U. S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

[X]  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934

                  For the quarterly period ended June 30, 2001

[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934

             For the transition period from __________ to __________

                         Commission file number: 0-28471


                             ENTRADA SOFTWARE, INC.
                 (Name of small business issuer in its charter)

            NEVADA                                               86-0968364
(State or other jurisdiction of                                (IRS Employer
 incorporation or organization)                              Identification No.)

                              7825 E. GELDING DRIVE
                            SCOTTSDALE, ARIZONA 85260
                    (Address of principal executive offices)

                                 (480) 607-3535
                            Issuer's telephone number

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

     The number of shares  outstanding of the  registrant's  common equity as of
June 30, 2001 was 7,381,676 shares of common stock, par value $.001.

     Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X]

                             ENTRADA SOFTWARE, INC.
                           INDEX TO FORM 10-QSB FILING
                       FOR THE QUARTER ENDED JUNE 30, 2001

                                TABLE OF CONTENTS


PART I.  FINANCIAL INFORMATION                                              PAGE
                                                                            ----
Item 1.  Financial statements                                                  3

         Balance sheet at June 30, 2001                                        3

         Statement of operations for the three months and
         six months ended June 30, 2001 and 2000                               4

         Statement of cash flows for the six months
         ended June 30, 2001 and 2000                                          5

         Notes to the financial statements                                     6

Item 2.  Management's discussion and analysis of financial condition
         and results of operations                                             7

PART II. OTHER INFORMATION

Item 2.  Changes in securities                                                12

Item 4.  Submission of Matters to Vote of Security Holders                    12

Item 6.  Exhibits and reports of Form 8-K                                     12

Signatures                                                                    13

                                        2

                          PART I. FINANCIAL INFORMATION


ITEM 1. FINANCIAL STATEMENTS

                             ENTRADA SOFTWARE, INC.
                                  BALANCE SHEET
                                  JUNE 30, 2001



                                     ASSETS
                                                                          
Current assets
  Cash and cash equivalents                                                  $       778
  Accounts receivable                                                             54,791
  Prepaid expenses and deposits                                                   15,511
                                                                             -----------
       Total current assets                                                       71,080
                                                                             -----------

Furniture, fixtures and equipment                                                155,974
Less accumulated depreciation                                                    (37,866)
                                                                             -----------
       Net furniture, fixtures and equipment                                     118,018
                                                                             -----------

Deposits                                                                          27,238
Intellectual property, net                                                        24,810
                                                                             -----------
       Total assets                                                          $   241,236
                                                                             ===========

                      LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
  Accounts payable and accrued expenses                                      $   258,875
  Deferred revenue                                                                75,638
  Notes payable                                                                  360,626
                                                                             -----------
       Total current liabilities                                                 695,139
                                                                             -----------

Other liabilities                                                                 67,181
                                                                             -----------
       Total liabilities                                                         762,310
                                                                             -----------
Stockholders' equity
  Serial preferred stock, $.001 par value; authorized 5,000,000 shares
  Series A convertible preferred stock, $.001 par value; $1.00
   liquidation preference, 250,000 shares authorized, issued and
   outstanding                                                                       250
  Series B convertible preferred stock, $.001 par value; $1.00
   liquidation preference, 1,700,000 shares authorized, 600,029
   issued and outstanding                                                            600
  Common stock; $.001 par value, authorized 70,000,000 shares,
   7,381,676 shares issued and outstanding                                         7,381
  Paid in capital                                                              2,223,017
  Accumulated deficit                                                         (2,711,084)
                                                                             -----------
       Total stockholders' equity                                               (521,074)
                                                                             -----------
       Total liabilities and stockholders' equity                            $   241,236
                                                                             ===========


   The accompanying notes are an integral part of these financial statements.

                                        3

                             ENTRADA SOFTWARE, INC.
                            STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 2001 AND 2000



                                               THREE MONTHS ENDED JUNE 30,      SIX MONTHS ENDED JUNE 30,
                                               ---------------------------     --------------------------
                                                  2001           2000             2001           2000
                                               -----------    -----------      -----------    -----------
                                                                                  
Support and license revenue                    $    19,321    $     6,999      $    32,296    $    13,998

Operating expenses:
  Administration, finance and general              190,649        157,005          371,291        300,021
  Sales and marketing                               63,540        155,864          212,817        271,635
  Research and development                         215,835        137,887          308,121        209,551
  Customer support                                  13,014                          13,014
                                               -----------    -----------      -----------    -----------
       Total operating expenses                    483,038        450,756          905,243        781,207
                                               -----------    -----------      -----------    -----------

       Loss from operations                       (463,717)      (443,757)        (872,947)      (767,209)
                                               -----------    -----------      -----------    -----------
Other income (expense)
  Interest expense                                  (8,201)        (1,102)         (13,154)        (2,203)
  Interest income                                                   9,308                          12,858
                                               -----------    -----------      -----------    -----------
       Total other income (expense)                 (8,201)         8,206          (13,154)        10,665
                                               -----------    -----------      -----------    -----------

       Net loss                                $  (471,918)   $  (435,551)     $  (886,101)   $  (756,554)
                                               ===========    ===========      ===========    ===========
Loss per common share
  Basic                                        $      (.06)   $      (.06)     $      (.11)   $      (.11)
                                               ===========    ===========      ===========    ===========
  Diluted                                      $      (.06)   $      (.06)     $      (.11)   $      (.11)
                                               ===========    ===========      ===========    ===========
Weighted average number of shares outstanding:
  Basic                                          7,381,626      7,343,400        7,381,626      7,114,445
                                               ===========    ===========      ===========    ===========
  Diluted                                        7,381,626      7,343,400        7,381,626      7,114,445
                                               ===========    ===========      ===========    ===========


   The accompanying notes are an integral part of these financial statements.

                                        4

                             ENTRADA SOFTWARE, INC.
                             STATEMENT OF CASH FLOWS
                 FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000


                                                      SIX MONTHS ENDED JUNE 30,
                                                    ---------------------------
                                                       2001            2000
                                                    -----------     -----------
Cash flows from operating activities:
  Net loss                                          $  (886,101)    $  (756,554)
  Adjustments:
    Depreciation and amortization                        16,671           7,225
    Stock issued for services                            22,951           6,000
    Changes in assets and liabilities:
     Prepaid expenses and deposits                      (70,885)        (71,623)
     Deferred revenue                                    38,138         (13,998)
     Payables, accruals and other liabilities           106,505          68,661
                                                    -----------     -----------
         Net cash used in operating activities         (772,721)       (760,289)
                                                    -----------     -----------
Cash flows from financing activities:
  Proceeds from notes                                   420,000
  Sale of common and preferred stock                    375,786       1,159,101
                                                    -----------     -----------
         Net cash provided by financing activities      795,786       1,159,101
                                                    -----------     -----------
Cash flows from investing activities:
  Purchase of furniture, fixtures and equipment         (14,941)        (77,553)
  Purchase of intangible assets                         (11,570)         (6,382)
                                                    -----------     -----------
         Net cash used in investing activities          (26,511)        (83,915)
                                                    -----------     -----------

Net increase (decrease) in cash                          (3,446)

Cash, beginning of period                                 4,224         314,897
                                                    -----------     -----------
Cash, end of period                                         778         211,088
                                                    ===========     ===========
Non-cash financing transaction:
  Notes payable converted to preferred stock        $   192,000              --
                                                    ===========     ===========
Supplemental disclosure of cash flow information:
  Cash paid for interest                                     --     $     2,203
                                                    ===========     ===========

   The accompanying notes are an integral part of these financial statements.

                                        5

                             ENTRADA SOFTWARE, INC.
                        NOTES TO THE FINANCIAL STATEMENTS
                                  JUNE 30, 2001


(1) BASIS OF PRESENTATION:

     The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles "GAAP" for interim
financial information and the instructions to Form 10-QSB. Accordingly, they do
not include all the information and footnotes required by GAAP for complete
financial statements. In the opinion of management, all adjustments (which
include only normal recurring adjustments) necessary for a fair presentation of
the results for the interim period presented have been made. The results for the
three-month and six-month periods ending June 30, 2001 may not necessarily be
indicative of the results for the entire fiscal year. These financial statements
should be read in conjunction with the Company's financial statements and notes
in the Company's annual report on Form 10-KSB for the year ended December 31,
2000.

(2) STOCKHOLDERS' EQUITY:

EMPLOYEE STOCK OPTION PLAN

     The 1999 Equity Incentive Plan reserves 2,100,000 shares of common stock
for option and stock grants, and expires September 30, 2009. As of June 30,
2001, the Company had granted options for 1,071,626 shares with vesting periods
of from three months to four years, and exercise prices of $.50 to $2.50 per
share. Options to purchase 314,626 shares had vested and were exercisable, and
none had been exercised.

WARRANTS

     In connection with financing arrangements, the Company has issued 682,212
warrants to purchase common stock. At June 30, 2001, such warrants generally
enabled the holder to purchase common stock for $1.00 per share for a period of
two years.

(3) NOTES PAYABLE:

     At June 30, 2001 the Company had approximately $360,000 of convertible
notes payable that are due by September 30, 2001. All the notes were with either
officers of the Company or other individuals working closely with the Company.
Note holders have generally indicated that they intend to either extend the due
dates of the notes, or convert the notes to preferred stock.

                                        6

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

     The following discussion contains forward-looking statements that involve
risks and uncertainties. These forward-looking statements include, but are not
limited to, statements regarding future events and our plans and expectations.
If any of our assumptions on which the statements are based prove incorrect or
should unanticipated circumstances arise, our actual results could differ
materially from those anticipated by such forward-looking statements. In
addition, our actual results and the timing of events could differ materially
from those anticipated in these forward looking statements as a result of a
number of factors, including those set forth under Factors Affecting Future
Performance below and under "Description of Business," "Competition," "Factors
Affecting Future Performance" and elsewhere in our SEC filings, including our
annual report on Form 10-KSB. We undertake no obligation to publicly update,
review or revise any forward-looking statement to reflect any change in our
expectations or any change in events, conditions or circumstances on which these
statements are based. Our filings with the SEC, including the Form 10-KSB, may
be accessed at the SEC's Web site, www.sec.gov.

OVERVIEW

     Entrada Software develops and markets a suite of business applications
software that enables dramatic improvement in quality and reduced development
cycle times for manufacturers and operators of complex products and systems.
Entrada's software gathers and delivers key product and process information for
businesses, and their suppliers and customers, and optimizes business
interactions and commerce across extended supply and value chains in ways that
existing business software systems cannot. Entrada's KINNOSA software is a
traceability system - a breakthrough solution that businesses apply to become
proactive and comprehensive in dealing with the complete life cycle of complex
products and systems. This is accomplished through our unique and trademarked
PRODUCT-CENTRIC(TM) approach. Kinnosa captures the evolving plethora of design,
development, and related business information into a structured PRODUCT
BIOGRAPHY(TM). It then enables the accumulation, analysis and exchange of
PRODUCT BIOGRAPHY(TM) information within and among the people in businesses, in
conjunction with the existing technologies and systems used by the enterprises,
without concern for global location, since the information is exchanged through
Internet portals.

     The Kinnosa portal is a single point of access that deploys instantly and
delivers information to any authorized user worldwide via the Internet. The
content is naturally tailored, based on a user's role and relationships. Whether
a supplier or customer, executive, engineer or assembler, the Kinnosa portal
delivers specific, targeted, pertinent information. With Kinnosa, manufacturers
and everyone in their entire supply and value chains can interact about any
aspect of a product or system and its associated process and business
information. In addition, users can track and record product incident data,
allowing early detection of defects or potential claims. The results are
dramatic reductions in cycle times, improved product quality, and sharpened
customer focus.

     Kinnosa has been incubated in a partnership with Motorola, Inc, is
presently installed and operational in two sites. The results have met
expectations and form the reference and technical bases for broad commercial
deployment into Entrada's target markets. We are now in the process of securing
the additional capital required to penetrate these markets.

     As part of our marketing strategy, in March 2001, we completed the
acquisition of the products and other intangible assets of the Motiva Software,
Inc. Motiva had a world-wide base of over 200 customers for its electronic
document management products, known as DESIGN GROUP and ECHANGE SOLUTIONS, and
had generated sales of over $4 million through eight months of 2000, prior to
ceasing operations in October. Through an extensive discovery, diligence, and
negotiation process, we recognized these products and the related business
opportunities as complementary to our Kinnosa products and strategies. On May
1st we began to provide technical support and upgrades for the acquired product
line.

                                        7

     Our objectives in acquiring the Motiva assets are:

     (1)  Generate immediate revenue from supporting former Motiva customers and
          users.

     (2)  Generate incremental license revenue from existing and new customers.

     (3)  Incorporate features from the Motiva products into Kinnosa, and
          vice-versa, and offer a more comprehensive suite of products.

     (4)  Selectively migrate Motiva customers to Entrada's Kinnosa product, as
          appropriate.

     While there are no assurances that we will be successful in exploiting the
value of these assets, we believe that the acquisition gives us a
market-accepted product, access to an established customer base, support and
sales revenue potential and future opportunities to sell Kinnosa products to
certain customers with which we already have relationships.

OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2001

     With the acquisition of the Motiva product line in March 2001, we focused
most of our attention on stabilizing the Motiva customer base, and establishing
a support organization capable of providing on-going technical support and
software maintenance for up to 200 world wide customers. Through July 31 we had
closed customer support contracts for over $258,000, and had over $900,000 in
support and new software license proposals outstanding. Since the support
contracts are generally for up to twelve-month periods, the associated revenue
will be recognized ratably over the contract period.

     We believe that our objectives in acquiring the Motiva product line, as
explained above, are being met. We are generating current support revenues, we
have pending proposals for additional licenses, we have established a plan for
new releases of the Motiva products that will gradually incorporate Kinnosa
functionality, and we are already receiving inquires from customers about the
migration to our Kinnosa product line.

     While we have begun generating revenue from the acquired customer base,
such revenues were insufficient to offset operating expenses. Consequently, we
had an operating loss for the period of $463,717. Total operating expenses for
the period were $483,038, of which $302,000 was personnel related, $48,000 was
spent on our marketing and promotional activities and the remainder of $133,038
was for occupancy, administrative and other costs. Despite the fact that we have
significantly increased customer-focused activities, the operating loss and
operating expenses are comparable to the same period last year when we were
completing product development and marketing studies.

OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2000

     Our operations first commenced on a very limited basis in September 1999.
Once we established our corporate offices and hired our core staff, our efforts
first focused on the product and solutions market research we needed to develop
competitive and differentiating extensions and additions to our existing core
Kinnosa product suite. We prepared marketing materials and commenced initial
exploratory market and sales activities in January 2000. Based on the
information we gathered from these efforts, we refined our messages, completed
our software extensions, and began to develop our first narrowly targeted sales
activities in the second quarter of 2000. Since the solutions sales cycle is
lengthy - up to six months - we did not anticipate the generation of any
significant revenues from customer sales during the second quarter. As a result,
we had an operating loss of $443,757 for the three months ended June 30, 2000.
Of the $450,756 of operating expenses for the period, approximately $313,786 was
related to salaries and other personnel expenses, $36,536 was spent on our
marketing program and the remainder of $100,434 was for occupancy,
administrative and other costs.

                                        8

OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2001

     We began early sales activities in the fourth quarter of 2000, and
completed our first significant sale in December 2000. While we have continued
to increase our sales activities, the sales cycle for our products is lengthy -
up to twelve months - and as such we have not realized additional revenues from
sales of Kinnosa.

     As noted above, we have begun generating revenue from the acquired customer
base, but such revenue was not sufficient to offset operating expenses.
Consequently, we had an operating loss for the period of $872,947. Total
operating expenses for the period were $905,243, of which $569,000 was personnel
related, $92,000 was spent on our marketing and promotional activities and the
remainder of $244,243 was for occupancy, administrative and other costs. Despite
the fact that we have significantly increased customer-focused activities, the
operating loss and operating expenses are comparable to the same period last
year when we were completing product development and marketing studies.

OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2000

     Because of the factors mentioned above, we had an operating loss of
$767,209 for the six months ended June 30, 2000. Of the $781,207 of operating
expenses for the period, approximately $516,264 was related to salaries and
other personnel expenses, $70,884 was spent on our marketing program and the
remainder of $180,061 was for occupancy, administrative and other costs.

LIQUIDITY AND CAPITAL RESERVES

     As expected, we had limited revenues and generated insignificant working
capital from operations for the year 2000 and for the period ended June 30,
2001. Most of the year 2000 was focused on investing in completing our products
and enhancing our market message. Limited business development activities began
late in 2000, but because of the long and careful sales process in developing
the initial market entries, no significant revenues were anticipated nor
generated through June 30, 2001. Though we began billing for products and
services related to the Motiva product line in May 2001, significant cash flow
is not expected from these activities until the third quarter. Until significant
sales revenues begin to flow, we will continue to fund operations by raising
additional equity capital. Until we are able to transition to institutional
financing, we will continue to maintain minimal cash reserves and request
additional capital from our current investors when necessary.

PLAN OF OPERATIONS FOR FISCAL YEAR 2001

     We have begun to generate initial operating revenues, both from our Kinnosa
product suite and from the Motiva acquisition. These will increase as the year
progresses, but in aggregate we expect to continue to incur net losses for the
foreseeable future and do not project a profit for the year 2001.

     During the quarter ended June 30, 2001, we raised $155,000 from the sale of
preferred stock, and received working capital loans of $300,000. In July we
received additional working capital loans of $75,000 and collections of accounts
receivable of $40,000. This capital is sufficient to fund operations until
August 15, 2001, at which time we will require additional capital..

     We have continued efforts to place up to $5 million of preferred stock.
While there are no assurances that we will be successful in raising any
significant amount in this effort, potential investors have expressed interest
in the Company and its business. If obtained, we project that this additional
capital would be sufficient to fund our operations through and beyond the
current fiscal year, ending December 31, 2001, at which time we will evaluate
revenue flows and plan additional financing. We continue to develop investment
and business relationships with our industry partners, who could provide us with
capital, material, labor support, customer relationships, and the further
development of brand identity and equity.

                                        9

FACTORS AFFECTING FUTURE PERFORMANCE

     WE HAVE A LIMITED RELEVANT OPERATING HISTORY, MAKING IT DIFFICULT TO
EVALUATE AND FORECAST OUR BUSINESS. We commenced our current operations through
the acquisition CIMsoft in September 1999. CIMsoft had been in existence since
May 1998. To date, we have had insignificant operating revenues and we have
incurred losses from operations of $1,548,690 for the year ended December 31,
2000 and $872,947 for the six-month period ended June 30, 2001. Future losses
are planned and likely to occur. Our operating history does not in itself imply
that our business plan will be successful or that we will achieve or be able to
maintain profitability.

     We will encounter numerous risks and difficulties faced by early stage
companies in the rapidly developing enterprise software markets, and we may or
may not be successful in addressing these risks. Our business strategy may or
may not be successful. As a result of our limited operating history, it is
difficult to accurately forecast future operations and plan operating expenses.
As a result, we may or may not be able to timely adjust spending to compensate
for any unexpected events. This could adversely affect our ability to achieve or
maintain profitability.

     WE ARE DEPENDENT UPON CUSTOMER ACCEPTANCE OF OUR PRODUCTS. Our ability to
meet our projections is dependent on our ability to convince prospective
customers that our products are superior to alternatives, and that we can
successfully deliver and service our products. If this proves more difficult
than expected, this will have an adverse effect upon our projected cash flow and
operations.

     LENGTHY SALES CYCLES COULD CAUSE DELAYS IN REVENUE. The period between our
initial contact with a potential customer and the purchase of our products and
services can be long and can have delays associated with the lengthy budgeting
and approval process of our customers. While we believe that the sales cycle of
our solution offering through our acquired Motiva product line will be
significantly less than the six-to-twelve month sales cycle for our initial
product, there is no demonstrated certainty that customers will buy our product
through a shorter sales cycle. An extended sales cycle could have a negative
impact on the timing of our revenues, especially our realization of any
transaction based revenues.

     We believe that a customer's decision to purchase our products and services
is discretionary, involves a significant commitment of resources, and is
influenced by customer budgetary cycles. To successfully sell our products and
services, we generally must educate and demonstrate the use and benefits of our
products to potential customers, which can require significant time and
resources. Many of our potential customers are large enterprises that generally
take longer to make significant business decisions.

     WE ARE IN A HIGHLY COMPETITIVE BUSINESS. Within our broad market space are
large, well-established and well-known companies that have substantially greater
financial, technological, promotional and other resources than we have. We may
or may not be able to compete effectively in our target market segment. We
expect competition to increase as established and emerging companies enter our
market segment, as new products and technologies are introduced, and as new
competitors enter the market. We expect that increased competition would result
in price reductions, lower gross margins and loss of our market share, any of
which could materially adversely affect our business, financial condition and
operating results.

     OUR MARKET IS SUBJECT TO RAPID CHANGES AND NEW PRODUCTS. The computer
software industry is characterized by rapid change, frequent new product
introductions, changing customer demands, evolving standards, and many other
uncontrollable trends and changes. Our future success will greatly depend upon
our ability to efficiently and effectively address changes affecting our
industry. Failure to adequately respond to these changes could materially and
adversely affect our operations and profitability.

                                       10

     WE EXPECT RAPID GROWTH, RESULTING IN SIGNIFICANT MANAGEMENT CHALLENGES. We
are an early-stage company and we expect to experience very rapid growth in our
operations. This growth will place significant pressure on our limited resources
and infrastructure. Our officers will need to implement and improve our
operational, administrative and financial systems and controls and effectively
expand, train and manage a growing employee base. For our business plan to be
successful, we will be required to manage an increasing number of relationships
with various customers and partners. If we are unable to manage our growth
effectively, our business reputation, results of operations and financial
condition could be harmed.

     WE ARE DEPENDENT UPON OUR ABILITY TO RAISE CAPITAL. Current revenues are
insufficient to fully fund our operations until we become profitable. While we
are actively seeking additional investment capital, it is possible that we may
not be successful in attracting additional capital at favorable rates, or at
all. If we are unable to raise additional capital, our business, financial
condition and operating results will be materially and adversely affected.

     INTELLECTUAL PROPERTY CLAIMS COULD BE EXPENSIVE AND RESULT IN LOSS OF
RIGHTS. Our property rights to our software products are our primary assets. We
protect and enforce our ownership and proprietary rights to our products through
copyright, trademark, and trade secret laws, as well as confidentiality and
non-disclosure agreements and licensing/usage contracts with our customers and
employees. However, these protections may not prevent competitors from
infringing and developing similar software that could adversely affect our
business. Conversely, while we believe that our software products do not
infringe on the intellectual property rights of third parties, this does not
necessarily prevent claims of infringement. We may or may not have sufficient
resources to sustain or defend lengthy legal actions regarding our intellectual
property.

     THE LOSS OF SERVICES OF ONE OR MORE OF OUR KEY PERSONNEL COULD HARM OUR
OPERATIONS. We believe our current management team is sufficient to implement
our current business strategy. However, the loss of one or more of our current
officers or key employees could severely and negatively impact our operations.
Future success depends on the ability to attract, retain and motivate highly
skilled employees. Competition for employees in our industry is intense. We may
or may not be able to retain key employees, or to attract and keep additional
highly qualified employees in the future.

     EXISTING MANAGEMENT EXERCISES SIGNIFICANT CONTROL OVER ENTRADA. A small
number of stockholders, who comprise our executive management, control Entrada.
These stockholders, when acting together, can elect or otherwise designate all
members of our Board of Directors. This control by management is expected to
continue into the future.

     OUR STOCK IS QUOTED ON THE OTC BULLETIN BOARD AND IS SUBJECT TO EXTREME
VOLATILITY. Our common stock is currently quoted under the symbol ETSW on the
OTC Bulletin Board, which is characterized by low volume trading, high
volatility and large spreads between bid and ask prices. Our stock's trading
volume has historically been very low, and we believe that our stock is not now
subject to an active and orderly trading market. We estimate that less than 10%
of our outstanding common shares are actually tradable, and a stockholder
wishing to sell shares would likely experience difficulty since even a small
amount of common stock coming on the market at any one time could cause the
stock to decline significantly in price. If the Company does not comply with
ongoing eligibility rules, our common stock can be removed from the OTC Bulletin
Board, which could affect the liquidity of certain holders of our common stock
whose shares are tradable.

                                       11

                           PART II: OTHER INFORMATION


ITEM 2: CHANGES IN SECURITIES

     In the quarter ended June 30, 2001, the Company sold 222,000 shares of
Series B preferred stock. The issuance was made in reliance on the exemption
from registration afforded under Rule 506 of Regulation D, and the shares issued
are "restricted securities."

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

     None.

ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K

     a.   Exhibits

          None.

     b.   Reports on Form 8-K

          None.

                                       12

                                   SIGNATURES

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

ENTRADA SOFTWARE, INC.


By: /s/ Bruce D. Williams
    -----------------------------
    Bruce D. Williams
    Chief Executive Officer



By: /s/ Terry J. Gustafson
    -----------------------------
    Terry J. Gustafson,
    Chief Financial Officer, Secretary and Treasurer

Date: August 9, 2001

                                       13