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 September 30, 2000

     [   ] Transition  report  under  Section  13  or  15(d) of the Securities
           Exchange  Act  of  1934

     For the transition  period  from  _________  to  _________

     Commission  File  No.  0-28549


                                   ILIVE, INC.
                 (Name of Small Business Issuer in Its Charter)

       NEVADA                                                   95-4783826
(State or Other Jurisdiction of                               (IRS Employer
Incorporation or Organization)                            Identification Number)

                         242 N. CANON DRIVE, 3RD FLOOR
                        BEVERLY HILLS, CALIFORNIA 90210
              (Address of Principal Executive Offices) (Zip Code)

                                 (310) 285-5200
                           (Issuer's Telephone Number)
           SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
                                     (None)

           SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
                         Common Stock, par value $0.001
                                (Title of Class)

     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 [  ]


     Indicate  the number of shares outstanding of each of the issuer's class of
common  stock  as  of  the  latest  practicable  date:

Title of each class of Common Stock                  Outstanding as May 31, 2000
-----------------------------------                  ---------------------------
 Common Stock, $0.001 par value                              21,313,334



     Transitional Small Business Disclosure Format (check one):

Yes  [  ] No [ X ]


                                     Page 1
<PAGE>


                                TABLE OF CONTENTS

                         PART I - FINANCIAL INFORMATION


Item  1.     Financial  Statements.

     Condensed Consolidated Balance Sheets at September 30, 2000 (Unaudited).

     Condensed Consolidated Statements of Operations (Unaudited) for the three
     and nine months ended September 30, 2000 and 1999.

     Condensed Consolidated Statements of Cash Flows (Unaudited) for the nine
     months ended September 30, 2000 and 1999.

     Notes to Condensed Interim Consolidated Financial Statements (Unaudited)
     at September 30, 2000.

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


                           PART II - OTHER INFORMATION


Item  1.     Legal  Proceedings.

Item  2.     Changes  in  Securities.

Item  3.     Defaults  Upon  Senior  Securities.

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

Item  5.     Other  Information.

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


                                     Page 2
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM  1  -  FINANCIAL  STATEMENTS

<TABLE>
<CAPTION>




                                        SEPTEMBER 30, 2000
                                        ------------------
<S>                                    <C>
ASSETS
CURRENT ASSETS:
   Cash                                $                36

   Deposits                                        103,188
                                        ------------------
      TOTAL CURRENT ASSETS                         103,224

PROPERTY AND EQUIPMENT, NET                         97,173

OTHER                                               17,581
                                        ------------------
                                       $           217,978
                                        ==================

LIABILITIES AND SHAREHOLDERS' DEFICIT

CURRENT LIABILITIES:
   Notes payable                       $           376,623
   Accrued interest                                360,370
   Advances from shareholder                       490,599
   Accounts payable                                776,118
   Payroll taxes payable                           375,816
   Other accrued expenses                          304,678
                                        ------------------
      TOTAL CURRENT LIABILITIES                  2,684,204

COMMITMENTS AND CONTINGENCIES                            -

SHAREHOLDERS' DEFICIT:
   Common stock                                     21,313
   Additional paid-in capital                    3,299,547
   Accumulated deficit                          (5,787,086)
                                        ------------------
      TOTAL SHAREHOLDERS' DEFICIT               (2,466,226)
                                        ------------------
                                       $           217,978
                                        ==================

</TABLE>

   See accompanying notes to unaudited interim condensed consolidated financial
                                   statements

                                     Page 3
<PAGE>





<TABLE>
<CAPTION>
                          ILIVE, INC. AND SUBSIDIARIES
                 Condensed Consolidated Statements of Operations
                                   (Unaudited)


                               THREE MONTHS ENDED SEPTEMBER 30,  SIX MONTHS ENDED SEPTEMBER 30,
                               -------------------------------   -----------------------------
                                        2000          1999          2000          1999
                               -------------------------------   -----------------------------
<S>                                 <C>           <C>              <C>           <C>
REVENUES:                            $         -   $        -      $          -   $          -
                               -----------------   ----------    --------------   ------------
EXPENSES:
  Website development                     38,807            -           199,386              -
  General and administrative             276,412            -           945,440              -
  Interest expense                        88,842            -           234,409              -
                               -----------------   ----------    --------------   ------------
                                         404,061            -         1,379,235              -
                               -----------------   ----------    --------------   ------------
LOSS FROM CONTINUING OPERATIONS         (404,061)           -        (1,379,235)             -
                               -----------------   ----------    --------------   ------------
DISCONTINUED OPERATIONS:
   Loss from operations of Chasen's
     restaurant                           (7,809)           -          (487,302)             -
   Loss on disposal of restaurant
     assets                                    -            -          (267,320)             -
                               -----------------   ----------    --------------   ------------
NET LOSS                             $  (411,870)  $        -      $ (2,133,857)  $          -
                               =================   ==========    ==============   ============
BASIC AND DILUTED
  NET LOSS PER SHARE:
Loss from continuing operations      $     (0.03)  $        -      $      (0.09)  $          -
Loss from discontinued operations          (0.00)           -             (0.03)             -
Loss on disposal of restaurant
   assets                                      -            -             (0.02)             -
                               -----------------   ----------    --------------   ------------
NET LOSS                             $     (0.03)  $        -      $      (0.14)  $          -
                               =================   ==========    ==============   ============
BASIC AND DILUTED
  WEIGHTED AVERAGE SHARES             15,544,812    6,438,061        15,129,507      5,173,551
                               =================   ==========    ==============   ============
</TABLE>









   See accompanying notes to unaudited interim condensed consolidated financial
                                   statements

                                     Page 4
<PAGE>
<TABLE>
<CAPTION>

                          ILIVE, INC. AND SUBSIDIARIES
                 Condensed Consolidated Statements of Cash Flows
                                   (Unaudited)

                                                            NINE MONTHS ENDED SEPTEMBER 30,
                                                            -------------------------------
                                                                  2000            1999
                                                            ----------------  -------------
<S>                                                             <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                                  $    (2,133,857)  $           -
  Adjustments to reconcile net loss to net cash
    used by operating activities:
    Depreciation and amortization                                    22,250               -
    Loss on disposal of restaurant assets                           267,320
    Repayment of advances to related parties
     through performance of services                                 86,000               -
    Changes in assets and liabilities:
      Inventories                                                    48,795               -
      Other assets                                                    6,701               -
      Accounts payable                                             (136,811)              -
      Payroll taxes payable                                         138,000               -
      Accrued interest                                              241,514               -
      Other accrued expenses                                        216,582               -
                                                            ----------------  -------------
    Net cash used by operating activities                        (1,243,506)              -
                                                            ----------------  -------------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Repayments of advances from related parties                           416               -
  Purchases of property and equipment                               (91,571)              -
                                                            ----------------  -------------
    Net cash used by investing activities                           (91,155)              -
                                                            ----------------  -------------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Repayment of notes payable                                        (20,984)
  Issuance of common stock                                           25,000               -
  Proceeds from convertible note                                    814,048
  Advances from shareholder                                         490,599               -
                                                            ----------------  -------------
    Net cash provided by financing activities                     1,308,663               -
                                                            ----------------  -------------
Net decrease in cash                                                (25,998)              -

CASH, BEGINNING OF PERIOD                                            26,034               -
                                                            ----------------  -------------

CASH, END OF PERIOD                                         $            36   $           -
                                                            ================  =============
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
  Cash paid for:
    Interest                                                $             -   $           -
    Franchise taxes                                         $             -   $           -
NON-CASH INVESTING AND FINANCING ACTIVITIES:

  Conversion of Debenture                                   $     1,500,000   $           -
                                                            ================  =============
  Issuance of shares for license                            $        75,150   $           -
                                                            ================  =============
  Return of office furniture and related decrease
   in liability                                             $        26,495   $           -
                                                            ================  =============

</TABLE>







   See accompanying notes to unaudited interim condensed consolidated financial
                                   statements

                                     Page 5
<PAGE>
                          ILIVE, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)
                               SEPTEMBER 30, 2000
Basis  of  Presentation

The  accompanying  consolidated  financial  statements  include  the accounts of
iLive,  Inc.,  ("iLive"),  its  wholly  owned  subsidiary, Asia Pacific Co., LTD
("Asia  Pacific")  and  Asia  Pacific's  majority  owned  subsidiary,  246  LLC,
(collectively,  the  "Company").  All  material  intercompany  transactions  and
accounts  have  been  eliminated  in  consolidation.

iLive  (formerly  Powerhouse International Corporation) was incorporated in 1987
in  Nevada,  became inactive in 1996, and had no assets or liabilities at August
31, 1999. On September 7, 1999, iLive sold 10,000,000 shares of common stock for
$500,000 cash and on September 30, 1999, it acquired Asia Pacific for 690,000 of
its  common  shares  valued  at $74,609. This acquisition was accounted for as a
purchase; accordingly, the results of operations of Asia Pacific are included in
the  accompanying  consolidated  financial  statements  since  the  date  of
acquisition.

Asia Pacific, incorporated in October 1995 in Niue (a foreign country), acquired
a  controlling 64% interest in 246 LLC, a limited liability company organized in
March  1996,  to  construct  and  operate  a  full-service  restaurant,  bar and
membership  club  in  Beverly  Hills,  California.  The  restaurant,  known  as
Chasen's,  commenced  operations  in  April  1997.

Discontinued  Operations

In  April 2000, management closed Chasen's to the public and began operating the
restaurant for private parties only.  In July 2000, operations of the restaurant
were  permanently  discontinued.  The  Company  wrote  off  all  its  restaurant
operating  assets  (which  consisted  primarily  of  furniture,  fixtures  and
restaurant  equipment), and inventory as of June 30, 2000.  The remaining assets
of  the  restaurant  as  of September 30, 2000 consist of a liquor license and a
utility  deposit.  The  remaining  liabilities (all current) as of September 30,
2000  include  notes payable, payroll taxes payable, vendor accounts payable and
accrued  interest.  The  restaurant had revenues of $701,000 and $0 for the nine
and  three  month  periods  ended  September  30,  2000,  respectively.

Interim  periods

The  accompanying unaudited consolidated financial statements have been prepared
in accordance with the instructions of Form 10-QSB and do not include all of the
information  required  by  generally accepted accounting principles for complete
financial  statements. In the opinion of the Company's management, all necessary
adjustments (consisting of normal recurring adjustments) for a fair presentation
have  been  included.  Operating  results  for  the  three and nine months ended
September  30,  2000,  are  not necessarily indicative of results for any future
period.  These  statements  should  be read in conjunction with the consolidated
financial  statements  and  notes  thereto  for the year ended December 31, 1999
included  in  the  Company's  Form  10-KSB.



                                     Page 6
<PAGE>

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

Cautionary Statements:

This Quarterly Report on Form 10-QSB contains certain forward-looking statements
within  the meaning of Section 27A of the Securities Act of 1933 and Section 21E
of  the  Securities  Exchange  Act  of  1934.  The  Company  intends  that  such
forward-looking  statements  be  subject  to  the  safe  harbors created by such
statutes.  The  forward-looking  statements included herein are based on current
expectations  that involve a number of risks and uncertainties.  Accordingly, to
the  extent  that  this  Quarterly  Report  contains  forward-looking statements
regarding  the financial condition, operating results, business prospects or any
other  aspect  of  the  Company,  please  be  advised  that the Company's actual
financial  condition,  operating  results  and  business  performance may differ
materially  from  that  projected or estimated by the Company in forward-looking
statements.  The  differences  may  be caused by a variety of factors, including
but  not  limited to adverse economic conditions, intense competition, including
intensification  of price competition and entry of new competitors and products,
adverse  federal,  state  and  local  government regulation, inadequate capital,
unexpected costs and operating deficits, increases in general and administrative
costs,  lower  sales  and  revenues  than  forecast, loss of customers, customer
returns  of products sold to them by the Company, termination of contracts, loss
of  supplies,  technological  obsolescence  of the Company's products, technical
problems with the Company's products, price increases for supplies, inability to
raise  prices,  failure  to  obtain new customers, litigation and administrative
proceedings  involving  the  Company, the possible acquisition of new businesses
that result in operating losses or that do not perform as anticipated, resulting
in  unanticipated  losses,  the  possible  fluctuation  and  volatility  of  the
Company's  operating  results, financial condition and stock price, inability of
the  Company  to  continue as a going concern, losses incurred in litigating and
settling  cases,  adverse  publicity  and  news coverage, inability to carry out
marketing  and  sales  plans,  loss  or retirement of key executives, changes in
interest  rates,  inflationary  factors  and  other  specific  risks that may be
alluded  to  in this Quarterly Report or in other reports issued by the Company.
In  addition,  the  business  and  operations  of  the  Company  are  subject to
substantial  risks that increase the uncertainty inherent in the forward-looking
statements.  The  inclusion  of  forward-looking  statements  in  this Quarterly
Report  should  not  be regarded as a representation by the Company or any other
person  that  the  objectives  or  plans  of  the  Company  will  be  achieved.

COMPANY OVERVIEW

iLive.com  (OTCBB:  LIVE) is an online entertainment media company that produces
its own branded shows, music and other original and sponsored entertainment. All
content  will be filmed in broadcast quality and will be viewed in a combination
of  free  content,  pay-per-view,  and subscription based programming. Each show
will  also  leverage  the  Internets  ability  to  facilitate  the purchasing of
products  and  merchandise  via  e-commerce.

iLive.com  believes that television on the Internet is the future and the key is
the ability to produce compelling content that can generate revenue. The Company
uses  content  and viewer participation to attract a diverse audience and retain
them  on  the  site for extended periods of time. iLive's many channels focus on
specific  areas of interest and allow viewers to access entertainment on demand.
The  site  connects  viewers  with several interactive entertainment communities
from  sports,  music,  fashion,  astrology,  cooking,  and magic, to iLive's own
original  news  and  programming.  through  each of its channels, iLive plans to
offer  its customers the opportunity to purchase a ticket to view various events
and  content  while  providing  its marketing partners with the ability to reach
focused  segments  of  user specific demographics and lifestyle characteristics.
iLive's  content  also  presents  performers  and  entertainers  profit-sharing
incentives  to "self-promote" themselves on iLive.com. This provides the Company
with  content  at virtually no out of pocket expense, while providing an army of
individuals  driving  word  of  mouth traffic to the site on a daily basis.

                                     Page 7
<PAGE>

The  Company's  prior  three  month  period  ended  September  30,  2000  is not
indicative  of  the  Company's current business plan and operations.  During the
three  month  period ended September 30, 2000 as well as the year ended December
31,  1999,  the Company was building its infrastructure and had no revenues.  In
September  1999,  the  Company acquired Asia Pacific, as previously discussed in
the  Company's  prior  filings.  Asia Pacific's  principal  asset consisted of a
64%  interest  in  246 LLC dba Chasen's Restaurant.  The Company had intended to
utilize  Chasen's  as a forum for its Internet related entertainment operations.

However,  losses  from the Company's Chasen's restaurant operations exceeded the
Company's  expectation.  Due  to  Chasen's  negative cash flow and increased net
loss,  Management has decided to discontinue any further investment into 246 LLC
and  to either reorganize or divest its restaurant operations.  As a result, the
Company  incurred a one time charge of $1,603,622 representing the impairment of
long-lived  assets  associated  with  the  closing of Chasen's.  The Company has
decided  to  focus  its  efforts  on the development of its Internet operations.

PLAN  OF  OPERATIONS  FOR  THE  COMPANY'S  WEB  SITE  ILIVE.COM.

The  Company's  goal  for  its  Internet  operations  is to seamlessly integrate
streaming  media  content  and  e-commerce  in  the  context of a global branded
network.  The  Company's  Web  site  as anticipated was  launched  in  the third
quarter.  As  of  September  30,  2000,  the  Company  has  not yet realized any
material  revenues  from its Web Site operations.  Plans call for the Company to
continue  to  build  content and implement a subscription based model later next
year.  The  Company also plans to introduce business to business services in the
first  quarter  next year that are expected to generate revenue as well as allow
advertisers  to  participate  within  the  context  of  the  site.

                                     Page 8
<PAGE>

Liquidity  &  Capital  Resources

On September 7, 1999, the Company raised $500,000 through the sale of 10,000,000
shares  of the Company's "restricted" Common Stock at a price of $0.05 per share
and  $1,500,000  through  debt financing in the form of a $1,500,000 convertible
note  (the  "Note").  Pursuant to the terms of the Note, the Company is required
to repay the principal amount of $1,500,000 with 12% interest on or before March
7,  2001.  The  note  is  convertible,  at  anytime given 15 day's notice at the
holder's  election,  into  a maximum of 6,000,000 shares of the Company's Common
Stock  at  $0.25  per  share.  As  of  September 30,2000 the $1,500,000 note was
converted  by  the  holder  into  6,000,000  shares  of  common  stock.

As  of  September 30,  2000,  the Company has expended approximately  $2,000,000
towards  development  of its business plan and continued operations,  with  none
of  its  original  financing  remaining.  The  Company  currently  does  not
have  sufficient  funds  to  fund  ongoing  operations  and  is  currently  in
negotiations  for  additional  debt  financing  to fund its immediate needs.  No
assurances  can  be  given  however,  that  the  Company  will  be successful in
securing  such  additional  debt  financing.  Failure  to secure such funds will
have  a  material  adverse  effect  on  the  Company's  results  of  operations.

The  Company  intends  to  obtain  additional  financing through the sale of its
Common  Stock  and  through  a  Private  Placement  of  its  restricted  Common
Stock,  including  warrants  to  purchase  additional  shares  of  the Company's
Common  Stock.  However,  there  can  be  no assurances that the Company will be
able  to complete the Private Offering. Failure to complete the Private Offering
may  have  a  material  adverse  effect  on the Company's plan of operations.

Additionally,  a  slower  than  expected rate of acceptance of the Company's Web
site,  or  lower  than  expected revenues generated from the Company's Web site,
would materially adversely affect the Company's liquidity.  The Company may need
additional  capital sooner than anticipated.  The Company has no commitments for
additional  financing,  and  there can be no assurances that any such additional
financing  would  be  available in a timely manner or, if available, would be on
terms  acceptable  to the Company.  Furthermore, any additional equity financing
could be dilutive to our then-existing shareholders and any debt financing could
involve  restrictive covenants with respect to future capital raising activities
and  other  financial  and  operational  matters.

Capital  Expenditures

The  Company's anticipated capital expenditures for the year ending December 31,
2000  are  expected  to consist of development costs for the Company's Web site.
The  Company  expects  to  expend approximately an additional $1,500,000 towards
ongoing  development  of  its  Web  site.  The  Company  also  expects to expend
approximately  $75,000  towards purchase of additional computer equipment needed
for  the planned expansion of its intended Web site.  The Company currently does
not have sufficient working capital to fund its anticipated capital expenditures
and  will need to raise additional funds either though additional equity or debt
financings.  There can be no assurances that any such additional financing would
be  available in a timely manner or, if available, would be on terms  acceptable
to  the  Company.  Failure  to  raise additional funds for the Company's planned
capital  expenditures  will have a material adverse effect on the Company's plan
of operations.

                                     Page 9
<PAGE>

                           PART  II  -  OTHER  INFORMATION

ITEM  1  -  LEGAL  PROCEEDINGS

The  Company  may  from  time  to  time be involved in various claims, lawsuits,
disputes with third parties, actions involving allegations of discrimination, or
breach  of  contract  actions  incidental to the operation of its business.  The
Company  is  currently  involved  in  litigation for approximately $10,000.  The
Company expects to have the matter settled quickly and believes that it will not
have  any  material  adverse effects on it financial condition or results of its
operations.

ITEM  2  -  CHANGES  IN  SECURITIES

On  September  30,  2000,  the  Company  issued  6,000,000  common shares of its
"restricted"  common  stock  upon  conversion by Street Capital of the Company's
previously  issued  $1,500,000  note.  The  issuance was an isolated transaction
involving  a  public offering pursuant to Section 4 (2) of the Securities Act of
1933.

Item  3  -  Defaults  Upon  Senior  Securities

None

Item  4  -  Submission  of  Matters  to  a  vote  of  Security  Holders

None


Item  5  -  Other  Information

As  of  September  30,  2000  Anastasia  Cronin,  the  Company's Chief Financial
Officer,  and  Director  left the Company due to a family relocation.  The Chief
Financial  Officer  vacancy  has  been temporarily filled by Scott Henricks, the
Company's  President  and  Chief  Executive Officer.  Hirsh Wilck, the Company's
head  of  Miss  World  United  States Operations has replaced her as a Director.

Item  6  -  Exhibits

(A)     EXHIBITS

     27.1 Financial Data Schedule

(B)     REPORTS ON FORM 8-K

     No reports on Form 8-K were filed during the period covered by this report.


                                    Page 10
<PAGE>
                                   SIGNATURES

In accordance with 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.




                                   ILIVE, INC.

                                   By /s/ Scott Hendricks
                                   ----------------------------------
                                   Scott Hendricks
                                   President, CEO & CFO


Dated: November 16, 2000


                                    Page 11
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