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

                                   FORM 10-QSB
 (Mark One)

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

                  For the quarterly period ended June 30, 2001

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

       For the transition period from ________________ to _______________

                                    000-24835
                             ----------------------
                            (Commission file number)

                                 PTN Media, Inc.
         ---------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

              Delaware                                           38-3399098
              --------                                           ----------
    (State or other jurisdiction                                (IRS Employer
  of incorporation or organization)                          Identification No.)

        455 East Eisenhower Parkway, Suite 15, Ann Arbor, Michigan 48108
        ----------------------------------------------------------------
                    (Address of principal executive offices)

                                 (734) 327-0579
                                 --------------
                           (Issuer's telephone number)


              (Former name, former address and former fiscal year,
                         if changed since last report)

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 [ ]


                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity. As of June 30, 2001 - 5,862,162 shares of Common Stock

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


<PAGE>



                                 PTN Media, Inc.
                                      Index

                                                                           Page
                                                                          Number
                                                                          ------

PART I.    FINANCIAL INFORMATION

Item 1.    Financial Statements

           Condensed Consolidated Balance Sheet as of June 30, 2001           2

           Condensed Consolidated Statements of Operations for
           the three and six months ended June 30, 2001 and 2000              3

           Condensed Consolidated Statements of Cash Flows for
           the six months ended June 30, 2001 and 2000                        4

           Notes to Condensed Consolidated Financial Statements              5-8

Item 2.    Management's Discussion and Analysis of Financial Condition
           and Results of Operations                                        9-10

Part II.   OTHER INFORMATION

Item 1.    Legal Proceedings                                                 10

Item 2.    Changes in Securities and Use of Proceeds                         10

Item 3.    Defaults Upon Senior Securities                                   10

Item 4.    Submission of Matters to a Vote of Security Holders               11

Item 5.    Other Information                                                 11

Item 6.    Exhibits and Reports on Form 8-K                                  11

SIGNATURES                                                                   12

Part III.  EXHIBITS


<PAGE>


PART I.  FINANCIAL INFORMATION

ITEM 1.  Financial Statements

                        PTN MEDIA, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEET
                               AS OF JUNE 30, 2001
                                   (unaudited)

                                     ASSETS
CURRENT ASSETS:
     Cash                                                          $    221,607
     Accounts receivable                                                 40,616
     Inventory                                                          236,130
     Advance to officers                                                 50,000
     Prepaid expenses                                                    22,000
                                                                   ------------
TOTAL CURRENT ASSETS                                                    570,353

FIXED ASSETS, NET                                                        19,949
OTHER ASSETS                                                              2,226
                                                                   ------------
TOTAL ASSETS                                                       $    592,528
                                                                   ============

                      LIABILITIES AND SHAREHOLDERS' DEFICIT
CURRENT LIABILITIES:
     Accounts payable and accrued expenses                         $    169,736
     License fees payable                                               700,000
     Short-term loans payable                                           191,250
     Promissory note                                                  1,000,000
     Demand note - officer                                               93,500
                                                                   ------------
TOTAL CURRENT LIABILITIES                                             2,154,486
                                                                   ------------

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' DEFICIT
     Preferred stock, par value $0.01; 1,000,000 shares
       authorized; 2,350 shares issued and outstanding                       24
     Common stock, par value $0.001; 10,000,000 shares
       authorized; 5,862,162 shares issued and outstanding                5,862
     Additional paid-in capital                                       8,567,691
     Accumulated deficit                                            (10,135,535)
                                                                   ------------
TOTAL SHAREHOLDERS' DEFICIT                                          (1,561,958)
                                                                   ------------
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT                        $    592,528
                                                                   ============

                 See accompanying notes to financial statements.

                                       2

<PAGE>
<TABLE>
<CAPTION>


                                         PTN MEDIA, INC. AND SUBSIDIARIES
                                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                                      (Unaudited)


                                                            For the Three                       For the Six
                                                             Months Ended                       Months Ended
                                                              June 30,                            June 30,
                                                  ------------------------------        ------------------------------
                                                      2001              2000               2001               2000
                                                  -----------        -----------        -----------        -----------
<S>                                              <C>                 <C>                <C>                <C>

REVENUES                                          $    49,357        $       457        $   226,866        $     3,298

COST OF REVENUES                                       40,612               --              188,043               --
                                                  -----------        -----------        -----------        -----------
GROSS PROFIT                                            8,745                457             38,823              3,298

EXPENSES:
      Product development                              52,237            456,043            281,495            623,343
      General and administrative                      522,718            381,948            635,392            635,119
                                                  -----------        -----------        -----------        -----------

TOTAL EXPENSES                                        615,567            837,991          1,104,930          1,258,462
                                                  -----------        -----------        -----------        -----------

LOSS FROM OPERATONS                                  (566,210)          (837,534)          (878,064)        (1,255,164)
                                                  -----------        -----------        -----------        -----------

OTHER EXPENSES:
      Interest expense                                (29,653)            (4,625)           (69,951)           (12,309)
                                                  -----------        -----------        -----------        -----------
TOTAL OTHER EXPENSES                                  (29,653)            (4,625)           (69,951)           (12,309)
                                                  -----------        -----------        -----------        -----------

NET LOSS                                          $  (595,863)       $  (842,159)       $  (948,015)       $(1,267,473)
                                                  ===========        ===========        ===========        ===========

BASIC AND DILUTED LOSS PER COMMON SHARE           $     (0.12)       $     (0.19)       $     (0.20)       $     (0.29)
                                                  ===========        ===========        ===========        ===========

WEIGHTED AVERAGE NUMBER OF COMMON SHARES
OUTSTANDING                                         5,064,676          4,407,483          4,852,084          4,311,145
                                                  ===========        ===========        ===========        ===========










                                    See accompanying notes to financial statements.
                                                          3


<PAGE>





                                     PTN MEDIA, INC. AND SUBSIDIARIES
                               CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                               (Unaudited)

                                                                                 For the Six
                                                                                 Months Ended
                                                                                   June 30,
                                                                      ------------------------------------
                                                                          2001                    2000
                                                                      -----------              -----------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                                            $  (948,015)             $(1,267,473)
  Adjustments to reconcile net loss to net cash
    used in operating activities:
      Depreciation                                                          7,135                    4,979
      Issuance of shares for professional and legal fees                  105,750                  185,625
      Issuance of shares for license fees                                  50,000                     --
  Changes in operating assets and liabilities:
    Accounts receivable                                                   (40,616)                 (40,000)
    Inventory                                                            (236,130)                    --
    Prepaid expenses                                                       90,015                  284,375
    Accounts payable and accrued expenses                                 (62,368)                  (8,866)
    License fees payable                                                 (382,500)                  28,000
                                                                      -----------              -----------

NET CASH USED IN OPERATING ACTIVITIES                                  (1,416,729)                (813,360)
                                                                      -----------              -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchase of fixed assets                                                 (2,500)                    --
  Advances to officers                                                    (50,000)                    --
  Security and other deposits paid                                           --                    (31,226)
                                                                      -----------              -----------

NET CASH USED IN INVESTING ACTIVITIES                                     (52,500)                 (31,226)
                                                                      -----------              -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Loans received from (paid to) officer                                    93,500                  (26,000)
  Proceeds from exercise of warrants                                         --                      1,000
  Proceeds from sale of common stock of subsidiary                           --                    525,000
  Proceeds from private placement offerings, net                        1,093,700                  838,970
                                                                      -----------              -----------

NET CASH PROVIDED BY FINANCING ACTIVITIES                               1,187,200                1,338,970
                                                                      -----------              -----------

INCREASE (DECREASE) IN CASH                                              (282,029)                 494,384

CASH, BEGINNING OF PERIOD                                                 503,636                   46,539
                                                                      -----------              -----------

CASH, END OF PERIOD                                                   $   221,607              $   540,923
                                                                      ===========              ===========




                                    See accompanying notes to financial statements.

                                                        4
</TABLE>

<PAGE>


                        PTN MEDIA, INC. AND SUBSIDIARIES
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)

NOTE 1 - DESCRIPTION OF COMPANY AND GOING CONCERN
                 UNCERTAINTY:

PTN Media, Inc., (the "Company"), was incorporated in Delaware on January 13,
1998 and is the successor to Interactive Entertainment Studio, Inc. (IES). IES
was incorporated in the State of Nevada on May 27, 1997 and was merged into the
Company in March 1998 for the sole purpose of changing the domicile of the
Company to Delaware. This merger was retroactively reflected in the December 31,
1997 financial statements. The Company was in the development stage in
accordance with Statement of Financial Accounting Standards ("SFAS") No. 7 since
its inception to December 31, 2000 and had accumulated a deficit while in the
development stage of $9,187,520. Effective January 1, 2001, the Company was no
longer considered to be in the development stage as it began selling its Claudia
Schiffer edition of the Palm.

The Company is an interactive media content provider of branded content and
commerce opportunities using a combination of new and traditional media. The
Company currently produces three web sites designed to be the leading online
destination for fashion, style and beauty content, commerce and community. The
Company also produces a nationally syndicated radio program entitled "The Style
Minute with Daisy Fuentes."

The Company entered into a three-year, exclusive, worldwide license agreement
with Michael Jordan, the former National Basketball Association player, granting
us the right to use Mr. Jordan's name, likeness, image and endorsement in
connection with our Palm, Inc. products. In addition to the standard features of
Palm products, the Michael Jordan edition includes branding, identification and
software applications that appeal to the market segment associated with Mr.
Jordan. The Company is currently selling the Michael Jordan handheld device
through the NBA Stores, sportsline.com (www.sportsline.com) web site, Michael
Jordan restaurants and car dealerships, department stores and traditional retail
establishments.

The Company entered into a similar licensing agreement with supermodel Claudia
Schiffer. The Company is selling Claudia Schiffer branded hand-held devices
through ClaudiaSchiffer.com (www.claudiaschiffer.com) and through March 2002,
through Palm, Inc.'s standard distribution channels.

The Company also entered into a similar licensing agreement with pop music
artist Christina Aguilera and is currently developing a Christina Aguilera
branded hand-held device.

In July 1999, the Company formed, Fragrancedirect.com, Inc. ("Fragrance"), a
majority owned subsidiary. Through this entity, the Company sells fragrance
products over the Internet. In February 2001, the Company formed a new wholly
owned subsidiary, PTN Wireless, Inc.

The Company, since its inception, has incurred net losses of $10,135,535 and at
June 30, 2001 current liabilities exceeded current assets by $1,584,133. In
addition, the Company is delinquent in certain payments due for short-term
financing. The Company has relied on debt and equity financing to fund its
operating activities. The Company may be unable to continue in existence unless
it continues to arrange additional financing and begins to achieve profitable
operations. Management plans to raise additional capital and has just recently
begun to generate cash from the sale of products.

The financial statements do not include any adjustments relating to the
recoverability of assets that might be necessary in the event the Company cannot
continue in existence.


                                       5
<PAGE>

                        PTN MEDIA, INC. AND SUBSIDIARIES
                    NOTES TO FINANCIAL STATEMENTS, continued
                                   (Unaudited)

NOTE 1 - DESCRIPTION OF COMPANY AND GOING CONCERN UNCERTAINTY, continued:

The accounting policies followed by the Company are set forth in Note 2 to the
Company's financial statements included in its annual report on Form 10-KSB for
the year ended December 31, 2000 and which is incorporated herein by reference.
Specific reference is made to this report for a description of the Company's
securities and the notes to the financial statements included therein.

In the opinion of management, the accompanying unaudited interim condensed
consolidated financial statements of PTN Media, Inc. and subsidiaries contain
all adjustments necessary to present fairly the Company's financial position as
of June 30, 2001 and the results of its operations for the six month periods
ended June 30, 2001 and 2000 and its cash flows for the six month periods ended
June 30, 2001 and 2000.

The results of operations for the six months ended June 30, 2001 are not
necessarily indicative of the results to be expected for the year ending
December 31, 2001.


NOTE 2 - COMMON STOCK AND STOCK OPTIONS:

In March 2001, the Company issued 25,000 shares of common stock for license fees
valued at $50,000. The value was determined using the market value of the
Company's stock at the date the agreement was signed.

In April and June 2001, the Company issued 30,000 and 15,000 shares of common
stock for professional services rendered valued at $66,000 and $39,750,
respectively. The value was determined using the market value of the Company's
stock at the date of issuance.

In May and June 2001, the Company issued 1,159,200 shares of common stock in a
private placement offering that resulted in gross proceeds of $1,159,200 net of
$65,500 in fees and commissions.

During the six months ended June 30, 2001, the Company granted to each of its
two officers 384,500 options to purchase shares of the Company's common stock
and 115,500 warrants to purchase shares of the Company's common stock.



                                       6
<PAGE>


                        PTN MEDIA, INC. AND SUBSIDIARIES
                    NOTES TO FINANCIAL STATEMENTS, continued
                                   (Unaudited)


NOTE 3 - DEMAND NOTE - OFFICER AND ADVANCE TO OFFICERS:

In February 2001, the Company's Chief Executive Officer loaned the Company
$100,000 to pay the license fee to Christina Aguilera. During the quarter ended
June 30, 2001, $6,500 of this loan was repaid. The loan is payable on demand and
accrues interest at 12%.

The Company also advanced $50,000 to a company that the Company's officers have
an ownership interest. The advance is non-interest bearing.


NOTE  4   -      PROMISSORY NOTE:

On November 22, 2000, the Company issued a promissory note to an investor in the
amount of $1,000,000. The note bears interest at 9.25% and was due on April 1,
2001. The holder of the note has the option of converting the note into a
royalty participation certificate or converting into shares of the Company's
common stock at a 20% discount. The note holder has advised the Company that it
intends to convert this promissory note into a royalty participation certificate
and is currently negotiating the terms with the Company.






                                       7
<PAGE>

                        PTN MEDIA, INC. AND SUBSIDIARIES
                    NOTES TO FINANCIAL STATEMENTS, continued
                                   (Unaudited)


NOTE 5 - EARNINGS (LOSS) PER SHARE:

The Company reports earnings (loss) per share in accordance with SFAS No. 128,
"Earnings per Share." Basic earnings (loss) per share is computed by dividing
income (loss) available to common shareholders by the weighted average number of
common shares available. Diluted earnings (loss) per share is computed similar
to basic earnings (loss) per share except that the denominator is increased to
include the number of additional common shares that would have been outstanding
if the potential common shares had been issued and if the additional common
shares were dilutive. Diluted earnings (loss) per share has not been presented
since the effect of the assumed conversion of options and warrants to purchase
common shares would have an anti-dilutive effect. The following potential common
shares have been excluded from the computation of diluted net loss per share for
the six months ended June 30, 2001 and 2000 because the effect would have been
anti-dilutive:

<TABLE>
<CAPTION>


                                                                  2001            2000
                                                              -----------     -----------
<S>                                                                <C>             <C>
   Conversion of Series A preferred stock                          47,000          47,000
   Stock options issued to employees and consultants
       under the Company's stock option plan                    1,250,000         481,000
   Stock options issued outside of plan                            25,000          25,000
   Warrants issued with Series A preferred                         43,200          43,200
   Warrants issued to officers                                    231,000               -
   Warrants issued for services                                   200,000         200,000
   Warrants issued with notes                                     308,334         208,334
                                                              -----------     -----------
                                                                2,104,534       1,004,534
                                                              ===========     ===========
</TABLE>




                                       8

<PAGE>


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

The following discussion and analysis should be read in conjunction with the
Company's consolidated financial statements and related footnotes for the year
ended December 31, 2000 included in its Annual Report on Form 10-KSB. The
discussion of results, causes and trends should not be construed to imply any
conclusion that such results or trends will necessarily continue in the future.

     This Quarterly Report on Form 10-QSB and the documents incorporated herein
by reference contain forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. This Act provides a "safe
harbor" for forward looking statements to encourage companies to provide
prospective forward looking information about themselves so long as they
identify these statements as forward looking and provide meaningful cautionary
statements identifying important factors that could cause actual results to
differ from the projected results. All statements other than statements of
historical fact made in this Quarterly Report on Form 10-QSB are forward
looking. In particular, the statements herein regarding future results of
operations or financial position are forward-looking statements. In some cases,
you can identify forward-looking statements by terminology such as "may",
"will", "intends", "should", "could", "expects", "plans", "anticipates",
"believes", "estimates", "predicts", "potential", or "continue", or the negative
of such terms or other comparable terminology. Forward-looking statements
reflect management's current expectations and are inherently uncertain. Our
actual results may differ significantly from management's expectations.


                              Results of Operations

During the six months ended June 30, 2001, we began selling the Claudia Schiffer
and Michael Jordan edition of the Palm. Sales of the Claudia Schiffer edition
Palm began in January 2001 and sales of the Michael Jordan Palm began in late
June 2001. Sales of both the Claudia Schiffer and Michael Jordan edition of the
Palm for the three and six months ended June 30, 2001 amounted to $49,357 and
$226,866, respectively. We sold our entire inventory of the Claudia Schiffer
edition during the six months ended June 30, 2001.

Cost of revenue for the three and six months ended June 30, 2001 was $40,612 and
$188,043, respectively, which resulted in a gross margin percentage of 17.7% and
17.1%, respectively.

Product development costs for the three and six months ended June 30, 2001 were
$52,237 and $281,495, respectively, compared to $456,043 and $623,343 for the
same periods in 2000. The significant decrease in product development costs is a
result of us spending less money on the development of our websites and
producing content for our radio show as the focus of our business has changed
over the past year.

General and administrative expenses for the three and six months ended June 30,
2001 were $522,718 and $635,392, respectively, compared to $381,948 and $635,119
for the same periods in 2000. The increase of $140,770 for the three months
ended June 30, 2001, compared to the three months ended June 30, 2000, is a
result of an increase in legal fees and an increase in salaries, travel and
advertising related to the sales of the Michael Jordan Palm.

Interest expense for the three and six months ended June 30, 2001 were $29,653
and $69,951, respectively, compared to $4,625 and $12,309 for the same periods
in 2000. The increase is due to interest on the $1,000,000 promissory note
issued by us in November 2000.

                                       9

<PAGE>


                         Liquidity and Capital Resources


On November 22, 2000 we issued a $1,000,000 promissory note to an investor. The
note bears interest at 9.25% and is due on April 1, 2001. The holder of the note
has the option of converting the note into a royalty participation certificate
or converting into shares of our common stock at a 20% discount. In addition,
the holder of the note was issued two-year warrants to purchase 100,000 shares
of our common stock.

In February 2001, our Chief Executive Officer loaned us $100,000 to pay the
license fee to Christina Aguilera. The loan is payable on demand and accrues
interest at 12%.

In May and June 2001, the Company issued 1,159,200 shares of common stock in a
private placement offering that resulted in gross proceeds of $1,159,200 net of
$65,500 in fees and commissions. The proceeds were used to purchase inventory of
the Michael Joran edition of the Palm that we began selling in late June 2001,
pay for advertising and marketing of the Michael Jordan Palm, pay legal and
professional fees and pay the Tyra Banks litigation settlement.

We have incurred net losses since our inception of $10,135,535. In order for us
to continue in existence, we will have to raise additional capital through the
sale of equity or debt or generate sufficient profits from operations, or a
combination of both. We have just recently begun to sell the Michael Jordan
edition of the Palm and expect sales to significantly increase as we sell this
product through various distribution chanels that we are currently in the
process of establishing. During the six months ended June 30, 2001, we generated
$226,886 in revenues from the sale of both the Claudia Schiffer and the Michael
Jordan edition of the Palm.


Part II.   OTHER INFORMATION

Item 1.    Legal Proceedings

The outstanding judgment relating to the Tyra Bank settlement was paid in full
during the quarter ended June 30, 2001.


Item 2.    Changes in Securities and Use of Proceeds

In May and June 2001, the Company issued 1,159,200 shares of common stock in a
private placement offering that resulted in gross proceeds of $1,159,200 net of
$65,500 in fees and commissions. The sale of the securities were exempt under
the Securities Act of 1933, as amended, in reliance on Regulation D promulgated
thereunder as a transaction by an issuer not involving a public offering.


Item 3.    Defaults Upon Senior Securities

None

                                       10

<PAGE>


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


(1)  The Company held an annual meeting of its shareholders on June 26, 2001
     (the "Annual Meeting").

(2)  The Annual Meeting involved the election of a director. The director
     elected at the meeting was Peter Klamka.

(3)  Two matters were voted on at the Annual Meeting, as follows:

     (1)  The election of nominee Peter Klamka as Director of the Company until
          the next annual meeting.

          The votes were cast for this matter as follows:

                         FOR          AGAINST       ABSTAIN      WITHHOLD
                       ---------      -------       -------      --------

     Peter Klamka      2,823,264         0             0            0

     The nominee was elected a Director of the Company.

     (2)  The ratification of the appointment of Stonefield Josephson, Inc. as
          the Company's independent auditors for the fiscal year ending December
          31, 2001.

     The votes were cast for this matter as follows:

                         FOR          AGAINST       ABSTAIN      WITHHOLD
                       ---------      -------       -------      --------

                       2,823,264        0              0             0

     This matter was passed by the required majority of votes cast.

Item 5.    Other Information

Not applicable


Item 6.    Exhibits and Reports on Form 8-K

(a)      Exhibits

None

(b)      Reports on Form 8-K

None



                                       11

<PAGE>




                                   SIGNATURES

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

                                       PTN Media, Inc.


                                        By: /s/ Peter Klamka
                                            ------------------------------------
                                                Peter Klamka
                                                Chief Executive Officer
                                                (Principal Executive and
                                                 Principal Accounting Officer)

Date:  August 17, 2001








                                       12