UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB








(X) QUARTELY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934 For the quarterly period ended September 30, 2001
                                               ------------------

( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934 For the transition period from                 to
                                              ----------------    --------------

Commission File Number: 000-28033


                        Fuzzy Logic Software Corporation
                        --------------------------------
             (Exact name of registrant as specified in its charter)


Delaware                                                              33-0880355
- --------                                                              ----------
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                              Identification No.)


505 Burrard Street, Suite 680, Vancouver, British Columbia, Canada      V7X 1M4
- -------------------------------------------------------------------- -----------
(Address of principal executive offices)                             (Zip Code)


                                 (604) 688-5180
                                 --------------
              (Registrant's Telephone Number, Including Area Code)


                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practical date. As of November 13, 2001, there were
6,975,456 shares of the issuer's $.0001 par value common stock issued and
outstanding.





                                       1





                         PART I - FINANCIAL INFORMATION



Item 1.  Financial Statements
- -----------------------------




                        Fuzzy Logic Software Corporation
                          (A Development Stage Company)

                              Financial Statements
                                   (Unaudited)


                          As of September 30, 2001 and
    For Each of the Three-Month Periods Ended September 30, 2001 and 2000 and
      For The Period from August 25, 1997 (Inception) to September 30, 2






                                       2







                        Fuzzy Logic Software Corporation
                          (A Development Stage Company)

                        Index to the Financial Statements
                                   (Unaudited)
    For Each of the Three-Month Periods Ended September 30, 2001 and 2000 and
      For The Period from August 25, 1997 (Inception) to September 30, 2001
- -------------------------------------------------------------------------------



 Financial Statements of Fuzzy Logic Software Corporation:

     Balance Sheet, September 30, 2001 (Unaudited)..........................4

     Statements of Operations (Unaudited) for the
          each of the three-month  periods ended
          September 30, 2001 and 2000 and for the
          period from August 25, 1997 (inception) to
          September 30, 2001................................................5

     Statements of Shareholders' Deficit (Unaudited)
          for the three-month period ended September 30,
          2001 and for the period from August 25, 1997
          (inception) to September 30, 2001.................................6

     Statements of Cash Flows (Unaudited) for the each
          of the three-month periods ended September 30,
          2001 and 2000 and for the period from August 25,
          1997 (inception) to September 30, 2001...........................7-8

 Notes to Financial Statements (Unaudited).................................9-12









                                       3






                        Fuzzy Logic Software Corporation
                          (A Development Stage Company)
                                  Balance Sheet
                                   (Unaudited)
                            As of September 30, 2001
- -------------------------------------------------------------------------------



                                                                                    
                                     ASSETS
Current assets:
      Cash                                                                      $           2,773
      Notes receivable, net of allowance for uncollectible notes of $107,625                    -
                                                                                ------------------
Total assets                                                                    $           2,773
                                                                                ==================

                      LIABILITIES AND SHAREHOLDERS' DEFICIT

Current liabilities:
      Accrued liabilities                                                       $          10,000
      Due to related party                                                                234,367
                                                                                ------------------
Total liabilities                                                                         244,367
                                                                                ------------------
Shareholders' deficit:
      Preferred stock, $.0001 par value; 5,000,000 shares
           authorized, none issued and outstanding                                              -
      Common stock, $.0001 par value; 30,000,000 shares
           authorized; 6,975,456 shares issued and outstanding.                               698
      Additional paid-in-capital                                                          457,467
      Deficit accumulated during the development stage                                   (699,759)
                                                                                ------------------
Total shareholders' deficit                                                              (241,594)
                                                                                ------------------
Total liabilities and shareholders' deficit                                     $            2,773
                                                                                ==================






                                       4







                        Fuzzy Logic Software Corporation
                          (A Development Stage Company)
                             Statement of Operations
                                   (Unaudited)
    For Each of the Three-Month Periods Ended September 30, 2001 and 2000 and
      For the Period from August 25, 1997 (inception) to September 30, 2001
- -------------------------------------------------------------------------------



                                                                                      
                                                                                             For the
                                             For the                 For the               Period from
                                           Three-Month             Three-Month           August 25, 1997
                                           Period Ended           Period Ended            (Inception) to
                                        September 30, 2001     September 30, 2000       September 30, 2001
                                      ----------------------- ----------------------  -----------------------
Revenues                                                   -                      -                        -
Cost of revenues                                           -                      -                        -
                                      ----------------------- ----------------------  -----------------------
     Gross profit                                          -                      -                        -
                                      ----------------------- ----------------------  -----------------------

Consulting fees                       $               25,000  $              25,000   $              455,860
Organizational costs                                       -                      -                    5,000
Legal and accounting                                   2,500                      -                  101,857
Settlement expense                                         -                      -                   10,000
Provision for uncollectible
     notes receivable                                 (7,500)                     -                  107,625
Loss on investment                                         -                      -                      175
General and administrative                             1,584                     18                   30,224
                                      ----------------------- ----------------------  -----------------------
     Total operating expense                          21,584                 25,018                  710,741
                                      ----------------------- ----------------------  -----------------------
                                                      21,584                 25,018                  710,741
Interest income                                            -                      -                  (10,982)
                                      ----------------------- ----------------------  -----------------------
Net loss                              $               21,584  $              25,018   $              699,759
                                      ======================= ======================  =======================
Loss per common share -
     basic and diluted                $                0.003  $               0.010   $                0.100
                                      ======================= ======================  =======================








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

                                       5







                        Fuzzy Logic Software Corporation
                          (A Development Stage Company)
                       Statements of Shareholders' Deficit
                                   (Unaudited)
             For the Three-Month Period Ended September 30, 2001 and
      For the Period from August 25, 1997 (inception) to September 30, 2001
- --------------------------------------------------------------------------------


                                                                     Price               Additional
                                  Preferred  Preferred    Common      Per      Common     Paid in        Accumulated
                                    Shares     Stock      Shares     Share     Stock      Capital         (Deficit)         Total
                                  ---------- --------- ------------ -------- ---------  ------------- ------------------ -----------
                                                                                                     
Formation of corporation,
 August 25, 1997                          -         -            -                  -             -               -               -
    Common shares issued to
       the founders of the Company        -         -    5,075,456            $   508    $    4,667               -        $  5,175
    Repurchase and retirement
        of common stock                   -         -   (1,000,000)              (100)         (900)              -          (1,000)
    Net loss                              -         -            -                  -             -     $  (111,636)       (111,636)
                                  ---------- --------- ------------          ---------  ------------- ------------------ -----------
Balance, June 30, 1998                    -         -    4,075,456                408         3,767        (111,636)       (107,461)
    Net loss                              -         -            -                  -             -        (105,783)       (105,783)
                                  ---------- --------- ------------          ---------  ------------- ------------------ -----------
Balance, June 30, 1999                    -         -    4,075,456                408         3,767        (217,419)       (213,244)
    Common shares issued in a
       private placement offering,
       net of offering costs              -         -      500,000   $ 0.50        50       213,940               -         213,990
    Net loss                              -         -            -                  -             -        (192,441)       (192,441)
                                  ---------- --------- ------------          ---------  ------------- ------------------ -----------
Balance, June 30, 2000                    -         -    4,575,456                458       217,707        (409,860)       (191,695)
    Common shares issued in a
       private placement                  -         -    2,400,000   $ 0.10       240       239,760               -         240,000
    Net loss                              -         -            -                  -             -        (268,315)       (268,315)
                                  ---------- --------- ------------          ---------  ------------- ------------------ -----------
Balance,  June 30, 2001                   -         -    6,975,456                698       457,467        (678,175)       (220,010)
    Net loss                              -         -            -                  -             -         (21,584)        (21,584)
                                  ---------- --------- ------------          ---------  ------------- ------------------ -----------
Balance,  September 30, 2001
    (unaudited)                           -         -    6,975,456            $   698    $  457,467      $ (699,759)      $(241,594)
                                  ========== ========= ============          =========  ============= ================== ===========







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

                                       6







                        Fuzzy Logic Software Corporation
                             (A Development Company)
                             Statements of Cashflows
                                   (Unaudited)
    For Each of the Three-Month Periods Ended September 30, 2001 and 2000 and
      For the Period from August 25, 1997 (inception) to September 30, 2001
- -------------------------------------------------------------------------------



                                                                                                            For the
                                                          For the                 For the                 Period from
                                                        Three-Month             Three-Month             August 25, 1997
                                                       Period Ended             Period Ended             (Inception) to
                                                     September 30, 2001      September 30, 2000        September 30, 2001
                                                     ------------------      -------------------      ---------------------
                                                                                                      
     Net loss                                         $         (21,584)     $          (25,018)      $           (699,759)
     Adjustment to reconcile net loss to
      net cash used in operating activities:
         Shares issued to founders of the
             Company                                                  -                       -                      5,175
         Shares repurchased                                           -                       -                     (1,000)
         Provision for uncollectible
             notes receivable                                    (7,500)                                           107,625
         Decrease (increase) in assets:
             Accrued interest                                                                 -                     (7,268)
         Increase (decrease) in liabilities:
             Accrued liabilities                                 (6,368)                 (2,750)                    10,000
             Due to related party                                (5,000)                 25,000                    234,367
                                                      -----------------      -------------------      ---------------------
Cash used in operating activities                               (40,452)                 (2,768)                  (350,860)
                                                      -----------------      -------------------      ---------------------
Cash flows used in investing activities
     Increase in notes receivable                                 7,500                       -                   (117,502)
     Payments of notes receivable                                                                                   17,145
                                                      -----------------      -------------------      ---------------------
Cash used in investing activities                                 7,500                       -                   (100,357)
                                                      -----------------      -------------------      ---------------------
Cash flows provided by financing activities
     Proceeds from the issuance of common
         stock                                                                                                     453,990
                                                      -----------------      -------------------      ---------------------
Cash provided by financing activities                                -                        -                    453,990
                                                      -----------------      -------------------      ---------------------
Net increase in cash                                           (32,952)                  (2,768)                     2,773
Cash at beginning of period                                     35,725                    3,912                          -
                                                      -----------------      -------------------      ---------------------
Cash at end of period                                 $          2,773       $            1,144       $              2,773
                                                      =================      ===================      =====================







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

                                       7








                        Fuzzy Logic Software Corporation
                             (A Development Company)
                             Statements of Cashflow
                                   (Unaudited)

    For Each of the Three-Month Periods Ended September 30, 2001 and 2000 and
      For the Period from August 25, 1997 (inception) to September 30, 2001
- -------------------------------------------------------------------------------



     Supplemental Disclosure of Cash flow Information


                                                                                                                 For the
                                                               For the                 For the                 Period from
                                                            Three-Month             Three-Month             August 25, 1997
                                                            Period Ended            Period Ended             (Inception) to
                                                          September 30, 2001     September 30, 2000       September 30, 2001
                                                          -------------------  -----------------------  -----------------------
                                                                                                          
Interest paid                                                              -                        -                         -
Income taxes paid                                                          -                        -                         -



  Supplemental Schedule of Non-Cash Financing Activities

Retirement of shares                                                       -                        -     $               1,000
Increase in payable                                                        -                        -     $              (1,000)
Organizational expenses                                                    -                        -     $               5,175
Issuance of founders shares                                                -                        -     $              (5,175)













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

                                       8






                        Fuzzy Logic Software Corporation
                          (A Development Stage Company)

                        Notes to the Financial Statements
                                   (Unaudited)
    For Each of the Three-Month Periods Ended September 30, 2001 and 2000 and
      For The Period from August 25, 1997 (Inception) to September 30, 2001
- -------------------------------------------------------------------------------


1.    Basis of Presentation
      ---------------------

      In the opinion of the management of Fuzzy Logic Software Corporation (a
      development stage company) (the "Company"), the accompanying unaudited
      condensed financial statements contain all adjustments, consisting of only
      normal recurring adjustments, necessary to present fairly the financial
      position as of September 30, 2001 and the results of operations for the
      three-month periods ended September 30, 2001 and 2000 and for the period
      from August 25, 1997 (inception) to September 30, 2001, the statements of
      shareholders' deficit for the three-month period ended September 30, 2001
      and for the period from August 25, 1997 (inception) to September 30, 2001,
      and the statements of cash flows for the three-month periods ended
      September 30, 2001 and 2000 and for the period from August 25, 1997
      (inception) to September 30, 2001. Certain information and footnote
      disclosures normally included in financial statements prepared in
      accordance with generally accepted principles have been condensed or
      omitted pursuant to the rules and regulations promulgated by the
      Securities and Exchange Commission. The statements should be read in
      conjunction with the financial statements and footnotes for the year ended
      June 30, 2001, included in the Company's Form 10KSB. The results of
      operations for the interim period are not necessarily indicative of the
      results to be expected for the full year.

2.    Development Stage Operations
      ----------------------------

      The Company was incorporated in the state of Delaware on August 25, 1997.
      It has no operating history, no revenues, no products nor technology. The
      Company's initial business plan anticipated the development of computer
      hardware and software. As such, the Company is subject to the risks and
      uncertainties associated with a new business. The Company has historically
      relied on advances from Cascade, Inc., a related party (Note 4) and sales
      of the Company's equity securities to meet its cash flow requirements.
      However, in the event Cascade, Inc. should be unable to continue to
      satisfy the cash flow requirements or not be able to sell adequate amounts
      of equity securities, the Company's ability to continue as a going concern
      could be adversely affected. The success of the Company's future operation
      is dependent upon the Company's ability to successfully develop and market
      its yet unidentified products, obtain the additional capital necessary to
      implement operations and achieve profitability and/or merge with a
      profitable operating entity with greater resources. There can be no
      assurance that any of these potential alternatives will materialize. The
      financial statements do not include any adjustments that might result from
      the outcome of this uncertainty.

      In this connection, during fiscal year ended June 30, 2000, the Company
      entered into a letter of intent to acquire all of the issued and
      outstanding shares of The Anvil Group, Inc. However, in September 2000,
      the transaction was terminated due to the inability to obtain financing.




                                       9






                        Fuzzy Logic Software Corporation
                          (A Development Stage Company)

                        Notes to the Financial Statements
                                   (Unaudited)
    For Each of the Three-Month Periods Ended September 30, 2001 and 2000 and
      For The Period from August 25, 1997 (Inception) to September 30, 2001
- -------------------------------------------------------------------------------


2.    Development Stage Operations, Continued
      ---------------------------------------

      In December 2000, the Company executed a letter of intent to merge with
      Free Trade Medical Network, Inc. ("FTMN"). The merger was subject to
      certain conditions and completion of due diligence by each company and
      execution of the formal merger agreement documentation. On August 31,
      2001, the Company terminated the letter of intent and share purchase
      agreement entered into with FTMN.

3.    Notes Receivable
      ----------------

      In April 2000, the Company entered into a letter of intent to acquire all
      of the issued and outstanding shares of common stock of The Anvil Group,
      Inc., a company that provides physical and online, web-based corporate
      security solutions. In anticipation of the transaction, the Company
      advanced $68,650 to The Anvil Group, Inc. and Anthony Humble, and $36,024
      to Anthony Humble, individually, under promissory notes dated June 27,
      2000. The note with Anthony Humble, individually, is denominated in
      Canadian dollars. The notes are not collateralized and bear interest at
      10% per annum with principal and interest due December 24, 2000. In
      September 2000, the Company and The Anvil Group, Inc. terminated the
      planned transaction because the financing desired for the combined
      companies after consummation of the transaction could not be obtained.

      In connection with the anticipated merger with FTMN (Note 1) the Company
      loaned FTMN and its principals $12,827 under a promissory note dated
      February 6, 2001. The note is denominated in Canadian dollars, is not
      collateralized, and bears interest at 10% per annum. The unpaid principal
      and accrued interest was due April 25, 2001 and is now past due.

      The amount due under the notes denominated in Canadian dollars has been
      translated into U.S. dollars using the exchange rate in effect at the
      balance sheet date. Translation gain or loss arising from exchange rate
      fluctuations is included in operations.

      While the Company believes The Anvil Group, Inc. and Anthony Humble have
      the financial capability to satisfy these note obligations, the notes are
      past due and two payments of principal and interest amounting to $20,833
      has been received on only one of the notes.

      The Company is unsure if additional payments will be received or, if
      received, the amount. In addition, the note receivable from FTMN is also
      past due. Accordingly, the Company has recorded an allowance for
      uncollectible notes of $115,125 representing the principal and accrued
      interest on these notes. During the quarter ended September 31, 2001, the
      Company received a note payment of $7,500 and accordingly reduced the
      allowance for uncollectible notes receivable by a corresponding amount.





                                       10





                        Fuzzy Logic Software Corporation
                          (A Development Stage Company)

                        Notes to the Financial Statements
                                   (Unaudited)
    For Each of the Three-Month Periods Ended September 30, 2001 and 2000 and
      For The Period from August 25, 1997 (Inception) to September 30, 2001
- -------------------------------------------------------------------------------


4.    Related Party Transactions
      --------------------------

      The Company has an investor relations agreement (the "agreement") with
      Cascade, Inc., a former major shareholder of the Company. Cascade, Inc. is
      a related party as some of its principals are shareholders of the Company
      and exercise control over the Company's activities. Under the terms of the
      agreement, Cascade, Inc. receives an annual management fee of $100,000
      plus amounts for additional consulting services and reimbursement of
      Company expenses paid by Cascade. In this connection, the Company paid
      Cascade, Inc. approximately $30,000, $0, and $294,664, for the each of the
      three-month periods ended September 30, 2001 and 2000 and for the period
      from August 25, 1997 (inception) to September 30, 2001, respectively. At
      September 30, 2001, the Company owed Cascade, Inc. $234,367.

5.    Income Taxes
      ------------

      Reconciliation of the effective tax rate used in provision for income
      taxes to the U.S. statutory rate is as follows:


                                                                                           
                                                                                                  For the
                                                          For the               For the          Period from
                                                         Three-Month          Three-Month      August 25, 1997
                                                        Period Ended         Period Ended      (Inception) to
                                                     September 30, 2001   September 30, 2000 September 30, 2001
                                                     ------------------   ------------------ ------------------
           Tax expense at U.S. statutory rate               (34.0)%              (34.0)%             (34.0)%
           Change in the valuation allowance                 34.0                 34.0                34.0
                                                     ------------------   ------------------ ------------------
           Effective income tax rate                           -                    -                   -
                                                     ==================   ================== ==================



      The Company, based upon its history of losses and management's assessment
      of when operations are anticipated to generate taxable income, has
      concluded that it is more likely than not that none of the net deferred
      income tax assets will be realized through future taxable earnings and has
      established a valuation allowance for them.

6.    Loss Per Common Share
      ---------------------

      Basic and diluted loss per common share has been computed by dividing the
      loss available to common shareholders by the weighted-average number of
      common share for the period.







                                       11






                        Fuzzy Logic Software Corporation
                          (A Development Stage Company)

                        Notes to the Financial Statements
                                   (Unaudited)
    For Each of the Three-Month Periods Ended September 30, 2001 and 2000 and
      For The Period from August 25, 1997 (Inception) to September 30, 2001
- -------------------------------------------------------------------------------


6.    Loss Per Common Share, Continued
      --------------------------------

      The computations of basic and diluted loss per common share for the
      three-month periods ended September 30, 2001 and 2000 and for the period
      from August 25, 1997 (inception) to September 30, 2001 are as follows:



                                                                                                  For the
                                                          For the               For the          Period from
                                                         Three-Month          Three-Month      August 25, 1997
                                                        Period Ended         Period Ended      (Inception) to
                                                     September 30, 2001   September 30, 2000 September 30, 2001
                                                     ------------------   ------------------ ------------------
                                                                                            
         Basic loss per common share:
               Net loss                               $        21,584     $         25,018   $         699,759

        Weighted-average shares, basic and diluted          6,975,456            4,575,456           6,702,621
                                                     ------------------   ------------------ ------------------
         Basic and diluted loss per common share      $         0.003     $          0.010   $           0.100
                                                     ==================   ================== ==================






                                       12






Item 2.  Plan of Operation
- --------------------------

This following information specifies certain forward-looking statements of
management of the company. Forward-looking statements are statements that
estimate the happening of future events and are not based on historical fact.
Forward-looking statements may be identified by the use of forward-looking
terminology, such as "may", "shall", "will", "could", "expect", "estimate",
"anticipate", "predict", "probable", "possible", "should", "continue", or
similar terms, variations of those terms or the negative of those terms. The
forward-looking statements specified in the following information have been
compiled by our management on the basis of assumptions made by management and
considered by management to be reasonable. Our future operating results,
however, are impossible to predict and no representation, guaranty, or warranty
is to be inferred from those forward-looking statements.

The assumptions used for purposes of the forward-looking statements specified in
the following information represent estimates of future events and are subject
to uncertainty as to possible changes in economic, legislative, industry, and
other circumstances. As a result, the identification and interpretation of data
and other information and their use in developing and selecting assumptions from
and among reasonable alternatives require the exercise of judgment. To the
extent that the assumed events do not occur, the outcome may vary substantially
from anticipated or projected results, and, accordingly, no opinion is expressed
on the achievability of those forward-looking statements. No assurance can be
given that any of the assumptions relating to the forward-looking statements
specified in the following information are accurate, and we assume no obligation
to update any such forward-looking statements.

Our Business. Fuzzy Logic Software Corporation, a Delaware corporation, was
incorporated in the State of Delaware on or about August 25, 1997. Our executive
offices are located at 505 Burrard Street, Suite 680, Vancouver, British
Columbia, Canada. Our telephone number is 604.688.5180.

We were originally incorporated for the purpose of developing software programs
and manufacturing control boards and computer chips for "Fuzzy Logic" control
applications. Fuzzy Logic is a computer modeling language that recognizes
multi-valued states between zero and one, thereby allowing computers to
represent or manipulate terms with greater complexity; and to exercise
"human-like" judgment in the automation of sophisticated tasks. This system
eliminates the on/off rigidity typical of computer control systems and results
in more flexible and subtle process controls. On September 16, 1997, FZZ, Inc.,
a Colorado corporation ("FZZ") was merged into and with us. Prior to the merger,
FZZ had not conducted any operations. In July 1999, our management changed and
new management decided to establish an environmental remediation business.

On January 16, 2001, we entered into a non-binding letter of intent pursuant to
which we intended to acquire Free Trade Medical Network, Inc. Upon closing of
the acquisition, we were to issue 23,000,000 shares of non-voting common stock
for all of the outstanding shares of Free Trade Medical Network, Inc. The Letter
of Intent further provided that those shares of non-voting common stock may be
exchanged for voting shares of common stock if the following performance test
was met:

Free Trade Medical Network, Inc.'s operations shall, (i) provide confirmation
that financing of at least $500,000 Canadian has been arranged for corporate
use; and (ii) in the one-year period following the signing of formal
documentation, generate positive earnings before taxes, determined in accordance
with generally accepted Canadian accounting principles, for one complete
financial quarter to be reflected in the form of an audited financial statement.
The audited financial statement must further contain a note to the effect that
there are written contracts in place sufficient to support projections of
operational performance for a full year generating positive net income. The
proposed merger was to be complete upon conversion of the nonvoting shares into
voting shares.




                                       13





Although we have entered into a letter of intent with Free Trade Medical
Network, Inc., we terminated the letter of intent and a Share Purchase Agreement
we entered into with Free Trade Medical Network, Inc. on August 31, 2001. Our
failure to consummate the acquisition of Free Trade Medical Network, Inc., will
significantly affect our financial performance. We will continue to seek other
merger candidates. We believe that acquisitions and joint ventures will be
necessary to obtain the proper expertise and complimentary services with firms
able to provide services which will support our future operation.

Results of Operations. As of September 30, 2001, we have not yet realized any
revenue from operations. The Statement of Operations for the three-month period
ending September 30, 2001 specifies a net loss of $21,584.

Liquidity. We have been in the development stage since August 25, 1997
(inception). As of September 30, 2001, we had total assets of $2,773. We have
uncollectible notes $107,625. Prior to a proposed transaction with The Anvil
Group, Inc., we advanced $68,650 to The Anvil Group, Inc. and Anthony Humble and
$36,024 to Anthony Humble, individually, pursuant to two (2) promissory notes,
each dated June 27, 2000. The uncollateralized notes bear interest at ten
percent (10%) and the principal and interest were due on December 24, 2000. As
of September 30, 2001, we have received payments of $20,833, however, the notes
are still in default. We believe that The Anvil Group, Inc. and Anthony Humble
have the financial capability to repay those notes. We are unsure if additional
payments will be received and cannot guaranty that those notes will be paid.

In February 2001, we loaned $12,827 to Free Trade Medical Network, Inc. and two
individuals, Douglas Hitchlock and Leon Lekhtman. The note bears interest at 10%
per annum with principal and interest and was due April 26, 2001. The note is
currently past due. We received a payment of $7,500 on this note during the
period ended September 30, 2001. The note amount has been translated into U.S.
dollars using the exchange rate in effect at the balance sheet date. The amount
of the translation difference from the date of the note to the balance sheet
date is immaterial.

At September 30, 2001, we had total liabilities of $244,367, the majority of
which is represented by $234,367 due to a related party, Cascade, Inc., which
was one of our former major shareholders. At inception, we entered into a fee
and cost reimbursement arrangement with this former major shareholder. In
connection with this arrangement, a management fee of $100,000 is charged to us
each year.

We are not aware of any trends, demands, commitments or uncertainties that will
result in our liquidity decreasing or increasing in a material way. We believe
that from our current cash resources of approximately $2,773 as of September 30,
2001, we will be able to maintain our current operations. However, should these
resources prove to be insufficient, we may be required to raise additional funds
or arrange for additional financing over the next 12 months to adhere to our
development schedule. We cannot guaranty that we will have access to additional
cash in the future, or that funds will be available on acceptable terms to
satisfy our cash requirements.

Our Plan of Operation For Next 12 Months. On January 16, 2001, we entered into a
non-binding Letter of Intent pursuant to which we intended to acquire Free Trade
Medical Network, Inc. However, we failed to consummate the acquisition of Free
Trade Medical Network, Inc., which will significantly affect our financial
performance. We will continue to seek other merger candidates. We believe that
acquisitions and joint ventures will be necessary to obtain the proper expertise
and complimentary services with firms able to provide services which will
support our future operation.

We are not currently conducting any research and development activities. We do
not anticipate conducting any other such activities in the next twelve months.
We do not anticipate that we will purchase or sell any significant equipment in
the next six to twelve months unless we generate significant revenues.

We do not anticipate that we will hire any employees in the next six to twelve
months, unless we generate significant revenues. We believe our future success
depends in large part upon the continued service of our key personnel.



                                       14





                          PART II -- OTHER INFORMATION

Item 1. Legal Proceedings.
- --------------------------
None.

Item 2. Changes in Securities.
- -----------------------------

None.

Item 3.  Defaults Upon Senior Securities.
- ----------------------------------------

None.

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

None.

Item 5.  Other Information.
- ---------------------------

None.

Item 6.  Exhibits and Reports on Form 8-K.
- ------------------------------------------

None.





                                       15





                                   SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

                                        Fuzzy Logic Software Corporation,
                                        a Delaware corporation


November 14, 2001              By:      /s/ Michael Lynch
                                        ---------------------------------------
                                        Michael Lynch, President, Director