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 March 31, 2001
                               ------------------

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

              For the period from ______________ to ______________

                         Commission file number 0-26445
                                     -------


                        ACCESS HEALTH ALTERNATIVES, INC.
                        --------------------------------
        (Exact name of small business issuer as specified in its charter)


                               Florida 59-3542362
                               ------- ----------
                   (State of other jurisdiction (IRS Employer
              of incorporation or organization) Identification No.)


                2016 South Orange Avenue, Orlando, Florida 32806
--------------------------------------------------------------------------------
                    (Address of principal executive offices)


                                 (407) 423-4799
                                 ---------------
                           (Issuer's Telephone Number)

                  4619 Parkbreeze Court, Orlando, Florida 32808
 -------------------------------------------------------------------------------
(Former name,former address and former fiscal year,if changed since last report)



                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS


Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes [ ] No [ ]


                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date. 9,860,617 shares of the Issuer's
$.001 par value common stack were outstanding as of as of March 23, 2001.
--------------------------

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


                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS


                        Access Health Alternatives, Inc.
                     Consolidated Balance Sheet (Unaudited)


                                                Consolidated       Consolidated
                                                   3/31/01           12/31/00
Assets
Current Assets-
   Cash ....................................   $     4,688          $     6,919
   Trade receivables, net ..................       280,456              243,698
   Inventories .............................        99,777               99,369
   Other current assets ....................       359,674               24,472
                        Total current assets       744,595              374,458

Property & Equipment, net ..................       116,588              125,248
Goodwill ...................................     2,365,092                    0
Other Assets ...............................       791,970              625,382

                              Total Assets .   $ 4,018,245          $ 1,125,088


Liabilities
Current Liabilities-
   Notes and commercial paper ................... 1,594,756           1,641,834
   Line of Credit ...............................   100,000             100,000
   Current installment of long-term debt ........    37,219              37,704
   Current obligation under capital lease .......    71,393              84,286
   Bank overdraft ...............................    85,485              60,925
   Accounts payable .............................   802,711             815,744
   Accrued liabilities .......................... 1,058,772           1,022,419

   Due to related parties:
      Stockholders ..............................   463,958             462,242
      Limited liability companies ............... 1,592,612           1,592,612

                          Total due to related
                          parties                 2,056,570           2,054,854

                          Total current
                          liabilities             5,806,906           5,817,766

Unearned income .................................   176,870             196,370
Obligation under capital lease,
  less current portion ..........................    77,274              82,663
Long-term portion of note payable ...............   663,114             631,780
Minority interest in subsidiary .................   113,455             113,455

                          Total Liabilities ..... 6,837,619           6,842,034

Stockholders' Deficit
Common stock ....................................     9,895               4,427
Capital in excess of par value .................. 3,746,268           2,939,981
Accumulated deficit .............................(6,575,537)         (8,661,354)
                     Total stockholders' deficit (2,819,374)         (5,716,946)

       Total liabilities & stockholders' deficit $4,018,245         $ 1,125,088

<PAGE>

                        Access Health Alternatives, Inc.
                Consolidated Statement of Operations - Unaudited

                                        Consolidated               Consolidated
                                           3/31/01                    3/31/00
                                        ------------               ------------
Revenues-
   Equipment                            $        -               $        -
   Products                                 48,049                       56,412
   Provider payments                       146,035                      209,068
   Service fees                            157,816                      123,007
   Other                                   451,021                      590,849

                Total revenues             802,921                      979,336

Cost of sales-
   Equipment                                     0                            0
   Products                                 10,073                       16,513
   Other                                     2,102                            0

                Total cost of sales         12,175                       16,513

   Gross profit                            790,746                      962,823


Selling, general &                      (1,044,486)                  (1,256,172)
administrative expenses
               Operating income/(loss)    (253,740)                    (293,349)

Other Expenses
   Interest expense                        (60,781)                     (64,061)
   Other, net                              (16,000)                      (3,250)
               Net income/(loss)     $    (330,521)               $    (360,660)

Basic net loss per share             $       (0.03)               $       (0.04)


<PAGE>

                        Access Health Alternatives, Inc.
                Consolidated Statement of Cash Flows (Unaudited)



                                                        Three Months Ended
                                                              March 31,
                                                     ---------------------------
                                                        2001             2000
                                                     ----------      -----------

Cash flows from operating activities:

     Net loss                                    $   (314,521)     $   (360,660)

Adjustment to reconcile net loss
to net cash provided by (used in)
operating activities:

     Depreciation and amortization                     10,935            10,386

     Losses of limited liability companies                 -

     Unearned income recognized                       (19,500)          (20,639)

        Issuance of common stock for services          347,000
          Cash provided by (used in) changes in:

             Receivables                              (36,758)          (99,291)
             Inventories                                 (408)           16,513
             Other assets                            (501,790)
               Bank overdraft                           24,560          (14,694)
               Accounts payable                       (13,033)           80,980
               Accrued liabilities                      36,353          277,792

        Net cash used in operating activities        (467,162)         (109,613)

Cash  flows  from  investing
activities:
         Purchases of property and equipment           (2,275)

Cash  flows  from  financing
activities:
    Payments on notes and commercial paper            (16,229)          (28,938)
    Proceeds from notes and commercial paper               -            144,266
    Due to stockholders                                  1,716           12,949
    Advances (to) from limited liability companies         -
    Due to related party                                   -              5,859
    Payments on capital lease obligations             (18,281)          (16,486)
    Goodwill                                       (2,381,092)                -
       Proceeds from issuance of stock               2,881,092

          Net cash provided by financing activities    467,206          117,650

       Net (decrease) increase in cash                 (2,231)            8,037

          Cash at beginning of period
                                                         6,919           11,854

          Cash at end of period                    $     4,688      $    19,891

Supplemental
disclosure:
          Cash paid during the period for interest $    32,588      $    45,443

<PAGE>

                         ACCESS HEALTH ALTERNATIVES, INC
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2001


(1) Basis of Presentation

In the opinion of the management, the accompanying unaudited interim
consolidated financial statements include all adjustments necessary to present
fairly the financial position of the Company, the results of its operations and
changes in cash flows for the interim periods reported. These adjustments are of
a normal recurring nature. All financial statements presented herein are
unaudited. However, the balance sheet as of December 31, 2000, was derived from
the audited consolidated balance sheet. These statements should be read in
conjunction with the financial statements included in the Company's annual
report on Form 10-KSB for the year ended December 31, 2000. The results of
operations for the interim periods shown in this report are not necessarily
indicative of results to be expected for the fiscal year.


(2) Litigation

The Company is a nominal defendant in several legal actions. While the results
of these actions cannot be predicted with certainty, the Company believes that
the final outcome of such litigation will not have a materially adverse effect
on its financial condition.


(3) Contingency

At March 31, 2001, the Company has suffered recurring losses and has a net
capital deficiency of $2,803,374 and a working capital deficiency of $5,062,311,
which raises substantial doubt about its ability to continue as a going concern.
The Company is actively pursuing a private offering of securities and a debt
restructuring as a means of raising funds to implement its business plan.


(4) Additional Corporate Events

On December 28, 2000, the Company entered into an agreement to issue 1,800,000
shares of stock to a corporate investor for $500,000 payable, $250,000 on
January 31, 2001 and $250,000 on February 28, 2001. The Company has not received
the installments due under the contract. In January 2001, the Company issued
660,000 shares of common stock to an individual affiliated with the corporate
investor, for corporate relations and public relations services to be performed
in 2001. In April 2001 the Company notified the investor that both agreements
were being rescinded and demanded return of all shares.

In January 2001, the Company acquired two companies, Continua and EMDx
(collectively, "EMDx"), subject to certain conditions. Both companies are owned
by the same individuals and are located in Savannah, Georgia. Under the terms of
the acquisition, the Company acquired 100% of the stock in each company for a
total of 750,000 restricted shares. The acquisition will be accounted for as a
purchase. The companies are involved in providing technology services to the
healthcare industry and providing discounted medical lab services.

In January 2001, the Company acquired a controlling interest in HealthCare,
subject to certain conditions. Under the terms of the acquisition the Company
will acquire 100% of the stock of Healthcare for 4,000,000 restricted shares.
The acquisition will be treated as a purchase. HealthCare operates a
chiropractic group practice in Central Florida and has affiliated chiropractic
practices throughout Florida.

The acquisition agreements for Continua, EMDx and Healthcare contain provisions
that should the Company fail to raise a minimum of $8,000,000 within nine months
of closing the acquisition, the shareholders may return the shares in the
Company in return for 91% of the stock of Continua and EMDx and return of 100%
of the stock of Healthcare.
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

The following discussion and analysis should be read in conjunction with the
financial statements of the Company and the accompanying notes appearing
previously under the caption "Financial Statements." The following discussion
and analysis contains forward-looking statements, which involve risks and
uncertainties. The Company's actual results may differ significantly from the
results, expectations and plans discussed in these forward-looking statements.

Results of Operations for the Period Ended March 31, 2001 compared with the
Period Ended March 31, 2000

Management believes that a comparison of the financial performance of the
Company in the three months ended March 31, 2001 and in the three months ended
March 31, 2000 shows the efforts of Management to build the infrastructure
necessary to fully implement its business plan. Furthermore, the results
indicate the belief that the Company was moving toward resolving its short term
and long term capital concerns.

The quarters performance shows the comparison result of two significant
acquisitions completed early in 2001. Each of these acquisitions will serve to
enhance the Company's ability to uniquely address the complementary and
alternative medicine (CAM) market. The acquisition of Emdx/Continua provides the
technological foundation necessary for state-of -the art internet processing of
patient educational programs, provider training and communication, and
processing of patient records. The acquisition of Access Healthcare and its
group of owned CAM clinics and its network of managed care operations in Central
Florida provides development sites and revenue opportunities for the Company's
current and future programs, products, and services.

In addition to these acquisitions the Company signed agreements which it
believed would ultimately capitalize the Company in both the short and long
term. The initial funding agreement was not completed and Senior Management has
been focused on finding a replacement for the committed capital. It is expected
that the longer term capital will be received on or about the same time frame as
previously anticipated.

The total revenues of the Company declined by approximately $177,000 in the
quarter going from consolidated revenues of $979,336 during the quarter ended
March 31, 2000 to $802,921 for the period ended March 31, 2001. This was largely
do the negative impact of eliminating a provider service within Healthcare in
late 2000 and the continued effect from the relocation of several of the
practice sites in 2000. Revenue from product sales also declined by
approximately $8,000 from $56,412 in the period ending March 31, 2000 to $48,049
in the period ending March 31, 2001. This reflects the historical inability to
market resulting from the lack of capital resources.

Selling and Administrative Expenses declined by 16.8% from March 31, 2000 to
March 31, 2001 and directly reflects the decline in revenues.

Liquidity and Capital Resources

The Company has accounted for the acquisitions as a purchase therefore has
booked goodwill as an asset in the about of $2,365,092. Other assets, long and
short term, increased from a combined $649,854 in the period ending March 31,
2000 to $1,151,644 for the period ending March 31, 2001. This is primarily the
result of pre-payment for consulting services of the Company's common stock.
Subsequent to the reporting period, the Company has notified consultant of the
intent to cancel the agreement and has demanded return of all shares.

The Company experienced little significant change in its short and long term
liabilities which shows the impact of the capital it did raise through the sale
of common stock. Total current liabilities declined by approximately $9,000 from
$5,817,766 in the period ending March 31, 2000 to $5,806,906 in the period
ending March 31, 2001.

There were no purchases or disposals of fixed assets during the period other
than in the normal course of business.

The cash used in operations for the three months ended March 31, 2001 and 2000
was $467,162 and $109,613 respectively.

Cash flow shortages continue to demand the attention of management and have had
a stifling effect on the Company's ability to take advantage of its foundational
infrastructure. The Company anticipates negative cash flows from operations to
continue through the end of the current fiscal year. Management believes that
additional funding will be necessary in order for it to continue as a going
concern. In February, the Company initiated an offering to sell shares of Series
B Convertible Redeemable Preferred Stock. Successful completion of this offering
is expected to bring $10,000,000 to the company before selling costs although
there can be no assurances that the Company will be successful in procuring such
financing. The Preferred Offering carries a conversion to common stock, which,
if fully converted will result in the issuance of 4,000,000 shares. There is a
coupon of 10% payable quarterly.

                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

There were no new legal proceedings initiated against the company in the first
quarter if 2001. Certain small claims actions and a suit brought by Mr. Marty
Kass were either settled or dismissed.

ITEM 2. CHANGES IN SECURITIES

In January 2001, the Company issued 1,840,000 shares to Pines International
pursuant to a stock purchase agreement. The agreement calls for the investment
to be made in installments. As a result of nonpayment of the second installment
and other circumstances, the Company has demanded return of the securities and
rescission of the agreement.

In January 2001, the Company issued 100,000 shares to Mr. Robert Kramer in
recognition of certain non-interest baring loans he has made to the Company both
directly and indirectly. The Company believes this investor to be accredited.

In January 2001, the Company issued 100,000 shares to Mr. Steven Miracle, Chief
Operating Officer for the Company pursuant to an employment agreement.

In February 2001, the Company issued 850,000 to the shareholders of Emdx
Corporation and Continua Health Services, Inc. pursuant to a license agreement
and a share exchange agreement.

In February 2001, the Company reserved 4,000,000 shares to be delivered to the
shareholders of Access Health Care, Inc. pursuant to the share exchange
agreement. As of March 23, 2001 3,152,342 shares had been issued.

In January 2001, the Company issued 660,000 shares which were subsequently
registered in an S-8 registration statement, to Mr. Luigi Brun in accordance
with a consulting agreement. As a result of nonperformance under the agreement
and certain other circumstances the Company has demanded return of the
securities and rescission of the consulting agreement.

In March 2001, the Company issued 2.5 shares of Convertible Redeemable Preferred
Series B Preferred Stock. The Preferred shares are convertible into 25,000
shares of Common stock and carry a 10% dividend payable quarterly. The Preferred
also carries a Warrant to purchase 100,000 shares of Common stock and is
exercisable at $5.00 per share.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

n/a

ITEM  4.  SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS

n/a

ITEM  5.  OTHER  INFORMATION.

In April 2001 Mr. Luigi Brun and Pines International Corporation were informed
of a Breach in the agreements between the parties and the Company demanded
return of the 1,840,000 shares issued under the stock purchase agreement and the
660,000 shares issued under a consulting agreement. The Company intends to
pursuer it's rights and remedies under the respective agreements.

In January 2001 the Company entered into a settlement agreement with Mr. Marty
Kass with regard to a suit brought to recover moneys loaned to the Company.

ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

On February 3, 2001 the Company filed certain information on Form 8-K the report
and exhibits from which are hereby incorporated in their entirety by reference.

On April 27, 2001 the Company filed certain information on Form 8-K/A the report
and exhibits from which are hereby incorporated in their entirety by reference.

SIGNATURES

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


                                                ACCESS HEALTH ALTERNATIVES, INC.
                                             -----------------------------------
                                                        (registrant)



                        Date: 5/17/01                /s/ Daniel J. Pavlik
                          --------          ------------------------------------
                                                        (signature)*
                                               Daniel J. Pavlik, President & CEO

                        Date: 5/17/01               /s/  Steven  Miracle
                          --------         -------------------------------------
                                                        (signature)*
                                         Steven Miracle, Chief Operating Officer

*Print the name and title of each signing officer under this signature.