U.S. SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                  FORM 10-QSB/A

(Mark One)

[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 _________


                        Dimensional Visions Incorporated
        (Exact name of small business issuer as specified in its charter)


          Delaware                                                23-2517953
(State or other jurisdiction of                                 (IRS Employer
incorporation or organization)                               Identification No.)

           2301 West Dunlap Avenue, Suite 207, Phoenix, Arizona, 85021
                    (Address of principal executive offices)

                                (602) 997 - 1990
                           (Issuer's telephone number)

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

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 [ ]

As of September 30, 2001, the number of shares of Common Stock issued and
outstanding was 11,955,635.

Transitional Small Business Disclosure Format (check one): Yes [ ]  No [X]
<PAGE>
                 DIMENSIONAL VISIONS INCORPORATED AND SUBSIDIARY

                                      INDEX

                                                                           Page
                                                                          Number
                                                                          ------
PART I - FINANCIAL INFORMATION

     Item 1. Financial Statements (unaudited)

          Condensed Consolidated Balance Sheets - September 30, 2001
          and June 30, 2001                                                  1

          Condensed Consolidated Statement of Operations - For the three
          months ended September 30, 2001 and 2000                           2

          Condensed Consolidated Statement of Cash Flows - For the
          three months ended September 30, 2001 and 2000                     3

          Notes to Condensed Consolidated Financial Statements               4

          Independent Accountants' Report                                    8

     Item 2. Management's Discussion and Analysis of Financial Conditions
             and Results of Operations                                       9

PART II - OTHER INFORMATION

         Item 1.  Legal Proceedings                                         11
         Item 2.  Changes in Securities                                     11
         Item 3.  Defaults Upon Senior Securities                           11
         Item 4.  Submission of Matters to a Vote of Security Holders       11
         Item 5.  Other Information                                         11
         Item 6.  Exhibits and Reports on Form 8-K                          11

SIGNATURES                                                                  11
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

                    DIMENSIONAL VISIONS, INC. AND SUBSIDIARY
                      CONDENSED CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                       September 30,          June 30,
                                                                           2001                 2001
                                                                       ------------         ------------
                                                                       (Unaudited)
<S>                                                                    <C>                  <C>
ASSETS
Current assets
  Cash                                                                 $     14,894         $      1,627
  Accounts receivable, trade                                                 13,399                8,614
  Prepaid expenses                                                          105,949                4,224
                                                                       ------------         ------------

Total current assets                                                        134,242               14,465
                                                                       ------------         ------------
Equipment
  Equipment                                                                 480,112              480,112
  Furniture and fixtures                                                     49,329               49,329
                                                                       ------------         ------------
                                                                            529,441              529,441
  Less accumulated depreciation                                             372,259              359,864
                                                                       ------------         ------------
                                                                            157,182              169,577
                                                                       ------------         ------------
Other assets
  Patent rights and other assets                                             26,534               27,552
                                                                       ------------         ------------

Total assets                                                           $    317,958         $    211,594
                                                                       ============         ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
  Short-term borrowings                                                     413,182              339,138
  Current portion of obligations under capital leases                        81,349               59,834
  Accounts payable, accrued expenses and other liabilities                  359,415              158,375
                                                                       ------------         ------------
Total current liabilities                                                   853,946              557,347
                                                                       ------------         ------------
Long term debt
  Note payable                                                               25,000                   --
  Obligations under capital leases, net of current portion                   18,306               39,821
                                                                       ------------         ------------
                                                                             43,306               39,821
Total liabilities                                                           897,252              597,168
                                                                       ------------         ------------

Commitments and contingencies                                                    --                   --

Stockholders' equity
  Preferred stock - $.001 par value, authorized 10,000,000 shares;
   issued and outstanding - 524,044 shares at September 30, 2001,
   and 561,544 shares at June 30, 2001                                          524                  562
  Additional paid-in capital                                                908,893              942,606
                                                                       ------------         ------------
                                                                            909,417              943,168
  Common stock - $.001 par value, authorized 100,000,000 shares;
   issued and outstanding 11,955,635 shares at September 30, 2001
   and 10,392,635 shares at June 30, 2001                                    11,956               10,392
  Additional paid-in capital                                             21,802,649           21,603,561
  Deficit                                                               (23,221,649)         (22,888,528)
                                                                       ------------         ------------
Total stockholders' equity before deferred consulting contracts            (497,627)            (331,407)
Deferred consulting contracts                                               (81,667)             (54,167)
                                                                       ------------         ------------
Total stockholders' equity                                                 (579,294)            (385,574)
                                                                       ------------         ------------
Total liabilities and stockholders' equity                             $    317,958         $    211,594
                                                                       ============         ============
</TABLE>

            See notes to condensed consolidated financial statements.

                                       1
<PAGE>
                    DIMENSIONAL VISIONS, INC. AND SUBSIDIARY
                 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                           Three Months Ended September 30,
                                                           ---------------------------------
                                                               2001                 2000
                                                           ------------         ------------
<S>                                                        <C>                  <C>
Operating revenue                                          $     43,299         $     71,191

Cost of sales                                                    22,561               53,023
                                                           ------------         ------------

Gross profit                                                     20,738               18,168
                                                           ------------         ------------
Operating expenses
  Engineering and development costs                              43,195               62,724
  Marketing expenses                                            132,137               70,688
  General and administrative expenses                           144,132              206,133
                                                           ------------         ------------

Total operating expenses                                        319,464              339,545
                                                           ------------         ------------
Loss before other income (expenses)                            (288,726)            (321,377)
                                                           ------------         ------------
Other income (expenses)
  Interest expense                                              (34,394)              (6,584)
  Interest income                                                    --                1,929
                                                           ------------         ------------
                                                                (34,394)              (4,655)
                                                           ------------         ------------

Net loss                                                   $   (333,120)        $   (326,032)
                                                           ============         ============

Net loss per share of common stock                         $       (.03)        $       (.04)
                                                           ============         ============
Weighted average shares of common stock outstanding          11,240,439            9,180,840
                                                           ============         ============
</TABLE>

            See notes to condensed consolidated financial statements.

                                       2
<PAGE>
                    DIMENSIONAL VISIONS, INC. AND SUBSIDIARY
                 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                          Three Months Ended September 30,
                                                          --------------------------------
                                                            2001                    2000
                                                          ---------              ---------
<S>                                                       <C>                    <C>
Cash flows from operating activities
  Net loss                                                ($333,120)             ($326,032)
  Total adjustments to reconcile net loss
    to net cash used in operating activities                268,387                122,943
                                                          ---------              ---------
Net cash used in operating activities                       (64,733)              (203,089)
                                                          ---------              ---------
Cash flows from investing activities
  Purchase of furniture and equipment                            --                 (2,685)
                                                          ---------              ---------

Net cash used in investing activities                            --                 (2,685)
                                                          ---------              ---------
Cash flows from financing activities
  Short term borrowings                                      53,000                     --
  Long term borrowings                                       25,000
  Payment of obligations under capital lease                     --                (11,928)
  Proceeds from exercise of warrants                             --                  8,500
                                                          ---------              ---------

Net cash (used in) provided by financing activities          78,000                 (3,428)
                                                          ---------              ---------

Net increase (decrease) in cash                              13,267               (209,202)
Cash, beginning                                               1,627                276,333
                                                          ---------              ---------
Cash, ending                                              $  14,894              $  67,131
                                                          =========              =========
Supplemental disclosure of cash flow information:
  Cash paid during the period for interest                       --              $   6,584
                                                          =========              =========
</TABLE>

Supplemental disclosure of non-cash investing and financing activities:

During the quarter ended September 30, 2001, 75,000 shares of the Company's
Common Stock were issued as a result of the conversion of 37,500 shares of
Series D Convertible Preferred Stock valued at $33,713.

The Company recorded additional paid-in capital of $901 with the issuance of
8,000 warrants to purchase shares of the Company's common stock at $.1275 in
connection with the line of credit and guarantees by the investor group.

            See notes to condensed consolidated financial statements.

                                       3
<PAGE>
                 DIMENSIONAL VISIONS INCORPORATED AND SUBSIDIARY
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                      THREE MONTHS ENDED SEPTEMBER 30, 2001
                                   (UNAUDITED)

NOTE 1 BASIS OF PRESENTATION OF INTERIM FINANCIAL STATEMENTS

     The interim financial statements are prepared pursuant to the requirements
     for reporting on Form 10-QSB. The June 30, 2001, balance sheet data were
     derived from audited financial statements but does not include all
     disclosures required by generally accepted accounting principles. The
     interim financial statements and notes thereto should be read in
     conjunction with the financial statements and notes included in the
     Company's Annual Report on Form 10-KSB for the fiscal year ended June 30,
     2001. In the opinion of management, the interim financial statements
     reflect all adjustments of a normal recurring nature necessary for a fair
     statement of the results for the interim periods presented. The financial
     statements as of and for the period ended September 30, 2001 and 2000 are
     unaudited. The financial statements for the period ended September 30, 2001
     have been reviewed by an independent public accountant pursuant to rule
     10-01(d) of regulation S-X and following applicable standards for
     conducting such reviews, and the report of the accountant is included as
     part of this filing. The current period results of operations are not
     necessarily indicative of results which ultimately will be reported for the
     full year ending June 30, 2002.

     The Company has incurred losses since inception of $23,221,649 and has a
     working capital deficiency of $744,704 as of September 30, 2001. The future
     of the Company as an operating business will depend on its ability to (1)
     successfully market and sell its products, (2) obtain sufficient capital
     contributions and/or financing as may be required to sustain its current
     operations and to fulfill its sales and marketing activities, (3) achieve a
     level of sales adequate to support the Company's cost structure, and (4)
     ultimately achieve a level of profitability. Management's plan to address
     these issues includes (a) redirecting its marketing efforts of the
     Company's products and substantially increasing sales results, (b)
     continued exercise of tight cost controls to conserve cash, and (c) raising
     additional long term financing.

     The consolidated financial statements have been prepared on a going concern
     basis which contemplates the realization and settlement of liabilities and
     commitments in the normal course of business. The available funds at
     September 30, 2001, plus the limited revenue is not sufficient to satisfy
     the present cost structure. Management recognizes that the Company must
     generate additional resources to enable it to continue operations.
     Management plans include the continued expansion of the sale of its
     products and the sale of additional securities.

NOTE 2 PREPAID EXPENSES

     Prepaid expenses included $101,725 for a marketing and advertising campaign
     that has not yet been implemented.

NOTE 3 ACCOUNTS PAYABLE, ACCRUED EXPENSES AND OTHER LIABILITIES

                                     September 30, 2001      June 30, 2001
                                     ------------------      -------------
         Accounts payable                 $295,065             $139,609
         Salaries                           60,371               18,766
         Payroll Taxes Payable               3,979                7,357
                                          --------             --------
         Total                            $359,415             $379,807
                                          ========             ========

                                       4
<PAGE>
NOTE 4 SHORT-TERM BORROWINGS

     The Company received $25,000 on a 14% convertible debenture from a
     stockholder. Principal and interest payment are due on October 13, 2001.
     This debenture is convertible, in whole or part, at the option of the
     holder, into shares of the Company's common stock at a rate of $.125 per
     share. As of November 16, 2001, the Company has not repaid the debenture
     and the holder has not converted.

     The Company received $20,000 on a 12% convertible debenture on August 3,
     2001. Payment of principal and interest is due on February 3, 2002. This
     debenture is convertible, in whole or part, at the option of the holder,
     into shares of the Company's common stock at a rate of $.125 per share.

     The Company secured a $500,000 line of credit through Merrill Lynch that
     was obtained by an investor group of existing stockholders as guarantors of
     the line of credit. The outstanding debt as of June 30, 2001 and September
     30, 2001 was $385,000 and $393,000, respectively. The terms of the line of
     credit are for one year with an interest rate of the 3-month LIBOR rate,
     plus 2.5% [as of June 30, 2001and September 30, 2001 was 6.23% and 5.10%,
     respectively]. Interest payments are calculated and due monthly, and the
     principal balance is due on January 13, 2002. The outstanding debt may also
     be assumed by the stockholders at a rate of three shares of Dimensional
     Visions' common stock for every dollar assumed.

     As a result of market conditions, the line of credit was limited to
     $393,000 which represents the amount of securities securing the line of
     credit by the investor group.

     In connection with the guarantee by the investor group, the Company issued
     39,300 restricted shares of its common stock, valued at $7,958, 196,500
     commitment warrants at fair market value [$.266 per share] and 393,000
     usage warrants at 75% of fair market value (ranging from $.1275 to $.218
     per share). The warrants were valued using Black Scholes option pricing
     model at $71,948.

     Accordingly, the line of credit was discounted for the value allocated to
     the stock and warrants. As of June 30, 2001and September 30, 2001, the
     additional interest expense of $33,143 and $55,088 was recorded and the
     unamortized discount was $45,862 and $24,818, respectively.

     As of June 30, 2001 and September 30, 2001, the discounted value of the
     line of credit was $339,138 and $368,182.

NOTE 5 LONG-TERM BORROWINGS

     On September 28, 2001, the Company received $25,000 in advances on a 12%
     secured note that is due on October 2, 2004. From October 1, 2001 through
     October 19, 2001, the Company received an additional $125,000 in advances
     on the 12% secured note. . The note requires no principal or interest
     payments until the maturity date of the note. The assets of the Company are
     pledged as collateral for the loan.

NOTE 6 COMMITMENTS AND CONTINGENCIES

     There are no legal proceedings that the Company believes will have a
     material adverse effect on its financial position.

     The Company has not declared dividends on Series A or B Convertible
     Preferred Stock. The cumulative dividends in arrears through September 30,
     2001, was approximately $84,775.

                                       5
<PAGE>
NOTE 7 COMMON STOCK

     As of September 30, 2001, there are outstanding 9,791,243 of non-public
     warrants to purchase the Company's common stock at prices ranging from
     $0.01 to $2.00 with a weighted average price of $0.21 per share.

     During the three months ended September 30, 2001, the Company issued 75,000
     shares its Common Stock as a result of the conversion of 37,500 shares of
     Series D Convertible Preferred Stock.

     During August 2001, the Company issued 1,488,000 shares of the Company's
     common stock for consulting services valued at $194,512.

     The Company entered into an investment agreement with Swartz Private
     Equity, LLC. The investment agreement provides for the Company to issue and
     sell up to $20 million of the Company's common stock to Swartz, subject to
     a formula based on stock price and trading volume for a three year period
     beginning on July 10, 2001, the effective date of our registration
     statement. For each share of common stock put to Swartz, the Company will
     receive the lessor of 91% of the market or the market price less $.075.

NOTE 8 PREFERRED STOCK

     The Company has authorized 10,000,000 shares of $.001 par value per share
     Preferred Stock, of which the following were issued and outstanding:

                                  Allocated              Outstanding
                                  ---------  -----------------------------------
                                             September 30, 2001    June 30, 2001
                                             ------------------    -------------
        Series A Preferred         100,000          15,500            15,500
        Series B Preferred         200,000           3,500             3,500
        Series C Preferred       1,000,000          13,404            13,404
        Series D Preferred         375,000         130,000           167,500
        Series E Preferred       1,000,000         275,000           275,000
        Series P Preferred         600,000          86,640            86,640
                                 ---------        --------          --------

      Total Preferred Stock      3,325,000         524,044           561,544
                                 =========        ========          ========

     The Company's Series A Convertible 5% Preferred Stock ("Series A
     Preferred"), 100,000 shares authorized, is convertible into common stock at
     the rate of 1.6 shares of common stock for each share of the Series A
     Preferred. Dividends from date of issue are payable from retained earnings,
     and have been accumulated on June 30 each year, but have not been declared
     or paid.

     The Company's Series B Convertible 8% Preferred Stock ("Series B
     Preferred") is convertible at the rate of 4 shares of common stock for each
     share of Series B Preferred. Dividends from date of issue are payable on
     June 30 from retained earnings at the rate of 8% per annum and have not
     been declared or paid.

     The Company's Series C Convertible Preferred Stock ("Series C Preferred")
     is convertible at a rate of 0.4 shares of common stock per share of Series
     C Preferred.

     The Company's Series D Convertible Preferred Stock ("Series D Preferred")
     is convertible at a rate of 2 shares of common stock per share of Series D
     Preferred.

                                       6
<PAGE>
     The Company's Series E Convertible Preferred Stock ("Series E Preferred")
     is convertible at a rate of 1 share of common stock per share of Series E
     Preferred.

     The Company's Series P Convertible Preferred Stock ("Series P Preferred")
     is convertible at a rate of 0.4 shares of common stock for each share of
     Series P Preferred.

     The Company's Series A Preferred, Series B Preferred, Series D Preferred
     and Series E Preferred were issued for the purpose of raising operating
     funds. The Series C Preferred was issued to certain holders of the
     Company's 10% Secured Notes in lieu of accrued interest and also will be
     held for future investment purposes.

     The Series P Preferred was issued on September 12, 1995, to InfoPak
     shareholders in exchange for (1) all of the outstanding capital stock of
     InfoPak, (2) as signing bonuses for certain employees and a consultant of
     InfoPak, and (3) to satisfy InfoPak's outstanding debt obligations to
     certain shareholders.

NOTE 9 INCOME TAXES

     There was no provision for current income taxes for the three months ended
     September 30, 2001 and 2000.

     The federal net operating loss carry forwards of approximately $19,769,000
     expire in varying amounts through 2021. In addition the Company has state
     carryforwards of approximately $4,998,000.

     The Company has had numerous transactions in its common stock. Such
     transactions may have resulted in a change in the Company's ownership, as
     defined in the Internal Revenue Code Section 382. Such change may result in
     an annual limitation on the amount of the Company's taxable income which
     may be offset with its net operating loss carry forwards. The Company has
     not evaluated the impact of Section 382, if any, on its ability to utilize
     its net operating loss carry forwards in future years.

NOTE 10 SUBSEQUENT EVENTS

     During the month following the quarter ended September 30, 2001, the
     Company received $125,000 in advances on a 12% secured note that is due on
     October 2, 2004. The note requires no principal or interest payments until
     the maturity date of the note. The assets of the Company are pledged as
     collateral for the loan.

                                       7
<PAGE>
                         INDEPENDENT ACCOUNTANTS' REPORT


To the Board of Directors and stockholders,


We have reviewed the accompanying condensed consolidated balance sheet of
Dimensional Visions, Incorporated, Phoenix, AZ as of September 30, 2001, and the
related statements of operations and cash flows for the three months ended
September 30, 2001 and 2000. These financial statements are the responsibility
of the management of the Company.

We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures to financial
data and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with generally accepted auditing standards, the objective of which is the
expression of an opinion regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.

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


/s/ Kopple & Gottlieb, LLP
Certified Public Accountants

Jenkintown, Pennslyvania
November 16, 2001

                                       8
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
        RESULTS OF OPERATIONS

The discussion and financial statements contained herein are for the three
months ended September 30, 2001 and 2000. The following discussion regarding the
financial statements of the Company should be read in conjunction with the
financial statements of the Company included herewith.

THREE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000

RESULTS OF OPERATIONS

The net loss for the quarter ended September 30, 2001, was $333,120 compared to
a net loss of $326,032 for the quarter ended September 30, 2000. The loss before
other income and expenses for the quarter ended September 30, 2001 was $288,726
compared to a loss before other income and expenses for the quarter ended
September 30, 2000, of $321,377. The Company's marketing expenses for the three
months ended September 30, 2001 increased by approximately $61,500 over the same
period last year. Marketing expenses increased by approximately $110,000 due to
the hiring of a creative firm to help create and plan the execution of our
marketing and sales campaign. In addition, salary expense decrease by $20,000
and general marketing expenses also decreased by $20,000. The Company's
engineering and development expenses decreased in the three months ended
September 30, 2001 by approximately $20,000 over the three months ended
September 30, 2000. This decrease was due to the reduction of salary expenses.
The Company's general and administrative expenses decreases by approximately
$62,000 in the three months ended September 30, 2001 over the same period last
year. The Company's amortization of consulting fees decreased by $29,000, salary
and benefits decreased by approximately $14,000 and rent expense by
approximately $6,000.

Revenue for the quarter ended September 30, 2001, was $43,299 compared to
revenue of $71,191 for the quarter ended September 30, 2000. Management
primarily attributes the low revenue for these quarters to the seasonality of
revenue that normally occurs towards the last half of the Company's fiscal year.
The gross profit for the three months ended September 30, 2001 was 47.9%
compared to a gross profit of 25.5% for the three months ended September 30,
2000. This increase is attributed to the commissions on sales from jobs
generated by the Company's printers.

LIQUIDITY AND CAPITAL RESOURCES

During the quarter ended September 30, 2001, the Company collected approximately
$44,000 of accounts receivable. The cash received plus approximately $78,000 in
funding was used to reduce accounts payable and pay current period expenses. The
Company received $25,000 of the $78,000 in funding on a 14% convertible
debenture from a stockholder. Principal and interest payment are due on October
13, 2001. This debenture is convertible, in whole or part, at the option of the
holder, into shares of the Company's common stock at a rate of $.125 per share.
As of November 16, 2001, the Company has not repaid the debenture and the holder
has not converted. The Company also received $20,000 in funding on a 12%
convertible debenture on August 3, 2001. Payment of principal and interest is
due on February 3, 2002. This debenture is convertible, in whole or part, at the
option of the holder, into shares of the Company's common stock at a rate of
$.125 per share.

The Company received $8,000 in funding from a $500,000 line of credit through
Merrill Lynch that was obtained by an investor group of existing stockholders as
guarantors of the line of credit. The outstanding debt as of June 30, 2001 and
September 30, 2001 was $385,000 and $393,000, respectively. The terms of the
line of credit are for one year with an interest rate of the 3-month LIBOR rate,
plus 2.5% [as of June 30, 2001and September 30, 2001 was 6.23% and 5.10%,
respectively]. Interest payments are calculated and due monthly, and the
principal balance is due on January 13, 2002. The outstanding debt may also be
assumed by the stockholders at a rate of three shares of Dimensional Visions'
common stock for every dollar assumed. As a result of market conditions, the
line of credit was limited to $393,000 which represents the amount of securities
securing the line of credit by the investor group.

                                       9
<PAGE>
The Company also received $25,000 of the $78,000 in funding in advances on a 12%
secured note on September 28, 2001. The Company received an additional $155,000
of advances of the 12% secured note during October. The note requires no
principal or interest payments until the maturity date of the note. The assets
of the Company are pledged as collateral for the loan.

The Company's financial position is precarious. The Company needs funding in
order to maintain current operations and to support growth and sales. The
Company finalized an equity line with Swartz Private Equity, LLC to provide
funding through the sale of the Company's common stock. The Company has the
right at its sole discretion to put common stock to Swartz, subject to certain
limitations and conditions based upon tracing volume of the Company's common
stock. However, due to the current limited trading volume of the Company's
common stock, the Company would not be able to raise significant funding from
this arrangement. The Company is looking for additional funding arrangements to
help maintain current operations until sales and the funding from Swartz become
sufficient enough to support operations and implement our marketing and sales
campaign. Unless we are able to generate sufficient revenue or acquire
additional debt or equity financing to cover our present and ongoing operation
costs and liabilities, we may not be able to continue as a going concern.

                                       10
<PAGE>
                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

     To the best knowledge of management, there is no litigation pending or
threatened against the Company.

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:

         10.1 Convertible Debenture, dated July 13, 2001 (1)
         10.2 Convertible Debenture, dated August 3, 2001 (1)

     (b) Reports on form 8-K filed:

         None.

----------
(1) Previously filed.

                                   SIGNATURES

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

                                  DIMENSIONAL VISIONS INCORPORATED

DATED: February 20, 2002          By:/s/ John D. McPhilimy
                                     ------------------------------------------
                                     John D. McPhilimy, Chairman, President and
                                     Chief Executive Officer

DATED: February 20, 2002          By: /s/ Lisa R. McPhilimy
                                     ------------------------------------------
                                     Lisa R. McPhilimy, Chief Financial Officer,
                                     Secretary and Director

                                       11