U.S. 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 quarter ended January 31, 2001

Commission File No.: 0-27769
                          Power Interactive Media, Inc.
          ------------------------------------------------------------
                 (Name of Small Business Issuer in its Charter)

         Florida                                         65-0522144
------------------------------------                  ----------------------
(State or other jurisdiction of                         (I.R.S.Employer
incorporation or organization)                         Identification No.)

181 Whitehall Drive
Markham, Ontario, Canada                                     L3R 9T1
------------------------------------------            ----------------------
(Address of principal executive offices)                   (Zip Code)

Issuer's telephone number:          (905) 948-9600

Securities to be registered under Section 12(b) of the Act:

     Title of each class                           Name of each exchange
                                                       on which registered
         None                                                None
-----------------------------------                -----------------------------

Securities to be registered under Section 12(g) of the Act:

                    Common Stock, $.0001 par value per share
            --------------------------------------------------------
                                (Title of class)

Copies of Communications Sent to:
                                       Donald F. Mintmire
                                       Mintmire & Associates
                                       265 Sunrise Avenue, Suite 204
                                       Palm Beach, FL 33480
                                       Tel: (561) 832-5696
                                       Fax: (561) 659-5371


<PAGE>



         Indicate by Check whether the issuer (1) filed all reports  required to
be filed by  Section 13 or 15(d) of the  Exchange  Act during the past 12 months
(or for such  shorter  period  that the  registrant  was  required  to file such
reports),  and (2) has been subject to such filing  requirements for the past 90
days.

           Yes  X        No
               --           --

         As of January 31, 2001,  there were 7,093,183 shares of voting stock of
the registrant issued and outstanding.














<PAGE>



                                     PART I

Item 1. Financial Statements


<TABLE>
<CAPTION>
POWER INTERACTIVE MEDIA INC.
(FORMERLY POWER KIOSKS, INC.)
(A DEVELOPMENT STAGE ENTERPRISE)

Consolidated Balance Sheets
(Expressed in U.S. dollars)
------------------------------------------------------------------------------------------------------------
                                                                         July 31, 2000      January 31, 2001
------------------------------------------------------------------------------------------------------------
Assets                                                                     (Audited)           (Unaudited)
------------------------------------------------------------------------------------------------------------
<S>                                                                     <C>                <C>
Current assets:
       Investment tax credits receivable                                $           33,625 $         33,270
       Inventories                                                                  40,965           63,280
       Miscellaneous receivable                                                      1,528              999
       Prepaid expenses                                                             42,190              665
       ---------------------------------------------------------------- ------------------ ----------------
       Total current assets                                                        118,308           98,214
Property and equipment                                                             479,019          574,990
----------------------------------------------------------------------- ------------------ ----------------
Total assets                                                            $          597,327 $        673,204
======================================================================= ================== ================
Liabilities and Stockholders' Deficiency
Current liabilities:
       Bank indebtedness                                                $           46,576 $         35,178
       Accounts payable                                                            120,382          547,598
       Accrued liabilities                                                         351,097           91,544
       Accrued salaries payable                                                    148,890          147,319
       Accrued financing costs payable (note 3)                                  1,012,500          184,000
       Loans payable                                                             1,377,942        1,305,058
       Due to shareholders                                                         135,272          400,685
       Convertible notes                                                            40,350           39,924
       ---------------------------------------------------------------- ------------------ ----------------
       Total current liabilities                                                 3,233,009        2,751,306
Stockholders' deficiency:
       Capital stock:
            Authorized:
              50,000,000 $0.0001 par value common shares (July
              31, 2000 - 50,000,000)  10,000,000 preferred shares
              (July 31, 2000 - 10,000,000)
            Issued and outstanding:
              7,120,584 common shares (July 31, 2000 - 5,375,084)                      538              712
       Contributed surplus                                                       9,234,291       16,923,843
       Warrants issued                                                                   -        1,110,000
       Deferred stock-based compensation                                       (4,388,125)      (4,928,542)
       Accumulated other comprehensive income (loss)                                12,090         (33,408)
       Deficit accumulated during the development stage                        (7,494,476)     (15,150,707)
       ---------------------------------------------------------------- ------------------ ----------------
       Total stockholders' deficiency                                          (2,635,682)      (2,078,102)
------ ---------------------------------------------------------------- ------------------ ----------------
Total liabilities and stockholders' deficiency                          $          597,327 $        673,204
======================================================================= ================== ================
</TABLE>

          See accompanying notes to consolidated financial statements.

                                       F-1


<PAGE>




<TABLE>
<CAPTION>
POWER INTERACTIVE MEDIA INC.
(FORMERLY POWER KIOSKS, INC.)
(A DEVELOPMENT STAGE ENTERPRISE)

Consolidated Statements of Operations
(Expressed in U.S. dollars)
(Unaudited)

                                                               Three months ended          Six months ended        Period from
                                                                  January 31,                 January 31,          inception to
                                                        ------------------------------  ------------------------   January 31,
                                                           2000         2001           2000           2001           2001
-----------------------------------------------------  -------------- -------------  ------------ -------------- ---------------
<S>                                                     <C>           <C>            <C>          <C>            <C>
Expenses:
     Sales and marketing                                $     115,719 $      16,254  $     31,344 $       91,716 $     1,013,612
     Research and development                                       -       228,672        24,561        375,379         978,685
     General and administrative                                23,865     1,540,836       400,714      4,870,123       8,583,699
-----------------------------------------------------  -------------- -------------  ------------ -------------- ---------------
Loss from operations                                         (139,584)   (1,785,762)     (456,619)    (5,337,218)    (10,575,996)
Financing costs                                               145,602     2,235,080       255,656      2,235,080       4,028,245
Interest expense                                               33,208        35,623        80,805         83,933         546,466
-----------------------------------------------------  -------------- -------------  ------------ -------------- ---------------
Loss for the period                                     $    (318,394)$  (4,056,465) $   (793,080)$   (7,656,231)$   (15,150,707)
=====================================================  ============== =============  ============ ============== ===============

Basic and diluted loss per common share                 $       (0.11)$       (0.61) $      (0.26)$        (1.27)
=====================================================  ============== =============  ============ ============== ===============

Shares used in computing basic and diluted loss
per common share                                            2,995,000     6,650,000     2,995,000      6,041,000
=====================================================  ============== =============  ============ ============== ===============
</TABLE>




          See accompanying notes to consolidated financial statements.

                                       F-2



<PAGE>



<TABLE>
<CAPTION>
POWER INTERACTIVE MEDIA INC.
(FORMERLY POWER KIOSKS, INC.)
(A DEVELOPMENT STAGE ENTERPRISE)

Consolidated Statements of Comprehensive Loss
(Expressed in U.S. dollars)
(Unaudited)

                                                    Three months ended           Six months ended            Period from
                                                       January 31,                   January 31,             inception to
                                             -----------------------------   --------------------------      January 31,
                                                2000           2001            2000             2001             2001
-------------------------------------------  ------------- ---------------   -----------   -------------   --------------
<S>                                          <C>           <C>               <C>           <C>             <C>
Loss for the period                          $    (318,394)$    (4,056,465)  $  (793,080)  $  (7,656,231)  $  (15,150,707)
Other comprehensive loss:
     Currency translation adjustment               (34,138)        (86,313)      (31,116)        (45,498)         (33,408)
-------------------------------------------  ------------- ---------------   -----------   -------------   --------------
Comprehensive loss                           $    (352,532)$    (4,142,778)  $  (824,196)  $  (7,701,729)  $  (15,184,115)
===========================================  ============= ===============   ===========   =============   ==============
</TABLE>




          See accompanying notes to consolidated financial statements.

                                       F-3



<PAGE>



<TABLE>
<CAPTION>
POWER INTERACTIVE MEDIA INC.
(FORMERLY POWER KIOSKS, INC.)
(A DEVELOPMENT STAGE ENTERPRISE)

Consolidated Statements of Cash Flows
(Expressed in U.S. dollars)
(Unaudited)

                                                               Three months ended          Six months ended           Period from
                                                                  January 31,                 January 31,            inception to
                                                        ---------------------------   ------------------------        January 31,
                                                           2000         2001             2000           2001           2001
-----------------------------------------------------  -------------- -------------   ------------  -----------      ---------------
<S>                                                     <C>           <C>             <C>           <C>              <C>
Cash provided by (used in):
Operating activities:
    Loss for the period                                  $   (318,394) $  (4,056,465) $   (793,080) $    (7,656,231) $  (15,150,707)
Items not affecting cash:
       Amortization                                             4,699         43,737         4,899           87,584         145,373
       Accretion of interest on loan payable                        -              -             -                -         234,513
       Accrued interest                                             -         83,933             -           83,933         276,867
       Stock-based compensation expense                             -      3,751,417             -        6,758,308      10,625,916
       Financing charge                                       166,444              -       255,656                -               -
Change in operating assets and liabilities:
       Investment tax credits receivable                            -              -             -                -         (33,105)
       Inventories                                           (122,357)       (17,042)     (140,739)         (22,315)        (63,280)
       Miscellaneous receivable                                (2,313)              -        2,040                -               -
       Prepaid expenses and deposits                            9,682            173         9,682           41,525          (2,291)
       Accounts payable                                       (57,220)       385,510       257,919          427,217         547,406
       Accrued liabilities                                     99,918       (354,270)       99,318        (193,553)         159,359
       Accrued salaries payable                                     -              -             -                -         150,408
       Accrued finance costs payable                                -              -             -                -       1,022,817
       Due to shareholders                                          -        177,847        57,888          265,413         414,508
    -  ------------------------------------------------  ------------  ------------- -------------  ---------------  ---------------
Net cash flows from (used in) operating activities           (219,541)         14,840     (246,417)        (208,119)     (1,672,216)
Financing activities:
       Issuance of common shares                                    -        334,750             -          556,250        1,327,067
       Decrease in bank indebtedness                          (30,825)       (90,545)      (13,704)         (11,398)        (17,072)
       Loan (repayment) proceeds                              270,856       (150,638)      270,856         (117,817)       1,080,310
       Issuance of convertible notes                           40,742              -        40,742                -          40,761
       ------------------------------------------------  ------------ -------------- -------------  ---------------  ---------------
       Net cash flows from financing activities               280,773         93,567       297,894          427,035        2,431,066
    Investing activities:
       Purchase of property and equipment                     (51,643)       (49,158)      (51,643)        (188,865)       (721,878)
       ------------------------------------------------  ------------ -------------- -------------  ---------------  ---------------
       Cash flows used in investing activities                (51,643)       (49,158)      (51,643)        (188,865)       (721,878)
    Effect of currency translation of  cash balances           (9,589)       (59,249)          166          (30,051)        (36,972)
    ---------------------------------------------------  ------------ -------------- -------------  ---------------  ---------------
    Increase in cash, being cash,  end of period         $          - $            - $           -  $             -  $            -
    ===================================================  ============ ============== =============  ===============  ===============
Supplemental cash flow information:
    =
    Interest paid                                        $          - $         -    $           -  $             -  $            -
    Income taxes paid
Supplemental disclosure of non-cash financing and
investing activities:                                               -              -             -                -               -
Deferred stock-based compensation                                   -              -             -        7,460,236       7,460,236
Shares issued for settlement of accrued liabilities                 -         97,000             -           97,000       1,109,500
Shares issued as settlement of loan payable                         -         39,000             -           39,000          54,414
</TABLE>



          See accompanying notes to consolidated financial statements.


                                       F-4


<PAGE>



POWER INTERACTIVE MEDIA INC.
(FORMERLY POWER KIOSKS, INC.)
(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(EXPRESSED IN U.S. DOLLARS)
(UNAUDITED)

1.   Basis of presentation:

     The unaudited consolidated financial statements have been prepared by Power
     Kiosks,  Inc. (formerly Alternate  Achievements,  Inc.) (the "Company") and
     reflect all  adjustments  (all of which are normal and recurring in nature)
     that, in the opinion of management,  are necessary for a fair  presentation
     of the interim  financial  information.  The results of operations  for the
     interim periods presented are not necessarily  indicative of the results to
     be expected for the entire year ending July 31, 2001.  Certain  information
     and footnote disclosures normally included in financial statements prepared
     in accordance  with  generally  accepted  accounting  principles  have been
     condensed or omitted under the Securities and Exchange  Commission's  rules
     and  regulations.   These  unaudited   condensed   consolidated   financial
     statements and notes included herein should be read in conjunction with the
     Company's audited consolidated  financial statements and notes for the year
     ended July 31, 2000.

2.   Going concern:

     The Company is in its development stage.  Since its inception,  the Company
     has incurred  significant  expenditures  on the research,  development  and
     marketing  of  a  kiosk  digital  imaging  system  and  has  a  deficit  of
     $15,150,707  as  at  January  31,  2001.  The  Company  has  not  generated
     significant  revenues and management does not expect to commence generating
     revenues until  customers are secured and financing can be obtained to fund
     the manufacture and distribution of the kiosks.  These financial statements
     have been prepared on the going concern basis which assumes the realization
     of assets and  liquidation of liabilities in the normal course of business.
     The Company has suffered  continuing  losses from  operations and has a net
     capital  deficiency  that  raise  substantial  doubt  about its  ability to
     continue  as  a  going  concern.  These  unaudited  consolidated  financial
     statements  do not  include  any  adjustments  that might  result  from the
     outcome of this uncertainty.

     The continued  application of the going concern concept is dependent on the
     Company's  ability to obtain adequate sources of financing and to achieve a
     level of revenues  sufficient  to support  the  Company's  operations.  The
     Company is currently  attempting to obtain  additional  financing  from its
     existing  shareholders  and  other  strategic  investors  to  continue  its
     operations. However, there can be no assurance that the Company will obtain
     additional funds from these sources.

                                       F-5


<PAGE>



POWER INTERACTIVE MEDIA INC.
(FORMERLY POWER KIOSKS, INC.)
(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(EXPRESSED IN U.S. DOLLARS)
(UNAUDITED)

3.   Stockholders' deficiency:

     (a)  During  August  2000,  the  Company  issued  20,000  common  shares in
          exchange for  investor  consulting  services  pursuant to a consulting
          agreement  expiring in February 2001.  Financing  expenses of $109,200
          have been recorded, representing the difference between the fair value
          of the common shares issued and the issue price.

     (b)  During  September  2000,  the Company  issued 300,000 common shares to
          directors of the Company for no consideration  and warrants to acquire
          200,000  common shares of the Company with an exercise price of $1 per
          share.  The warrants vest on a quarterly basis  commencing May 1, 2001
          and expire during September 2003.

     The  Company recorded stock-based compensation of $1,995,000,  representing
          the  difference  between  the fair value of the common  shares and the
          issue price. The Company recorded deferred stock-based compensation of
          $1,110,000  for the  warrants  granted,  representing  the  difference
          between the fair value of the common shares and the issue price.

     (c)  During  September  2000, two senior  officers and  shareholders of the
          Company were awarded 120,000 common shares of the Company for services
          provided in securing  contracts for the Company.  The Company recorded
          stock-based  compensation  of $798,000,  representing  the  difference
          between the fair value of the common shares and the issue price.

     (d)  During  October  2000,  the Company  issued  225,000  common shares as
          settlement for amounts due of $1,012,500 to a former supplier.

     (e)  During the quarter ended October 31, 2000,  the Company  issued 88,600
          common shares at $2.50 per share for proceeds of $221,500.


                                       F-6



<PAGE>



POWER INTERACTIVE MEDIA INC.
(FORMERLY POWER KIOSKS, INC.)
(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(EXPRESSED IN U.S. DOLLARS)
(UNAUDITED)

3.   Stockholders' deficiency (continued):

     (f)  Stock compensation plan:

          During  October  2000,  the  Company's  stock  compensation  plan (the
          "Plan") was  established  for the benefit of the employees and certain
          consultants of the Company.  The maximum number of common shares which
          may be set  aside  for  issuance  under  the Plan is  700,000  shares,
          provided  that the Board of  Directors  of the  Company has the right,
          from time to time, to increase such number  subject to the approval of
          the  shareholders  of the Company when  required by law or  regulatory
          authority.

          As at January 31, 2001,  the Company  issued  200,000  warrants  (note
          3(b)) and no options under this Plan.

     (g)  On November 21, 2000,  the Company  issued  580,000  common  shares to
          consultants  as  consideration  for  legal  and  consulting   services
          provided to the Company and as settlement  of an accrued  liability of
          $66,000.  The Company has recorded  stock- based  compensation  in the
          amount of  $2,136,000  representing  the  difference  between the fair
          value of the common shares and the accrued liability.

     (h)  During  November 2000, the Company entered into an agreement to obtain
          financing  services for a three-month  period ended February 15, 2001.
          Under the  agreement,  the  Company is  committed  to the  issuance of
          40,882 common shares, and accordingly,  the Company has recorded stock
          based compensation of $184,000 representing the difference between the
          fair value of the common  shares and the nil issue  price.  The amount
          was  recorded as  financing  costs and  recorded as accrued  financing
          costs payable.

     (i)  During  December  2000,  the Company  issued  250,000 common shares as
          settlement of a loan payable of $39,000,  accordingly, the Company has
          recorded   stock-based   compensation   in  the  amount  of   $838,500
          representing  the  difference  between  the fair  value of the  common
          shares and the loan payable.

     (j)  During the three months ended  January 31,  2001,  the Company  issued
          161,900  common  shares for cash  proceeds of $334,750.  In connection
          with the issuance of 100,000 of these  common  shares,  warrants  were
          issued to acquire 125,000 common shares at $.01 per share for a period
          of three years.

                                       F-7



<PAGE>


POWER INTERACTIVE MEDIA INC.
(FORMERLY POWER KIOSKS, INC.)
(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(EXPRESSED IN U.S. DOLLARS)
(UNAUDITED)

4.   Recent account pronouncements:

     In June 1998, the FASB issued Statement of Financial  Accounting  Standards
     No. 133,  "Accounting for Derivative  Instruments  and Hedging  Activities"
     ("SFAS  No.  133").  SFAS No.  133  establishes  accounting  and  reporting
     standards  requiring  that every  derivative  instrument be recorded in the
     balance  sheet as either an asset or liability  measured at its fair value.
     SFAS No. 133, as recently amended,  is effective for the fiscal year ending
     July 31,  2002.  Management  believes the adoption of SFAS No. 133 will not
     have a material  effect on the Company's  financial  position or results of
     operations.



                                       F-8





<PAGE>



Item 2.           Management's Discussion and Analysis

General

     Power  Interactive  Media,  Inc. f/k/a Power Kiosks,  Inc. f/k/a  Alternate
Achievements,  Inc. f/k/a Global Corporate Quality,  Inc., a Florida corporation
of  which  Power  Photo  Kiosks,  Inc.,  a  Canadian  corporation  ("PPK")  is a
wholly-owned subsidiary (collectively the "Company") relied upon Section 4(2) of
the  Securities Act of 1933, as amended (the "Act") and Rule 506 of Regulation D
promulgated  thereunder  ("Rule  506") for several  transactions  regarding  the
issuance of its  unregistered  securities.  In each instance,  such reliance was
based upon the fact that (i) the issuance of the shares did not involve a public
offering,  (ii) there were no more than  thirty-five  (35) investors  (excluding
"accredited investors"),  (iii) each investor who was not an accredited investor
either alone or with his  purchaser  representative(s)  has such  knowledge  and
experience  in financial  and business  matters that he is capable of evaluating
the merits and risks of the  prospective  investment,  or the issuer  reasonably
believes  immediately  prior to making any sale that such purchaser comes within
this  description,  (iv) the offers and sales were made in compliance with Rules
501 and 502, (v) the securities  were subject to Rule 144  limitations on resale
and (vi) each of the parties was a  sophisticated  purchaser and had full access
to the  information  on the Company  necessary  to make an  informed  investment
decision by virtue of the due diligence  conducted by the purchaser or available
to the purchaser prior to the transaction (the "506 Exemption").

     In September 2000, the Company's Board of Directors increased the number of
director  positions from two (2) to four (4) and appointed June  Nichols-Sweeney
and Jean Beliveau to fill the vacancies  created  thereby until the next meeting
of the  shareholders.  The Company  approved the issuance of 100,000 and 200,000
shares of its Common  Stock to them  respectively,  although the shares were not
actually  issued until November 2000. The Company also granted the new directors
warrants to purchase an additional  100,000 shares each,  exercisable at a price
of $1.00 per share for a period of three (3) years. Ms. Sweeney may exercise the
right to purchase a maximum of 25,000 shares every quarter, whereas Mr. Beliveau
has the same right beginning May 1, 2001. For such offering,  the Company relied
on the 506 Exemption and Section 10-5-9 of the Georgia Code. No state  exemption
was required for the issuance to Jean Beliveau, as he is a Canadian resident.

     The facts relied upon to make the Georgia  Exemption  available include the
following:  (i) the aggregate  number of persons  purchasing the Company's stock
during the 12 month period ending on the date of issuance did not exceed fifteen
(15)  persons;  (ii)  neither  the offer nor the sale of any of the  shares  was
accomplished by a public  solicitation or advertisement;  (iii) each certificate
contains a legend stating "These securities have been issued or sold in reliance
of paragraph (13) of Code Section  10-5-9 of the Georgia  Securities Act of 1973
and may not be sold or transferred except in a transaction which is exempt under
such act or pursuant to an effective registration under such act"; and (iv) each
purchaser executed a statement to the effect that the securities  purchased have
been purchased for investment purposes.  Offerings made pursuant to this section
of the Georgia Securities Act have no requirement for an offering  memorandum or
disclosure document.

     In November 2000,  the Company filed a  Registration  Statement on Form S-8
for its Year 2000  Supplemental  Employee/Consultant  Stock  Compensation  Plan.
Since that time,  60,000 shares of the  Company's  Common Stock have been issued
each to Ronald Terry Cooke, the Company's


<PAGE>



current  President and Chairman and to Allan  Turowetz,  the  Company's  current
Vice-President  and  Director.  290,000  shares  were  issued  each to Donald F.
Mintmire,  legal counsel to the Company and Noreen  Wilson,  a consultant to the
Company.

     In November 2000, the Company sold 100,000 shares of its restricted  Common
Stock to EIG Capital  Investments,  Ltd.,  a Bermuda  limited  partnership,  for
$200,000.  Additionally,  the Company issued  warrants to purchase an additional
125,000  shares of its  restricted  Common Stock at an exercise price of $0.0001
per share,  which are exercisable for a period of three (3) years. The shares of
stock sold as well as the warrant shares carry mandatory registration rights. If
the registration  statement is not declared effective with 210 days of execution
of the  original  agreement,  the Company  must pay a cash penalty of $4,000 per
month until the  registration  is declared  effective.  For such  offering,  the
Company relied upon the 506 Exemption.  No state exemption was required,  as the
purchaser is a foreign entity.

     In November 2000, the Company entered into a consulting  services agreement
with  World of  Internet.com  AG,  a German  corporation  to  provide  corporate
financial and investment  advisory services,  specifically  focusing on European
markets.  The term of the  agreement is until three (3) months from the date the
Company's corporate profile is posted on  www.stockreporter.de.  The Company was
required to pay an engagement  fee of $173,750 or 40,882 shares of the Company's
free trading Common Stock which has been registered with the SEC.

     In  November  2000,  PPK  entered  into a letter  of intent  with  Playtime
Entertainment,  Inc. and KRI Canada Ltd. to develop,  deploy and operate a kiosk
network  of five to ten  (5-10)  kiosk  units for a period  of three (3)  months
beginning  December  15,  2000.  The  network  is to  serve  as a pilot  to test
viability in a shopping mall environment for  entertainment  purposes.  A profit
sharing arrangement has also been agreed to.

     In January  2001,  PPK entered into an  installation  agreement  with Clark
Memorial  Hospital ("CMH") to install one (1) photo kiosk at the hospital in the
maternity  wing.  PPK is to provide all service  and  support.  PPK and CMH have
agreed to share revenues generated by the unit. The agreement is for a period of
three (3) years, although either party may terminate with ten (10) days notice.

     In March 2001,  the Company  changed its name to Power  Interactive  Media,
Inc.  Management  believed that its old name limited people's  perception of the
Company to a kiosk designer and  distributor.  The new name better  reflects the
Company's desire to be a full service interactive media provider.

     During this fiscal  quarter,  the Company sold 50,500  shares of its Common
Stock to seven (7) investors  for a total of $126,250.  For such  offering,  the
Company relied upon the 506 Exemption.  No state exemption was necessary because
all purchases were made by Canadian residents.

Discussion and Analysis



<PAGE>



     The  Company,   Power  Interactive  Media,  Inc.  is  a  Florida  chartered
corporation which conducts  business from its headquarters in Markham,  Ontario,
Canada.  The Company was  incorporated  in  September1994,  as Global  Corporate
Quality, Inc., changed its name to Alternate Achievements,  Inc. in October 1999
and to Power Kiosks, Inc. in February 2000 in connection with the Agreement.  At
such time, it acquired 100% of the issued and  outstanding  shares of the Common
Stock of PPK, in a reverse merger.

     The Company is a provider of a network-based,  digital imaging kiosk system
that delivers a range of retail consumer  products.  The kiosk system is enabled
by leading-edge  technology in the areas of digital imaging  software,  delivery
hardware and e-commerce network capabilities.

     Each kiosk operates as a fully-functional,  stand-alone business unit. When
linked electronically,  the kiosks function as a broadcast network that delivers
national and site-specific  advertising and marketing programs to any geographic
delivery area.

     As part of the ongoing product  improvement  process, in December 1999, PPK
signed a teaming agreement with Sybase to develop a retail kiosk delivery system
in an  attempt to create an  interactive  "smart"  digital  kiosk  network.  The
Company  hopes that the result will allow the Company to deliver a broader range
of  consumer-based  kiosk  products  and will  form the  basis of an  electronic
network capable of delivering national and site-specific  advertising  marketing
programs.  Sybase is also  working  with the  Company to rewrite  the  operating
software with a view to enhancing  the  usability for the consumer  while at the
same time  making the  connection  between  the kiosk  operating  system and the
network software seamless.

     The ability of the Company to continue as a going concern is dependent upon
increasing sales and obtaining additional capital and financing.  The Company is
currently seeking financing to allow it to continue its planned operations.

     The  financial  statements  have been  prepared on the going  concern basis
which assumes the  realization  of assets and  liquidation of liabilities in the
normal  course of  business.  The  unaudited  condensed  consolidated  financial
statements do not include any adjustments  that might result from the outcome of
this  uncertainty.  The continued  application  of the going concern  concept is
dependent on the Company's  ability to obtain adequate  sources of financing and
to achieve a level of revenues sufficient to support the Company's operations.

     Results of  Operations - For the Three Months  Ending  January 31, 2000 and
January 31, 2001

Financial Condition, Capital Resources and Liquidity

     For the 2nd quarter ended January 31, 2000 and 2001 the Company recorded no
revenues.  For the 2nd quarter  ended  January 31, 2000 and 2001 the Company had
general and administrative expenses of $23,865 and $1,540,836.  This increase of
$1,516,971 was due to primarily to  professional  fees,  amortization of options
and executive salaries.



<PAGE>



     For the 2nd quarter ended  January 31, 2000 and 2001,  the Company had on a
consolidated   unaudited  basis  total   operating   expenses  of  $139,584  and
$1,785,762.

Net Losses

     For the 2nd quarter ended January 31, 2000 and 2001, the Company reported a
net loss from operations of $139,584 and $1,785,762 respectively.

     The Company is in its development stage.  Since its inception,  the Company
has incurred significant expenditures on the research, development and marketing
of a kiosk digital imaging system and has a deficit of $15,150,707 as of January
31, 2001. The Company has not generated  revenues and management does not expect
to commence  generating  revenues  until late 2001.  The  Company  has  suffered
continuing  losses from  operations and has a net capital  deficiency that raise
substantial doubt about its ability to continue as a going concern.

     The Company is currently attempting to obtain additional financing from its
existing  shareholders and other strategic investors to continue its operations.
However, there can be no assurance that the Company will obtain additional funds
from these sources.

Employees

     At January 31, 2001,  the Company  employed  eleven (11)  persons.  None of
these  employees  are  represented  by a labor union for purposes of  collective
bargaining.  The  Company  considers  its  relations  with its  employees  to be
excellent.  The  Company  plans to employ  additional  personnel  as needed upon
product rollout to accommodate its needs.

Research and Development Plans

     The Company  believes that research and development is an important  factor
in its future  growth.  The kiosk  industry is closely  linked to  technological
advances, which produce a broader range of kiosk products, enhance the usability
and  experience  for the  consumer  and also enable the  provider to monitor use
patterns  and  data  through  a  more  sophisticated   network  of  information.
Therefore,  the Company must continually invest in ongoing research to appeal to
the public and to effectively  compete with other companies in the industry.  No
assurance  can be made that the Company will have  sufficient  funds to compete.
Additionally,  due to the rapid advance rate at which technology  advances,  the
Company's  equipment  and  inventory  may be  outdated  quickly,  preventing  or
impeding the Company from realizing its full potential profits.

Forward-Looking Statements

     This Form 10-QSB includes  "forward-looking  statements" within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities  Exchange  Act of  1934,  as  amended.  All  statements,  other  than
statements of historical  facts,  included or  incorporated by reference in this
Form 10-QSB which address  activities,  events or developments which the Company
expects or anticipates will or may occur in the future, including such things as
future capital expenditures  (including the amount and nature thereof),  finding
suitable merger or acquisition


<PAGE>



candidates,  expansion and growth of the Company's business and operations,  and
other such matters are forward-looking statements. These statements are based on
certain  assumptions and analyses made by the Company in light of its experience
and its perception of historical trends,  current conditions and expected future
developments  as well as  other  factors  it  believes  are  appropriate  in the
circumstances. However, whether actual results or developments will conform with
the Company's  expectations  and predictions is subject to a number of risks and
uncertainties,  general  economic market and business  conditions;  the business
opportunities  (or lack  thereof)  that may be  presented  to and pursued by the
Company;  changes in laws or regulation;  and other  factors,  most of which are
beyond the  control of the  Company.  Consequently,  all of the  forward-looking
statements made in this Form 10-QSB are qualified by these cautionary statements
and  there  can  be  no  assurance  that  the  actual  results  or  developments
anticipated by the Company will be realized or, even if substantially  realized,
that they will have the expected consequence to or effects on the Company or its
business or operations.

PART II

Item 1. Legal Proceedings.

     The  Company  knows  of no legal  proceedings  to which it is a party or to
which any of its  property  is the  subject  which are  pending,  threatened  or
contemplated or any unsatisfied judgments against the Company.

Item 2.Changes in Securities and Use of Proceeds

         None

Item 3.Defaults in Senior Securities

         None

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

     No matter was submitted during the quarter ending January 31, 2001, covered
by this report to a vote of the Company's shareholders, through the solicitation
of proxies or otherwise.

Item 5.           Other Information

         None

Item 6.           Exhibits and Reports on Form 8-K

(a)  The exhibits  required to be filed herewith by Item 601 of Regulation  S-B,
     as described in the following index of exhibits, are incorporated herein by
     reference, as follows:




<PAGE>

<TABLE>
<S>               <C>
Exhibit No.       Description
------------      ---------------------

3(i).1   [1]      Articles of Incorporation filed September 9, 1994.

3(i).2   [1]      Articles of Amendment filed October 1, 1999.

3(i).3   [3]      Articles of Amendment filed March 2, 2000.

3(i).4   *        Articles of Amendment filed March 1, 2001.

3(ii).1  [1]      By-laws.

4.1      [2]      Share Exchange Agreement between the Company, Power Photo Kiosks, Inc. and the
                  shareholders of Power Photo Kiosks, Inc. dated February 23, 2000.

4.2      [5]      Loan Agreement between Power Photo Kiosks, Inc. and MLIC Holdings, Inc. dated
                  May 1999.

4.3      [5]      Loan Extension between Power Photo Kiosks, Inc. and MLIC Holdings, Inc. dated
                  July 1999.

4.4      [5]      Loan Extension between Power Photo Kiosks, Inc. and MLIC Holdings, Inc. dated
                  September 1999.

4.5      [5]      Common Stock Purchase Agreement with Thomson Kernaghan & Co., Ltd., as Agent
                  dated February 2000.

4.6      [9]      Promissory Note by the Company in favor of Thomson Kernaghan & Co., Ltd. dated
                  June 5, 2000.

4.7      [9]      Promissory Note by the Company in favor of Thomson Kernaghan & Co., Ltd. dated
                  October 26, 2000.

5.1      [6]      Opinion of Mintmire & Associates.

5.2      [8]      Opinion of Mintmire & Associates.

10.1     [5]      Revised Licensing Agreement between Power Photo Enterprises, Inc. and Licensing
                  Resource Group, Inc. dated October 1998.

10.2     [5]      Licensing Agreement between Power Photo Enterprises, Inc. and Titan Sports, Inc.
                  dated October 1998.

10.3     [5]      Master Merchandising License Agreement between Power Photo Kiosks, Inc. and
                  Universal Studios Licensing, Inc. dated September 1999.

10.4     [5]      Teaming Agreement between Power Photo Kiosks, Inc., Sybase Canada Limited,
                  Advanced Kiosk Services, Inc. and Integrated Kiosks, Inc. dated November 1999.
</TABLE>


<PAGE>


<TABLE>
<S>               <C>
10.5     [5]      License Agreement between Power Photo Kiosks, Inc. and The Ohio State University
                  dated February 2000.

10.6     [5]      Manufacturing Agreement between Power Photo Kiosks, Inc. and Integrated Kiosk,
                  Inc. dated May 1999.

10.7     [6]      Power Kiosks, Inc.  Year 2000 Consultant Stock Compensation Plan

10.8     [8]      Power Kiosks, Inc. Year 2000 Supplemental Employee/Consultant Stock
                  Compensation Plan.

10.9     [9]      Lease Agreement between Team Power Enterprises, Inc. and Bruce N. Huntley
                  Contracting Limited, dated July 1, 1998.

10.10    [9]      Financial Consulting and Services Agreement between the Company and Discovery
                  Enterprises, Inc. d/b/a Discovery Financial, Inc. dated August 23, 2000.

10.11    [9]      Teaming Agreement between Power Photo Kiosks, Inc. and Mattel Canada, Inc. dated
                  September 18, 2000.

10.12    [9]      Co-Marketing and Sponsorship Agreement between the Company, PACEL Corp. and
                  Child Watch of North America dated October 11, 2000.

10.13    [9]      Letter of Intent between Power Photo Kiosks, Inc. and Groome Capital. Com, Inc.
                  dated October 12, 2000.

10.14    [9]      Employment Agreement between Power Kiosks, Inc. and Ronald Terry Cooke, dated
                  July 2000.

10.15    [9]      Employment Agreement between Power Kiosks, Inc. and Allan Turowetz, dated July
                  2000.

10.16    [10]     Common Stock Purchase Agreement between the Company and EIG Capital
                  Investments, Ltd. dated November 9, 2000.

10.17    [10]     Registration Rights Agreement between the Company and EIG Capital Investments,
                  Ltd. dated November 9, 2000.

10.18    [10]     Purchaser's Warrant in the name of EIG Capital Investments, Ltd. dated November
                  9, 2000.

10.19    [10]     Agent's Warrant in the name of EIG Capital Management, Ltd. dated November 9,
                  2000.

10.20    [10]     Conversion of Note by the Company in favor of Thomson Kernaghan & Co., Ltd. in
                  the principal amount of $250,000 dated June 5, 2000.
</TABLE>


<PAGE>


<TABLE>
<S>               <C>
10.21    *        Consulting  Services Agreement between the Company and World
                  of Internet.com AG dated November 15, 2000.

10.22    *        Installation Agreement between Power Photo Kiosks, Inc. and Clark Memorial
                  Hospital dated January 15, 2001.

10.23    *        Letter of Intent between Power Photo Kiosks, Inc., Playtime Entertainment, Inc. and
                  KRI Canada Ltd. dated November 21, 2000.

16.1     [4]      Letter on change of certifying accountant.

16.2     [4]      Letter dated May 1, 2000 from Dorra Shaw & Dugan.

23.1     [6]      Consent of KPMG, LLP.

23.2     [6]      Consent of Mintmire & Associates (contained  in  the opinion filed as Exhibit 5.1)

23.3     [8]      Consent of KPMG, LLP.

23.4     [8]      Consent of Mintmire & Associates  (contained in the opinion filed as Exhibit 5.2).

99.1     [4]      Board Resolution dated May 1, 2000 authorizing change in fiscal year of the
                  Company to July 31.

99.2     [7]      The accountant's statement required by Rule 12b-25(c)
------------------------------------------------
</TABLE>

[1]  Previously filed with the Company's registration on Form 10SB.

[2]  Previously filed with the Company's report on Form 8K filed March 9, 2000.

[3]  Previously  filed  with the  Company's  report on Form 10QSB for the period
     ending February 29, 2000.

[4]  Previously filed with the Company's report on Form 8KA1 filed May 2, 2000.

[5]  Previously  filed  with the  Company's  report on Form 10QSB for the period
     ending April 30, 2000.

[6]  Previously  filed with the  Company's  Registration  Statement  on Form S-8
     filed August 2, 2000.

[7]  Previously filed with the Company's 12b-25 NT filed on October 30, 2000.

[8]  Previously  filed with the  Company's  Registration  Statement  on Form S-8
     filed November 1, 2000.


<PAGE>



[9]  Previously  filed with the  Company's  Annual  Report on Form  10KSB  filed
     November 14, 2000.

[10] Previously  filed with the Company's  Quarterly  Report on Form 10QSB filed
     December 15, 2000.

*    Filed herewith

(b)  The Company filed a report on Form 8K on March 9, 2000 in  connection  with
     the  Company's   acquisition  of  Power  Photo  Kiosks,  Inc.,  a  Canadian
     corporation.

     The  Company  filed a report on Form 8KA1 on May 2, 2000  dismissing  Dorra
     Shaw & Dugan and retaining  KPMG,  LLP as its auditors.  Additionally,  the
     Company changed its fiscal year to July 31.

     The  Company  filed a report on Form 8KA2 on May 8, 2000 with the  required
     financial statements pursuant to its first report on Form 8K dated March 9,
     2000.

     The Company filed a report on Form 8KA3 on October 31, 2000 for the purpose
     of  providing  adjusted  financial   statements  and  pro  forma  financial
     information  for Power  Photo  Kiosks,  Inc.,  a Canadian  corporation,  as
     required by Item 7 of Form 8-K.




<PAGE>


                                   SIGNATURES

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

                                 Power Interactive Media, Inc.
                                 (Registrant)

March 23, 2001                   /s/ Ronald Terry Cooke
                                 ---------------------------------
                                 Ronald Terry Cooke
                                 Chairman and President

                                 /s/ Allan Turowetz
                                 ---------------------------------
                                 Allan Turowetz
                                 Vice President and Director

                                 /s/ Jean Arthur Beliveau
                                 ----------------------------------
                                 Jean Arthur Beliveau
                                 Director

                                 /s/ June Nichols Sweeney
                                 -----------------------------------
                                 June Nichols Sweeney
                                 Director