<PAGE>
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
_______________________________________________________________________________

                                   FORM 10-QSB

                 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                For the Quarterly Period Ended: September 30, 2002

                 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 333-67318

                             GIVEMEPOWER CORPORATION
        (Exact name of small business issuer as specified in its charter)

                   Nevada                                  87-0291528
         (State or other jurisdiction                    (IRS Employer
       of incorporation or organization)               Identification No.)

        5925 - 12 Street SE, Suite 230
           Calgary, Alberta, Canada                         T2H 2M3
             (Address of principal                       (Postal Code)
                executive office)

                           Issuer's telephone number:
                                 (403) 287-6001

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities 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 [ ]


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

Check whether the registrant has filed all documents and reports  required to be
filed by  Sections  12,  13,  or 15(d) of the  Exchange  Act  subsequent  to 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:

As of November 12, 2002 there were 16,138,547  shares of common stock issued and
outstanding.


_______________________________________________________________________________

<PAGE>
                             GIVEMEPOWER CORPORATION
                                   FORM 10-QSB

                 For the First Quarter Ended September 30, 2002

_______________________________________________________________________________


                                      INDEX

Part I. Financial Information

        Item 1.  Financial Statements                                      4

           a.   Consolidated Balance Sheetas of September 30, 2002         4

           b.   Consolidated Statements of Operations
                for the Three Months Ended September 30, 2002 and 2001     5

           c.   Consolidated Statements of Cash Flows
                for the Three Months Ended September 30, 2002 and 2001     6

           d.   Notes to Consolidated Financial Statements                 7

       Item 2.  Management's Discussion and Analysis                       8



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                           11

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

       Item 5.  Other Information                                         11

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


Signatures                                                              11


                                     2
<PAGE>

                      PART I. FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS.

Forward Looking Information

Various  forward-looking   statements  have  been  made  in  this  Form  10-QSB.
Forward-looking  statements  may also be in the  Company's  other  reports filed
under the  Securities  Exchange Act of 1934, in its press  releases and in other
documents. In addition, from time to time, the Company,  through its management,
may make oral forward-looking statements.

Forward-looking statements are only expectations,  and involve known and unknown
risks and  uncertainties,  which may cause actual  results in future periods and
other future  events to differ  materially  from what is currently  anticipated.
Certain  statements  in  this  Form  10-QSB,  including  those  relating  to the
Company's  expected  results,  the accuracy of data relating to, and anticipated
levels of, its future revenues, gross margins and earnings, its anticipated cash
requirements  and  sources,  are  forward-looking  statements.  Such  statements
involve risks and  uncertainties,  which may cause results to differ  materially
from those set forth in these statements. Factors which may cause actual results
in future  periods to differ  from  current  expectations  include,  among other
things,  the  continued   availability  of  sufficient   working  capital,   the
availability of adequate sources of capital,  the successful  integration of new
employees  into existing  operations,  the continued  desirability  and customer
acceptance of existing and future products, the success of competitive products,
the  success  of the  Company's  programs  to  strengthen  its  operational  and
accounting controls and procedures.  In addition to these factors,  the economic
and other factors  identified in this Form 10-QSB,  including but not limited to
the risk factors  discussed herein and in the Company's  previously filed public
documents could affect the  forward-looking  statements  contained in herein and
therein.

Forward-looking statements generally refer to future plans and performance,  and
are identified by the words  "believe",  "expect",  "anticipate",  "optimistic",
"intend", "aim", "will" or the negative thereof and similar expressions. Readers
are cautioned not to place undue reliance on these  forward-looking  statements,
which speak only as of the date of which they are made.  The Company  undertakes
no obligation to update publicly or revise any forward-looking statements.

Financial Statements and Notes

In the opinion of management,  the accompanying  unaudited financial  statements
included  in this Form  10-QSB  reflect  all  adjustments  necessary  for a fair
presentation of the results of operations for the periods presented. The results
of operations for the periods  presented are not  necessarily  indicative of the
results to be expected for the full year.



                                       F-3
<PAGE>

                             GIVEMEPOWER CORPORATION
                                  BALANCE SHEET
                               September 30, 2002


         ASSETS

Cash                                                        $    4,800
Accounts receivable                                              8,957
Other current assets                                             2,368
                                                            ----------
           Total Current Assets                                 16,125

Property and equipment, net of $15,939
  accumulated depreciation                                      12,251
                                                            ----------
Total Assets                                                $   28,376
                                                            ==========


         LIABILITIES AND STOCKHOLDERS' EQUITY

Accounts payable                                            $  249,037
Accrued expenses                                                 3,904
Current portion of installment debt                              1,742
Note payable to related party                                   23,605
Notes payable                                                   76,750
                                                            ----------
Total Current Liabilities                                      355,038

Long-Term Installment Debt                                         772
                                                            ----------
Total Liabilities                                              355,810
                                                            ----------

STOCKHOLDERS' DEFICIT
Common stock, $.001 par value, 50,000,000
  shares authorized, 15,715,076 shares
  issued and outstanding                                        15,715
Additional paid in capital                                   2,296,414
Comprehensive income                                            15,647
Retained deficit                                            (2,655,210)
                                                            ----------
         Total Stockholders' Equity                           (327,434)
                                                            ----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                  $   28,376
                                                            ==========



                                      F-4
<PAGE>


                             GIVEMEPOWER CORPORATION
                            STATEMENTS OF OPERATIONS
             For the Three Months Ended September 30, 2002 and 2001


                                                    2002              2001
                                                 ---------         ---------

Revenues                                         $  22,411         $   4,421

Operating expenses
  Sales and Marketing                                1,723             2,173
  General and Administrative                        92,805           246,520
  R&D - Product Development                         71,930            51,147
                                                 ---------         ---------
                                                   166,458           299,840
                                                 ---------         ---------
Net Operating loss                                (144,047)         (295,419)

Other Income (Expense)
  Foreign Currency Transaction Gain (Loss)                          (     10)
  Interest Expense                                (  1,518)         (    461)
  Other Income from Affiliate                                         25,573
                                                 ---------         ---------
NET LOSS                                          (145,565)         (270,317)
                                                 ---------         ---------
Comprehensive Income (Loss)
  Foreign Currency Translation Adjustments             441          (  7,961)
                                                 ---------         ---------
Comprehensive Loss                               $(145,124)        $(278,278)
                                                 =========         =========


Net Loss Per Common Share                        $(   0.01)        $(   0.02)
Weighted Average Common Shares Outstanding      15,607,597        13,915,570



                                     F-5
<PAGE>


                             GIVEMEPOWER CORPORATION
                            STATEMENTS OF CASH FLOWS
             For the Three Months Ended September 30, 2002 and 2001


                                                       2002            2001
                                                    ---------       ---------
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss                                            $(145,565)      $(270,317)
Adjustments to reconcile net deficit to cash
  provided by (used in) operating activities:
    Stock issued for services                          31,992          37,500
    Depreciation and amortization                       1,484          18,598
    (Gain) on sale of website content                                ( 25,573)
Net (increase) decrease in:
  Accounts receivable                                  (7,872)          1,000
  Other current assets                                  1,640           1,297
Net increase (decrease) in:
  Accounts payable and accrued expenses                42,588         113,354
                                                    ---------      ----------
NET CASH USED IN OPERATING ACTIVITIES                ( 75,733)       (124,141)
                                                    ---------      ----------

CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of furniture and equipment                                  (  1,428)
Proceeds from website content license                                  25,573
                                                                   ----------
NET CASH FROM INVESTING ACTIVITIES                                     24,145
                                                                   ----------

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sale of notes payable                    76,750
Payments on notes payable                            ( 20,414)
Payments on installment notes payable                (  1,079)       (  1,552)
Proceeds from installment notes payable                                 1,971
Proceeds from sale of common stock                                     51,334
Net change in note payable from related party                        (  1,188)
                                                    ---------      ----------
NET CASH FLOWS FROM FINANCING ACTIVITIES               55,257          50,565
                                                    ---------      ----------

EFFECT OF EXCHANGE RATES ON CASH                          622           3,915
                                                    ---------      ----------

NET INCREASE (DECREASE) IN CASH                      ( 19,854)       ( 45,516)

Cash balances
   -   Beginning                                       24,654         154,302
                                                    ---------       ---------
   -   Ending                                       $   4,800       $ 108,786
                                                    =========       =========



                                      F-6
<PAGE>



                             GIVEMEPOWER CORPORATION
                          NOTES TO FINANCIAL STATEMENTS


NOTE 1 - BASIS OF PRESENTATION

The  accompanying   unaudited  interim   financial   statements  of  GiveMePower
Corporation,  a Nevada  corporation,  have  been  prepared  in  accordance  with
accounting principles generally accepted in the United States of America and the
rules of the Securities and Exchange Commission  ("SEC"),  and should be read in
conjunction with the audited financial statements and notes thereto contained in
the GiveMePower's latest Annual Report filed with the SEC on Form 10-KSB. In the
opinion  of  management,   all  adjustments,   consisting  of  normal  recurring
adjustments,  necessary for a fair  presentation  of financial  position and the
results of operations  for the interim  periods  presented  have been  reflected
herein.  The  results of  operations  for interim  periods  are not  necessarily
indicative  of the  results  to be  expected  for the  full  year.  Notes to the
financial   statements  which  would  substantially   duplicate  the  disclosure
contained in the audited  financial  statements for the most recent fiscal year,
2002, as reported on Form 10-KSB, have been omitted.





                                       7
<PAGE>


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

Results of Operations for the Three Months Ended September 30, 2002 and 2001

The current quarter's net loss was smaller by $124,752 or 46% versus last year's
comparable quarter due to lower operating expenses which are discussed in detail
below.

Revenue
-------

Revenue  during  the  current  quarter  increased  by  $17,990  or 407% over the
comparable  period last year.  Revenues have  increased  largely  because of our
customers'  positive  response  to the  updated  versions  of  PowerCAD  Pro and
PowerCAD CE, combined with an accelerated  number of trial  downloads.  The June
2002  release of our  updated  versions  of  PowerCAD  Pro and  PowerCAD CE were
designed to address a number of reported system  deficiencies and to better suit
the needs of our customers which we believe  negatively  affected the purchasing
decision of buyers in prior reporting periods.

With our  acceptance as a Microsoft  Mobile  Solutions  Partner in May 2002, our
partnerships with At Work Computers and Advantech Automation Corporation in July
2002 and with the beta launch of PowerCAD  Architect,  we believe  these planned
initiatives  will  continue to elevate our market  presence and  translate  into
significant revenues for future reporting periods.

Operating Expenses
------------------

Sales and Marketing

Sales and marketing  expenses for the current  quarter  decreased by $450 or 21%
when compared to the same quarter last year.  Sales and  marketing  expenses are
expected to increase  substantially in future  reporting  periods once we secure
sufficient funding to accelerate planned sales and marketing initiatives.

General and Administrative

The current quarter's general and administrative expenses were lower by $153,715
or 62% over last  year's  comparable  quarter  largely  due to $146,054 in lower
consulting fees and $16,550 in lower amortization expense offset by increases in
professional  fees,  investor  relations,  website  hosting  and  other  general
business expenditures.

R&D - Product Development

Product  development  expenses  increased  by $20,783 or 41% during the  current
quarter  compared  to the same period last year.  Product  development  expenses
result from our obligation to make minimum quarterly  payments to Felix Computer
Aided Technologies GmbH in return for ongoing product development that commenced
in February  2001.  Product  development  expenses  are also  attributed  to our
development of a vertical market software  application for the building,  design
and construction industry.


                                       8
<PAGE>

Interest Expense
----------------

Interest expense increased by $1,057 or 229% during the current quarter over the
comparable period last year due to the addition of some capital leases.

Other Income from Affiliate
---------------------------

In return for  providing  Felix with a license to use  selected  content and the
back-end  infrastructure  of our website,  Felix agreed to  compensate us with a
one-time payment of $25,573 during the first quarter ended September 30, 2001.

Liquidity and Capital Resources
-------------------------------

As at September 30, 2002, we had cash and cash equivalents of $4,800. During the
current quarter ended,  operating activities used less cash of $48,408 or 39% as
compared  to last year.  Cash used by  operating  activities  during the current
quarter   resulted   primarily  from  our  net  loss  offset  by   depreciation,
amortization, stock issuances and other non-cash charges. Cash used by investing
activities was non-existent  during the current quarter as there were no capital
expenditures.  We have no commitments  for future  purchases of capital  assets.
Financing  activities for the current quarter  provided higher cash by $4,692 or
9% as compared to last year's same quarter. During the current quarter, cash has
been provided solely from the proceeds of notes payable.

During the quarter ended September 30, 2002, a total of 2,438,738  warrants were
outstanding  with potential net proceeds of $2,719,370.  Exercise prices on such
warrants range from $0.50 to $1.50 per warrant.

On March  28,  2002 we  received  approval  from  the  National  Association  of
Securities Dealers to begin trading on the OTC Bulletin Board market. We believe
that  trading on the  Bulletin  Board will  result in  increased  liquidity  and
visibility,  opening the door to  accelerated  financial  growth and  investment
capital.

Consequently, we are currently seeking convertible debt and/or additional equity
financing in the  aggregate  amount of at least  $150,000 to fund the  Company's
immediate   liquidity   needs.  We  are  currently   negotiating  with  existing
shareholders as well as other  individuals and  organizations in order to obtain
the working  capital  necessary to meet both current and future  obligations and
commitments.  To  further  supplement  these  activities,  we have  engaged  two
investment banking firms to assist us in securing funding,  with an objective of
raising up to $4 million.  We are  confident  that these  efforts  will  produce
financing  to further the growth of the Company.  Nevertheless,  there can be no
assurance that we will be able to raise additional capital on satisfactory terms
or at all.

In the event we are unable to obtain such additional  capital or to obtain it on
acceptable  terms or in  sufficient  amounts,  the impact  thereof  would have a
material adverse effect on the Company's business,  operating results, financial
condition and may affect our ability to carry on as a company.


                                       9
<PAGE>

                          PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

None.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

Recent Sales of Unregistered Securities

On July 10, 2002,  we issued  25,000  shares of our Common Stock to repay a note
payable of $5,000.  This issuance was  considered  exempt from  registration  by
reason of Section 4(2) of the Securities Act of 1933.

On July 15, 2002 through to September  15, 2002,  the Company  issued to the Law
Office of Andrea  Cataneo  4,167 shares of our Common  Stock in each  respective
month for services  rendered in connection with legal  consulting  services.  On
October  15,  2002,  4,166  shares of our Common  Stock were  issued to the same
consultant for services  performed in October.  These  issuances were considered
exempt from  registration  by reason of Section  4(2) of the  Securities  Act of
1933.

On August 15,  2002,  we issued  15,000  shares of our Common  Stock to Cad Easy
Corp. to acquire certain software  license rights.  This issuance was considered
exempt from  registration  by reason of Section  4(2) of the  Securities  Act of
1933.

On August 15,  2002,  we issued to Evolvs  Media  Inc.  941 shares of our Common
Stock for services  rendered in connection  with website  development  services.
This issuance was considered  exempt from registration by reason of Section 4(2)
of the Securities Act of 1933.

On August 18, 2002,  we issued to Sarah Clark 252 shares of our Common Stock for
services  rendered  in  connection  with  accounting  and  financial   statement
preparation  services.  This issuance was considered exempt from registration by
reason of Section 4(2) of the Securities Act of 1933.

On  August  26,  2002,  we  issued  65,000  shares  of our  Common  Stock to BAF
Consulting for financial,  corporate and other advisory services.  This issuance
was  considered  exempt  from  registration  by  reason of  Section  4(2) of the
Securities Act of 1933.

On August 30, 2002,  we issued 30,000 shares of our Common Stock to repay a note
payable of $10,000.  This issuance was considered  exempt from  registration  by
reason of Section 4(2) of the Securities Act of 1933.

On September 6, 2002,  we issued 30,000 shares of our Common Stock in connection
with the retirement of an outstanding  payable valued at $10,000.  This issuance
was  considered  exempt  from  registration  by  reason of  Section  4(2) of the
Securities Act of 1933.

On October 9, 2002, we issued 10,000 shares of our Common Stock to E. Enstine in
relation to the beta release of certain  software license rights acquired by the
Company.  This issuance was  considered  exempt from  registration  by reason of
Section 4(2) of the Securities Act of 1933.


                                       10
<PAGE>

On October 10, 2002 and October 21, 2002, we issued  250,000 and 294,118  shares
of our Common Stock respectively to two consultants for assistance with investor
relations and raising our corporate  profile.  These  issuances were  considered
exempt from  registration  by reason of 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

None.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)    Exhibits

       No exhibits were filed as part of this Form 10-QSB.

(b)    Reports on Form 8-K

       No reports were filed on Form 8-K during the quarter ended September 30,
       2002.



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.


                                GiveMePower Corporation
                                (Registrant)

Dated: November 12, 2002        By: /s/ William V. Walton
                                William V. Walton
                                Director, Chief Executive Officer and President


                                By: /s/ Todd D. Noble
                                Todd D. Noble
                                Chief Financial Officer, Treasurer And Secretary
                                (As a duly authorized officer on behalf of the
                                Registrant and as Principal Financial and
                                Accounting Officer)



                                       11