<PAGE>
                                   FORM 10-QSB

                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549


              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                        For Quarter Ended March 31, 2003

                                       OR

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

                         Commission file number 33-20432

                       MAGNITUDE INFORMATION SYSTEMS, INC.
             (Exact Name of Registrant as Specified in its Charter)

           Delaware                                75-2228828
          -----------                         --------------------
    (State or other Jurisdiction of            (IRS Employer
    Incorporation or Organization)             Identification No.)

                  401 State Route 24, Chester, New Jersey 07930
               ---------------------------------------------------
               (Address of Principal Executive Office) (Zip Code)

                                 (908) 879-2722
                                 --------------
               (Registrant's telephone number including area code)


Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 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
                                       ---      -----

      The number of shares of Registrant's Common Stock, $0.0001 par value,
            outstanding as of April 30, 2003, was 65,640,604 shares.

<PAGE>



              MAGNITUDE INFORMATION SYSTEMS, INC. AND SUBSIDIARIES




                                      INDEX


                                                                        PAGE
                                                                       NUMBER
                                                                       ------

PART  1  -  FINANCIAL INFORMATION

Item 1   Financial Statements (unaudited)

         Consolidated Balance Sheet
          - March 31, 2003                                                 3

         Consolidated Statements of Operations
          - Three months ended March 31, 2003 and 2002                     4

         Consolidated Statements of Cash Flows
          - Three months ended March 31, 2003 and 2002                     5

         Notes to Consolidated Financial Statements                   6 - 12


Item 2   Management's Discussion and Analysis of Financial Condition
         and Results of Operations                                   13 - 14

Item 3   Controls and Procedures                                          14


PART II  -  OTHER INFORMATION                                             15


SIGNATURES                                                                16


Certifications pursuant to Sections 906 and 302 of the
Sarbanes-Oxley Act of 2002                                           17 - 19


                                       2
<PAGE>


PART I  - Item 1

               MAGNITUDE INFORMATION SYSTEMS, INC. AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEET
                                   (Unaudited)

<TABLE>
<CAPTION>

ASSETS                                                                             MARCH 31, 2003
                                                                                   --------------
<S>                                                                                <C>
     Current Assets
     Cash ......................................................................   $      1,605
     Accounts receivable, net of allowance for
        doubtful accounts of 463 ...............................................         80,054
     Miscellaneous receivables .................................................          2,271
     Inventories ...............................................................         26,947
     Prepaid expenses ..........................................................        138,216
                                                                                   ------------
        Total Current Assets ...................................................        249,093
     Property and equipment, net of accumulated
        depreciation of $217,773 ...............................................         16,235
     Software, net of accumulated amortization of $768,399 .....................        738,891
     Other assets ..............................................................         23,784
                                                                                   ------------
TOTAL ASSETS ...................................................................      1,028,003
                                                                                   ============
LIABILITIES AND STOCKHOLDERS' EQUITY (IMPAIRMENT)
LIABILITIES
     Accounts payable and accrued expenses .....................................        608,157
     Deferred revenue ..........................................................         14,860
     Dividends payable .........................................................        278,148
     Loans and notes payable ...................................................        217,500
     Current maturities long-term debt .........................................        108,419
     Current maturities lease obligations ......................................            511
                                                                                   ------------
        Total Current Liabilities ..............................................      1,227,595
     Prepayments on equity subscriptions .......................................         50,000
     Long-term debt, less current portion ......................................        200,000
                                                                                   ------------
TOTAL LIABILITIES ..............................................................      1,477,595

STOCKHOLDERS' EQUITY (IMPAIRMENT)
     Preferred Stock, $0.001 par value, non-voting, 3,000,000 shares authorized:
     2,500 shares have been designated Cumulative Preferred Stock,
     of which 1 share is issued and outstanding ................................              0
     300,000 shares have been designated Series A Convertible Preferred Stock,
     350,000 shares have been designated Series B Convertible Preferred Stock,
     120,000 shares have been designated Series C Convertible Preferred Stock,
     500,000 shares have been designated Series D Convertible Preferred Stock,
     of which a combined total 195,968 shares are issued and outstanding .......            196
     Common Stock, $0.0001 par value, 100,000,000 shares authorized,
     63,125,104 shares are issued and outstanding ..............................          6,313
     Stock subscriptions receivable ............................................         (3,297)
     Additional paid-in capital ................................................     21,501,896
     Accumulated deficit .......................................................    (21,954,700)
                                                                                   ------------
TOTAL STOCKHOLDERS' EQUITY (IMPAIRMENT) ........................................       (449,592)

TOTAL LIABILITIES AND EQUITY (IMPAIRMENT) ......................................   $  1,028,003
                                                                                   ============
</TABLE>

                 See notes to consolidated financial statements

                                       3
<PAGE>



               MAGNITUDE INFORMATION SYSTEMS, INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)


<TABLE>
<CAPTION>

                                                         THREE MONTHS ENDED
                                                             MARCH 31,
                                                        2003            2002
                                                   -------------   -------------
<S>                                                <C>             <C>
Total Revenues .................................   $     35,452    $     38,892

     Cost of Goods Sold ........................         38,987          38,941
                                                   ------------    ------------

Gross Profit ...................................         (3,535)            (49)

     Selling expenses ..........................        154,596         155,219
     General & administrative expenses .........        519,702         425,961
                                                   ------------    ------------

Operating (Loss) ...............................       (677,833)       (581,229)

     Interest expense, net .....................         (6,583)        (18,011)
                                                   ------------    ------------
Non-Operating Income (Expense) .................         (6,583)        (18,011)
                                                   ------------    ------------

Net (Loss) before taxes ........................       (684,416)       (599,240)

     Provision for income taxes ................              0               0
Net (Loss) .....................................   $   (684,416)   $   (599,240)
                                                   ============    ============

Dividends accrued on preferred stock ...........         28,817          31,792

Net (Loss) applicable to common shareholders ...   $ (713,233) $       (631,032)
                                                   ============    ============
Loss per Common Share ..........................   $      (0.01)   $      (0.02)
                                                   ============    ============
Weighted Average Number of
     Common Shares Outstanding .................     60,469,245      30,867,482
                                                   ============    ============
</TABLE>


                 See notes to consolidated financial statements



                                       4
<PAGE>



               MAGNITUDE INFORMATION SYSTEMS, INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)


<TABLE>
<CAPTION>


                                                          THREE MONTHS ENDED
                                                               MARCH 31,
                                                         2003            2002
                                                     --------------  -----------
<S>                                                  <C>              <C>
Cash Flows from Operating Activities
     Net (loss) ..................................     $(684,416)     $(599,240)
     Adjustments to net (loss)
        Depreciation and amortization ............        50,746         50,950
        Stock issued for debt and expenses .......       146,006        176,510
     Decreases (increases) in Assets
        Accounts receivable ......................       (34,261)         7,843
        Miscellaneous receivables ................         1,458         (3,249)
        Prepaid expenses .........................      (124,600)       (87,997)
     Increases (decreases) in Liabilities
        Deferred revenues ........................          (386)        (6,321)
        Change in prepayments ....................        35,925           --
        Accounts payable and accrued expenses ....        55,989       (134,065)
                                                       ---------      ---------
Net Cash (Used) by Operating Activities ..........      (553,539)      (595,569)

Cash Flows from Investing Activities
     Purchases of equipment and fixtures .........        (1,885)        (1,239)
                                                       ---------      ---------
Net Cash (Used) by Investing Activities ..........        (1,885)        (1,239)

Cash Flows from Financing Activities
     Proceeds from notes payable .................       139,500           --
     Repayment of loans and notes ................          --           (4,698)
     Issuance of common and preferred stock ......       407,553        752,980
                                                       ---------      ---------
Net Cash Provided by Financing Activities ........       547,053        748,282
Net Increase (Decrease) in Cash ..................        (8,371)       151,474
Cash at Beginning of Period ......................         9,976         15,229
                                                       ---------      ---------
Cash at End of Period ............................     $   1,605      $ 166,703
                                                       =========      =========
</TABLE>


                 See notes to consolidated financial statements


                                       5

<PAGE>


               MAGNITUDE INFORMATION SYSTEMS, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2003

(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

    Nature of Organization

          Magnitude Information Systems, Inc. (the "Company" or "Magnitude") was
          incorporated  as a Delaware  corporation  on April 19,  1988 under the
          name  Fortunistics  Inc. On November 18, 1998, the Company changed its
          name to Magnitude Information Systems, Inc.

          The Company's  primary  product is an integrated  suite of proprietary
          software  modules  marketed under the name  ErgoManager(TM)  which are
          designed to help  individual  computer users and  businesses  increase
          productivity and reduce the risk of potentially preventable repetitive
          stress  injury   (RSI).   These   software   modules  can  be  applied
          individually  or  together  in a  comprehensive  ergonomic  and  early
          intervention  program  that  seeks  to  modify a  user's  behavior  by
          monitoring computer usage patterns over time and warning the user when
          to break a dangerous  trend in  repetitive  usage of an input  device,
          such as a keyboard or mouse. The product was developed to train people
          working on computers,  monitor  computer-use  related  activities  and
          evaluate a user's risk exposure and propensity  towards injury or loss
          of effectiveness in connection with his/her day-to-day work. Moreover,
          the software enables a company to not only address the issue of health
          risks  involving   employees  and  to  minimize  resulting   potential
          liabilities,   but  delivers  a  powerful  tool  to  increase  overall
          productivity.

          On June 24, 1997,  the Company  extended a stock exchange offer to the
          shareholders   of  Magnitude,   Inc.,  a  Delaware   corporation   and
          manufacturer  of ergonomic  keyboarding  systems.  At the time of this
          submission,  holders of 99.4% of  Magnitude,  Inc.  common  stock have
          tendered their shares. The remaining Magnitude, Inc. shareholders hold
          a minority  interest which is valued at $0. The Company and Magnitude,
          Inc.  remain as two separate legal entities  whereby  Magnitude,  Inc.
          operates as a subsidiary of Magnitude  Information  Systems,  Inc. The
          operations of the newly combined entity are currently comprised solely
          of the operations of Magnitude, Inc.

     Basis of Presentation

          The accompanying unaudited consolidated financial statements have been
          prepared in accordance with generally accepted  accounting  principles
          for interim  financial  statements and with the  instructions  to Form
          10-QSB and  Article 10 of  Regulation  S-X.  Accordingly,  they do not
          include all of the  information  and  disclosures  required for annual
          financial  statements.  These financial  statements  should be read in
          conjunction  with the  consolidated  financial  statements and related
          footnotes  included in the Company's  annual report on Form 10-KSB for
          the year ended December 31, 2002.

          In  the  opinion  of  the  Company's   management,   all   adjustments
          (consisting of normal recurring  accruals) necessary to present fairly
          the Company's  financial position as of March 31, 2003, the results of
          operations for the three months ended March 31, 2003 and 2002, and the
          cash flows for the three  months  ended March 31, 2003 and 2002,  have
          been included.

                                       6



<PAGE>


               MAGNITUDE INFORMATION SYSTEMS, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2003

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Continued

     Principles of Consolidation

          The  consolidated   financial   statements  include  the  accounts  of
          Magnitude Information Systems, Inc. and its subsidiary Magnitude, Inc.
          All  significant  inter-company  balances and  transactions  have been
          eliminated.

     Inventories

          Inventory  consists of finished  goods that are stated at the lower of
          cost (determined by the first-in, first out method) or market.

     Depreciation and Amortization

          Property,  plant and equipment are recorded at cost.  Depreciation  on
          equipment,  furniture  and  fixtures  and  leasehold  improvements  is
          computed on the  straight-line  method over the estimated useful lives
          of such assets between 3-10 years. Maintenance and repairs are charged
          to  operations  as  incurred.  Software  assets are  amortized  on the
          straight-line method over 10 years. Software assets are capitalized at
          the fair value of stock  exchanged/granted  upon  acquisition  and are
          amortized on the straight  line method on a  product-by-product  basis
          over  the  estimated  economic  life of the  products  which  has been
          determined to be 10 years.

     Securities Issued for Services

          The Company  accounts  for stock,  stock  options  and stock  warrants
          issued for services and  compensation by employees under the intrinsic
          value  method.  For  non-employees,  the  fair  market  value  of  the
          Company's stock on the date of stock issuance or option grant is used.
          Effective  January 1, 1996, the Company adopted Statement of Financial
          Accounting  Standard  (SFAS)  No.  123,  "Accounting  for  Stock-based
          Compensation". The statement generally suggests, but does not require,
          employee stock-based compensation  transactions be accounted for based
          on the fair value of the  services  rendered  or the fair value of the
          equity instruments issued,  whichever is more reliably measurable.  As
          permitted  by the  statement,  the  Company has elected to continue to
          follow the requirements of Accounting Principles Board Opinion No. 25,
          "Accounting  for Stock Issued to Employees"  for  employees  under the
          intrinsic  value method.  The adoption of SFAS No. 123 does not have a
          material impact on the financial statements.

     Income Taxes

          The  Company  provides  for income  taxes based on enacted tax law and
          statutory tax rates at which items of income and expenses are expected
          to be settled in the  Company's  income tax return.  Certain  items of
          revenue and expense are  reported  for Federal  income tax purposes in
          different  periods  than for  financial  reporting  purposes,  thereby
          resulting in deferred income taxes. Deferred taxes are also recognized
          for  operating  losses that are  available  to offset  future  taxable
          income.  Valuation allowances are established when necessary to reduce
          deferred tax assets to the amount expected to be realized. The Company
          has  incurred  net  operating  losses  for   financial-reporting   and
          tax-reporting purposes.  Accordingly, for Federal income tax purposes,
          the benefit for income  taxes has been offset  entirely by a valuation
          allowance  against the related federal deferred tax asset for the year
          ended December 31, 2002.

                                       7
<PAGE>


               MAGNITUDE INFORMATION SYSTEMS, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2003

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Continued

     Net Loss Per Share

          Net loss per share,  in  accordance  with the  provisions of Financial
          Accounting  Standards Board No. 128,  "Earnings Per Share" is computed
          by  dividing  net loss by the  weighted  average  number  of shares of
          Common Stock outstanding  during the period.  Common Stock equivalents
          have not been included in this  computation  since the effect would be
          anti-dilutive.

     Revenue Recognition

          The  Company's  revenue  recognition  policy for software  sales is in
          accordance  with  Accounting  Statement of Position  97-2.  Revenue is
          recognized  at the  time of  licensing  provided  that  the  resulting
          receivable  position is deemed  probable of collection and is fixed or
          determinable.   Revenue  from   software   maintenance   contracts  is
          recognized ratably as earned. Where a sales contract includes multiple
          elements,  revenues  are  allocated to the various  elements  based on
          Company-specific  objective evidence of fair value,  regardless of any
          separate  prices  for each  element  that  may be  stated  within  the
          contract.

     Use of Estimates

          The  preparation of financial  statements in conformity with generally
          accepted   principles   requires  management  to  make  estimates  and
          assumptions that affect the reported amounts of assets and liabilities
          and disclosure of contingent assets and liabilities at the date of the
          financial statements and the reported amounts of revenues and expenses
          during the reporting  period.  Actual  results could differ from those
          estimates.


(2) GOING CONCERN

          The ability of the Company to continue its  operations is dependent on
          increasing sales and obtaining  additional  capital and financing.  In
          their report for the fiscal year ended December 31, 2002, our auditors
          had expressed an opinion that, as a result of the losses  incurred and
          the relative  lack of working  capital,  there was  substantial  doubt
          regarding our ability to continue as a going concern. The accompanying
          financial  statements  do not  include any  adjustments  that might be
          necessary if the Company  were unable to continue as a going  concern.
          During the last two years and the first  quarter  in 2003 the  Company
          has relied on the private  placement of its common and preferred stock
          to fund its  operations.  Management's  plans are to continue  seeking
          additional  working  capital  through equity and debt  placements with
          private and institutional investors.

                                       8

<PAGE>


               MAGNITUDE INFORMATION SYSTEMS, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2003

(3) PREPAID EXPENSES

          Prepaid  expenses  at the end of the  quarter  included a position  of
          $75,000  representing the unamortized portion of part of the Company's
          chief executive officer's base salary for the remainder of the current
          year  which was  prepaid  in  January  2003 in the form of  restricted
          common stock, in lieu of cash (see "Related Party Transactions").

(4) CONCENTRATIONS OF BUSINESS AND CREDIT RISK

          The Company  maintains cash balances in a financial  institution which
          are  insured  by  the  Federal  Deposit  Insurance  Corporation  up to
          $100,000.  Balances  in these  accounts  may,  at  times,  exceed  the
          federally insured limits.

          The  Company  provides  credit in the  normal  course of  business  to
          customers  located  throughout  the U.S.  and  overseas.  The  Company
          performs  ongoing  credit  evaluations  of its customers and maintains
          allowances  for doubtful  accounts  based on factors  surrounding  the
          credit  risk of  specific  customers,  historical  trends,  and  other
          information.

(5) PROPERTY AND EQUIPMENT

     Property and equipment consist of the following at March 31, 2003:

              Equipment                             $128,743
              Furniture and fixtures                  75,530
              Leasehold improvements                  29,735
                                                     --------

                                                     234,008

              Less accumulated depreciation          217,773
                                                     --------

                                        Total       $ 16,235
                                                     ========

Depreciation expense charged to operations was $11,767 in the first three months
of 2003 and $11,970 in the first three months of 2002.

(6) ACCOUNTS PAYABLE AND ACCRUED EXPENSES

Accounts payable and accrued expenses consisted of the following at March 31,
2003:

              Accounts payable                         $399,553

              Accrued interest                           56,197

              Accrued commissions                        17,766

              Accrued salaries, bonuses and vacations    61,190

              Accrued professional fees                  59,406

              Miscellaneous accruals                     14,045
                                                        --------

                                    Total              $608,157
                                                        ========

                                       9
<PAGE>


               MAGNITUDE INFORMATION SYSTEMS, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2003

(7) DEFERRED REVENUES

          Deferred  revenues  at March 31,  2003,  consist of  prepaid  software
          maintenance and support  charges which are amortized  ratably over the
          remaining duration of the underlying maintenance agreements.

(8) LOANS AND NOTES PAYABLE

     At March 31, 2003,  Magnitude,  Inc. and the Company had  borrowings  under
     short term loan agreements with the following terms and conditions:

<TABLE>
<CAPTION>
<S>                                                                                <C>
          On December 4, 1996, Magnitude, Inc. repurchased 500,000 shares of its   $
          common stock and retired same  against  issuance of a promissory  note
          maturing twelve months  thereafter  accruing  interest at 5% per annum
          and due  December 4, 1998.  This note is overdue at December  31, 2002
          and no demand for payment has been made.                                   75,000

          At December 31, 1999 the Company had  $1,475,000 of notes  outstanding
          related to a June 1995  private  placement  offering.  During 2000 the
          holders  of  $1,450,000  worth  of  notes  agreed  to  accept  partial
          repayment of approximately  30% of the note balances and converted the
          remaining balances into common shares or convertible preferred shares.
          The total amount of  nonconverted  notes  outstanding  at December 31,
          2002 is $25,000. Attempts to locate the holder of this note, to settle
          this liability, have been unsuccessful.                                    25,000

          Cash advances by two directors and officers of the Company, payable on
          demand, carrying interest at the rate of 10% p.a.                          92,500

          Note dated December 31, 2002 due upon demand carrying  interest at the
          rate of 10% per  annum  along  with a  $1,000  origination  fee.  Note
          carries  an  option to  convert  the  entire  principal  balance  into
          restricted   shares  of  the   Company  at  $.10  per  share.              25,000
                                                                                   --------

         Total                                                                     $217,500
                                                                                   ========
</TABLE>

                                       10
<PAGE>



(9) LONG TERM DEBT

     Long-term  debt as of  March  31,  2003,  is  comprised  of the  following:

<TABLE>
<CAPTION>
<S>                                                                               <C>
     Pursuant to the February 2, 1998,  Agreement and Plan of Merger with Rolina   $
     Corporation,  the   Company had issued 155,556 shares (the "Shares") of its
     common stock to the principal of Rolina Corporation who currently serves as
     the Company's Chief Executive Officer and Board Chairman,  and had issued a
     Put Option for such Shares at a price of $2.41 per share in accordance with
     the provisions  contained therein,  with notice for exercise eligible to be
     given at any time after  February 1, 2000, and before 5:00 p.m. on the 90th
     day thereafter.  This liability was converted into a Company obligation for
     $274,890  maturing  March  31,  2002 and a demand  loan for  $100,000  both
     carrying  interest at the rate of 7% per year payable  monthly.  The demand
     portion of this note was repaid in April 2002 and the due date for $274,890
     of the remaining  balance was extended to July 1, 2003.  Subsequently,  the
     maturity of the unpaid balance was changed to a portion of $74,890  payable
     on demand,  and a portion of $200,000 due and payable on July 1, 2004.  The
     obligation  includes  an  option  to  the  holder  for  conversion  of  the
     outstanding principal into shares of the Company's common stock at the rate
     of $0.10 per share.                                                           $  274,890

     Discounted present value of a non-interest  bearing $70,000 settlement with
     a  former  investor  of  Magnitude,  Inc.  to be paid in  monthly  payments
     commencing July 1, 1997. The imputed interestrate used to discount the note
     is 8% per annum. This obligation is in default.                                   33,529
                                                                                   ----------
             Total                                                                    308,419
             Less current maturities                                                  108,419
                                                                                   ----------
             Long-term debt, net of current maturities                             $  200,000
                                                                                   ==========
</TABLE>


  (10) INCOME TAXES

     At December 31, 2002,  the Company had net  operating  loss  carry-forwards
     approximating  $19,300,000  for federal  income tax  purposes  which expire
     between  the  years  2007  and  2022  and are  subject  to  certain  annual
     limitations.  At December 31, 2002, the Company has available approximately
     $7,800,000 of net operating losses to  carry-forward  and which may be used
     to reduce future state taxable income which expire December 31, 2009.


     The Company's total deferred tax asset and valuation  allowance at December
     31, 2002 are as follows:

            Total deferred tax asset, non-current   $6,700,000
            Less valuation allowance                 6,700,000
                                                     ---------
            Net deferred tax asset                  $       --
                                                     =========

                                       11

<PAGE>


               MAGNITUDE INFORMATION SYSTEMS, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2003


(11) COMMITMENTS AND CONTINGENCIES

   Lease Agreement

     On March 15, 2000, the Company entered into a lease agreement for office
     space which is utilized for the Company's principal offices. Such lease
     commenced April 15, 2000 and expires on March 31, 2005 and requires monthly
     payments of $6,500 from April 15, 2000 through March 31, 2002; of $6,695
     thereafter through March 31, 2003; of $6,896 thereafter through March 31,
     2004; and of $7,103 thereafter through March 31, 2005. In August 2002 the
     Company subleased additional office space at this location commencing
     September 1, 2002 and expiring December 31, 2003. The sublease requires
     monthly payments of $1,955 throughout the sublease term.

     Under the lease agreements, the Company is required to make future minimum
     lease payments as follows in addition to a pro-rata share of certain
     operating expenses:

          Year Ending December 31,
          ------------------------
                  2003                                                $ 105,609
                  2004                                                   84,615
                  2005                                                   21,309
                                                                      ---------
                  Total                                               $ 211,533
                                                                      =========


  Employment Agreements

     The  Company  has  entered  into  employment  agreements  with  certain key
     personnel  which provide for a base salary,  yearly bonuses in common stock
     and/or  options  of the  Company  and other  benefits.  Termination  of the
     agreements may be made by either party with advance notice.


(12) RELATED PARTY TRANSACTIONS

     In January 2003, the Company and its President and Chief Executive  Officer
     agreed to convert  most of his base  salary for the  remainder  of the year
     2003 into restricted  common stock in lieu of cash at the rate of $0.10 per
     share, for a total amount of $100,000.

     During the first  quarter in 2003,  an outside  director of the Company was
     awarded a stock grant for 200,000  restricted  common shares,  for services
     rendered.  The same director converted $20,500 in accrued expenses incurred
     on behalf of the Company, into 205,000 restricted shares.

     During  the  first  quarter  in 2003,  the  Company's  President  and Chief
     Executive  Officer and an outside  director of the  Company  extended  cash
     advances to the Company, totaling $92,500, repayable on demand and carrying
     interest at the rate of 10% p.a.


                                       12
<PAGE>



ITEM 2.
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  ---------------------------------------------
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS


CAUTIONARY  STATEMENT PURSUANT TO "SAFE HARBOR" PROVISIONS OF SECTION 21E OF THE
SECURITIES EXCHANGE ACT OF 1934

     Except for historical information,  the Company's reports to the Securities
     and Exchange  Commission on Form 10-KSB and Form 10-QSB and periodic  press
     releases,  as  well as  other  public  documents  and  statements,  contain
     "forward-looking  statements"  within the  meaning  of  Section  21E of the
     Securities Exchange Act of 1934.  Forward-looking statements are subject to
     risks  and  uncertainties   that  could  cause  actual  results  to  differ
     materially from those  expressed or implied by the statements.  These risks
     and  uncertainties   include  general  economic  and  business  conditions,
     development  and market  acceptance  of the Company's  products,  and other
     risks  and  uncertainties  identified  in  the  Company's  reports  to  the
     Securities  and Exchange  Commission,  periodic  press  releases,  or other
     public documents or statements.

     Readers  are  cautioned  not to place  undue  reliance  on  forward-looking
     statements.  The Company  undertakes  no  obligation to republish or revise
     forward-looking  statements to reflect  events or  circumstances  after the
     date hereof or to reflect the occurrences of unanticipated events.


RESULTS OF OPERATIONS:

     The Company has not been  successful  during the quarter in  obtaining  any
     significant  revenues  from  the  licensing  of  its  patented  specialized
     software products.  However, it is diligently pursuing on-going discussions
     with a number of  existing  and also with  several  potential  new  clients
     towards  concluding  expected larger sales and/or licensing  agreements for
     its ErgoCoach,  ErgoFun, and ErgoEnterprise software. Management expects to
     finalize  several such  agreements  in late spring and early summer of this
     year.

     The quarter's  revenues totaled  $35,452,  compared to $38,892 for the same
     period in 2002.  During  the  current  period,  selling-  and  general  and
     administrative  expenses amounted to $674,298,  approximately 16% more than
     the $581,180 recorded during the same period in 2002. Personnel expense and
     professional  services,  the latter  primarily  for  marketing and investor
     relations consultancies and for legal services, constituted the majority of
     these outlays,  accounting for 46% and 26%  respectively of total expenses.
     The increases  over last year were  primarily in the areas of  professional
     services and investor  relations,  due to capital  raising  activities  and
     related regulatory filings and associated costs. For the first quarter as a
     total, the Company  realized an operating loss of $677,833,  compared to an
     operating  loss of $581,229 in 2002.  After  accounting  for  non-operating
     income and  expenses - mainly in form of interest  expenses - and  dividend
     accruals on outstanding  preferred stock, the net loss applicable to common
     shareholders for the period was $713,233 or $0.01 per share,  compared to a
     loss of  $631,032 or $0.02 per share for the same  quarter in the  previous
     year.



LIQUIDITY AND CAPITAL RESOURCES:

     The Company has  experienced  severe cash shortages  during the quarter and
     was and currently remains dependent upon the infusion of new equity capital
     to  fund  ongoing  operations.   New  private  placements  with  accredited
     investors  during the quarter,  and the exercise of certain stock  purchase
     options  and   warrants,   resulted  in  the  receipt  by  the  Company  of
     approximately  $408,000  in new equity  capital in the form of cash.  These
     equity  placements were  consummated by issuance of common stock to private
     investors in the U.S. and overseas.  Details of those  transactions  can be
     found in the "Changes and Issuance of Securities" section of this report.

                                       13

<PAGE>


     At March 31,  2003,  the deficit in working  capital  amounted to $978,502,
     slightly up from a deficit of $964,689 at December  31,  2002.  The deficit
     continues to challenge the Company's  ability to aggressively  proceed with
     certain  marketing  programs.   The  lack  of  adequate  financing  hinders
     long-term  planning and continues to occupy  management time and resources.
     Due to the presently decreased stock price management has moved more slowly
     on a planned larger capital raising  transaction which would likely involve
     the issuance of significant  numbers of additional common shares.  Instead,
     the  Company is pursuing  several  avenues  that  involve  debt  financing,
     possibly  collateralized by restricted  common stock.  Until such financing
     can be completed,  the probability and timing of which is uncertain at this
     time, the Company will continue to be forced obtaining  necessary operating
     funds through series of smaller investments.

     At the time of this submission,  the Company had no bank debt. At March 31,
     2003, its  short-term  liabilities  outside of debt consisted  primarily of
     $399,553 trade payables,  approximately  $208,000 in various  accruals (see
     "Accounts   Payable  and  Accrued  Expenses"  in  the  Notes  to  Financial
     Statements  section)  and  $278,148  in accrued  dividends  on  outstanding
     preferred  stock.  Recognizing  the  absence of surplus  funds,  management
     presently  does not plan to liquidate the latter  position in the immediate
     future. Debt included  approximately $325,919 in current loans and notes of
     which  approximately  $167,390  is owed to the  Company's  chief  executive
     officer and one outside  director,  and $200,000 in  long-term  liabilities
     likewise  owed to the Company's  chief  executive  officer,  evidenced by a
     promissory note maturing in July 2004.

     Current cash reserves are inadequate when measured  against needs projected
     for the upcoming  quarter,  and the  Company's  liquidity  overall  remains
     strained.  While  management  firmly expects to be able to obtain necessary
     working capital,  there can be no assurance that the desired funding can be
     secured in a  satisfactory  manner with  respect to terms,  timeliness  and
     volume.


Item 3. CONTROLS AND PROCEDURES

     (a) Evaluation of Disclosure Controls and Procedures.

     Within the 90 days prior to the filing date of this  Annual  Report on Form
10-K, our Chief Executive  Officer and our Chief Financial Officer evaluated the
effectiveness  of our  disclosure  controls  and  procedures  as defined in Rule
13a-14(c)  under the Securities  Exchange Act of 1934, as amended (the "Exchange
Act").  Based upon that  evaluation,  the Chief Executive  Officer and the Chief
Financial  Officer,  have  concluded  that our current  disclosure  controls and
procedures are adequate and effective to ensure that information  required to be
disclosed in the reports we file under the Exchange Act is recorded,  processed,
summarized and reported on a timely basis.

     (b) Changes in Internal Controls.

     There have been no significant changes in our internal controls or in other
factors that could significantly affect internal controls subsequent to the date
of their  evaluation  by the Chief  Executive  Officer  and the Chief  Financial
Officer.


                                       14

<PAGE>



PART  II  -  OTHER INFORMATION

Item 1   LEGAL PROCEEDINGS

     The Company is not a party in any legal proceedings.

Item 2   CHANGES IN SECURITIES

     -  None

c) Issuance of unregistered securities

     During the quarter ended March 31, 2003,  the Company  issued the following
     unregistered securities:

      (i)      2,063,000  shares  of  common  stock to 14  accredited  investors
               pursuant to private placement  subscriptions,  issued in reliance
               upon  exemptions   provided  under  Section  4(2),  Rule  506  of
               Regulation  D  and  Regulation  S  of  the  Securities  Act,  and
               2,437,252  shares of common  stock  pursuant  to the  exercise of
               stock purchase warrants previously issued,  altogether  resulting
               in the receipt by the Company of approximately $408,000 in cash;

     (ii)      81,000 shares of common stock to five employees pursuant to their
               exercise of stock options at a price of $0.10 per share;

    (iii)      1,000,000 shares of common stock to the Company's chief executive
               officer in lieu of  $100,000  cash  salary  (see  "Related  Party
               Transactions");

     (iv)      743,035  shares of  common  stock for  marketing  consulting  and
               investor relations services performed;

      (v)      200,000  shares of common  stock  pursuant to a stock grant to an
               outside director of the Company;

     (vi)      205,000  shares of common  stock to an  outside  director  of the
               Company in exchange for cancellation of payables for an aggregate
               $20,500 in expenses.


Item 3   DEFAULTS ON SENIOR SECURITIES

     The Company, as of the date of this filing, is in arrears on the payment of
     certain dividends on its Series A, C, and D Senior Convertible Preferred
     Stock. Such arrears total approximately $260,000. These dividends have been
     accrued, however, the Company's management has refrained from making
     payments at this time because of the absence of positive equity and/or
     surplus funds.

Item 4   SUBMISSION OF MATTERS TO A VOTE OF
         SECURITIES' HOLDERS

     -  None

Item 5   OTHER INFORMATION

       -  None

                                       15

<PAGE>



Item 6   EXHIBITS AND REPORTS ON FORM 8-K

          (a)  Exhibit  (3)(i)  -  Articles  of  Incorporation   and  Amendments
               thereto, incorporated herein by reference to Exhibits of previous
               filings with the Commission.

               Exhibit (3)(ii) - By-laws of the Company,  incorporated herein by
               reference to Exhibits of previous filings with the Commission.

          (b)  Reports on Form 8-K:

               On  February  6, 2003,  the  Company  filed a report on Form 8-K,
               informing  about the  receipt by a client of the  Company,  of an
               award by the National Safety Council for Safety and Productivity,
               which  award  was  based  on  the  successful  deployment  of the
               Company's software products within that client's organization.

               On March  24,  2003,  the  Company  filed a report  on Form  8-K,
               informing about the recognition of the Company by Lockheed Martin
               Enterprise  Information Systems as an "outstanding small business
               provider for 2002".

               On March  25,  2003,  the  Company  filed a report  on Form  8-K,
               informing  that United Space  Alliance had selected the Company's
               software product for deployment throughout its organization.


                                   SIGNATURES


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



                                    MAGNITUDE INFORMATION SYSTEMS, INC.




Date:   May 14, 2003                By: /s/  Steven D. Rudnik
                                        ---------------------
                                        Steven D. Rudnik
                                        Chairman and Chief Executive Officer



                                       16
<PAGE>




                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In connection with the Quarterly Report of Magnitude  Information Systems,  Inc.
(the  "Company")  on Form 10-QSB for the quarter ended March 31, 2003 (the "Form
10-QSB"), each of the undersigned officers of the Company certifies, to the best
of their  knowledge,  that the  Company's  Form 10-QSB fully  complies  with the
requirements  of Section 13(a) or 15(d) of the  Securities  Exchange Act of 1934
and that the information  contained in the Form 10-QSB,  fairly presents, in all
material  respects,  the  financial  condition  and results of operations of the
Company.


Dated:  May 14, 2003               MAGNITUDE INFORMATION SYSTEMS, INC.

                                   By  /s/ Steven D. Rudnik
                                       -------------------------------------
                                       Steven D. Rudnik
                                       President and Chief Executive Officer

                                   By: /s/ Joerg H. Klaube
                                       -------------------------------------
                                       Joerg H. Klaube
                                       Chief   Financial Officer

                                       17

<PAGE>



                            CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I,  Steven D.  Rudnik,  the Chief  Executive  Officer of  Magnitude  Information
Systems, Inc., certify that:

1. I have reviewed this quarterly report on Form 10-QSB of Magnitude Information
Systems, Inc. (the "Company");

2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
Company as of, and for, the periods presented in this quarterly report;

4. The Company's other certifying officer and I are responsible for establishing
and maintaining disclosure controls and procedures (as defined in Exchange Act
Rules 13a-14 and 15d-14) for the Company and we have:

      (a) designed such disclosure controls and procedures to ensure that
material information relating to the Company, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this quarterly report is being prepared;

      (b) evaluated the effectiveness of the Company's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and

      (c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our evaluation
as of the Evaluation Date;

5. The Company's other certifying officer and I have disclosed, based on our
most recent evaluation, to the Company's auditors and to the audit committee of
Company's board of directors:

      (a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the Company's ability to record, process,
summarize and report financial data and have identified for the Company's
auditors any material weaknesses in internal controls; and

      (b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the Company's internal controls; and

6. The Company's other certifying officer and I have indicated in this quarterly
report whether or not there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.

Dated: May 14, 2003               By:   /s/ Steven D. Rudnik
                                        ------------------------------------
                                        Steven D. Rudnik
                                        Chief Executive Officer

                                       18
<PAGE>



                            CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I,  Joerg H.  Klaube,  the Chief  Financial  Officer  of  Magnitude  Information
Systems, Inc., certify that:

1. I have reviewed this quarterly report on Form 10-QSB of Magnitude Information
Systems, Inc. (the "Company");

2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
Company as of, and for, the periods presented in this quarterly report;

4. The Company's other certifying officer and I are responsible for establishing
and maintaining disclosure controls and procedures (as defined in Exchange Act
Rules 13a-14 and 15d-14) for the Company and we have:

      (a) designed such disclosure controls and procedures to ensure that
material information relating to the Company, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this quarterly report is being prepared;

      (b) evaluated the effectiveness of the Company's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and

      (c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our evaluation
as of the Evaluation Date;

5. The Company's other certifying officer and I have disclosed, based on our
most recent evaluation, to the Company's auditors and to the audit committee of
Company's board of directors:

      (a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the Company's ability to record, process,
summarize and report financial data and have identified for the Company's
auditors any material weaknesses in internal controls; and

      (b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the Company's internal controls; and

6. The Company's other certifying officer and I have indicated in this quarterly
report whether or not there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.

Dated: May 14, 2003                           By:   /s/ Joerg H. Klaube
                                                    ---------------------------
                                                    Joerg H. Klaube
                                                    Chief Financial Officer




                                       19

<PAGE>