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, 2001

[ ]  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, 2001, the issuer had
outstanding 6,295,828 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. AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                          SEPTEMBER 30,        JUNE 30,
                                                                              2001               2001
                                                                           -----------        -----------
                                                                           (Unaudited)
<S>                                                                        <C>                <C>
                                     ASSETS
Current Assets:
  Cash and cash equivalents                                                $   188,817        $   177,586
  Accounts receivable - trade, net                                             517,455            506,989
  Inventory                                                                    214,656            247,550
  Prepaid expenses and other current assets                                     43,278             42,871
                                                                           -----------        -----------

       TOTAL CURRENT ASSETS                                                    964,206            974,996

PROPERTY AND EQUIPMENT, NET                                                    195,207            164,622
                                                                           -----------        -----------

       TOTAL ASSETS                                                        $ 1,159,413        $ 1,139,618
                                                                           ===========        ===========

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES:
  Current portion of long-term debt                                        $   154,212        $   340,577
  Accounts payable                                                             517,535            431,938
  Accrued liabilities                                                          210,891            201,403
  Deferred revenue                                                             158,777            157,249
                                                                           -----------        -----------

       TOTAL CURRENT LIABILITIES                                             1,041,415          1,131,167

LONG-TERM DEBT, LESS CURRENT PORTION                                           817,387            487,865
                                                                           -----------        -----------

       TOTAL LIABILITIES                                                     1,858,802          1,619,032
                                                                           -----------        -----------

COMMITMENTS:                                                                        --                 --

STOCKHOLDERS' EQUITY (DEFICIT):
  Common stock, $.005 par value, 50,000,000 shares
    authorized, 6,295,828 shares issued and outstanding                         31,479             31,479
  Contributed capital                                                        5,503,970          5,503,970
  Accumulated deficit                                                       (6,234,838)        (6,014,863)
                                                                           -----------        -----------

       TOTAL STOCKHOLDERS' EQUITY (DEFICIT)                                   (699,389)          (479,414)
                                                                           -----------        -----------

       TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)                $ 1,159,413        $ 1,139,618
                                                                           ===========        ===========
</TABLE>

                  The Accompanying Notes are an Integral Part
                           of the Financial Statements

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


                                                       THREE MONTHS ENDED
                                                          SEPTEMBER 30,
                                                  -----------------------------
                                                      2001             2000
                                                  -----------       -----------
REVENUES:
  Product sales                                   $   678,058       $   683,644
  Services revenue                                    141,038           154,714
                                                  -----------       -----------

       TOTAL REVENUES                                 819,096           838,358
                                                  -----------       -----------
COST OF REVENUES
  Product                                             287,057           310,314
  Services                                            128,472           131,963
                                                  -----------       -----------

       TOTAL COST OF REVENUES                         415,529           442,277
                                                  -----------       -----------

GROSS PROFIT                                          403,567           396,081
                                                  -----------       -----------
COSTS AND EXPENSES:
  Sales and marketing                                 222,461           334,309
  Research and development                            184,521           383,981
  General and administrative                          190,805           238,769
                                                  -----------       -----------

       TOTAL COSTS AND EXPENSES                       597,787           957,059
                                                  -----------       -----------

NET LOSS FROM OPERATIONS                             (194,220)         (560,978)
                                                  -----------       -----------
OTHER INCOME (EXPENSE):
  Interest expense                                    (27,469)          (18,917)
  Other                                                   333             6,417
  Interest income                                       1,381             7,620
                                                  -----------       -----------

                                                      (25,755)           (4,880)
                                                  -----------       -----------

NET LOSS                                          $  (219,975)      $  (565,858)
                                                  ===========       ===========

BASIC LOSS PER SHARE                              $     (0.03)      $     (0.09)
                                                  ===========       ===========

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING       6,295,828         6,199,526
                                                  ===========       ===========

                   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, 2001 AND
           THE THREE MONTH PERIOD ENDED SEPTEMBER 30, 2001 (Unaudited)

<TABLE>
<CAPTION>
                                         COMMON STOCK
                                    -----------------------   CONTRIBUTED   ACCUMULATED
                                       SHARES      AMOUNT       CAPITAL       DEFICIT         TOTAL
                                    -----------   ---------   -----------   -----------    -----------
<S>                                 <C>          <C>         <C>           <C>            <C>
Balance at June 30, 2000             33,656,132   $ 168,281   $ 4,518,145   $(4,449,353)   $   237,073
Exercise of stock options                97,072         484        10,193            --         10,677
Exercise of warrants                    873,850       4,370       117,896            --        122,266
Issuance of warrants for services            --          --        21,000            --         21,000
Contribution of debt from a
 related party                               --          --       695,080            --        695,080
1-for-10 reverse stock split        (28,331,226)   (141,656)      141,656            --             --
Net loss                                     --          --            --    (1,565,510)    (1,565,510)
                                    -----------   ---------   -----------   -----------    -----------

Balance at June 30, 2001              6,295,828      31,479     5,503,970    (6,014,863)      (479,414)
Net loss                                     --          --            --      (219,975)      (219,975)
                                    -----------   ---------   -----------   -----------    -----------

Balance at September 30, 2001         6,295,828   $  31,479   $ 5,503,970   $(6,234,838)   $  (699,389)
                                    ===========   =========   ===========   ===========    ===========
</TABLE>

                   The Accompanying Notes are an Integral Part
                           of the Financial Statements

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

                                                         THREE MONTHS ENDED
                                                            SEPTEMBER 30,
                                                     --------------------------
                                                       2001             2000
                                                     ---------        ---------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS:

 CASH FLOWS FROM OPERATING ACTIVITIES:
 Net Loss                                            $(219,975)       $(565,858)
 Adjustments to reconcile net loss to net
  cash used by operating activities:
   Depreciation                                         20,942           23,530
   Changes in Assets and Liabilities:
   Accounts receivable-trade                           (10,466)         (17,600)
   Inventory                                            32,894           20,893
   Prepaid expenses and other current assets              (407)          26,603
   Accounts payable                                     85,597           92,500
   Accounts payable - related party                         --         (131,483)
   Accrued liabilities                                   9,488            5,683
   Deferred revenue                                      1,528          (13,950)
                                                     ---------        ---------
       NET CASH USED BY OPERATING ACTIVITIES           (80,399)        (559,682)
                                                     ---------        ---------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchase of property and equipment                   (26,711)         (18,680)
                                                     ---------        ---------
       NET CASH USED BY INVESTING ACTIVITIES           (26,711)         (18,680)
                                                     ---------        ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from long-term debt                         500,000          135,000
  Repayment of long-term debt                         (375,000)              --
  Repayment of capital leases                           (6,659)          (6,450)
  Proceeds from exercise of stock options                   --           10,677
                                                     ---------        ---------
       NET CASH PROVIDED BY FINANCING ACTIVITIES       118,341          139,227
                                                     ---------        ---------

Net change in cash and cash equivalents                 11,231         (439,135)

Cash and cash equivalents at beginning of period       177,586          636,932
                                                     ---------        ---------

Cash and cash equivalents at end of period           $ 188,817        $ 197,797
                                                     =========        =========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
  Interest paid                                      $  27,469        $  18,917
                                                     =========        =========
  Income taxes paid                                  $      --        $      --
                                                     =========        =========
NONCASH INVESTING AND FINANCING ACTIVITIES:
  Assets aquired by entering into capital leases     $  24,816        $  11,500
                                                     =========        =========

                   The Accompanying Notes are an Integral Part
                           of the Financial Statements

                                       5
<PAGE>
                           VITRIX, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION AND INTERIM CONSOLIDATED FINANCIAL STATEMENTS

The  accompanying   consolidated   financial  statements  of  Vitrix,  Inc.  and
subsidiary  ("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, 2001, 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, 2001.

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 stock.

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.

LONG-TERM DEBT:

On September 4, 2001 the Company  received  $500,000  through a promissory  note
with a  significant  shareholder.  The  promissory  note  calls for  sixty  (60)
payments of principal and interest in the amount of $6,600 commencing October 1,
2001 followed by a balloon  payment of $313,396 due October 2006. The promissory
note is collateralized  by all assets of the Company.  The Company used $375,000
of the proceeds of the promissory note to pay off the outstanding balance of the
18% promissory notes to certain third parties.

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

COMPARISON OF THE THREE MONTHS ENDED SEPTEMBER 30, 2001 AND SEPTEMBER 30, 2000

     REVENUES.  Revenue for the three month period ended September 30, 2001 (the
"reporting period"),  decreased 2% to $819,096,  compared to revenue of $838,358
for the three month period ended September 30, 2000 (the "comparable period").

     GROSS PROFIT.  Gross profit as a percentage of revenues increased to 49% in
the reporting period,  compared to 47% in the comparable period. The increase in
gross profit  percentage  was primarily  attributable  to a change in the mix of
product sold. The Company's  product revenue in the reporting period was derived
from sales of systems in which software,  which typically generates higher gross
profit,  represented  a  higher  proportion  of  product  revenues  than  in the
comparable  period.  Gross profit on service  revenues was 16% in the  reporting
period and comparable period.

     EXPENSES.  Sales and marketing expenses were $222,461,  or 27% of revenues,
in the  reporting  period,  compared to  $334,309,  or 40% of  revenues,  in the
comparable  period.  The decrease in sales and marketing  expense in the current
period is primarily due to decreased  labor and overhead  costs.  As a result of
the merger  with Time  America,  Inc.  on March 28, 2001 the Company was able to
eliminate redundant expenses.

     Research and development expenses were $184,521, or 23% of revenues, in the
reporting period,  compared to $383,981,  or 46% of revenues,  in the comparable
period.  The decrease in research and development  expense in the current period
is primarily  due to  decreased  labor and  overhead  costs.  As a result of the
merger  with Time  America,  Inc.  on March  28,  2001 the  Company  was able to
eliminate redundant expenses.

     General and administrative  expenses were $190,805,  or 23% of revenues, in
the  reporting  period,  compared  to  $238,769,  or  28%  of  revenues,  in the
comparable  period.  The decrease in general and  administrative  expense in the
current  period is primarily  due to decreased  labor and overhead  costs.  As a
result of the merger with Time  America,  Inc. on March 28, 2001 the Company was
able to eliminate redundant expenses.

LIQUIDITY AND CAPITAL RESOURCES

     At September 30, 2001 the Company had a working capital deficit of $77,209,
compared to $640,405 at September 30, 2000.  Cash and cash  equivalents at those
dates amounted to $188,817 and $197,797, respectively.

     OPERATIONS.  Net  cash  used by  operations  decreased  to  $80,399  in the
reporting  period,  compared to net cash used by  operations  of $559,682 in the
comparable period.  The decrease in net cash used was primarily  attributable to
decreases in the net loss and inventory and an increase in accounts payable.

     INVESTMENT  ACTIVITIES.  For the reporting period, the Company used $26,711
to  purchase  property  and  equipment,  compared  to  $18,680 of  property  and
equipment purchases in the comparable period.

     FINANCING  ACTIVITIES.  Net cash provided by financing activities decreased
to  $118,341 in the  reporting  period,  compared to $139,227 in the  comparable
period.

                                       7
<PAGE>
     As of October 31,  2001,  the  Company  believes  that its current  working
capital and funds generated from operations are sufficient to fund the Company's
operations  for the next four  months.  In the absence of  achieving  profitable
operations in future periods, 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 fiscal year ended June 30, 2001.

     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.

RECENT ACCOUNTING PRONOUNCEMENTS

SFAS 144,  Accounting for the Impairment or Disposal of Long-Lived  Assets,  was
issued in August 2001 and is effective for fiscal years beginning after December
15,  2001.  SFAS 144  provides  a  single,  comprehensive  accounting  model for
impairment and disposal of long-lived assets and discontinued  operations.  SFAS
144 will be adopted on its effective  date,  and the adoption is not expected to
result in any material effects on the Corporation's financial statements.

FORWARD-LOOKING INFORMATION

     The statements  contained in this Quarterly  Report on Form 10-QSB that are
not historical fact are  forward-looking  statements (as such term is defined in
the Private Securities  Litigation Reform Act of 1995) 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 are based on current
expectations that involve a number of risks and uncertainties.  These statements
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

                                       8
<PAGE>
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.

                           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) No exhibits are filed herewith pursuant to Regulation SB.

     (b) Reports on Form 8-K

         No reports were filed on Form 8-K during the quarter  ended  September
     30, 2001.

                                       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, 2001
                                        By  /s/ Craig J. Smith
                                            ------------------------------------
                                            Craig J. Smith
                                            Chief Financial Officer

                                       10