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

                                 FORM 10-QSB


(Mark One)
[X]     Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
        Exchange Act of 1934
        For the Quarterly Period Ended June 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:  0-20598

                            MONOGRAM PICTURES, INC.
                            -----------------------
             (exact name of small business issuer in its charter)

                NEVADA                                75-2293489
        -----------------------                ------------------------
     (State or other jurisdiction                  (I.R.S. Employer
    of incorporation organization)                Identification No.)

                19941 Gulf Blvd., #E, Indian Shores, FL 33785
                ---------------------------------------------
         (Address of principal executive offices, including zip code)

                                (727) 596-5088
                                --------------
               (Issuer's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports
required by Section 13 or 15(d) of the Securities and Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.  Yes [x]  No [ ]

The number of shares of the registrant's common stock, $0.001 par value, as of
August 30, 2001:  4,463,286.


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<PAGE>

                            MONOGRAM PICTURES, INC.
                   FORM 10-QSB, QUARTER ENDED JUNE 30, 2001
<TABLE>
                              TABLE OF CONTENTS

<CAPTION>
                                                                         Page
                                                                        Number
<S>                                                                     <C>
PART I - FINANCIAL INFORMATION

Item 1 - Financial Statements
Consolidated Balance Sheets as of June 30, 2001 . . . . . . . . . . . .    3
Consolidated Statements of Operations
     for the Six Months Ended June 30, 2001 . . . . . . . . . . . . . .    4
Consolidated Statements of Cash Flows
     for the Six Months Ended June 30, 2001 . . . . . . . . . . . . . .    5
Notes to Interim Consolidated Financial Statements  . . . . . . . . . .    6

All schedules are omitted because they are not applicable or the
required information is shown in the financial statements or notes
thereto.

Item 2 - Management's Discussion and Analysis . . . . . . . . . . . . .    7

PART II - OTHER INFORMATION

Item 1 - Legal Proceedings  . . . . . . . . . . . . . . . . . . . . . .    9
Item 2 - Changes in Securities  . . . . . . . . . . . . . . . . . . . .    9
Item 3 - Defaults Upon Senior Securities  . . . . . . . . . . . . . . .    9
Item 4 - Submission of Matters to a Vote of Security Holders. . . . . .    9
Item 5 - Other Information  . . . . . . . . . . . . . . . . . . . . . .    9
Item 6 - Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . .    9
         Signatures . . . . . . . . . . . . . . . . . . . . . . . . . .   10
</TABLE>

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<PAGE>

PART I

Item 1.  Financial Statements.


                            MONOGRAM PICTURES, INC.
<TABLE>
                          CONSOLIDATED BALANCE SHEETS
                           JUNE 30, 2001 (Unaudited)

<S>                                                              <C>
ASSETS
Current Assets
   Cash and Cash Equivalents                                     $      9,785
   Prepaid Expenses                                                       122
                                                                 ------------
Total Current Assets                                                    9,907

Property and Equipment, Net                                             3,009

Goodwill, net of amortization of $46,211                              295,493
                                                                 ------------
Total  Assets                                                    $    308,409
                                                                 ============


LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
   Accounts Payable and Accrued Liabilities                      $     88,610
   Payroll Tax Liabilities                                             23,700
   Loans From Shareholders                                             93,173
                                                                 ------------
Total Current Liabilities                                             205,483

Stockholders' Equity
   Preferred Stock: Authorized $0.01 Par Value, 5,000,000 Shares;
      Issued and Outstanding, 47,500                                      475
   Common Stock: Authorized $0.001 Par Value, 50,000,000 Shares;
      Issued and Outstanding, 4,643,286                                 4,643
   Additional Paid In Capital                                      21,171,703
   Retained Earnings (Deficit)                                    (21,073,895)
                                                                 ------------
Total Stockholders' Equity                                            102,926
                                                                 ------------

Total Liabilities and Stockholders' Equity                       $    308,409
                                                                 ============
<FN>
                 See notes to condensed financial statements.
</TABLE>

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<PAGE>

                            MONOGRAM PICTURES, INC.
<TABLE>
                     CONSOLIDATED STATEMENTS OF OPERATIONS
               FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited)

<CAPTION>
                                              For the Three Months         For the Six Months
                                                 Ended June 30,              Ended June 30,
                                            -------------------------   -------------------------
                                                2001          2000          2001          2000
                                            -----------   -----------   -----------   -----------
<S>                                         <C>           <C>           <C>           <C>
Revenues                                    $   486,244   $   174,837   $   939,503   $   174,837
Cost of Revenues                                460,074       173,388       896,164       173,388
                                            -----------   -----------   -----------   -----------
Gross Margin                                     26,170         1,449        43,339         1,449

General and Administrative Expenses             886,682     2,727,597     1,109,636     2,916,998
                                            -----------   -----------   -----------   -----------

Net Loss Available to Common Stockholders   $  (860,512)  $(2,726,148)  $(1,066,297)  $(2,915,549)
                                            ===========   ===========   ===========   ===========

Basic and Diluted Loss Per Common Share     $    (0.26)   $    (1.35)   $    (0.38)   $    (1.75)
                                            ===========   ===========   ===========   ===========
Basic and Diluted Weighted Average
     Common Shares Outstanding                3,262,770     2,018,423     2,794,850     1,670,023
                                            ===========   ===========   ===========   ===========
<FN>
                 See notes to condensed financial statements.
</TABLE>

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<PAGE>

                            MONOGRAM PICTURES, INC.
<TABLE>
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
          FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited)

<CAPTION>
                                                       For the Six Months
                                                         Ended June 30,
                                                   ---------------------------
                                                       2001           2000
                                                   ------------   ------------
<S>                                                <C>            <C>
Cash Flows From Operating Activities
   Net Loss                                        $ (1,066,297)  $ (2,915,549)
   Adjustments to Reconcile Net Loss to
      Net Cash Flows Used in Operating Activities
      Common Stock Issued for Services                  914,400      2,759,570
      Depreciation and Amortization                      21,628            303
      Write-off Startup Expenses                              0          8,003
   Changes in Assets and Liabilities
      (Increase) Decrease in Prepaid Expenses             7,986         (1,923)
      Increase (Decrease) in Accounts Payable
         and Accrued Liabilities                         13,897         17,162
                                                   ------------   ------------
   Total Adjustments                                    957,911      2,783,115
                                                   ------------   ------------
Net Cash Flows Used In Operating Activities            (108,386)      (132,434)

Cash Flows From Investing Activities
   Cash Acquired in Acquisition of Subsidiary             1,700          7,509
   Cash Paid for Acquisition of Subsidiary              (38,982)             0
   Advances From Related Party                           93,173         18,099
   Purchase of Fixed Assets                              (3,309)        (8,516)
                                                   ------------   ------------
Net Cash Flows Provided by Financing Activities          52,582         17,092

Cash Flows From Financing Activities
   Capital Contributions                                      0        160,000
                                                   ------------   ------------
Net Cash Flows Provided By Financing Activities               0        160,000
                                                   ------------   ------------

Increase (Decrease) in Cash and Cash Equivalents        (55,804)        44,658
Cash and Cash Equivalents, Beginning of Period           65,588            406
                                                   ------------   ------------
Cash and Cash Equivalents, End of Period           $      9,784   $     45,064
                                                   ============   ============

Supplemental Disclosure of Cash Flow Information:
Cash paid for:
   Interest                                        $          0   $          0
                                                   ============   ============
   Income taxes                                    $          0   $          0
                                                   ============   ============

Supplemental Schedule of Noncash
   Investing/Financing Activities:
Issuance of Common Stock for Services Rendered     $    914,400   $  2,759,570
                                                   ============   ============
Acquistion of Subsidiary for Common Stock and Cash:
   2001:  Medical Discounts Limited, Inc.
   2000:  General Personnel Management, Inc.
   Assets Acquired                                 $      1,700   $     56,851
   Liabilities Assumed                                   11,206         39,675
                                                   ------------   ------------
   Net Assets Acquired                             $     (9,506)  $     17,176
<FN>
                 See notes to condensed financial statements.
</TABLE>

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<PAGE>

                            MONOGRAM PICTURES, INC.

              NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
                                 JUNE 30, 2001


NOTE 1.  STATEMENT OF INFORMATION FURNISHED

The accompanying unaudited interim consolidated financial statements have been
prepared in accordance with Form 10-QSB instructions and in the opinion of
management contains all adjustments (consisting of only normal recurring
adjustments) necessary to present fairly the financial position as of
June 30, 2001, and the consolidated results of operations and cash flows for
the three and six months ended June 30, 2001.  These results have been
determined on the basis of generally accepted accounting principles and
practices and applied consistently with those used in the preparation of the
Company's 2000 Annual Report on Form 10-KSB.

Certain information and footnote disclosure normally included in the financial
statements presented in accordance with generally accepted accounting
principles have been condensed or omitted.  It is suggested that the
accompanying consolidated financial statements be read in conjunction with the
accompanying consolidated financial statements and notes thereto incorporated
by reference in the Company's 2000 Annual Report on Form 10-KSB.


NOTE 2.  SEGMENT INFORMATION

Segment information represents that of corporate overhead (parent) and its
subsidiary operations, General Personnel Management, Inc. (GPM) and Medical
Discounts Limited, Inc.(MDL).  The MDL subsidiary was not acquired until
June 25, 2001, and thus, no results of operations have been included in these
financial statements.  Management does not currently allocate any corporate,
selling, administrative or overhead expenses to its subsidiaries.
Segment information is as follows at June 30, 2001:

                                   GPM           MDL
                    Parent      Subsidiary    Subsidiary      Total
                  ----------    ----------    ----------    ----------
Total Revenues    $        0    $  939,503    $        0    $  939,503
Operating Loss    $1,063,798    $    2,499    $        0    $1,066,297
Total Assets      $  304,555    $    2,154    $    1,700    $  308,409


NOTE 3.  PURCHASE OF SUBSIDIARY

On June 22, 2001, the Company purchased 51% of Medical Discounts Limited, Inc.
(MDL), a Florida Corporation, in a cash/stock transaction.  The Company paid
$38,982 in cash and issued 344,000 shares of its common stock at $0.26 per
share, or $89,440, for a net investment in subsidiary of $128,422.  Net assets
acquired were $1,700 representing cash.  All of the directors of MDL resigned
and the current directors of Monogram serve as directors of MDL.  The
acquisition was recorded using the purchase method of accounting and the
subsidiary was included in the consolidated financial statements because
Monogram controls the activities of the subsidiary.  The Company further signed
an agreement on June 22, 2001, with two of the former principal shareholders of
MDL to purchase the 165,000 shares of restricted stock issued for $1.00 per
share, or $165,000, in twelve months from the date of the agreement, or to
issue additional shares of Monogram stock equivalent to the original investment
of $165,000, to be issued within 10 days following the expiration of the twelve
month period of the agreement.

On August 22, 2001, the Company agreed to pay $20,000 for the remaining 49%
interest in MDL.


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<PAGE>

MDL is a company seeking to provide an alternative to individuals and families
that cannot afford or qualify for health insurance.  MDL operates as a
membership club that negotiates substantial medical discounts from their
physicians and pharmaceutical companies.


NOTE 4.  REVERSE STOCK SPLIT

On May 2, 2001, the Company's Board of Directors approved a 1-10 reverse stock
split to all stock outstanding, both common and preferred.  All per share and
per share information have been adjusted retroactively.


NOTE 5.  FINANCIAL RESULTS AND LIQUIDITY

To date, we have not been profitable. We face all the risks common to companies
in their early stages of development, including under capitalization and
uncertainty of funding sources, high initial expenditure levels and uncertain
revenue streams, an unproven business model, and difficulties in managing
growth. Our recurring losses raise substantial doubt about our ability to
continue as a going concern. Our financial statements do not reflect any
adjustments that might result from the outcome of this uncertainty.

We believe that despite the financial hurdles and funding uncertainties going
forward, we have under development a business plan that, if successfully funded
and executed, can enhance operating results. The Company expects to incur
losses as it expands its businesses and will require additional funding during
2001. The satisfaction of our cash requirements hereafter will depend in large
part on our ability to successfully raise capital from external sources to pay
for our planned capital expenditures and to fund operations. We do not expect
that sufficient cash will be generated from operations to fund our growth for
the foreseeable future. As a result, we expect to aggressively pursue
additional sources of funds, the form of which will vary depending upon
prevailing market and other conditions and may include a sale transaction or
the issuance of equity securities.

Recently, the Company has explored the possibility of merging with other
company(s). Although the Company has not entered into any binding agreement to
effect such a transaction, the board of directors of the Company does consider
such offers and would consider all of the terms of any such offer as part of
its fiduciary duty to determine whether any such transaction is in the best
interest of the Company's stockholders. If our board of directors does
determine that a sale or merger of the Company is in the best interests of the
Company's stockholders, our board of directors may determine to pursue such a
transaction and the consideration to be paid in connection with such
transaction would be used to expand our business and fund future operations.
We cannot assure you that we will be able to raise funds through a sale or
equity transaction, or if such funding is available, that it will be on
favorable terms. Our Common Stock is currently traded on the over-the-counter
market on an electronic bulletin board established for securities that do not
meet NASDAQ listing requirements or in what are commonly referred to as the
"pink sheets."



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

When used in this discussion, the words "believes", "anticipates", "expects",
and similar expressions are intended to identify forward-looking statements.
Such statements are subject to certain risks and uncertainties, which could
cause actual results to differ materially from those projected.  Readers are
cautioned not to place undue reliance on these forward-looking statements,
which speak only as of the date hereof.  The Company undertakes no obligation
to republish revised forward-looking statements to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events.  Readers are also urged to carefully review and consider
the various disclosures made by the Company which attempt to advise interested
parties of the factors which affect the Company's business, in this report,
as well as the Company's periodic reports on Forms 10-KSB, 10-QSB and 8-K filed
with the Securities and Exchange Commission.


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<PAGE>

(1)  RESULTS OF OPERATIONS

REVENUES.  The Company revenues for the three and six months ended
June 30, 2001 were $486,244 and $939,503, versus $174,837 and $174,837 for the
same periods in 2000, and represents our subsidiary operations, General
Personnel Management, Inc.(GPM).  Costs of revenues for the three and six
months ended June 30, 2001 were $460,074 and $896,164 versus $173,388 and
$173,388 for the same periods in 2000.  Gross margins for those same periods
were $26,170 and $43,339 versus $1,449 for 2000.  The three and six months
ended June 30, 2000 include financial data for GPM for only one month as the
subsidiary was not purchased until June 1, 2001.  Gross margins have
historically approximated 4-5% for this subsidiary.  There were no other
revenues for the three or six months ended June 30, 2001 or 2000.  The Company
does not rely on revenues for funding.

GENERAL AND ADMINISTRATIVE EXPENSES.  During the three and six months ended
June 30, 2001, the Company incurred $886,682 and $1,109,636 of general and
administrative expenses compared to $2,727,597 and $2,916,998 for the same
periods in 2000.  General and administrative expenses primarily represent
common stock issued for consulting services.

NET LOSS.  During the three and six months period ended June 30, 2001 and 2000,
the Company incurred net losses of $860,512 and $1,066,297 versus $2,726,148
and $2,915,549 for the same periods in 2000.  Net loss is primarily a result of
stock issued for services rendered.  The Company has historically issued stock
for services due to its lack of operating capital.

PROVISION FOR INCOME TAXES.  As of June 30, 2001, the Company's accumulated
deficit was approximately $21,000,000.  Accordingly, the Company has recorded a
full valuation allowance against any income tax benefit to date.


(2)  LIQUIDITY

The Company had cash in bank of $9,784 at June 30, 2001.  Due to the "start-up"
nature of the Company's business, the Company expects to incur losses as it
expands its business through mergers and acquisitions.  The Company has been
dependent upon funds advanced from stockholders to support its working capital
needs.  The Company may raise additional funds through public or private equity
investment in order to expand the range and scope of its business operations,
but there is no assurance that such additional funds will be available for the
Company to finance its operations on acceptable
terms, if at all.

Net cash flows used in operating activities was $108,386 and $132,434 for the
six months ended June 30, 2001 and 2000, respectively, which is primarily a
result of our net loss offset by common stock issued for services in both
periods presented.

Net cash flows provided by investing activities during the six months ended
June 30, 2001 was $52,582 and $17,092, respectivley, which is primarily a
result of cash paid of $38,982 for the purchase of the subsidiary Medical
Discounts Limited, Inc. offset by loans from shareholders of $93,173 for 2001,
and loans from shareholders of $18,099 offset by fixed asset purchases of
$8,516 and cash acquired of $7,509 from the purchase of subsidiary, General
Personnel Management, Inc. in 2000.

Net cash flows provided by financing activities was $160,000 for the six months
ended June 30, 2000 which represents a cash payment received as part of the
acquisition of Interstate Management Services, a PEO subsidiary subsequently
never acquired by the Company during 2000.


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<PAGE>

PART II


Item 1.   LEGAL PROCEEDINGS.

          None.


Item 2.   CHANGES IN SECURITIES.

During the three months ended June 30, 2001, the Company issued the following
shares of stock:

     (1)  PREFERRED STOCK:  300,000 (30,000 post-split) shares on May 1, 2001
          at $0.30 per share for services rendered.
     (2)  COMMON STOCK:
          (i)    395,000 shares on May 11, 2001, at $0.40 per share for
                 services rendered.
          (ii)   1,235,000 shares on May 18, 2001, at $0.40 per share for
                 services rendered.
          (iii)  344,000 shares on June 22, 2001, at $0.26 per share for
                 acquisition of subsidiary, Medical Discounts Limited, Inc.
          (iv)   240,000 shares on June 29, 2001, at $0.26 per share for
                 services rendered.
          (v)    863 fractional share adjustment due to 1-10 reverse split.


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.

1.   On January 22, 2001, the Company filed Form 8-K to announce that
Charles A. Cohen resigned as Director and Chief Financial Officer.
Kenneth A. Mason was then elected Director and Chief Financial Officer.

2.   On February 13, 2001, the Company filed Form 8-K to announce that
Kenneth A. Mason was elected interim President and CEO, replacing
Donna L. Anderson. Ms. Anderson continues as a Director. Kenneth R. Kelly, Esq.
was appointed as outside counsel.

3.   On April 16, 2001, the Company filed Form 8-K to announce that
Donna Anderson resigned as CEO, John Anderson resigned as President, and
Ken Mason resigned CFO.  Steve Swank was appointed as CEO, John Bortoli as
President, and David Hastings as CFO.

4   On June 25, 2001, the Company filed Form 8-K to announce the acquisition of
Medical Discounts Limited, Inc.


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<PAGE>


                                  SIGNATURES


In accordance with Section 13 or 15(d) of the Exchange Act, the Registrant
caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.

                                       Monogram Pictures, Inc.

                                       By:  ___________________________
                                            /s/  Steve Swank
                                            CEO and Director
                                            Dated:  September 18, 2001

In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the Registrant and in the capacities and on the
dates indicated.