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, 2005

                                       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, 2005, was 137,937,612 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, 2005                                                3

           Consolidated Statements of Operations
            - Three months ended March 31, 2005 and 2004                    4

           Consolidated Statements of Cash Flows
            - Three months ended March 31, 2005 and 2004                    5

           Notes to Consolidated Financial Statements                     6 - 11


Item 2     Management's Discussion and Analysis of Financial Condition
           and Results of Operations                                        12

Item 3     Controls and Procedures                                          13


PART II  -  OTHER INFORMATION                                            14 - 15


SIGNATURES                                                                  16



                                                                               2


<PAGE>



PART I  - Item 1   Financial Statements

               MAGNITUDE INFORMATION SYSTEMS, INC. AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEET
                                 March 31, 2005
                                   (Unaudited)

<TABLE>
<CAPTION>
<S>                                                                                 <C>
Assets
      Current Assets
        Cash ....................................................................   $    242,334
        Accounts receivable, net of allowance for
           doubtful accounts of $0 ..............................................          9,404
        Inventories .............................................................          6,214
        Prepaid expenses ........................................................        102,783
        Miscellaneous receivables ...............................................          5,052
                                                                                    ------------
             Total Current Assets ...............................................        365,787
      Property and equipment, net of accumulated
      depreciation of $147,899 ..................................................          9,416
      Software, net of accumulated amortization of $1,077,642 ...................        429,648
      Deposits ..................................................................         21,829
                                                                                    ------------
           Total Assets .........................................................        826,680
                                                                                    ============
Liabilities and Stockholders' Equity (Deficit)

      Current Liabilities
        Accounts payable and accrued expenses ...................................        295,397
        Deferred revenue ........................................................         38,944
        Deferred rental obligation ..............................................          1,045
        Dividends payable .......................................................        501,466
        Loans and notes payable .................................................        100,000
        Current maturities of long-term debt ....................................        133,419
        Current maturities of capitalized lease obligations .....................          2,978
                                                                                    ------------
             Total Current Liabilities ..........................................      1,073,249
      Capitalized lease obligations, less current portion .......................            256
                                                                                    ------------
           Total Liabilities ....................................................      1,073,505

Stockholders' Equity (Deficit)
      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,
      500,000 shares have been designated Series E Convertible Preferred Stock,
      of which a combined total 193,190 shares are issued and outstanding .......            193
      Common Stock, $0.0001 par value, 200,000,000 shares authorized,
      issued and outstanding 136,687,612 shares .................................         13,669
      Additional paid-in capital ................................................     28,351,708
      Accumulated deficit .......................................................    (28,612,395)
                                                                                    ------------
           Total Stockholders' Equity (Deficit) .................................       (246,825)

           Total Liabilities and Equity (Deficit) ...............................   $    826,680
                                                                                    ============
</TABLE>

The  accompanying  notes  are an  integral  part of the  consolidated  financial
statements.


                                                                               3

<PAGE>


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


<TABLE>
<CAPTION>
                                                               Three Months Ended
                                                                    March 31,
                                                              2005             2004
                                                          -------------    ------------
<S>                                                       <C>              <C>
Total Revenues ........................................   $      19,264    $     44,580

      Cost of Goods Sold ..............................          36,367          38,955
                                                          -------------    ------------

Gross Profit (Loss) ...................................         (17,103)          5,625

      Selling expenses ................................          96,219         118,237
      Stock-based compensation ........................          66,123         150,055
      General and administrative expenses .............         425,301         434,050
                                                          -------------    ------------

Loss From Operations ..................................        (604,746)       (696,717)

Other Income (Exopense)
      Miscellaneous income ............................          17,537            --
      Interest income .................................               2             160
      Interest expense, net ...........................          (3,182)         (5,956)
                                                          -------------    ------------
         Total Other Income (Expense) .................          14,357          (5,796)
                                                          -------------    ------------

Loss Before Provision for Income Taxes ................        (590,389)       (702,513)

      Provision for Income Taxes ......................            (630)           --
Net Loss ..............................................   $    (591,019)   $   (702,513)
                                                          =============    ============


Dividends on Preferred Stock ..........................         (28,379)        (57,380)
Discount on Convertible Preferred Stock ...............            --          (716,436)

Net Loss Applicable to Common Shareholders ............   $    (619,398)   $ (1,476,329)
                                                          =============    ============
Net Loss per Common Share .............................   $       (0.00)   $      (0.02)
                                                          =============    ============
Weighted Average Number of
      Common Shares Outstanding .......................     132,657,612      78,136,586
                                                          =============    ============
</TABLE>


The  accompanying  notes  are an  integral  part of the  consolidated  financial
statements.


                                                                               4

<PAGE>


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


<TABLE>
<CAPTION>
                                                    Three Months Ended
                                                         March 31,
                                                     2005         2004
                                                  ---------    ---------
<S>                                               <C>          <C>
Cash Flows from Operating Activities
      Net Loss ................................   $(591,019)   $(702,513)
      Adjustments to Net Loss
         Depreciation and amortization ........      39,126       41,453
         Securities issued for various expenses     182,800      276,350
      Decreases (Increases) in Assets
         Accounts receivable ..................      21,227       14,827
         Miscellaneous receivables ............       6,270         --
         Prepaid expenses .....................     (13,973)    (166,180)
         Other assets .........................        --          5,693
      Increases (decreases) in Liabilities
         Deferred revenues ....................     (10,429)      50,041
         Accounts payable and accrued expenses     (102,632)    (111,894)
                                                  ---------    ---------
Net Cash Used by Operating Activities .........    (468,630)    (592,223)

Cash Flows from Investing Activities
      Purchases of equipment and fixtures .....      (2,160)      (3,443)
                                                  ---------    ---------
Net Cash Used by Investing Activities .........      (2,160)      (3,443)

Cash Flows from Financing Activities
      Dividends paid ..........................      (1,020)        --
      Repayment of loans and notes ............        --       (282,851)
      Issuance of common and preferred stock ..     670,000      881,364
                                                  ---------    ---------
Net Cash Provided by Financing Activities .....     668,980      598,513

Net Increase (Decrease) in Cash ...............     198,190        2,847
Cash at Beginning of Period ...................      44,144       97,978
                                                  ---------    ---------
Cash at End of Period .........................   $ 242,334    $ 100,825
                                                  =========    =========
</TABLE>


The  accompanying  notes  are an  integral  part of the  consolidated  financial
statements.


                                                                               5


<PAGE>


               MAGNITUDE INFORMATION SYSTEMS, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2005

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

      Nature of Organization

            Magnitude Information Systems, Inc. (the "Company") 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 and  Magnitude,  Inc.  are two separate  legal  entities
            whereby  Magnitude,  Inc.  operates as a subsidiary  of the Company.
            However,  the  operations  of  the  combined  entity  are  currently
            comprised  solely of the  operations  of  Magnitude,  Inc. The 1% of
            Magnitude,  Inc.  not owned by the  Company  constitutes  a minority
            interest which is valued at $0.

            The Company's  primary product is an integrated suite of proprietary
            software modules marketed under the name ErgoEnterpriseTM  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.

      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.

      Depreciation and Amortization

            Property  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 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.   The  Company   determined  the  fair  market  value  of  the
            warrants/options  issued  under  the  Black-Scholes  Pricing  Model.
            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-


                                                                               6

<PAGE>


               MAGNITUDE INFORMATION SYSTEMS, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2005

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Continued

            based  compensation  transactions  to 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 and state income tax purposes,  the benefit for income taxes
            has been  offset  entirely  by a  valuation  allowance  against  the
            related  federal  and state  deferred  tax asset for the year  ended
            December 31, 2004.

      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  (SOP)  97-2
            "Software  Revenue  Recognition"  and  SOP  98-9  "Software  Revenue
            recognition"  which modifies SOP 97-2.  Revenue is recognized at the
            time of licensing  provided that the resulting  receivable is deemed
            probable of collection  and is fixed or  determinable.  Revenue from
            software maintenance contracts is recognized ratably as earned. When
            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 accounting 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.


                                                                               7

<PAGE>


               MAGNITUDE INFORMATION SYSTEMS, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2005

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,  2004,  our  auditors  had
      expressed an opinion that, as a result of the losses  incurred,  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.  Management's  plans are to continue seeking  additional  working
      capital through equity and debt placements with private and  institutional
      investors.

CONCENTRATIONS OF BUSINESS AND CREDIT RISK

      The Company  maintains cash balances in a financial  institution  which is
      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.

PREPAID EXPENSES

      Prepaid Expenses at the end of the quarter  included $60,602  representing
      the  unamortized  portions  of the value of  restricted  stock and options
      issued to certain  consultants for services  rendered,  and  approximately
      $41,000 prepaid rent and insurance costs.

PROPERTY AND EQUIPMENT

      Property and equipment consist of the following at March 31, 2005:

              Equipment ...................   $ 85,084
              Furniture and fixtures ......     72,231
                                              --------

                                               157,315

              Less accumulated depreciation    147,899
                                              --------

                            Total             $  9,416
                                              ========

Depreciation  expense charged to operations was $2,742 in the first three months
of 2005 and $2,472 in the first three months of 2004.


                                                                               8

<PAGE>


               MAGNITUDE INFORMATION SYSTEMS, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2005

ACCOUNTS PAYABLE AND ACCRUED EXPENSES

Accounts  payable and accrued  expenses  consisted of the following at March 31,
2005:

       Accounts payable            $ 98,283

       Accrued interest              56,751

       Accrued salaries              14,647

       Accrued professional fees    120,716

       Miscellaneous accruals         5,000
                                   --------

                Total              $295,397
                                   ========


DEFERRED REVENUES

      Deferred   revenues  at  March  31,  2005  consist  of  prepaid   software
      maintenance  and support  charges  which are  amortized  ratably  over the
      remaining duration of the underlying maintenance agreements.

LOANS PAYABLE

      The Company  and  Magnitude,  Inc.  had  borrowings  under short term loan
      agreements with the following terms and conditions at March 31, 2005:

      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
      March 31,  2005 and no  demand  for  payment  has been
      made.                                                     $       75,000
                                                                --------------

         Total                                                  $       75,000
                                                                ==============

NOTES PAYABLE


      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 non-converted notes outstanding at March 31,
      2005 is $25,000. Attempts to locate the holder of this
      note,   to   settle   this   liability,    have   been
      unsuccessful.                                             $       25,000
                                                                --------------

         Total                                                  $       25,000
                                                                ==============


                                                                               9
<PAGE>


               MAGNITUDE INFORMATION SYSTEMS, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2005

LONG-TERM DEBT

      Long-term debt as of March 31, 2005 is comprised of the following:

      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,  subsequently
      increased to 10%, 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 $174,890  payable
      on demand,  and a portion of $100,000  due and payable
      on January 2, 2005.  During the first quarter of 2004,
      $175,000  was  repaid and the  maturity  of the unpaid
      balance  was  changed  to  January  1,  2005,  and  is
      currently due upon demand. 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 $0.06 per common share equivalent.            $       99,890

      Discounted  present  value of a  non-interest  bearing
      $70,000   settlement   with  a  former   investor   of
      Magnitude,  Inc.  to  be  paid  in  24  equal  monthly
      payments commencing July 1, 1997. The imputed interest
      rate used to discount  the note is 8% per annum.  This
      obligation is in default.                                         33,529
                                                                --------------

         Total                                                         133,419

            Less current maturities                                    133,419
                                                                --------------
            Long-term debt, net of current maturities           $         --
                                                                ==============

INCOME TAXES

      The  Company's  total  deferred tax asset and  valuation  allowance are as
      follows:

                                              December 31,
                                                  2004
                                              -----------
      Total deferred tax asset, non-current   $ 7,882,000
      Less valuation allowance                 (7,882,000)
                                              -----------
      Net deferred tax asset, non-current     $      --
                                              ===========

      At December 31, 2004, the Company had available approximately  $24,377,000
      of net operating losses to  carry-forward  and which may be used to reduce
      future federal  taxable  income and expire  between  December 31, 2007 and
      2024.

      At December 31, 2004, the Company had available  approximately  $3,616,000
      of net operating losses to  carry-forward  and which may be used to reduce
      future state taxable income which expire December 31, 2011.


                                                          10

<PAGE>


     MAGNITUDE INFORMATION SYSTEMS, INC. AND SUBSIDIARY
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                       MARCH 31, 2005

CAPITALIZED LEASE OBLIGATIONS

      The Company leases office equipment under a  non-cancelable  capital lease
      agreement  expiring in January 2006. The capital lease obligation has been
      recorded at the present value of future minimum lease payments, discounted
      at an  interest  rate of  6.00%.  The  capitalized  cost of  equipment  at
      December 31, 2004 amounted to $2,442 net of  accumulated  depreciation  of
      $6,067.

      The  following is a schedule of minimum  lease  payments due under capital
      leases at December 31, 2004:

      Total minimum capital lease payments                             $3,349
      Less amounts representing interest                                  115
                                                                       ------
      Present value of net minimum capital lease payments               3,234
      Less current maturities of capital lease obligations              2,978
                                                                       ------
      Obligations under capital leases, excluding current maturities   $  256
                                                                       ======

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 expired on March 31,  2005.  The Company has
      recently  negotiated a lease renewal which  extended the term of the lease
      to March 31, 2007 at a monthly rental of $10,000.

      Under the lease agreement,  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,
              ------------------------
                                                                $      101,309
                        2005                                    $      120,000
                        2006                                            30,000
                                                                --------------
                        2007
                                   Total minimum payments       $      251,309
                                                                ==============

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.

RELATED PARTY TRANSACTIONS

      The Company did not record any Related Party transactions during the first
      quarter in 2005.


                                                                              11

<PAGE>


Item 2.

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Results of Operations:

Our  marketing  efforts  during  the  quarter  were  focused on  broadening  our
cooperative  programs with our strategic partners Aon Risk Services Division and
U.S.  HealthWorks  whereby Magnitude will jointly market our  ErgoEnterprise(TM)
software solutions to clients of both firms. We expect these ventures to produce
tangible  results in terms of software  licensing  contracts during the upcoming
quarters in 2005.  No such sales were as yet recorded  during the first  quarter
ended March 31, 2005 which  yielded  revenues of only  $19,264,  compared to the
$44,580 achieved in the first quarter of 2004.

Gross  profits for the quarter  amounted to negative  $17,103,  as a result of a
fixed charge for  amortization  of certain  proprietary  software  assets.  Such
software  assets  underlie the Company's  products and are being  amortized on a
straight  line  over 10 years,  resulting  in a level  charge  of  approximately
$12,000 per month to  cost-of-goods-sold.  Our expense  and cost  structure  was
essentially  unchanged from prior periods,  and, after  deducting  selling - and
general and administrative  expenses of $587,643 which  significantly  decreased
from the $702,342  recorded in 2004,  the Company  realized an operating loss of
$604,746,  compared to an  operating  loss of $696,717 in 2004.  The decrease in
expenses  was  primarily   attributable  to  lesser   expenditures  in  non-cash
transactions for compensation  and services.  Non-operating  income and expenses
consisted  of  $3,180  net  interest   expense  and  a  credit  of  $17,537  for
cancellation  of accruals for prior year  expenses.  The period result was a net
loss of $591,019, compared to a loss of $702,513 for the same periods in 2004.

After  accounting  for dividend  accruals on outstanding  preferred  stock which
totaled $28,379 the net loss for the quarter  applicable to common  shareholders
was $619,398 or less than $0.01 per share,  compared to a loss of  $1,476,329 or
$0.02 per share for the same quarter in the previous year.

Liquidity and Capital Resources

In the absence of cash flow from operations, required working capital to finance
ongoing  operations was supplied almost  entirely from new equity  capital.  The
Company attracted almost $670,000 in new equity funding in the form of cash.

At March 31,  2005,  the  deficit in working  capital  amounted  to  $707,462 as
compared to  $977,831  at December  31,  2004.  Stockholders'  equity  showed an
impairment  of $246,825 at the end of the quarter,  compared to an impairment of
$480,228 at the beginning of the year.  The negative  cash flow from  operations
totaled  approximately  $469,000  and was  substantially  financed by new equity
which was obtained through private  placements.  The new equity  placements were
consummated  by  issuance of common  stock and  convertible  preferred  stock to
accredited private investors in the United States.  Details of such transactions
can be found in the "Changes and Issuance of Securities" section of this report.
In April 2005 the Company had filed a new  registration  statement  on Form SB-2
and amendments to three previously filed  registration  statements on Form SB-2,
all of which  covered  common  shares  directly  issued as well as common shares
underlying the previously issued  convertible  preferred stock and warrants,  in
connection with these and prior financing transactions.  These filings were made
on behalf of certain  investors  in the  Company's  equities and proceeds of any
sales of such registered securities will accrue entirely to such investors.

At the time of this submission,  the Company had no bank debt. At March 31, 2005
its short-term liabilities, aside from trade payables and accruals, consisted of
certain   notes  and  loans   aggregating   approximately   $233,000   of  which
approximately  $100,000 was owed to the chairman and chief executive  officer of
the Company in form of a demand note (see "Related Party Transactions"). Current
liabilities  include $501,466 unpaid  dividends on outstanding  preferred stock.
Such dividends will be paid only if and when capital  surplus and cash-flow from
operations  are  sufficient to cover the  outstanding  amounts  without  thereby
unduly  impacting  the Company's  ability to continue  operating and growing its
business.

Current cash reserves and net cash flow from operations expected during the near
future are  inadequate  when measured  against  present and  anticipated  future
needs.  In order to remedy the resulting  liquidity  constraints and address any
"going-concern"  issues,   management  is  currently  negotiating  with  several
financing sources with the goal of obtaining commitments for further investments
in form of debt or equity  capital,  to be funded  during the upcoming  quarter.
There can be no assurance,  however,  that these  negotiations  will lead to the
desired outcome.


                                                                              12

<PAGE>


Item 3. CONTROLS AND PROCEDURES

(a) Evaluation of Disclosure Controls and Procedures.

      As of the end of the period  covered by this Form  10-QSB for the  quarter
ended March 31, 2005,  an  evaluation  was  undertaken  by the  Company's  Chief
Executive Officer and Chief Financial Officer of the effectiveness of the design
and operation of the Company's disclosure controls and procedures, as defined in
Exchange  Act  Rule  13(a)-14(c),  and;  based  upon  that  evaluation,  Company
management,  including  the Chief  Executive  Officer  and the  Chief  Financial
Officer,  has concluded  that the Company's  disclosure  controls and procedures
were  effective  as of the end of the period  covered by the subject Form 10-QSB
and  ensured  that all  material  information  required to be  disclosed  in the
subject Form 10-QSB, was recorded, processed,  summarized and reported as of the
end of the period covered by the subject Form 10-QSB.

      The Company  maintains a system of internal  controls  designed to provide
reasonable   assurance  that:  (i)  the  Company's   transactions  are  properly
authorized;  (ii) the Company's  assets are protected  against  unauthorized  or
improper use, and (iii) the  Company's  transactions  are properly  recorded and
reported,  all to permit the  preparation  of complete  and  accurate  financial
statements in conformity with generally accepted accounting principles.

(b) Changes in Internal Control over Financial Reporting

      Since the date of the most recent  evaluation  of the  Company's  internal
controls by the Chief Executive Officer and Chief Financial Officer,  there have
not been any  significant  changes in the Company's  internal  controls or other
factors  for the period  covered by the  subject  Form  10-QSB  that  materially
affected or were likely to materially affect the Company's internal control over
financial reporting.


                                                                              13

<PAGE>


PART II - OTHER INFORMATION

Item 1 LEGAL PROCEEDINGS

      On March 21, 2005, the Company filed a patent infringement lawsuit in the
United States District Court, District of New Jersey, against Niche Software,
Ltd. of New Zealand, alleging that its software product called Workplace(TM)
willfully infringed on the Company's patent underlying its ErgoEnterprise(TM)
product line. The Company intends to vigorously prosecute its infringement
claims against this infringer. Except for this infringement lawsuit, the Company
is not a party in any legal proceedings.

Item 2 UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

      a)    Issuance of unregistered securities

            During the quarter  ended  March 31,  2005,  the Company  issued the
            following unregistered securities:

            (i)   7,250,000 shares of common stock,  accompanied by warrants for
                  the purchase of 7,810,000  common shares,  exercisable  during
                  three  years at the  price  of  $0.15  per  share,  to  eleven
                  accredited    investors    pursuant   to   private   placement
                  subscriptions,  issued in reliance  upon  exemptions  provided
                  under Section 4(2), Rule 506 of Regulation D of the Securities
                  Act,  altogether  resulting  in the  receipt by the Company of
                  $670,000 in cash.

            (ii)  1,600,000  shares of  common  stock to three  consultants  for
                  investor relations and general business consulting services.

      (b)   Not applicable

      (c)   None


Item 3 DEFAULTS UPON 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   $488,000.   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 SECURITY HOLDERS

      -     None

Item 5 OTHER INFORMATION

      -     None


                                                                              14

<PAGE>


Item 6 EXHIBITS AND REPORTS ON FORM 8-K

      (a)   Exhibits

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

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

            (31.1) - Certification of Steven D. Rudnik, Chief Executive Officer,
            pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

            (31.2) - Certification of Joerg H. Klaube,  Chief Financial Officer,
            pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

            (32.1) - Certification of Steven D. Rudnik, Chief Executive Officer,
            pursuant  to  Sections  906 of the  Sarbanes-Oxley  Act of 2002,  18
            U.S.C. Section 1350

            (32.2) - Certification of Joerg H. Klaube,  Chief Financial Officer,
            pursuant  to  Sections  906 of the  Sarbanes-Oxley  Act of 2002,  18
            U.S.C. Section 1350

      (b)   Reports on Form 8-K:

            On March 21, 2005, the Company filed a report on Form 8-K, informing
            about a press  release in  reference to a patent  infringement  suit
            filed by the Company.

            On March 24, 2005, the Company filed a report on Form 8-K, informing
            about  a press  release  announcing  a  marketing  and  distribution
            agreement with U.S. HealthWorks, GA.


                                                                              15

<PAGE>


                                   SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant has duly caused this report on Form 10-QSB to be signed on its behalf
by the undersigned, thereunto duly authorized.


                                      MAGNITUDE INFORMATION SYSTEMS, INC.




Date:   May 12, 2005                  By: /s/  Steven D. Rudnik
                                          ------------------------------------
                                          Steven D. Rudnik
                                          Chairman and Chief Executive Officer



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