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

                                  SCHEDULE 13D
                     Under the Securities Exchange Act of 1934
                               (Amendment No. # 3)

                                FutureLink Corp.
                                (Name of Issuer)

                         Common Shares, $.0001 par value
                         (Title of Class of Securities)

                                    36114Q208
                                 (CUSIP Number)

              Pequot Capital Management, Inc., 500 Nyala Farm Road
           Westport, CT  06880  Attn: {Peter G. Streinger 203/429-2200
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                                 April 23, 2001
                          (Date of Event which Requires
                            Filing of this Statement)

If  the  filing  person  has  previously  filed  a  statement on Schedule 13G to
report  the acquisition which is the subject of this Schedule 13D, and is filing
this  schedule  because  of  Rule  13d-1(b)(3) or (4), check the following box .

Check  the  following box if a fee is being paid with this statement __.  (A fee
is  not  required only if the reporting person:  (1) has a previous statement on
file  reporting  beneficial  ownership of more than five percent of the class of
securities  described  in  Item  1;  and  (2)  has filed no amendment subsequent
thereto  reporting  beneficial ownership of five percent or less of such class.)
(See  Rule  13d-7.)

Note:  Six  copies  of  this  statement, including all exhibits, should be filed
with  the  Commission.  See  Rule  13d-1(a) for other parties to whom copies are
to  be  sent.

*The  remainder  of this cover page shall be filled out for a reporting person's
initial  filing  on  this  form with respect to the subject class of securities,
and  for  any  subsequent amendment containing information which would alter the
disclosures  provided  in  a  prior  cover  page.

The  information  required  in  the  remainder  of  this cover page shall not be
deemed  to  be  "filed" for the purpose of Section 18 of the Securities Exchange
Act  of  1934 ("Act") or otherwise subject to the liabilities of that section of
the  Act  but  shall be subject to all other provisions of the Act (however, see
the  Notes).

CUSIP  NO.  36114Q208

             SCHEDULE  13D
- --------------------------------------------------------------------------------
1.     NAME  OF  REPORTING  PERSON
       I.R.S.  IDENTIFICATION  NO.  OF  ABOVE  PERSON

       Pequot  Capital  Management,  Inc.
       06-1524885
- --------------------------------------------------------------------------------
2.     CHECK  THE  APPROPRIATE  BOX  IF  MEMBER  OF  A  GROUP*

                                                     (a)
                                                     (b)
- --------------------------------------------------------------------------------
3.     SEC  USE  ONLY

- --------------------------------------------------------------------------------
4.     SOURCE  OF  FUNDS*

       00
- --------------------------------------------------------------------------------
5.     CHECK  BOX  IF  DISCLOSURE  OF  LEGAL  PROCEEDING  IS REUIRED PURSUANT TO
       ITEMS  2(d)  OR  2(e)
- --------------------------------------------------------------------------------
6.     CITIZENSHIP  OR  PLACE  OF  ORGANIZATION

       CONNECTICUT
- --------------------------------------------------------------------------------
                   7.  SOLE  VOTING  POWER
                       23,962,553
                   ------------------------------------------------------------
NUMBER  OF  SHARES
BENEFICIALLY       8.  SHARED  VOTING  POWER
OWNED  BY  EACH          0
REPORTING          ------------------------------------------------------------
PERSON  WITH        9.  SOLE  DISPOSITIVE  POWER
                       23,962,553
                    -----------------------------------------------------------
                   10.  SHARED  DISPOSITIVE  POWER
                        0
- --------------------------------------------------------------------------------
11.  AGGREGATE  AMOUNT  BENEFICIALLY  OWNED  BY  EACH  REPORTING  PERSON

     23,962,553
- --------------------------------------------------------------------------------
12.  CHECK  BOX  IF  THE  AGGREGATE  AMOUNT  IN ROW (11) EXCLUDES CERTAIN SHARES

- --------------------------------------------------------------------------------
13.  PERCENT  OF  CLASS  REPRESENTED  BY  AMOUNT  IN  ROW  (11)

      28.86%
- --------------------------------------------------------------------------------
14.  TYPE  OF  REPORTING  PERSON*

     IA
- --------------------------------------------------------------------------------

Item  1.  Security  and  Issuer

This  Statement relates to the Common Stock, $.0001 par value (the "Shares"), of
FutureLink  Corp.  (the  "Company"),  a  Colorado  corporation.  The  Company's
principal  executive  office  is  located  at 2 South Pointe Drive, Lake Forest,
California  92630.

Item  2.  Identity  and  Background

This  statement  is  being filed on behalf of Pequot Capital Management, Inc., a
Connecticut corporation (the "Reporting Person").  The principal business of the
Reporting Person, an investment adviser registered under the Investment Advisers
Act  of  1940, is to act as investment adviser to certain managed accounts.  The
executive  officers  of  the  Reporting  Person  are  Messrs. Arthur J. Samberg,
Daniel C. Benton and Kevin E. O'Brien, the directors of the Reporting Person are
Messrs.  Samberg,  Benton and Kevin E. O'Brien, and the controlling shareholders
are Messrs. Samberg and Benton (collectively, the "Executive Officers, Directors
and Controlling Persons").  The business address of the Reporting Person and the
Executive  Officers,  Directors  and Controlling Persons is 500 Nyala Farm Road,
Westport,  CT  06880.

Neither  of  the  Reporting  Person  nor  the  Executive Officers, Directors and
Controlling Persons have, during the last five years, been convicted in criminal
proceeding  (excluding  traffic  violations  or  similar  misdemeanors).

Neither  of  the  Reporting  Person  nor  the  Executive Officers, Directors and
Controlling  Persons  have,  during the last five years, been a party to a civil
proceeding  of a judicial or administrative body of competent jurisdiction which
resulted in a judgment, decree or final order enjoining future violations of, or
prohibiting  or mandating activities subject to federal or state securities laws
or  finding  any  violation  with  respect  to such laws.  Each of the Executive
Officers,  Directors  and  the  Controlling  Persons  are citizens of the United
States.

Item  3.  Source  and  Amount  of  Funds  or  Other  Consideration

As  of  the  date  hereof, under rule 13d-3 under the Securities Exchange Act of
1934, the Reporting Person is deemed to be the beneficial owner of 23,962,553 of
the  Company's  Shares ("Shares") in the accounts for which the Reporting Person
exercises  investment  discretion (the "Accounts").  In the transaction which is
the  subject  of  this  filing, the Reporting Person purchased the First Tranche
Note (as defined in Item 6) for $3,500,000, which is convertible into 13,597,973
Shares, which includes 11,824,324 Shares attributable to the senior subordinated
convertible  promissory  notes and 1,773,649 Shares attributable to the warrants
("Note  Warrants")  (see  Item  6  for  a  more  detailed  description  of  the
transaction).  In  addition, two employees of the Reporting Person, who serve on
the  Board  of  Directors  of the Company, received Options ("Options") of which
100,000  options  are  now  exercisable  and  convertible  into  100,000 Shares.

The funds for the purchase of the Shares held by the Accounts were obtained from
the  contributions  of  their  various  partners/shareholders.

Item  4.  Purpose  of  Transaction

The  holding  of the Shares described herein is conducted in the ordinary course
of  the Reporting Person's investment activities.  The Reporting Person reserves
the  right  to  purchase  additional Shares or dispose of the Shares in the open
market  or in privately negotiated transactions or in any other lawful manner in
the  future.  Two employees of the Reporting Person currently serve on the Board
of  Directors of the Company and the Reporting Person reserves the right to take
whatever further action with respect to the Accounts' holdings in the Company as
the  Reporting Person deems to be in the best interest of such Accounts.  On May
18,  2001, the Reporting Person purchased the Second Tranche Note (as defined in
Item  6)  for $1,500,000, such note not being convertible into equity securities
of the Company until a conversion price is established and certain approvals are
obtained.  See  item  6  for  a  more  detailed  description of the transaction.

Item  5.  Interest  in  Securities  of  the  Issuer

As  of  the date hereof, the Reporting Person beneficially owns in the aggregate
23,962,553 Shares. These Shares represent approximately 28.86% of the 83,030,919
Shares that the Reporting Person believes to be outstanding if the First Tranche
Note,  warrants  (which  the  Reporting Person reported in April 2000), the Note
Warrants and Options were converted into common stock.  The Reporting Person has
the  sole  power to vote, direct the vote, dispose and direct the disposition of
all  of  the  Shares.

Item  6.  Contracts,  Arrangements, Understandings or Relationships with Respect
         to  Securities  of  the  Issuer

On  April  20,  2001,  the  Company  issued  to  the  Reporting Person a secured
subordinated  convertible  promissory  note  ("Bridge  Note")  in  the aggregate
principal amount of up to $5 million.  Under the terms of this Bridge Note, $3.5
million  (the "First Tranche Note") was advanced to the Company by the Reporting
Person  on April 23, 2001, and, on May 18, 2001, an additional $1.5 million (the
"Second  Tranche  Note")  was  advanced.  The  Bridge Note is convertible at the
option  of  the  holder into units consisting of senior subordinated convertible
promissory  notes and warrants to purchase shares of the Company's common stock.
The  convertible  notes  are,  in turn, convertible into shares of either common
stock  of  the  Company  at, with respect to the First Trance Note, a conversion
price  of  $.296 per share (the "Conversion Price") or shares of a new series of
preferred  stock  which will be convertible into common stock of the Company at,
with respect to the First Tranche Note, such Conversion Price.  The Note Warrant
that  is  issuable upon conversion of the First Tranche Note is exercisable into
1,773,649  Shares at an exercise price of $.296.  The Second Tranche Note is not
convertible  into  equity securities of the Company until an conversion price is
established  and  certain  approvals are obtained.  The conversion price for the
Second  Tranche  Note  will  be  the lower of (i) $.296 per share and (ii), if a
"Third-party  Financing"  occurs  before  May  31, 2001, the average closing bid
price  of  the Common Stock for the 5 trading days preceding the closing date of
the "Third-party Financing".  A "Third-party Financing" is defined in the Bridge
Note as the closing of the next round of equity or convertible debt financing in
which  the  Company  receives  aggregate  gross proceeds of at least $5,000,000.

Item  7.  Material  to  be  Filed  as  Exhibits

         None.


After  a  reasonable  inquiry  and  to  the best of my knowledge and belief, the
undersigned  certifies that the information set forth in this statement is true,
complete  and  correct.

May  22,  2001

Pequot  Capital  Management,  Inc.


By:/s/  Kevin E. O'Brien
        Kevin E. O'Brien,  General Counsel