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

--------------------------------------------------------------------------------

                                   FORM 10-QSB

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

                      For the Quarter Ended March 31, 2006


[ ]  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 of incorporation               (IRS Employer
                or organization)                            Identification No.)

    5925 - 12 Street SE, Suite 230
    Calgary, Alberta, Canada              T2H 2M3             (403) 287-6001
       (Address of principal           (Postal Code)             (Issuer's
         executive office)                                    telephone number)

Securities registered under Section 12(b) of the Exchange Act: None.

Securities registered under Section 12(g) of the Exchange Act: None.


Indicate by check mark whether the issuer (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  [  ]


Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).


Yes [  ]   No  [ x ]


Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-B is not contained  herein,  and will not be contained,  to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated  by  reference  in Part II of this Form 10-QSB or any  amendment to
Form 10-QSB.


Yes [  ] No [ x ] Delinquent filers are disclosed herein.


Total revenues for quarter ended March 31, 2006 were $66,873.


As of May 12,  2006  there  were  29,170,220  shares of  issuer's  common  stock
outstanding.

--------------------------------------------------------------------------------
<PAGE>
                             GIVEMEPOWER CORPORATION
                                   FORM 10-QSB
                   For the Fiscal Quarter Ended March 31, 2006

--------------------------------------------------------------------------------


Part I                                                                      Page

Item 1.  Financial Statements.                                                4

Item 2.  Management's Discussion and Analysis or Plan of Operations.          8

Item 3.  Controls and Procedures                                             12

Part ll                                                                     Page

Item 1.  Legal Proceedings.                                                  13

Item 2.  Unregistered Sale of Equity Securities and Use of Proceeds          13

Item 3.  Defaults Upon Senior Securities                                     13

Item 4.  Submission of Matters to a Vote of Security Holders.                13

Item 5.  Other Information                                                   13

Item 6.  Exhibits.                                                           14


                                       2
<PAGE>
                                     PART I


FORWARD-LOOKING INFORMATION

This Quarterly  Report of GiveMePower  Corporation  ("GMPW" or the "Company") on
Form 10-QSB contains forward-looking  statements,  particularly those identified
with  the  words,  "anticipates,"  "believes,"  "expects,"  "plans,"  "intends",
"objectives" and similar expressions. These statements reflect management's best
judgment based on factors known at the time of such  statements.  The reader may
find discussions containing such forward-looking  statements in the material set
forth under "Legal  Proceedings" and  "Management's  Discussion and Analysis and
Plan of  Operations,"  generally,  and  specifically  therein under the captions
"Liquidity and Capital  Resources" as well as elsewhere in this Quarterly Report
on Form  10-QSB.  Actual  events or  results  may differ  materially  from those
discussed herein.

REPORTS TO SECURITY HOLDERS

Although  we are not  required  to deliver  our annual or  quarterly  reports to
security  holders,  we would be pleased to forward this  information to security
holders  upon  receiving  a written  request to receive  such  information.  The
reports and other  information  filed by us will be available for inspection and
copying  at the public  reference  facilities  of the  Securities  and  Exchange
Commission located at 100 F Street, N.E., Washington, D.C. 20549.

Copies  of such  material  may be  obtained  by mail from the  Public  Reference
Section  of the  Securities  and  Exchange  Commission  at 100 F  Street,  N.E.,
Washington, D.C. 20549, at prescribed rates. Information on the operation of the
Public Reference Room may be obtained by calling the SEC at  1-800-SEC-0330.  In
addition,  the  Commission  maintains a World Wide  Website on the  Internet at:
http://www.sec.gov  that contains reports,  proxy and information statements and
other  information  regarding  registrants  that  file  electronically  with the
Securities and Exchange Commission.


                                       3
<PAGE>
ITEM 1.  Financial Statements.
<TABLE>
<CAPTION>
                             GIVEMEPOWER CORPORATION
                           CONSOLIDATED BALANCE SHEETS

                                                                                  March 31               June 30
                                                                                    2006                   2005
                                                                                 (Unaudited)
                                                                                ------------            -----------
         ASSETS
Current assets:
<S>                                                                                 <C>                     <C>
 Cash                                                                           $      4,171            $     3,453
 Accounts receivable, net the allowance
  for doubtful accounts $0 and $8,300                                                 20,880                  4,966
                                                                                ------------            -----------

  Total current assets                                                                25,051                  8,419

 Property and equipment, net
  accumulated depreciation of $43,076 and $39,427                                      3,000                  4,358
                                                                                ------------            -----------

Total assets                                                                    $     28,051            $    12,777
                                                                                ============            ===========

         LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
 Accounts payable                                                               $    556,042            $   655,870
 Accounts payable to related parties                                                  55,932                      -
 Accrued expenses                                                                    127,609                159,098
 Notes payable - related parties                                                     220,751                391,295
                                                                                ------------            -----------

  Total current liabilities                                                          960,334              1,206,263


 Notes payable - related parties                                                     611,891                149,162
                                                                                ------------            -----------

Total liabilities                                                                  1,572,225              1,355,425
                                                                                ------------            -----------

Commitment and contingencies                                                               -                      -

STOCKHOLDERS' DEFICIT
 Common stock, $.001 par value, 50,000,000
  shares authorized, 28,991,049 and 27,128,294
  shares issued and outstanding                                                       28,991                 27,129
 Additional paid-in capital                                                        5,163,091              4,394,797
 Other comprehensive income                                                          156,739                176,129
 Retained deficit                                                                 (6,892,995)            (5,940,703)
                                                                                ------------            -----------

  Total stockholders' deficit                                                     (1,544,174)            (1,342,648)
                                                                                ------------            -----------

Total liabilities and stockholders' deficit                                     $     28,051            $    12,777
                                                                                ============            ===========
</TABLE>

                                       4
<PAGE>
<TABLE>
<CAPTION>
                             GIVEMEPOWER CORPORATION
                      CONSOLIDATED STATEMENTS OF OPERATIONS
           For the Three and Nine Months Ended March 31, 2006 and 2005
                                   (Unaudited)

                                                              Three                              Nine
                                                          Months Ended                       Months Ended
                                                            March 31,                          March 31,
                                                       2006              2005            2006             2005
                                                   -----------       -----------      -----------      -----------
<S>                                                    <C>               <C>              <C>              <C>
Revenues                                           $    66,873       $    34,273      $   149,115      $   153,985

Operating expenses
    Cost of sales                                       14,309             5,100           23,911           25,826
    Sales and marketing                                 24,485            15,824           57,983           40,360
    General and administrative                         141,748            21,125          467,100          309,225
    R&D - product development                           52,085            35,052          152,991          150,031
    Depreciation and amortization                          551             1,573            1,603            3,085
                                                   -----------       -----------      -----------      -----------

                                                       233,178            78,674          703,588          528,527
                                                   -----------       -----------      -----------      -----------

       Net operating loss                             (166,305)          (44,401)        (554,473)        (374,542)

Other expense:
    Interest expense                                  (303,566)          (24,952)        (397,819)        (141,508)
                                                   -----------       -----------      -----------      -----------

       Net loss                                    $  (469,871)      $   (69,353)     $  (952,292)     $  (516,050)
                                                   ===========       ===========      ===========      ===========



Basic and diluted net loss
    per common share                               $      (.02)      $      (.00)     $      (.03)      $     (.02)

Weighted average common shares
    outstanding                                     28,902,248        27,241,248       28,140,345       25,188,614

</TABLE>

                                       5
<PAGE>
<TABLE>
<CAPTION>
                             GIVEMEPOWER CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                For the Nine Months Ended March 31, 2006 and 2005
                                   (Unaudited)



                                                                              2006                       2005
                                                                           -----------                ------------
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                                                             <C>                        <C>
Net loss                                                                   $   (952,292)              $   (516,050)
    Adjustments to reconcile net loss to cash
    used in operating activities:
       Stock issued for services                                                142,029                     89,474
       Amortization of debt discount                                             77,471                    111,403
       Depreciation                                                               1,586                      4,224
       Additional interest on notes payable                                     270,524                          -
    Net changes in:
       Accounts receivable                                                      (15,653)                   (10,599)
       Other current assets                                                           -                     (1,086)
       Accounts payable and accrued expenses                                    151,767                    126,673
                                                                           ------------               ------------
NET CASH USED IN OPERATING ACTIVITIES                                          (324,568)                  (195,961)
                                                                           ------------               ------------

CASH FLOWS FROM INVESTING ACTIVITIES
    Purchased fixed assets                                                            -                     (1,519)
                                                                           ------------               -------------

CASH FLOWS FROM FINANCING ACTIVITIES
    Proceeds from notes payable - related parties                               300,000                    212,000
                                                                           ------------               ------------

EFFECT OF EXCHANGE RATES ON CASH                                                 25,286                   (107,747)
                                                                           ------------               ------------

NET CHANGE IN CASH                                                                  718                    (93,227)

Cash balances
-        Beginning                                                                3,453                    154,061
                                                                           ------------               ------------
-        Ending                                                            $      4,171               $     60,834
                                                                           ============               ============

Cash paid for:
  Interest                                                                 $          -               $          -
  Income tax                                                                          -                          -

Non-Cash transaction:
  Discount on convertible notes related to
    beneficial conversion feature                                          $    220,000               $          -
  Shares issued for debt and accounts payable                                   408,126                          -
</TABLE>

                                       6
<PAGE>
                             GIVEMEPOWER CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 - BASIS OF PRESENTATION

The  accompanying   unaudited  interim  consolidated   financial  statements  of
GiveMePower Corporation  ("GiveMePower"),  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
GiveMePower's 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 fiscal  2005 as reported in the form 10-KSB have been
omitted.


NOTE 2 - NOTES PAYABLE

Notes  payable  consists of advances  from  individual  investors  and  existing
shareholders.  During the first and second  quarter of fiscal 2006,  GiveMePower
obtained loans from an existing  shareholder  in the amount of $300,000.  During
the third quarter of fiscal 2006,  GiveMePower obtained no additional loans from
shareholders.

Under accounting rules proscribed by EITF 00-27,  these notes were discounted by
$220,000 . The  discount  is  amortized  over the life of the notes as  interest
expense.  As of March 31, 2006,  $27,389 of the discount has been  amortized.  A
summary of the note is as follows:

<TABLE>
<CAPTION>
                                             Second Quarter     First Quarter        Total
                                             -------------      -------------     -------------
<S>                                               <C>                <C>               <C>
 Amount of proceeds received                 $     100,000      $     200,000     $     300,000
 Amount of discount                                (66,667)          (153,333)         (220,000)
 Discount amortization
   through March 31, 2006                            6,666             20,723            27,389
                                             -------------      -------------     -------------
 Net amount as of March 31, 2006             $      39,999      $      67,390     $     107,389
                                             =============      =============     =============
</TABLE>

The above notes  payable to the  shareholder  is  included  in notes  payable to
related parties in the balance sheet.

During  the third  quarter  of 2006,  GiveMePower  adjusted  the  balance on the
$300,000 loan from its  shareholder  to reflect an increase in debt liability of
$270,524. See Note 4 for details.

NOTE 3 - COMMON STOCK

For the three months ended March 31, 2006, GiveMePower issued:

     o    50,487  shares  of common  stock to  consultants  for their  services.
          Theses shares were recorded at their fair value of $17,345.
     o    193,019 shares of common stock to settle certain  accounts payable and
          accrued expenses in the amount of $44,649.


                                       7
<PAGE>
NOTE 4 - SUBSEQUENT EVENTS

In April 2006,  GiveMePower  obtained  loans of $15,000  and $10,000  from third
party lenders. These notes are unsecured,  bear interest at 8% and are due April
3, 2008 and April 5, 2008 respectively. These notes are convertible into 125,000
shares  of common  stock at a  conversion  price of $0.20 per share and  contain
warrants to purchase an additional  125,000  shares of our common stock at $0.35
per share.

On May 1, 2006,  GiveMePower  entered  into an  agreement to revise two existing
loans from a  shareholder,  one from May 18, 2005 with an original  principal of
$27,000,  and one  from  July  2005  with an  original  principal  of  $300,000.
Information  related to the original  loans and the revised loan agreement is as
follows:

-    The  original  two loan notes have been  combined  into a single note which
     replaces the prior notes in their entirety effective May 1, 2006.
-    The original loan notes contained a clause ("the GLG clause"),  whereby the
     principal  amount  owing  was tied to the  value of  Glamus  Gold  ("GLG"),
     another  stock  which the note holder  sold to provide  the  original  loan
     amounts or $327,000 to GiveMePower.
-    The share price of GLG has increased  dramatically  since entering into the
     original  loan  notes,  precipitating  the need for Company  management  to
     renegotiate  the original  loan  agreements  to remove the GLG clause going
     forward.
-    Pursuant  to the GLG  clause  in the  original  agreements,  an  additional
     $423,000  has been added to the new note,  increasing  the  principal  from
     $327,000 to $750,000.  This additional amount has been recorded as interest
     expense ($270,524 through March 31, 2006).
-    The new note is unsecured, bears interest at 10%, and is due May 1, 2011.
-    The new note is  convertible  into  5,000,000  shares  of  common  stock at
     conversion price of $0.15 per share. A discount on the note payable will be
     recorded for the beneficial conversion feature.
-    The new note contains warrants  entitling the shareholder to purchase up to
     2,500,000  additional  common  shares of  GiveMePower  at $0.15 per  share,
     exercisable for the life of the note.

Pursuant to the GLG clause described  above,  GiveMePower has adjusted its March
31, 2006  financial  statements  to reflect an increase in debt  liability as of
March 31,  2006  based on the value of GLG on that  date,  and will  record  the
remaining debt liability in May 2006.


                                       8
<PAGE>
ITEM 2. Management Discussion and Analysis of Financial Condition and Results of
Operations.

The following  information  should be read in conjunction  with the consolidated
financial  statements and the notes thereto contained  elsewhere in this report.
The Private  Securities  Litigation  Reform Act of 1995 provides a "safe harbor"
for  forward-looking  statements.  Information  in this  Item  2,  "Management's
Discussion and Analysis or Plan of Operation," and elsewhere in this 10-QSB that
does  not  consist  of  historical  facts,  are  "forward-looking   statements."
Statements  accompanied  or  qualified  by, or  containing  words such as "may,"
"will,"  "should,"   "believes,"   "expects,"  "intends,"  "plans,"  "projects,"
"estimates,"  "predicts,"  "potential,"  "outlook,"  "forecast,"  "anticipates,"
"presume," and "assume" constitute forward-looking  statements, and as such, are
not a guarantee  of future  performance.  Risks and  uncertainties  can include,
among others,  fluctuations  in general  business  cycles and changing  economic
conditions; changing product demand and industry capacity; increased competition
and pricing pressures; advances in technology that can reduce the demand for the
Company's products, as well as other factors, many or all of which may be beyond
the Company's control.  Consequently,  investors should not place undue reliance
on  forward-looking  statements  as predictive  of future  results.  The Company
disclaims  any  obligation  to update  the  forward-looking  statements  in this
report.

COMPARISON OF RESULTS

Three Months  Ended March 31, 2006  Compared To The Three Months Ended March 31,
2005 and Nine Months  Ended March 31, 2006  Compared To Nine Months  Ended March
31, 2005.

The current  quarterly net loss was $469,871,  an increase of $400,518 or 577.5%
in comparison to last year's comparable quarter. The increased loss is primarily
attributed  to an  increase  in debt  liability  of  $270,524  at March 31, 2006
relating to two existing loans, one from May 18, 2005 with an original principal
of $27,000, and one from July, 2005 with an original principal of $300,000,  and
higher general and  administrative  costs of  approximately  $91,500 relating to
last  year's  settlement  of a dispute  between  the  Company  and Elite  Equity
Marketing /dba Jay and Associates, LLC as further described below.

REVENUES

Revenue for the current quarter totaled $66,873, an increase of $32,600 or 95.1%
in comparison to last year's  comparable  period.  Year to date revenue  totaled
$149,115,  a decrease of $4,870 or 3.2% in comparison to last year's  comparable
period.  Revenues for the quarter  increased  largely due to the introduction of
PowerCAD SiteMaster 2. Year to date revenues have remained flat due to delays in
updating  the  Company's   mobile/handheld   products  to  be  compatible   with
Microsoft's latest Windows Mobile 5.0 operating system, of which a number of the
Company's key products are dependent upon.

OPERATING EXPENSES

Cost of Sales
-------------

Cost of sales for the current quarter totaled $14,309,  an increase of $9,209 in
comparison to last year's comparable period.  Year to date cost of sales totaled
$23,911, a decrease of $1,915.  Cost of sales is comprised of hardware equipment
bundled with our software revenues, CD costs, CD packaging and payments to third
parties  such  as  resellers.  Cost of  Sales  for the  quarter  have  increased
primarily due to an increase in bundled hardware/software sales.

Selling, Sales and Marketing
----------------------------

Selling,  sales and marketing expenses totaled $24,485 for the current quarterly
period an increase of $8,661 in  comparison to last year's  comparable  quarter.


                                       9
<PAGE>
Year to date sales and  marketing  expenses  totaled  $57,983,  an  increase  of
$17,623 in  comparison  to last year's  comparable  period.  Sales and marketing
expenses have increased in  anticipation  of Windows Mobile 5.0 product  updates
presently  under  development  for scheduled  release in June 2006,  and related
enhancements to other PowerCAD  products,  anticipated for release in the fourth
quarter of 2006.

General and Administrative
--------------------------

General and  administrative  expenses totaled $141,748 for the current quarterly
period,  an  increase  of  $120,623  or  571.0%  in  comparison  to last  year's
comparable  quarter.  Year to date general and  administrative  expenses totaled
$467,100,  an  increase  of  $157,875  or 51.1%  in  comparison  to last  year's
comparable  period.  The increase is primarily  attributed  to an  adjustment of
approximately $91,500 in last year's comparable period relating to settlement of
a  dispute  between  the  Company  and  Elite  Equity  Marketing  /dba  Jay  and
Associates, LLC.

R&D - Product Development
-------------------------

Product  development  expenses totaled $52,085 for the current quarterly period,
an increase of $17,033 or 48.6% in comparison to last year's comparable quarter.
Year to date  product  development  expenses  totaled  $152,991,  an increase of
$2,960  or 2.0%  in  comparison  to  last  year's  comparable  quarter.  Product
development  costs are incurred as a result of the Company's  obligation to make
minimum  quarterly  payments to GiveMePower  GmbH in return for ongoing  product
development on our core product offerings.

Depreciation
------------

Depreciation  expense has declined  reflecting the fact that more capital assets
are fully depreciated.

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

Interest expense totaled $303,566 for the current  quarterly period, an increase
of  $278,614  in  comparison  to last year's  comparable  quarter.  Year to date
interest  expenses  totaled  $397,819,  an increase of $256,311 in comparison to
last year's comparable quarter.

The  interest  expense  increase  is  primarily  attributed  to a March 31, 2006
revaluation of debt liability on our balance sheet relating to two notes payable
in the amounts of $27,000 and  $300,000.  Under the  revaluation,  an additional
$270,524  in  interest  expense  has been  recorded  to reflect  March 31,  2006
liability for the notes.

As of March 31, 2006, these notes are convertible into  approximately  4,057,001
shares of common stock at a conversion price of $0.15 per share. Under generally
accepted  accounting  principles,  we  recorded  the  value  of  the  beneficial
conversion feature of these convertible notes as a debt discount.  The remaining
debt discount as of March 31, 2006 to be amortized on the  convertible  notes is
$192,611. This amount will be amortized in the fourth quarter as a result of the
refinancing.

Capital Expenditures
--------------------

For the nine  months  ended March 31, 2006 no capital  items were  purchased  as
compared  to $1,519 for the  comparable  period  last  year.  We expect to incur
future capital  expenditures for office furniture and computer  equipment if and
when we hire new employees and/or expand our operations.


                                       10
<PAGE>

Future Results
---------------

The results of  operations  for the quarter and nine months ended March 31, 2006
and March 31, 2005 presented above are not necessarily indicative of the results
to be expected for upcoming fiscal quarters or years and will depend on a number
of factors  including,  but not  limited  to, the  following:  timing of launch,
access to capital,  competition,  market  penetration,  market  acceptance,  and
marketing initiatives.

LIQUIDITY AND CAPITAL RESOURCES

As of March 31, 2006, we had negative working capital of $935,283 as compared to
negative working capital of $1,193,629 as of March 31, 2005. We will continue to
rely on external  sources of capital to finance the  execution  of our  business
plan. We do not have any firm  commitments  to raise  additional  capital nor is
there any assurance additional capital will be available at acceptable terms. We
continue to seek additional sources of funding for working capital purposes.

For the nine months ended March 31, 2006, net cash used in operating  activities
was $324,568,  an increase of $128,607 in  comparison to last year's  comparable
period.  We are  endeavoring to conserve our uses of cash and intend to continue
to issue  shares for  services  and focus our  resources  primarily  towards the
development and enhancement of our principal products and services.

Based upon our  substantial  accumulated  losses since  inception  ($6,892,995),
including a loss of $469,871 for the current  quarter ended March 31, 2006 and a
working capital deficiency  ($935,283) and stockholders' deficit ($1,544,174) at
March 31,  2006,  our  current  rate of cash  consumption,  the  uncertainty  of
liquidity-related  initiatives  described in detail  below,  and the  reasonable
possibility  of on-going  negative  impacts on our  operations  from the overall
economic  environment for a further unknown period of time, there is substantial
doubt as to our ability to continue as a going  concern.  We anticipate  that we
will require up to approximately  $750,000 to fund our continued  operations for
the next twelve months, depending on revenues derived from operations.

The  successful  implementation  of our  business  plan has  required,  and will
require on a going forward  basis,  sufficient  funds to finance (i)  continuing
ongoing operations, (ii) further development of our software technologies, (iii)
settlement  of  existing  liabilities  including  use of cash and or issuance of
shares, and (iv) possible selective acquisitions of software licenses to achieve
the products we believe will be necessary to remain  competitive in the computer
aided drawing industry.  There can be no assurance that we will be successful in
raising the necessary funds.

Outlook
--------

Our  sources  of ongoing  liquidity  include  the cash flows of our  operations,
potential  new  credit  facilities,  and  potential  additional  equity  or debt
investments.  Consequently,  we continue to aggressively  pursue additional debt
and equity financing, the restructuring of certain existing debt obligations and
the reduction of our operating  expenses.  In addition,  we have  structured our
overall  operations and resources around high gross margin  enterprise  products
and services.  However, in order to remain in business, we must raise additional
cash in a timely and prudent fashion.

The  following  initiatives  related to raising  the  required  funds,  settling
liabilities and/or reducing expenses have been completed or are in process:

     o    Finalizing  an updated  business plan to be used as a guiding tool for
          the next 12 month period;
     o    Leveraging  the  business  plan to enter into term sheet  negotiations
          with appropriate venture capitalists;
     o    Renegotiating   future  royalty   payments  with  our  major  software
          supplier; and
     o    Maintaining fiscal  responsibility  towards general and administrative
          expenses.


                                       11
<PAGE>
ITEM 3.  CONTROLS AND PROCEDURES.

     a)   Evaluation  of  Disclosure  Controls and  Procedures.  As of March 31,
          2006, the Company's  management  carried out an evaluation,  under the
          supervision  of  the  Company's  Chief  Executive  Officer  and  Chief
          Financial  Officer of the effectiveness of the design and operation of
          the Company's system of disclosure controls and procedures pursuant to
          the Securities  and Exchange Act, Rule  13a-15(e) and 15d-15(e)  under
          the Exchange Act).  Based upon that  evaluation,  the Chief  Executive
          Officer  and Chief  Financial  Officer  concluded  that the  Company's
          disclosure  controls and procedures were effective,  as of the date of
          their   evaluation,   for  the  purposes  of  recording,   processing,
          summarizing and timely reporting material  information  required to be
          disclosed  in  reports  filed  by the  Company  under  the  Securities
          Exchange Act of 1934.

     b)   Changes in internal  controls.  As indicated below, there were changes
          in internal  controls  over  financial  reporting,  known to the Chief
          Executive  Officer or Chief Financial Officer that occurred during the
          period  covered by this report  that has  materially  affected,  or is
          likely to  materially  effect,  the  Company's  internal  control over
          financial reporting.

Changes in Internal Controls and Procedures

As a result of a significant  weakness in our financial  reporting  controls and
procedures discovered in connection with the preparation of our quarterly report
for the quarter ended December 31, 2005, we met with our auditors and designed a
change in our accounting  software to track note payable  account  balances.  We
believe that this change corrected the weakness previously discovered.

As further  described under Part II, Item 5 below, our Chief Financial  Officer,
Jim Bolokoski,  resigned on March 15, 2006 to pursue other endeavors.  Our Chief
Executive Officer, William Walton, is serving as interim Chief Financial Officer
until a replacement can be found.


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<PAGE>
                                     Part II
                                     -------

ITEM 1.  LEGAL PROCEEDINGS.

From  time to time,  we may  become  involved  in  various  lawsuits  and  legal
proceedings  that  which  arise in the  ordinary  course of  business.  However,
litigation is subject to inherent uncertainties,  and an adverse result in these
or other matters may arise from time to time that may harm our business.  Except
as described in our annual report on Form 10-KSB,  filed with the  Commission on
October 13, 2005, we are currently  not aware of any such legal  proceedings  or
claims that we believe will have,  individually or in the aggregate,  a material
adverse affect on our business, financial condition or operating results.

ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

During the quarter ended March 31, 2006, we issued 50,487 shares of common stock
to consultants for services rendered.  Theses shares were recorded at their fair
value of $17,345.  These  issuances are considered  exempt from  registration by
reason of the Section 4(2) of the Securities Act of 1933.

During the quarter  ended March 31,  2006,  we issued  193,019  shares of common
stock to settle certain  accounts  payable and accrued expenses in the amount of
$44,649.  These issuances are considered  exempt from  registration by reason of
the 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

On March 15, 2006,  Jim  Bolokoski,  our Chief  Financial  Officer,  resigned to
pursue  other  endeavors.  Mr.  Bolokoski's  resignation  did not  relate to any
disagreement  with  us.  On March  20,  2006,  we  filed a Form  8-K  disclosure
statement and issued a press release to this effect.

Our Chief Executive  Officer is serving as interim Chief Financial Officer until
a replacement can be found.


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<PAGE>
ITEM 6.  EXHIBITS

     31.1 - Certification of Chief Executive Officer pursuant to Rule 13a-14 and
     Rule 15d-14(a),  promulgated under the Securities and Exchange Act of 1934,
     as amended

     31.2 - Certification of Chief Financial Officer pursuant to Rule 13a-14 and
     Rule 15d 14(a),  promulgated under the Securities and Exchange Act of 1934,
     as amended

     32.1 -  Certification  pursuant  to 18  U.S.C.  Section  1350,  as  adopted
     pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002 (Chief Executive
     Officer)

     32.2 -  Certification  pursuant  to 18  U.S.C.  Section  1350,  as  adopted
     pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002 (Chief Financial
     Officer)



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<PAGE>
SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) 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)

By: /s/ WILLIAM V. WALTON                            Dated: May 15, 2006
--------------------------
William V. Walton
Director, Chief Executive Officer, President And Acting Treasurer and Secretary
(As a duly authorized officer on behalf of the Registrant and as Principal
Executive Officer and Principal Financial and Accounting Officer)


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