U.S. 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 September 30, 2000

[ ] 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 33-58694


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

            Nevada                                               13-3465289
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation of organization)                              Identification No.)


              51 West Third Street, Suite 310, Tempe, Arizona 85281
                    (Address of principal executive offices)

                                 (480) 967-5800
                           (Issuer's telephone number)

              ----------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)

Check  whether  the issuer:  (1) has 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

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest  practicable date: At November 10, 2000, the issuer had
outstanding 30,605,290 shares of Common Stock, par value $.005 per share.

         Transitional Small Business Disclosure Format: Yes [ ] No [X]
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS

                                  VITRIX, INC.
                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                  SEPTEMBER 30,        JUNE 30,
                                                                      2000              2000
                                                                  -----------        -----------
<S>                                                               <C>                <C>
                                                                  (Unaudited)
                                     ASSETS
CURRENT ASSETS:
  Cash and cash equivalents                                       $   188,309        $   620,765
  Accounts receivable - trade, net                                    279,893            229,717
  Inventory                                                            80,484             91,204
  Prepaid expenses and other current assets                            29,147             38,182
                                                                  -----------        -----------

     TOTAL CURRENT ASSETS                                             577,833            979,868

PROPERTY AND EQUIPMENT, NET                                           158,735            168,779
                                                                  -----------        -----------

     TOTAL ASSETS                                                 $   736,568        $ 1,148,647
                                                                  ===========        ===========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
  Current portion of long-term debt                               $    46,762        $    46,303
  Accounts payable                                                     69,941             88,953
  Accrued liabilities                                                 138,598            145,143
  Deferred revenue                                                    147,897            152,307
                                                                  -----------        -----------

     TOTAL CURRENT LIABILITIES                                        403,198            432,706

LONG-TERM DEBT, LESS CURRENT PORTION                                   27,322             34,231
                                                                  -----------        -----------

     TOTAL LIABILITIES                                                430,520            466,937
                                                                  -----------        -----------

COMMITMENTS:                                                               --                 --

STOCKHOLDERS' EQUITY (DEFICIT):
  Common stock, $.005 par value, 50,000,000 shares authorized,
   30,605,290 and 30,508,218 shares issued and outstanding            153,025            152,541
  Contributed capital                                               2,508,198          2,498,005
  Accumulated deficit                                              (2,355,175)        (1,968,836)
                                                                  -----------        -----------

     TOTAL STOCKHOLDERS' EQUITY                                       306,048            681,710
                                                                  -----------        -----------

     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                   $   736,568        $ 1,148,647
                                                                  ===========        ===========
</TABLE>

                  The Accompanying Notes are an Integral Part
                           of the Financial Statements

                                       2
<PAGE>
                                  VITRIX, INC.
                            STATEMENTS OF OPERATIONS
                                   (UNAUDITED)


                                                       THREE MONTHS ENDED
                                                          SEPTEMBER 30,
                                                  -----------------------------
                                                      2000             1999
                                                  ------------     ------------
REVENUES:
  Product sales                                   $    246,992     $    199,291
  Services revenue                                     113,190            3,378
                                                  ------------     ------------

     TOTAL REVENUES                                    360,182          202,669

COST OF REVENUES
  Product                                              104,875           65,562
  Services                                              54,854               --
                                                  ------------     ------------

     TOTAL COST OF REVENUES                            159,729           65,562
                                                  ------------     ------------

GROSS PROFIT                                           200,453          137,107
                                                  ------------     ------------
COSTS AND EXPENSES:
  Sales and marketing                                  246,137           97,042
  Research and development                             218,080          101,884
  General and administrative                           127,040          126,472
                                                  ------------     ------------

     TOTAL COSTS AND EXPENSES                          591,257          325,398
                                                  ------------     ------------

NET LOSS FROM OPERATIONS                              (390,804)        (188,291)
                                                  ------------     ------------
OTHER INCOME (EXPENSE):
  Interest expense                                      (3,145)          (2,108)
  Interest income                                        7,610            3,220
                                                  ------------     ------------

                                                         4,465            1,112
                                                  ------------     ------------

NET LOSS                                          $   (386,339)    $   (187,179)
                                                  ============     ============

BASIC LOSS PER SHARE                              $      (0.01)    $      (0.01)
                                                  ============     ============

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING       30,516,125       23,345,379
                                                  ============     ============

                   The Accompanying Notes are an Integral Part
                           of the Financial Statements

                                       3
<PAGE>
                                  VITRIX, INC.
                  STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
                      FOR THE YEAR ENDED JUNE 30, 2000 AND
           THE THREE MONTH PERIOD ENDED SEPTEMBER 30, 2000 (Unaudited)

<TABLE>
<CAPTION>
                                              PREFERRED STOCK           COMMON STOCK
                                          -----------------------   -------------------- CONTRIBUTED  ACCUMULATED
                                             SHARES      AMOUNT       SHARES     AMOUNT    CAPITAL      DEFICIT        TOTAL
                                          -----------   ---------   ----------  --------  ----------  -----------   -----------
<S>                                       <C>          <C>         <C>         <C>       <C>         <C>           <C>
Balance at July 1, 1999                    10,000,000   $ 100,000   13,241,031  $ 66,205  $  956,468  $  (870,617)  $   252,056
  Issuance of stock options for services           --          --           --        --      12,000           --        12,000
  Exercise of stock options                                             70,000       350      26,375           --        26,725
  Exercise of warrants                             --          --      264,687     1,323       4,500           --         5,823
  Sale of common stock and warrants,
    net of costs                                   --          --    6,732,500    33,663   1,409,662           --     1,443,325
  Issuance of common stock for services            --          --      200,000     1,000      39,000           --        40,000
  Preferred stock conversion              (10,000,000)   (100,000)  10,000,000    50,000      50,000           --            --
  Net loss                                         --          --           --        --          --   (1,098,219)   (1,098,219)
                                          -----------   ---------   ----------  --------  ----------  -----------   -----------

Balance at June 30, 2000                           --          --   30,508,218   152,541   2,498,005   (1,968,836)      681,710
  Exercise of stock options                        --          --       97,072       484      10,193           --        10,677
  Net loss                                         --          --           --        --          --     (386,339)     (386,339)
                                          -----------   ---------   ----------  --------  ----------  -----------   -----------

Balance at September 30, 2000                      --   $      --   30,605,290  $153,025  $2,508,198  $(2,355,175)  $   306,048
                                          ===========   =========   ==========  ========  ==========  ===========   ===========
</TABLE>

                   The Accompanying Notes are an Integral Part
                           of the Financial Statements

                                       4
<PAGE>
                                  VITRIX, INC.
                            STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)


                                                           THREE MONTHS ENDED
                                                              SEPTEMBER 30,
                                                         ----------------------
                                                            2000         1999
                                                         ---------    ---------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS:
 CASH FLOWS FROM OPERATING ACTIVITIES:
 Net Loss                                                $(386,339)   $(187,179)
 Adjustments to reconcile net loss to net
  cash used by operating activities:
  Depreciation                                              15,976        7,773
  Stocks options issued for services                            --       11,500
 Changes in Assets and Liabilities:
  Accounts receivable-trade                                (50,176)       4,842
  Inventory                                                 10,720      (13,407)
  Prepaid expenses and other current assets                  9,035      (29,694)
  Accounts payable                                         (19,012)     (26,356)
  Accrued liabilities                                       (6,545)       2,403
  Deferred revenue                                          (4,410)       2,640
                                                         ---------    ---------
     NET CASH USED BY OPERATING ACTIVITIES                (430,751)    (227,478)
                                                         ---------    ---------
 CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchase of property and equipment                        (5,932)     (12,781)
                                                         ---------    ---------
     NET CASH USED BY INVESTING ACTIVITIES                  (5,932)     (12,781)
                                                         ---------    ---------
 CASH FLOWS FROM FINANCING ACTIVITIES:
  Repayment of capital leases                               (6,450)      (1,709)
  Proceeds from exercise of stock options                   10,677           --
  Proceeds from issuance of stock                               --      300,000
                                                         ---------    ---------
     NET CASH PROVIDED BY FINANCING ACTIVITIES               4,227      298,291
                                                         ---------    ---------

Net change in cash and cash equivalents                   (432,456)      58,032

Cash and cash equivalents at beginning of period           620,765      376,365
                                                         ---------    ---------

Cash and cash equivalents at end of period               $ 188,309    $ 434,397
                                                         =========    =========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
 Interest paid                                           $   3,145    $   1,376
                                                         =========    =========
 Income taxes paid                                       $      --    $      --
                                                         =========    =========
NONCASH INVESTING AND FINANCING ACTIVITIES:
 Issuance of stock options for services                  $      --    $  11,500
                                                         =========    =========

                   The Accompanying Notes are an Integral Part
                           of the Financial Statements

                                       5
<PAGE>
                                  VITRIX, INC.
                          NOTE TO FINANCIAL STATEMENTS
                                   (UNAUDITED)

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION AND INTERIM FINANCIAL STATEMENTS

The  accompanying   financial  statements  of  Vitrix,  Inc.  ("Vitrix"  or  the
"Company") have been prepared in accordance with generally  accepted  accounting
principles ("GAAP"), pursuant to the rules and regulations of the Securities and
Exchange Commission, and are unaudited. Accordingly, they do not include all the
information and footnotes required by GAAP for complete financial statements. In
the opinion of management,  all adjustments (which include only normal recurring
adjustments)  necessary for a fair  presentation  of the results for the interim
periods  presented have been made. The results for the three-month  period ended
September  30, 2000 may not be  indicative  of the results for the entire  year.
These  financial  statements  should be read in  conjunction  with the Company's
Annual Report on Form 10-KSB for the fiscal year ended June 30, 2000.

LOSS PER SHARE:

Basic loss per share of common  stock was  computed by dividing  the net loss by
the weighted average number of shares outstanding of common and preferred stock.
The  preferred  stock  outstanding  as of September 30, 1999 was included in the
calculation  due to its automatic  conversion  into common stock at such time as
the Company  had  sufficient  authorized  common  stock to issue the shares.  In
October 1999, the Company amended it Articles of  Incorporation  to increase the
number of shares of  authorized  common  stock to  50,000,000,  resulting in the
automatic  conversion  of the  preferred  stock to shares  of common  stock on a
one-for-one basis.

Diluted  earnings per share are computed based on the weighted average number of
shares of common stock and dilutive  securities  outstanding  during the period.
Dilutive  securities are options and warrants that are freely  exercisable  into
common stock at less than the prevailing market price.  Dilutive  securities are
not  included in the  weighted  average  number of shares when  inclusion  would
increase the earnings per share or decrease the loss per share.

SUBSEQUENT EVENTS:

The Company generated cash of approximately $120,000 during the month of October
2000  through  the  exercise  of  approximately   850,000  warrants  by  various
shareholders pursuant to a Warrant Exercise Agreement.

                                       6
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

COMPARISON OF THE THREE MONTHS ENDED SEPTEMBER 30, 2000 AND SEPTEMBER 30, 1999

     REVENUES.  Revenue for three month  period  ended  September  30, 2000 (the
"reporting period"),  rose 78% to $360,182,  compared to revenue of $202,669 for
the three month period ended September 30, 1999 (the "comparable period").  This
growth  was  principally  the  result of an  increased  customer  demand for the
Company's bundled software and hardware solutions, which resulted in an increase
in sales volume.

     GROSS PROFIT.  Gross profit as a percentage of revenues decreased to 56% in
the reporting period,  compared to 68% in the comparable period. The decrease in
gross  profit as a  percentage  of revenues  was  primarily  attributable  to an
increase in the proportion of bundled  software and hardware  solutions sales to
software-only  solutions  sales.  The  average  gross  profit  per unit  sold on
software and  hardware  units is lower than the average  gross profit  margin on
software-only  solutions. Due to the Company's increased service revenue volume,
the Company has hired  additional  service  support  personnel  resulting  in an
increase in cost of services.

     EXPENSES.  Sales and marketing expenses were $246,137,  or 68% of revenues,
in the  reporting  period,  compared  to  $97,042,  or 48% of  revenues,  in the
comparable  period.  The increase in sales and marketing expense is attributable
to increased labor costs resulting from the hiring of additional salespeople and
increased advertising and promotional expense.

     Research and development expenses were $218,080, or 61% of revenues, in the
reporting period,  compared to $101,884,  or 50% of revenues,  in the comparable
period.  The increase in research and  development  expense is  attributable  to
increased  labor  costs as a  result  of the  Company's  commitment  to  enhance
existing products and develop new products.

     General and administrative  expenses were $127,040,  or 35% of revenues, in
the  reporting  period,  compared  to  $126,472,  or  62%  of  revenues,  in the
comparable  period.  The  decrease in general and  administrative  expenses as a
percentage of revenue is primarily attributable to maintaining the same level of
expenses while increasing revenue.

LIQUIDITY AND CAPITAL RESOURCES

     Working capital at September 30, 2000 was $174,635, compared to $337,881 at
September  30,  1999.  Cash and cash  equivalents  at those  dates  amounted  to
$188,309 and $434,397, respectively.

     OPERATIONS.  Net cash  used by  operations  increased  to  $430,751  in the
reporting  period,  compared to net cash used by  operations  of $227,478 in the
comparable period. The increase was primarily attributable to an increase in the
net loss and accounts receivable and a decrease in accounts payable.

     INVESTMENT ACTIVITIES. For the reporting period, the Company used $5,932 to
purchase  property and equipment,  compared to $12,781 of property and equipment
purchases in the comparable period.

                                       7
<PAGE>
     FINANCING  ACTIVITIES.  Net cash provided by financing activities decreased
to $4,227 in the  reporting  period,  compared  to  $298,291  in the  comparable
period.  The decrease was due to the Company raising  $300,000 through a private
placement in the comparable period.

     As of October 31,  2000,  the  Company  believes  that its current  working
capital and funds generated from operations are sufficient to fund the Company's
operations  for the next three  months.  In the absence of obtaining  additional
capital  through  asset sales,  securing a revolving  credit  facility,  debt or
equity offerings, or a combination of the foregoing,  the Company will be unable
to fund its  operations  and  will  experience  defaults  under  certain  of its
contractual  agreements,  including  its  lease  agreements  for  its  corporate
headquarters.  These  agreements  are  subject  to  termination  in the event of
default.  Certain of the  parties to these  agreements  could take legal  action
against the Company to collect amounts owed to them. Accordingly,  the Company's
financial  condition  could  require  that the Company  seek the  protection  of
applicable  reorganization  laws in order to  avoid  or delay  actions  by third
parties,  which  could  materially  adversely  affect,  interrupt  or cause  the
cessation of the  Company's  operations.  The  Company's  independent  certified
public  accountants  have  issued  a  going  concern  opinion  on the  financial
statements of the Company for the year ended June 30, 2000.

     The Company has on-going  discussions with various  financial sources in an
effort to raise  additional  capital.  While the Company  believes  that it will
succeed in attracting  additional  capital,  there can be no assurance  that the
Company's efforts will be successful.

FORWARD-LOOKING INFORMATION

     This  Quarterly  Report on Form  10-QSB  contains  certain  forward-looking
statements and information  which the Company believes are within the meaning of
Section 27A of the  Securities  Act of 1933, as amended,  and Section 21E of the
Securities  Exchange Act of 1934, as amended.  The forward - looking  statements
contained  herein can be  identified by the use of  forward-looking  terminology
such as "believes," "expects," "may," "will," "should," or "anticipates," or the
negative thereof or other variations  thereon or comparable  terminology,  or by
discussions of strategy that involve risks and uncertainties. The Company wishes
to  caution  the  reader  that  these  forward-looking  statements  that are not
historical  facts,  are only  predictions.  No assurances  can be given that the
future results indicated,  whether expressed or implied, will be achieved. While
sometimes  presented with numerical  specificity,  these  projections  and other
forward-looking  statements are based upon a variety of assumptions  relating to
the  business of the  Company,  which,  although  considered  reasonable  by the
Company,  may not be  realized.  Because of the number and range of  assumptions
underlying the Company's  projections and  forward-looking  statements,  many of
which are subject to significant uncertainties and contingencies that are beyond
the reasonable control of the Company,  some of the assumptions  inevitably will
not materialize, and unanticipated events and circumstances may occur subsequent
to the  date of this  report.  These  forward-looking  statements  are  based on
current  expectations  and the  Company  assumes no  obligation  to update  this
information.  Therefore,  the actual  experience  of the Company and the results
achieved   during  the  period   covered  by  any   particular   projections  or
forward-looking  statements  may  differ  substantially  from  those  projected.
Consequently,  the inclusion of projections and other forward-looking statements
should not be regarded as a  representation  by the Company or any other  person
that these  estimates and projections  will be realized,  and actual results may
vary materially.  There can be no assurance that any of these  expectations will
be realized or that any of the forward-looking  statements contained herein will
prove to be accurate.

                                       8
<PAGE>
                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

     The Company is from time to time involved in legal proceedings arising from
the normal course of business. As of the date of this report, the Company is not
currently involved in any legal proceedings.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

     (a)  Exhibits

          27   Financial Data Schedule

     (b)  Reports on Form 8-K

          No reports were filed on Form 8-K during the quarter ended
          September 30, 2000.

                                       9
<PAGE>
                                   SIGNATURES

     In accordance with the requirements of the Securities Exchange Act of 1934,
the registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

                                        VITRIX, INC.


Dated: November 14, 2000                By  /s/ Craig J. Smith
                                            ------------------------------------
                                            Craig J. Smith
                                            Chief Financial Officer

                                       10