        -------

                                MULTI SOFT, INC.
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

          NEW JERSEY                                              22-2588030
-------------------------------                              -------------------
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)

                3535 Quakerbridge Road, Hamilton New Jersey 08619
                -------------------------------------------------
                    (Address of principal executive offices)

Issuer's telephone number, including area code: (609) 631-7401
                                                --------------

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act 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
                                ---                ---

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
Common Stock, as of the latest practicable date.

         Class                                     Outstanding at April 30, 2002
-----------------------                            -----------------------------

Common Stock, par value                                     13,709,477
       $.001 per share

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

                                        1
<PAGE>

PART I.   FINANCIAL INFORMATION
-------------------------------

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

The accompanying financial statements are unaudited for the interim periods, but
include all adjustments  (consisting only of normal recurring accruals) which we
consider necessary for the fair presentation of our results for the three months
ended April 30, 2002.

Moreover,  these  financial  statements  do  not  purport  to  contain  complete
disclosure in conformity  with  generally  accepted  accounting  principles  and
should be read in conjunction with our audited financial  statements at, and for
the fiscal year ended January 31, 2002.

The  results  reflected  for the  three  months  ended  April  30,  2002 are not
necessarily indicative of the results for the entire fiscal year.

                                        2
<PAGE>

MULTI SOFT, INC.
a 51.3% owned subsidiary of Multi Solutions, Inc.
BALANCE SHEETS
April 30, 2002 and January 31, 2002
            (Unaudited)

<TABLE>
<CAPTION>
                                                         April 30,       January 31,
                                                            2002             2002
                                                        ------------     ------------
ASSETS
CURRENT ASSETS
<S>                                                     <C>              <C>
     Cash                                               $      3,505     $      3,207
     Accounts Receivable (net of allowance
      of  $46,219 and $49,212 respectively                    29,765           22,117
     Prepaid expenses and other current assets                20,726           22,636
                                                        ------------     ------------
                                                              53,996           47,960

FURNITURE AND EQUIPMENT
     Research and Development Equipment                        8,868            8,868
     Office furniture and other equipment                     31,209           31,209
                                                        ------------     ------------
                                                              40,077           40,077
     Less: Accumulated Depreciation                          (26,029)         (24,837)
                                                        ------------     ------------
                                                              14,048           15,240

OTHER ASSETS
     Capitalized software development costs                1,707,908        1,702,582
     Less accumulated amortization                        (1,085,668)      (1,047,052)
     Less valuation allowance                               (210,000)        (210,000)
                                                        ------------     ------------
                                                             412,240          445,530

     Due from Multi Solutions, Inc                           352,739          351,926
     Due from Freetrek, Inc.                                 119,623          215,730
     Due from NetCast, Inc.                                  234,592          234,592
                                                        ------------     ------------
                                                             706,954          802,248
    Less valuation allowance                                (200,000)        (200,000)
                                                        ------------     ------------
                                                             506,954          602,248

                                                        $    987,238     $  1,110,978
                                                        ============     ============
</TABLE>

                                        3
<PAGE>

MULTI SOFT, INC.
a 51.3 % owned subsidiary of Multi Solutions, Inc.
BALANCE SHEETS
April 30, 2002 and January 31, 2002
            (Unaudited)

<TABLE>
<CAPTION>
                                                         April 30,       January 31,
                                                            2002             2002
                                                        ------------     ------------
LIABILITIES AND STOCKHOLDERS'
DEFICIENCY
CURRENT LIABILITIES
<S>                                                     <C>              <C>
     Accrued payroll                                    $     45,034     $     81,817
     Payroll and other taxes payable                          30,893           28,589
     Accounts Payable, Accrued  expenses and
          other  Current Liabilities                         165,753          169,933
     Accrued officer compensation                            133,868          133,868
     Due to officer                                           19,646           52,847
     Deferred Revenues                                        64,423           72,552
                                                        ------------     ------------

                                                             459,617          539,606

     Deferred compensation due officers/shareholders         586,605          586,605

STOCKHOLDERS' DEFICIENCY
     Common stock, authorized 30,000,000 shares
      $.001 par value, issued and outstanding
      13,709,477 for 2002 and 2002 respectively               13,709           13,709
     Additional paid-in capital                            6,039,221        6,039,221
     Accumulated deficit                                  (6,111,914)      (6,068,163)
                                                        ------------     ------------
                                                             (58,984)         (15,233)

                                                        $    987,238     $  1,110,978
                                                        ============     ============
</TABLE>

                                        4
<PAGE>

MULTI SOFT, INC
a 51.3% owned subsidiary of Multi Solutions, Inc.
STATEMENTS OF OPERATIONS
April 30, 2002 and April 30, 2001
            (Unaudited)

<TABLE>
<CAPTION>
                                                              Three Months Ended
                                                                  April 30,
                                                            2002             2002
                                                        ------------     ------------
REVENUES
<S>                                                     <C>              <C>
     License fees                                       $      4,696     $         --
     Maintenance fees                                         39,350           27,720
     Consulting and Other fees                                 7,329            9,002
     Consulting fees from Freetrek affiliate                  21,000           37,500
                                                        ------------     ------------

          Total revenues                                      72,375           74,222

EXPENSES
     Software development and technical support               39,119           83,378
     Selling and administrative                              100,007          124,094
                                                        ------------     ------------

          Total expenses                                     139,126          207,472
                                                        ------------     ------------

          (Loss) income from operations                 ($    66,751)    ($   133,250)

OTHER INCOME
     Administrative charges to Freetrek                       23,000           19,940
                                                        ------------     ------------

          Net loss                                      ($    43,751)    ($   113,310)
                                                        ============     ============

          Weighted average shares outstanding             13,709,477       13,709,477
                                                        ============     ============

          Income (Loss)  per share                           (a)              (a)
                                                        ============     ============
</TABLE>

          (a)  less than $.01 per share

                                        5
<PAGE>

MULTI -SOFT, INC.
a 51.3 % owned subsidiary of Multi Solutions, Inc.
STATEMENTS OF CASH FLOWS
April 30, 2002 and April 30, 2001
            (Unaudited)

<TABLE>
<CAPTION>
                                                              Three Months Ended
                                                                  April 30,
                                                            2002             2002
                                                        ------------     ------------
Cash flows from operating activities
<S>                                                     <C>              <C>
     Net income (loss)                                  ($    43,751)    $   (113,310)
     Adjustments to reconcile net income  to net cash
          provided by operating activities
     Depreciation and amortization                            39,808           40,217
     Changes in assets and liabilities
          Due to / from Multi Solutions                         (813)          (1,706)
          Due to/ from Freetrek                               96,107           (3,102)
          Accounts receivable                                 (7,648)          60,543
          Prepaid expenses and other current assets            1,910            5,580
          Accrued payroll                                    (36,783)              --
          Payroll and other taxes payable                      2,304             (957)
          Accounts payable and accrued expenses               (4,180)          36,439
          Due to officer                                     (33,201)              --
          Deferred revenues                                   (8,129)          28,028
                                                        ------------     ------------

            Net cash provided  by operating activities         5,624           51,732

Cash flows from investing activities
     Capital expenditures                                         --           (4,635)
     Capitalized software development costs                   (5,326)         (47,097)
                                                        ------------     ------------

            Net cash used in investing activities             (5,326)         (51,732)
                                                        ------------     ------------

            NET INCREASE (DECREASE) IN CASH                      298               --

Cash at beginning of year                                      3,207               --
                                                        ------------     ------------

Cash at end of period                                   $      3,505     $         --
                                                        ============     ============
</TABLE>

                                        6
<PAGE>

MULTI SOFT, INC.
NOTE TO FINANCIAL STATEMENTS
April 30, 2002
(Unaudited)

RECLASSIFICATION OF REVENUE TO OTHER INCOME FROM ADMINISTRATIVE CHARGES

Rent and  administrative  fees charged to Freetrek,  Inc.,  an  affiliate,  were
reflected  on prior  financial  statements  as  "Revenue"  on the  Statement  of
Operations.  During the three months ended April 30, 2002,  these fees have been
included in "Other  Income" in the category  "Other  Income" on the Statement of
Operations.  For purposes of  comparison,  the  Statements of Operations for the
three months ended April 30, 2001 have been restated accordingly.

                                        7
<PAGE>

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

Cautionary Statement
--------------------

     This  quarterly  report on form  10-QSB  contains  certain  forward-looking
statements  regarding,   among  other  things,  our  anticipated  financial  and
operating  results.  For  this  purpose,   forward-looking  statements  are  any
statements  contained in this report that are not statements of historical  fact
and  include,  but are not limited  to,  those  preceded by or that  include the
words,  "believes," " expects," or similar  expressions.  In connection with the
safe harbor provisions of the Private Securities  Litigation Reform Act of 1995,
we are including this cautionary  statement  identifying  important factors that
could cause ours or our  affiliates'  actual results to differ  materially  from
those  projected  in forward  looking  statements  made by, or on behalf of, us.
These  factors,  many of which are  beyond  our  control  or the  control of our
affiliates, include our ability to:

     o    receive   royalties   from  our  existing   licensing  and  consulting
          arrangements,
     o    develop additional marketable software and technology,
     o    compete with larger, better capitalized competitors and
     o    reverse ongoing liquidity and cash flow problems.

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

Three months ended April 30, 2002 compared to Three months ended April 30, 2001
-------------------------------------------------------------------------------

We generated  revenues  during the three months ended April 30, 2002,  the first
three months of our fiscal year ending January 31, 2003, of $72,375  compared to
revenues of $74,222  during the first three  months of fiscal  2002.  We believe
that the  decrease of $1,847,  or  approximately  2.5%,  was due  primarily to a
decrease in our  consulting  fees,  primarily to our affiliate  Freetrek,  Inc.,
offset in part by increases in license and maintenance fees. License fee revenue
increased from $0 in the first quarter of fiscal 2002 to $4,696 during the first
quarter of fiscal 2003.  Maintenance  fees increased  $11,630,  or approximately
42.0% and consulting and other fees, primarily to our affiliate Freetrek,  Inc.,
decreased $18,173,or approximately 39.1%.

Please  note  that  we  have  included   income  derived  from   consulting  and
administrative charges to our affiliate Freetrek,  Inc. in the amount of $23,000
in "Other  Income" for the three months ended April 30,  2002.  Previously  this
income was reported as "Revenues" in the Income Statement.  We have restated our
Statement  of  Operations  for the three  months ended April 30, 2001 to reflect
this change.

Our  principal  sources of revenues  were  license  fees and  maintenance  fees.
License  and  maintenance  fees  represented  approximately  $44,046 or 60.9% of
revenues for the three months ended April 30, 2002 and approximately  $27,720 or
37.3% of revenues for the three months ended April 30, 2001. Consulting fees

                                        8
<PAGE>

represented  approximately  $28,329 or 39.1% of  revenues  for the three  months
ended April 30,  2002 and  approximately  $46,502 or 62.7% of  revenues  for the
three months ended April 30, 2001.

We believe  that the increase in  licensing  fees was due to increased  software
sales.  We believe that the increase in  maintenance  fees was due to renewal of
maintenance contracts by customers..  We believe that the decrease in consulting
and  other  fees  was  due  to  a  reduction  in  charges  for   consulting  and
administrative fees to our affiliate Freetrek, Inc. This reduction in consulting
and  administrative  fees  from  Freetrek  resulted  from a  decrease  in  funds
available to Freetrek from its financing  activities.  See the discussion  below
under "Major Customers."

Our  operating  expenses were $139,126 for the three months ended April 30, 2002
compared to $207,472  for the  comparable  three month  period of fiscal 2002, a
decrease of $68,346 or  approximately  32.9%. We believe that the decrease was a
result of both lower levels of software development costs as well as a reduction
in selling and  administrative  costs charged to operations  for the three month
period ending April 30, 2002 compared to the period ending April 30, 2001.

As a result of all of the foregoing,  we incurred a net loss for the first three
months of fiscal  2003 of $43,751  compared  to a net loss of  $113,310  for the
first three months of fiscal 2002, a decrease of $69,559.

Major Customers
---------------

No individual customer accounted for a significant portion of revenues.  We have
generated revenues from our affiliate,  Freetrek,  for work related to the prior
and ongoing  development,  maintenance and  enhancement of Freetrek's  products.
However,  Freetrek is a development  stage company and, although it is marketing
its  products  and  services,  it has yet to make its first  sale.  Fees paid by
Freetrek  have  come from the  proceeds  of  private  placements  of  Freetrek's
securities and of Multi Solutions' securities. If Freetrek is unable to generate
substantial  revenues or continue to raise funds,  revenues  received by us from
Freetrek most likely will decrease and eventually cease.

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

At April 30, 2002,  we had a negative  working  capital  position of  ($405,621)
compared to a negative  working  capital  position of  ($491,646) on January 31,
2002. We continue to experience significant cash flow problems.

     We have taken various step to correct this situation, including:

     o    significantly cutting overhead costs through staff reduction;
     o    extending our product line to operate within the internet environment;
     o    performing work for our affiliate,  Freetrek, related to the prior and
          ongoing   development,   maintenance  and  enhancement  of  Freetrek's
          products: and
     o    performing contract consulting services for others.

                                       9
<PAGE>

We intend to remain a  technology  provider of products  and services and search
out multiple distribution  channels,  with increasing emphasis on the use of the
Internet  for  marketing,  rather than to try and grow via an  expensive  direct
sales force.  This allows the focus to stay on  technology,  with a low overhead
cost for each distribution  channel used. However, if we obtain additional funds
from operations or otherwise, we plan to expand in-house marketing activities by
advertising in trade publications and by conducting targeted mailing.

Working Capital and Current Ratios:
-----------------------------------

          Descriptions                 April 30, 2002     January 31, 2002
          ----------------------------------------------------------------

          (deficiency)                   ($ 405,621)         ($ 491,646)

          Current ratios                   0.16:1              0.09:1

Dividend Policy
---------------

We have not declared or paid any  dividends on our common stock since  inception
and we do not  anticipate  that we will  declare  or pay cash  dividends  in the
foreseeable  future.  We intend to  retain  earnings,  if any,  to  finance  the
development  and  expansion  of our  business.  Future  dividend  policy will be
subject to the discretion of the board of directors and will be contingent  upon
future earnings, if any, our financial condition, capital requirements,  general
business  conditions  and  other  factors.  Therefore,  we  cannot  assure  that
dividends of any kind will ever be paid.

Effect of Inflation
-------------------

We believe that  inflation has not had a material  effect on our  operations for
the periods presented.

                                       10
<PAGE>

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

Item 1.   Legal Proceedings
          -----------------

          None.

Item 2.   Changes in Securities and Use of Proceeds
          -----------------------------------------

          None.

Item 3.   Defaults Upon Senior Securities
          -------------------------------

          None.

Item 4.   Submission of Matters to a Vote of Security Holders
          ---------------------------------------------------

          None.

Item 5.   Other Information
          -----------------

          None.

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

          (a)  Exhibits

               None.

          (b)  Reports on Form 8-K

               None.


                                       11
<PAGE>


                                   SIGNATURES
                                   ----------

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

                              MULTI SOFT, INC.


Dated: June 17, 2002          By: /s/ Charles J. Lombardo
                                  ------------------------------------
                                  Charles J. Lombardo, Chief Executive Officer,
                                  Chief Financial Officer and Treasurer

                                       12