UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                            Washington, DC 20549-1004

                                   Form 10-QSB

                                   (Mark One)

 [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
                                   Act of 1934


                  FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2001

                                       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 0-26455

                                ISECURETRAC CORP.
                     ---------------------------------------
                     (Exact name of small business issuer as
                            specified in its charter)
                           (formerly Advanced Business
                                 Sciences, Inc.)

           DELAWARE                                      87-0347787
-------------------------------             ------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

                              3345 No.107th STREET
                              OMAHA, NEBRASKA 68134
                                 (402) 498-2734
               ---------------------------------------------------
               (Address, including zip code, and telephone number,
                      including area code, of registrant's
                           principal executive office)


Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Securities  Exchange  Act  during the past 12 months (or for
such shorter period that the registrant was required to file such reports),  and
(2) has been subject to such filing requirements for the past 90 days.
YES [X] NO [ ]

The number of issuer's shares outstanding as of July 27, 2001, was 19,684,969.

Transitional Small Business Disclosure Form (Check One): YES  [  ]  NO  [X]

<PAGE>


PART I.  FINANCIAL INFORMATION
ITEM 1.  FINANCIAL STATEMENTS

ISECURETRAC CORP
(A DEVELOPMENT STAGE COMPANY)
CONDENSED CONSOLIDATED BALANCE SHEETS

                                                  (unaudited)
                                                     June 30,    December 31,
               ASSETS                                 2001          2000
                                                  ---------------------------

Current Assets
  Cash .........................................   $    41,684    $    55,027
  Trade accounts ...............................        11,858         22,159
  Inventories ..................................            --        192,333
  Prepaid Expenses and other ...................         5,772          5,725
                                                   --------------------------
        Total current assets ...................        59,314        275,244
                                                   --------------------------

Leasehold Improvements and Equipment ...........       566,578      1,283,171
  Less accumulated depreciation ................       468,769        977,079
                                                   --------------------------
                                                        97,809        306,092
                                                   --------------------------

Product Development Costs .....................        567,034        381,770
Other Assets ..................................         13,302         27,280
                                                   -------------------------

        Total assets ..........................    $   737,459    $   990,386
                                                   ==========================

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities
  Notes payable ...............................      7,824,844      6,206,506
  Current maturities of long-term debt ........        669,725        632,685
  Accounts payable and accrued expenses .......        475,957        449,441
  Accrued interest payable ....................        336,003        254,115
                                                   --------------------------
        Total Current Liabilities .............      9,306,529      7,542,747
                                                   --------------------------

Long-term debt, less current maturities .......        578,093        752,362
                                                   --------------------------
Commitments and contingency

Stockholders' (Deficit)
  Preferred stock .............................             --             --
  Common stock ................................         19,677         18,747
  Additional paid-in capital ..................     14,419,865     12,532,907
  Deficit accumulated during the development ..    (23,586,705)   (19,856,377)
                                                   --------------------------
        Total stockholders'  (deficit) ........     (9,147,163)    (7,304,723)
                                                   --------------------------
        Total liabilities and stockholders'
        (deficit) .............................    $   737,459    $   990,386
                                                   ==========================

See Notes to Condensed Consolidated Financial Statements
<PAGE>

ISECURETRAC CORP
(A DEVELOPMENT STAGE COMPANY)
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

<TABLE>
                                                THREE MONTHS ENDED              SIX MONTHS ENDED
                                                     June 30,                       June 30,
                                           ----------------------------    ----------------------------
                                               2001            2000            2001           2000
                                           ----------------------------    ----------------------------
<S>                                        <C>             <C>             <C>             <C>
Revenues ...............................   $     18,198    $     49,686    $     47,432    $    111,600
Cost of sales ..........................         18,549          39,331         107,220          82,141
                                           ------------------------------------------------------------
        Gross profit (loss) ............           (351)         10,355         (59,788)         29,459

Expenses:
  Research and development..............        164,517          52,039         350,375         104,275
  Sales and marketing ..................         15,078          31,655          40,075          89,801
  General and administrative ...........        469,455         373,208       1,354,802         764,971
                                           ------------------------------------------------------------
        Total expenses .................        649,050         456,902       1,745,252         959,047
                                           ------------------------------------------------------------

        Operating (loss) ...............       (649,401)       (446,547)     (1,805,040)       (929,588)

Other income (expense):
  Interest income ......................              1              --              25              93
  Interest expense .....................       (203,456)       (182,735)       (391,168)       (273,195)
            Loan acquisition expense ...       (878,332)       (251,262)     (1,534,144)       (251,262)
                                           ------------------------------------------------------------
            Total other income (expense)     (1,081,787)       (433,997)     (1,925,287)       (524,364)
                                           ------------------------------------------------------------

            (Loss) before provision for      (1,731,188)        (880,544)    (3,730,327)     (1,453,952)
            Provision for income taxes .             --               --             --              --
                                           ------------------------------------------------------------
Net (loss) .............................   $ (1,731,188)   $   (880,544)   $ (3,730,327)   $ (1,453,952)
                                           ============================================================

Net (loss) per share - basic and diluted   $      (0.09)   $      (0.05)   $      (0.20)   $      (0.11)
                                           ============================================================

Weighted average shares outstanding ....     19,605,811      13,543,958       19,126,995     13,543,958
                                           ============================================================
</TABLE>
See Notes to Condensed Consolidated Financial Statements
<PAGE>


ISECURETRAC CORP
(A DEVELOPMENT STAGE COMPANY)
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
<TABLE>

                                                                               SIX MONTHS ENDED
                                                                                   June 30
                                                                         --------------------------
                                                                             2001           2000
                                                                         --------------------------
<S>                                                                      <C>            <C>
Net cash flows (used in) operating activities ........................   $(1,364,121)   $  (994,119)
                                                                         --------------------------

Net cash (used in) investing activities ..............................      (303,873)       (40,724)
                                                                         --------------------------

Cash flows from financing activities:
  Increase in notes payable ..........................................     1,723,630      1,024,867
  Other ..............................................................       (68,979)         2,853
                                                                         --------------------------
        Net cash provided by financing activities ....................     1,654,651      1,027,720
                                                                         --------------------------

        (Decrease) in cash ...........................................       (13,343)        (7,123)

Cash and cash equivalents, beginning of period .......................        55,027          7,843
                                                                         --------------------------
Cash and cash equivalents, end of period .............................   $    41,684    $       720
                                                                         ==========================

Supplemental Disclosures of Cash Flow Information:
  Cash payments for:
    Interest .........................................................   $   309,280    $   273,195
    Taxes ............................................................            --             --

Supplemental Disclosure of Noncash Investing and Financing Activities:
  Issuance of common stock in lieu of payment on long-term debt ......   $   168,167    $        --
</TABLE>
See Notes to Condensed Consolidated Financial Statements
<PAGE>


ISECURETRAC CORP
(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


1. GENERAL

The condensed  balance  sheet of  iSECUREtrac  Corp ("iST" or the  "Company") at
December 31, 2000 has been taken from audited consolidated  financial statements
at that date and condensed.  The condensed consolidated financial statements for
the three and six months  ended  June 30,  2001 and for the three and six months
ended June 30, 2000 are unaudited and reflect all normal and recurring  accruals
and  adjustments  which are, in the opinion of management,  necessary for a fair
presentation of the financial position, operating results and cash flows for the
interim periods presented in this quarterly report.  The condensed  consolidated
financial  statements  should  be  read in  conjunction  with  the  consolidated
financial  statements and notes thereto,  together with management's  discussion
and analysis of financial condition and results of operations,  contained in the
Company's Annual Report on Form 10-KSB for the year ended December 31, 2000. The
results of operations and cash flows for the three and six months ended June 30,
2001 are not  necessarily  indicative  of the results for the entire fiscal year
ending  December  31,  2001.  Where  appropriate,  items  within  the  condensed
consolidated  financial  statements  have been  reclassified  from the  previous
periods' presentation.

The accompanying financial statements of iSECUREtrac Corp, have been prepared on
a  going-concern  basis,  which  contemplates   profitable  operations  and  the
satisfaction  of  liabilities  in the  normal  course  of  business.  There  are
uncertainties  that raise  substantial doubt about the ability of the Company to
continue as a going  concern.  As shown in the  statements  of  operations,  the
Company has not yet achieved  profitable  operations.  As of June 30, 2001,  the
Company has  insufficient  working  capital to execute its business plan.  These
items raise  substantial doubt about the ability of the Company to continue as a
going  concern.  Management  plans  to  continue  financing  development  of the
Company's technology through the plan described herein.

Management presently believes that the Company is in the final development stage
of its electronic  tracking and monitoring  devices and the delivery of services
relating to these devices.  Although there has been substantial  progress in the
development of this technology,  the Company does not have any significant sales
and there can be no assurance that the Company will have any significant sales.

The Company's  continuation  as a going concern is dependent upon its ability to
satisfactorily  meet its debt obligations,  meet its product  development goals,
secure new financing and generate  sufficient  cash flows from  operations.  The
financial  statements  do not include  any  adjustments  that might  result from
outcome of these uncertainties.

2. CURRENT STOCKHOLDERS' EQUITY TRANSACTIONS

Board  members were  compensated  in total with 31,635 shares of stock valued at
$11,000 for attending  the second  quarter board  meetings.  Ken Macke,  retired
Chairman  and CEO of Dayton  Hudson  Corp.,  was also  compensated  for being an
Advisor to the Board of Directors.  He received 59,486 shares of stock valued at
$19,231 for attending (2) second quarter board meetings.

In April of 2001,  the Company  issued 471,191 shares of its common stock valued
at $94,238 to (2) different  individuals by way of  extinguishing  the Company's
notes payable to them.

During the quarter ended June 30, 2001,  the Company issued 52,110 shares of its
common  stock  valued  at  $11,054  to  (1)  individual  for  extinguishing  his
promissory note by exercising his warrants.

During the quarter ended June 30, 2001, the Company issued 4,335,745 warrants to
purchase  4,335,745  shares of its common stock to stockholders for loans to the
Company and charged $878,332 to expense.

The Company at June 30, 2001 had  23,742,442  of  outstanding  stock options and
warrants  that could  potentially  dilute  basic EPS in the future that were not
included  in the  computation  of diluted  EPS  because to do so would have been
anti-dilutive for the periods presented.
<PAGE>

3. FINANCIAL STATEMENTS SINCE INCEPTION

Below is iST's condensed statement of operations from inception through June 30,
2001.

Statement of Operations                                             (Unaudited)
                                                                   Inception to
                                                                   June 30, 2001
                                                                   -------------

Revenues .......................................................   $    525,236
Cost of sales ..................................................        982,942
                                                                   ------------
        Gross (loss) ...........................................       (457,706)
                                                                   ------------

Expenses:
  Research and development .....................................      3,202,875
  Sales and marketing ..........................................      1,606,608
  General and administrative ...................................     12,102,558
                                                                   ------------
                                                                     16,912,041
                                                                   ------------

        Operating (Loss) .......................................    (17,369,747)
                                                                   ------------

Other income (expense):
  Interest income ..............................................         56,365
  Interest expense .............................................     (1,864,361)
  Loan acquisition expense .....................................     (4,950,155)
  Other, net ...................................................        (28,708)
                                                                   ------------
                                                                     (6,786,859)
                                                                   ------------

        (Loss) before provision for income taxes and
        extraordinary item .....................................    (24,156,606)
Provision for income taxes .....................................             --
                                                                   ------------
        (Loss) before extraordinary item .......................    (24,156,606)
Extraordinary item
        Gain from extinguishment of debt .......................        569,901
                                                                   ------------

        Net (loss) .............................................   $(23,586,705)
                                                                   ============
<PAGE>


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

Discussions of certain matters contained in this Quarterly Report on Form 10-QSB
may constitute  forward-looking  statements  under Section 27A of the Securities
Act  of  1933,  as  amended  (the  "Securities  Act"),  and  Section  21E of the
Securities  Exchange  Act of 1934,  as  amended,  (the  "Exchange  Act").  These
statements may involve risks and uncertainties. These forward-looking statements
relate to, among other things,  the Company's ability to secure  financing,  the
results of the Company's product development  efforts,  future sales levels, the
Company's  future  financial   condition,   liquidity  and  business   prospects
generally, perceived opportunities in the marketplace for the Company's products
and its products under  development  and the Company's  other business plans for
the future.  The actual outcomes of these matters may differ  significantly from
the outcomes expressed or implied in these forward-looking  statements and other
risks detailed in "ITEM 1.  Description  of Business  contained in the Company's
Form 10-KSB filed with the SEC March 27, 2001.

The following  discussion is intended to provide a better  understanding  of the
significant  changes in trends relating to the Company's financial condition and
results of operations.  Management's  Discussion and Analysis  should be read in
conjunction with the accompanying  Condensed  Consolidated  Financial Statements
and Notes thereto.

The Company  experienced a decline in number of individuals  being  monitored in
the first six months of 2001 when compared to the previous year activity for the
same  time  period.  The  primary  reason  for this  downward  trend is that the
Company's  development  efforts were focused on the iSECUREtrac  platform.  As a
result,  support  for the  current  products in the field were phased out in the
second quarter of 2001.  This product change  resulted in the Company  incurring
significant asset write-offs as discussed herein.

This  management  decision  will  allow  the  Company  to  replace  its  current
monitoring  operations  with a computerized  center for  communication  and data
management,  staffed only to maintain the system. The iSECUREtrac  platform will
be operated as an Application Service Provider (ASP) service, allowing agents at
existing  monitoring  centers to access and use the system to provide  the human
monitoring services.  The Company intends to complete the final design and begin
production of the series 2000 tracking unit in the third quarter of 2001. As the
Company rolls out this new product offering, its customers will have control and
responsibility to monitor the movement of their individuals or assets. Utilizing
the  Company's  GPS  tracking  products,  customers,  through a secure  Internet
connection,  will access  their  information  via the  Company's  host  website,
iSECUREtrac.  This product changeover will allow customers' greater flexibility,
ease of use and  reduced  operating  costs when  compared to the  Company's  and
competitors  current  product  offerings and pricing.  At the same time, it will
allow the Company to partner with industry-specific  service providers,  wherein
they will provide the staffing  and end-user  interaction,  and the Company will
supply the tracking technology and information reporting.

iST is a  developmental  stage  company.  As  such,  the  financial  results  of
operations  reflect  the  primary  activities  of the  Company  directed  toward
development and testing of its GPS products, principally for offender monitoring
in the criminal justice  marketplace.  The following table sets forth the number
of tracking  units  monitored  or leased for the period  indicated.  The Company
monitored  and  leased 70 units in the  second  quarter  of 2001.  In the second
quarter of 2000, the Company monitored and leased 594 units.

               Year         2nd Quarter        Year-to-date

         -------------------------------------------------------
               2000             594               1,221
               2001              70                380

Revenues

The  Company  derives  revenue  from sale of  products,  billable  services  for
monitoring,  software license fees,  equipment and software leasing, and charges
for maintenance and repair of equipment. For the three and six months ended June
30, 2001,  Revenues  decreased 63% to $18,198  compared to $49,686 for the three
month period of June 2000,  and  decreased  58% to $47,432  compared to $111,600
during the same six month  period in 2000.  The reason for the  decrease  in the
comparable periods is less units being monitored and leased in the three and six
months  ended June 30,  2001 (70 and 380  units),  as compared to (594 and 1,221
units) the same period in 2000.
<PAGE>

Cost of Sales

Cost of Sales  represents  the direct costs  associated  with the  generation of
revenue, and includes cost of goods for products which are sold, direct costs of
distribution  of software  and  equipment,  maintenance  expenses  on  equipment
repaired  under  service  agreements,  and the  direct  variable  communications
expenses  associated with the monitoring  services provided by the Company.  For
the three and six months ended June 30,  2001,  Cost of Sales  decreased  53% to
$18,549 for the second  quarter of 2001 and  increased  31% to $107,220  for the
first six months of 2001,  compared to $39,331 and $82,141  respectively  during
the same periods in 2000.  The primary reason for the lower cost of sales in the
three month period was  decreased  utilization  of the  monitoring  units in the
field, as compared to accelerated amortization over the entire six month period,
both due to the business plan change discussed herein.

Gross Profit (Loss)

For the three and six months  ended June 30, 2001,  Gross Profit  (Loss) for the
Company was $(351) and  $(59,788)  compared to a Gross Profit  (Loss) of $10,355
and $29,459 for the same periods of 2000.  The reasons for these  decreases were
lower revenues and higher Cost of Sales in the 2001 period, as discussed above.

Research and Development

Research  and  Development  expenses are the direct  costs  associated  with the
Company's  development of its  proprietary  products.  Expenses in this category
include the cost of outside contracted engineering and design, staffing expenses
for the Company's own engineers and software developers, and the actual costs of
components,  prototypes,  and testing equipment and services used in the product
development  functions.  The  Research  and  Development  expenses  increased to
$164,517 and $350,375 for the three and six months ended June 30, 2001,  up from
$52,039 and $104,275 for the same periods in 2000.  The primary  reason for this
increase was the write off of $131,831 of capitalized  product development costs
due to the business plan change  discussed  herein,  as well as various research
and  development  costs  associated  with the  development  of the  series  2000
tracking unit.

Sales and Marketing

Sales and Marketing  expenses  represent  the costs of the  Company's  sales and
marketing  staff,  travel  and  related  expenses  associated  with sales to the
Company's  customers and  prospects,  the costs of  advertising in magazines and
periodicals,  attendance at trade shows, and production of marketing and related
collateral  material.  Sales and Marketing expenses were $15,078 and $40,075 for
the three and six months  ending June 30,  2001  compared to $31,655 and $89,801
during the same periods in 2000. The decrease is the result of less  advertising
and trade show  expenses,  as well as a decrease  in Sales and  Marketing  staff
incurred  in the  first two  quarters  of 2001  when  compared  to the first two
quarters of 2000.

General and Administrative

General and  Administrative  expenses are all the indirect and overhead expenses
associated  with the  operations  of the  Company,  outside  of  those  expenses
described above. These expenses include executive, administrative and accounting
staff payroll, taxes and benefits,  rent on property, all travel not included in
the Sales and Marketing  expense,  fixed telephone  expenses,  office leases and
supplies,  and recruiting and training expense.  For the three months ended June
30,  2001,  General and  Administrative  expense  increased  to  $469,455,  from
$373,208 in the  comparable  period of 2000.  For the six months  ended June 30,
2001, General and Administrative  expense increased to $1,354,802 from $764,971,
also in the  comparable  period of 2000.  The main reasons for the three and six
month  increases was due to increases in professional  fees,  losses incurred of
$296,052 from disposal of leased  equipment  related to the business plan change
discussed herein, as well as $101,468 of compensation  costs incurred related to
employee agreements.

Operating (Loss)

For the  three  and six  months  ended  June  30,  2001,  operating  (loss)  was
$(649,050) and $(1,805,040),  compared to $(446,547) and $(929,588) for the same
period in 2000.  The main reason for this  decrease  was higher  expenses in the
period, as explained above.
<PAGE>

Interest Expense

For the three and six  months  ended June 30,  2001,  Interest  expense  totaled
$203,456 and $391,168,  compared to Interest expense of $182,735 and $273,195 in
the comparable periods of 2000. This interest expense increase was due to larger
outstanding balances in Company borrowings in 2001 over 2000.

Loan Acquisition Expense

For the three and six  months  ended June 30,  2001,  loan  acquisition  expense
totaled $878,332 and $1,534,144  compared to $251,262 for the comparable periods
of 2000.  This  expense was due to stock  warrants  and common  stock  issued to
various  stockholders for lending the Company money and personally  guaranteeing
the notes payable from banks.

Net (Loss)

For the three and six months ended June 30, 2001,  the Company had a Net Loss of
$(1,731,188)  and  $(3,730,327) or $(0.09) and $(0.20) per share,  compared to a
Net Loss of $(880,544) and $(1,453,952) or $(0.05) and $(0.11) per share, in the
comparable period of 2000, for the reasons described above.

Liquidity and Capital Resources

For the six months ended June 30, 2001, the Company used $(1,364,121) of cash in
operating  activities  and  another  $(303,873)  in  investing  activities.   It
generated  $1,654,651 in cash from financing  activities.  The total of all cash
flow  activities  resulted  in a  decrease  in the  balance  of  cash  and  cash
equivalents for the six month period of $(13,343).  For the same period of 2000,
the  Company  used  $(994,119)  of  cash in  operating  activities  and  another
$(40,724)  in  investing  activities.  It  generated  $1,027,720  in  cash  from
financing  activities.  The  total of all cash  flow  activities  resulted  in a
decrease in the balance of cash and cash equivalents of $(7,123).

As of June 30,  2001,  the Company had the  following  borrowing  facilities  in
place, all of which are guaranteed by various directors of the Company:

The Company has a $750,000 note payable from U.S. Bank N.A. of Omaha,  Nebraska.
The Company shall repay this loan in 35 monthly payments of $16,557 and one last
payment estimated at $369,376 beginning on July 15, 2000. The interest rate is a
variable rate based on the U.S. Bank N.A. Reference Rate (the "Index Rate") plus
two (2)  percent.  As of June 30,  2001,  the Index Rate was  currently  six and
three-fourths (6.75) percent. This loan is secured by a security interest in the
Company's tangible and intangible assets.

The Company has a $999,767 note payable from Commercial Savings Bank of Carroll,
Iowa.  The interest rate is eight and one-half  (8.50)% per annum.  This loan is
secured by a security interest in the Company's  tangible and intangible assets.
The Company renewed this note on April 5, 2001. The Company shall make 5 monthly
payments  of  $12,399  beginning  May 5,  2001,  with a final  payment of unpaid
principal and accrued interest due on October 5, 2001.

The  Company  has a note  payable of  $499,021  through  Firstar  Bank from Mary
Collison,  a director of the Company,  and $327,224 from Martin  Halbur,  also a
director  of  the  Company.   Principal   on  both  notes,   $8,320  and  $5,457
respectively, along with interest of 0.250% plus prime (6.75% at June 30, 2001),
are payable on a monthly basis.

The Company has a  $1,000,000  note payable from United Bank of Iowa of Carroll,
Iowa. The loan had an original  maturity date of December 30, 1999 and has since
been  extended  until June 10,  2001.  The Company is  currently  negotiating  a
six-month extension. The interest rate is nine and one-fourth (9.25)% per annum.

The  Company  has a  $500,000  note  payable  from  Templeton  Savings  Bank  of
Templeton, Iowa. The loan is due August 16, 2001 and carries an interest rate of
nine and three-fourths (9.75)% per annum.

The Company has a $1,000,000  note  payable  from  Carroll  County State Bank of
Carroll, Iowa. The loan has a maturity date of September 6, 2001 and an interest
rate of ten  and  one-half  (10.50)  percent.  Interest  only  payments  are due
beginning June 6, 2001 and continue on a quarterly basis.
<PAGE>

The Company has a $37,326 note payable from  Nebraska  State Bank of Omaha.  The
loan matures on August 24, 2001 and carries an interest rate of ten and one-half
(10.50)  percent.  Payments of $1,245 for principal and interest are due monthly
with the unpaid balance due at maturity.

The Company has a $1,000,000  note payable from Wells Fargo Bank.  Interest only
payments due monthly  beginning May 23, 2001. The note matures on April 23, 2002
and carries an interest  rate per annum equal to the prime rate.  As of June 30,
2001, the prime rate is six and three-fourths (6.75)%.

The  majority  of the  Company's  remaining  notes  payable and  long-term  debt
consists of amounts  owed to  individuals,  primarily  directors of the Company,
which mature within one year and carry interest rates ranging from 8% to 11.5%.

The Company is a development stage business and has not yet achieved  profitable
operations.  The Company lacks sufficient operating capital, and intends to fund
its ongoing  development  and  operations  through a  combination  of additional
equity capital and further borrowings.  As of June 30, 2001, the Company did not
have  commitments  for either debt or share  purchases  to meet its planned 2001
operating capital requirements.

Significant Agreements

The  Company  entered  into an  agreement  on March  27,  2001  with  Telemarket
Resources   International   to  provide   the   Company   new   Internet   based
iSecureTrack(TM) enterprise software. ISecureTrack(TM) will facilitate satellite
tracking  and  monitoring  of  people  and  assets,   worldwide,   using  global
positioning system (GPS) and Internet technology.

The Company  entered into an  agreement  on February  04, 2001 with  Electronics
Manufacturing  Technology  for the final design and  production of the Company's
global  positioning system (GPS) Personal Tracking Unit (PTU) and asset tracking
unit.

ISECUREtrac  entered  into a  worldwide  non-exclusive  license  agreement  with
DMATEK,  LTD of Israel.  The license  agreement of  iSECUREtrac's  patents gives
Dmatek the rights to design,  manufacture,  sell and distribute products for the
purpose of people tracking on a worldwide basis for the life of the patents.  In
return for the  license  grant,  iST  receives  an initial  license fee and will
receive  royalty  payments from product sales made by Dmatek and its  affiliates
that  utilize  the iST  patents.  Both  parties  signed,  dated and closed  this
agreement on June 13, 2001.

The Company  announced that it was awarded its second patent,  6,100,806,  which
issued  8/8/2000.  The patent  compliments  the previous patent  6,072,396.  The
patent covers the Company's  proprietary GPS based tracking product.  The patent
was written broadly enough to allow iST to aggressively  protect its position in
the criminal  justice market,  as well as cover AVL,  asset,  and other tracking
markets.


<PAGE>


PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

On December 20, 2000, iST, a Nebraska  corporation,  filed a patent infringement
lawsuit against the Defendant, Pro Tech Monitoring,  Inc, (Pro Tech), a Delaware
corporation  located  in Palm  Harbor,  Florida.  The case was  filed in  Omaha,
Nebraska in the United States Federal District Court, Case No. 8:00-CV-624.  iST
contends that Pro Tech, who provides product to the criminal  justice  industry,
is infringing on the iST patents  covering the Company's  proprietary  GPS based
tracking  system.  On January 31, 2001,  Pro Tech filed a declaratory  judgement
action  against iST in the United States  Federal  District Court for the Middle
District of Florida,  Tampa  Division,  Case No.  8:01-CV-216-T-17MSS.  Pro Tech
claims in this action that its product and methods do not infringe  upon the iST
patents.  iST and Pro Tech dispute the proper venue between Nebraska and Florida
for purposes of determining infringement of the iST patents. iST will vigorously
defend against the complaint filed by Pro Tech and will aggressively protect its
Intellectual Property.

On July 16, 2001 the United States  Federal  District  Court  dismissed Case No.
8:00-CV-624 without prejudice. As a result of this dismissal,  the Company filed
a response  and  counter  claim to Case No.  8:01-CV-216-T-17MSS  in the Federal
District Court for the Middle District of Florida.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

Board  members were  compensated  in total with 31,635 shares of stock valued at
$11,000 for attending the second  quarter board  meetings.  The 31,635 shares is
comprised of one board  member  receiving  2,909 shares of 04/18/01,  four board
members receiving 4,132 shares each on 04/26/01, and six board members receiving
2,033 each on 06/28/01.  Ken Macke,  retired  Chairman and CEO of Dayton  Hudson
Corp., was also  compensated for being an Advisor to the Board of Directors.  He
received 2,593,  34,435,  4,174 and 18,284 shares  respectively on 04/02, 04/25,
05/18  and 06/28 for a total of 59,486  shares of stock  valued at  $19,231  for
attending (2) second quarter board meetings.

On April 18th of 2001,  the Company  issued  471,191  shares of its common stock
valued at $94,238  to (2)  different  individuals  by way of  extinguishing  the
Company's notes payable to them.

On June 14, 2001, the Company issued 52,110 shares of its common stock valued at
$11,054 to (1) individual for  extinguishing  his promissory  note by exercising
his warrants.

On April 14, 2001, April 23, 2001 and April 29, 2001, the Company issued 48,975,
4,065,041 and 221,729 warrants to purchase  4,335,745 shares of its common stock
to stockholders for loans to the Company and charged $878,332 to expense.

The Company claims  exemption  under the Securities Act of 1933 Section 4(2) for
the equity transactions which took place in the second quarter of 2001.


ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

The Company held its 2001 Annual Meeting of  Stockholders  on June 15, 2001. All
matters placed before  security  holders  received the necessary  votes to pass.
Details of the voting results of the Company's  Annual Meeting are  incorporated
by reference  in a report on FORM 8-K filed by the Company  with the  Securities
and Exchange Commission dated July 10, 2001.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(A)   EXHIBITS

      11 - Computation of Earnings Per Share

(B)   REPORTS ON FORM 8-K

      Not applicable

      Items 3 and 5 are not applicable and have been omitted.
<PAGE>


                                    SIGNATURE

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

                                       ISECURETRAC CORP



Date:    August 14, 2001        By:   /s/ James E. Stark
                                      ------------------------------------------
                                      James E. Stark
                                      Vice President and Chief Financial Officer