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 October 31, 2001

                                       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.)

              4262 US Route 1, Monmouth Junction, New Jersey 08852
              ----------------------------------------------------
                    (Address of principal executive offices)

Issuer's telephone number, including area code: (732) 329-9200
                                                --------------

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 October 31, 2001
-----------------------                     -------------------------------

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 nine and
three months ended October 31, 2001.

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, 2001.

The results  reflected  for the nine and three months ended October 31, 2001 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
October 31, 2001 and  January 31, 2001
     (Unaudited)

                                                    October 31,     January 31,
                                                       2001            2001
                                                    -----------     -----------
ASSETS
CURRENT ASSETS
   Cash                                             $     1,103              --
   Accounts Receivable (net of allowance
   of $49,212 and $49,212 respectively                  156,755         110,224
   Prepaid expenses and other current assets             25,038          21,675
                                                    -----------     -----------
                                                        182,896         131,899

FURNITURE AND EQUIPMENT
   Research and Development Equipment                     8,868           8,868
   Office furniture and other equipment                  31,209          26,575
                                                    -----------     -----------
                                                         40,077          35,443
   Less: Accumulated Depreciation                       (24,337)        (19,999)
                                                    -----------     -----------
                                                         15,740          15,444

OTHER ASSETS
   Capitalized software development costs             1,677,768       1,512,489
   Less accumulated amortization                     (1,008,436)       (892,588)
                                                    -----------     -----------
                                                        669,332         619,901

   Due from Multi Solutions, Inc                        349,736         335,559
   Due from Freetrek, Inc.                               20,761           7,227
   Due from NetCast, Inc.                               234,592         234,592
                                                    -----------     -----------


                                                    $ 1,473,057     $ 1,344,622
                                                    ===========     ===========

                                       3
<PAGE>

MULTI SOFT, INC.
a  51.3 % owned subsidiary of Multi Solutions, Inc.
BALANCE SHEETS
October 31, 2001 and January 31, 2001
     (Unaudited)

                                                    October 31,     January 31,
                                                       2001            2001
                                                    -----------     -----------
LIABILITIES AND STOCKHOLDERS'
DEFICIENCY
CURRENT LIABILITIES
   Accrued payroll                                  $    60,530     $    14,783
   Payroll and other taxes payable                       19,011          18,497
   Accounts Payable, Accrued  expenses and
      other  Current Liabilities                        170,466          66,295
   Accrued officer compensation                         168,042         143,042
   Deferred Revenues                                    148,606         105,214
                                                    -----------     -----------

                                                        566,655         347,831

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

STOCKHOLDERS' DEFICIENCY
   Common stock, authorized 30,000,000 shares
      $.001 par value, issued and outstanding
      13,709,477 respectively                            13,709          13,709
   Additional paid-in capital, net of deferred
   compensation $0 and $25,257 respectively           6,039,221       6,039,221
   Accumulated deficit                               (5,733,133)     (5,642,744)
                                                    -----------     -----------
                                                        319,797         410,186


                                                    $ 1,473,057     $ 1,344,622
                                                    ===========     ===========

                                       4
<PAGE>

MULTI SOFT, INC
a 51.3% owned subsidiary of Multi Solutions, Inc.
STATEMENTS OF OPERATIONS
Nine and Three months ended October 31, 2001 and 2000
     (Unaudited)

<TABLE>
<CAPTION>
                                                     Nine Months Ended               Three Months Ended
                                                         October 31,                     October 31,
                                                    2001            2000            2001           2000
                                                ------------    ------------    ------------   ------------
<S>                                             <C>             <C>             <C>            <C>
REVENUES
   License fees                                 $     42,068    $     34,337    $     32,370   $     19,855
   Maintenance fees                                  119,041         120,101          45,340          2,547
   Consulting and Other fees                         290,296         384,213         121,425        126,944
                                                ------------    ------------    ------------   ------------

      Total revenues                                 451,405         538,651         199,135        149,346

EXPENSES
   Software development and technical support        232,848         315,712          72,843        100,855
   Selling and administrative                        308,946         379,824          88,660        128,365
                                                ------------    ------------    ------------   ------------

      Total expenses                                 541,794         695,536         161,503        229,220
                                                ------------    ------------    ------------   ------------

      Net income (loss)                         ($    90,389)   ($   156,885)   $     37,632   ($    79,874)
                                                ============    ============    ============   ============

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

      Income (Loss)  per share                       (a)             (a)             (a)            (a)
                                                ============    ============    ============   ============

      (a) less than $.01 per share
</TABLE>

                                       5
<PAGE>

MULTI -SOFT, INC.
a 51.3 % owned subsidiary of Multi Solutions, Inc.
STATEMENTS OF CASH FLOWS
October 31, 2001 and October 31, 2000
     (Unaudited)

                                                            Nine Months Ended
                                                               October 31,
                                                            2001         2000
                                                         ---------    ---------
Cash flows from operating activities
   Net (loss)                                            ($ 90,389)   $(156,885)
   Adjustments to reconcile net income to net cash
      provided by operating activities
   Depreciation and amortization                           120,186      138,179
   Changes in assets and liabilities
         Due to / from Multi Solutions                     (14,177)      82,784
         Due to / from Freetrek                            (13,534)      (1,446)
         Accounts receivable                               (46,531)      80,140
         Prepaid expenses and other current assets          (3,363)      22,653
         Accrued payroll                                    45,747           --
         Payroll and other taxes payable                       514       (1,425)
         Accounts payable and accrued expenses             104,171      (16,292)
         Accrued officer compensation                       25,000      (18,348)
         Deferred revenues                                  43,392      (62,732)
                                                         ---------    ---------

            Net cash provided by operating activities      171,016       66,628


Cash flows from investing activities
   Capital expenditures                                     (4,634)      (9,044)
   Capitalized software development costs                 (165,279)     (87,016)
                                                         ---------    ---------

            Net cash used in investing activities         (169,913)     (96,060)

Cash flows from financing activities
   Amortization of Stock Grants                                 --       22,194
                                                         ---------    ---------

            Net cash provided by financing activities           --       22,194
                                                         ---------    ---------

            NET INCREASE IN CASH                             1,103       (7,238)

Cash at beginning of year                                       --       13,205
                                                         ---------    ---------

Cash at end of period                                    $   1,103    $   5,967
                                                         =========    =========

                                       6
<PAGE>

MULTI SOFT, INC.
NOTE TO FINANCIAL STATEMENTS
October 31, 2001
(Unaudited)

RECLASSIFICATION OF OTHER INCOME TO REVENUE FROM CONSULTING AND OTHER FEES

Consulting,   rent  and  administrative  fees  charged  to  Freetrek,  Inc.,  an
affiliate, were reflected on prior financial statements as "Other Income" in the
category  "Other Income  (Expense)" on the Statement of  Operations.  During the
nine and three months ended  October 31, 2001,  these fees have been included in
"Consulting  and Other Fees" in the  "Revenues"  category on the  Statements  of
Operations.  For purposes of  comparison,  the  Statements of Operations for the
nine and three months ended October 31, 2000 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
---------------------

NINE MONTHS ENDED  OCTOBER 31, 2001  COMPARED TO NINE MONTHS  ENDED  OCTOBER 31,
--------------------------------------------------------------------------------
2000 AND THREE  MONTHS  ENDED  OCTOBER 31, 2001  COMPARED TO THREE  MONTHS ENDED
--------------------------------------------------------------------------------
OCTOBER 31, 2000
----------------

We generated  revenues  during the nine months ended October 31, 2001, the first
nine months of our fiscal year ending January 31, 2002, of $451,405  compared to
revenues of $538,651  during the first nine  months of fiscal  2001.  We believe
that the  decrease of $87,246,  or  approximately  16.2% was due  primarily to a
decrease in our  consulting  fees,  primarily to our affiliate  Freetrek,  Inc.,
offset in part by an increase  in license  fees.  License fee revenue  increased
22.5% from $34,337 in the first nine months of fiscal 2001 to $42,068 during the
first  nine  months  of  fiscal  2002.  Maintenance  fees  decreased  $1,060  or
approximately  0.9% and  consulting  and other fees,  primarily to our affiliate
Freetrek, Inc., decreased $93,917, or approximately 24.5%.

 We  generated  revenues  during the three months  ended  October 31,  2001,  of
$199,135  compared to revenues  of $149,346  during the third  quarter of fiscal
2001.  We believe  that the  increase in revenues of $49,789,  or  approximately
33.3%,  was due primarily to a increase in revenue from license and  maintenance
fees,  offset  in  part by a  decrease  in  consulting  fees,  primarily  to our
affiliate Freetrek, Inc. License fee revenue increased $12,515, or approximately
63.0%,   maintenance  fees  increased  $42,793,  or  approximately  1780.0%  and
consulting and other fees, primarily to our affiliate Freetrek,  Inc., decreased
$5,519,or approximately 4.4%.

                                       8
<PAGE>

Please  note  that  we  have  included   income  derived  from   consulting  and
administrative charges to our affiliate Freetrek, Inc. in the amount of $139,500
in revenues  for the nine and three months  ended  October 31, 2000.  Previously
this income was  reported  as "Other  Income" in the Income  Statement.  We have
restated our Statement of Operations for the nine and three months ended October
31, 2000 to reflect this change. As a result of this restatement, income derived
from consulting and  administrative  charges to Freetrek,  Inc. in the amount of
$139,500 is included in revenues for the nine and three months ended October 31,
2000.

Our principal  sources of revenues were  maintenance  fees and  consulting  fees
which  represented  approximately  90.6% or $409,337  of  revenues  for the nine
months ended  October 31, 2001 and  approximately  93.6% or $504,314 of revenues
for the nine months ended October 31, 2000. Maintenance fees and consulting fees
represented  approximately  83.7% or $166,765 of revenues  for the three  months
ended October 31, 2001 and approximately  86.7% or $129,491 for the three months
ended October 31, 2000.

The increase in licensing  fees was due to increased  software  sales within the
quarter ended October 31, 2001.

We believe  that the decrease in  maintenance  fees during the nine month period
was due to the non-renewal of older maintenance  contracts by customers and that
the  increase in  maintenance  fees during the three month period was not due to
any specific  trend.  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."

We  continue  to work on  developing  products  that  extend our line to work on
Microsoft's new ".NET" and XML Web services platform;  however, progress is slow
due to financial constraints.

Our operating  expenses were $541,794 for the nine months ended October 31, 2001
compared to $695,536  for the  comparable  nine month  period of fiscal  2001, a
decrease of $153,742 or  approximately  22.1%.  Our  operating  expenses for the
three months ended October 31, 2001 were  $161,503  compared to $229,220 for the
comparable  three  months  ended  October  31,  2000,  a decrease  of $67,717 or
approximately  29.5%.  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,  primarily a decrease  in  compensation  to officers  and
administrative  staff, charged to operations for the nine and three month period
ending October 31, 2001 compared to the period ending October 31, 2000.

As a result of all of the  foregoing,  we incurred a net loss for the first nine
months of fiscal  2002 of $90,389  compared  to a net loss of  $156,885  for the
first nine  months of fiscal  2001,  a decrease  of  $66,496.  We incurred a net
profit of $37,632 for the three months ended  October 31, 2001 compared to a net
loss of $79,874, a decrease of $117,506.

                                       9
<PAGE>

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 October 31, 2001, we had a negative  working  capital  position of ($383,759)
compared to a negative  working  capital  position of  ($215,932) on January 31,
2001. 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.

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.

We need to obtain  significantly  additional  funds from operations  and/or from
financing activities. Absent such additional funds, we will be forced to further
reduce our  operating  expenses  and our  business  will be  further  materially
adversely  affected.  We  cannot  assure  that we will  be  able to  obtain  the
requisite funds.

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

          Descriptions         October 31, 2001   January 31, 2001
          --------------------------------------------------------
          Working capital
          (deficiency)            ($383,759)         ($215,932)

          Current ratios             0.32:1             0.38:1

                                       10
<PAGE>

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.

                                       11
<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.

                                       12
<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: December 20, 2001       By: /s/ Charles J. Lombardo
                                   ---------------------------------------------
                                   Charles J. Lombardo, Chief Executive Officer,
                                   Chief Financial Officer and Treasurer

                                       13