SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 10-QSB
         (Mark One)

         [ X ]  Quarterly report under Section 13 or 15 (d) of the Securities
                Exchange Act of 1934

         For the quarterly period ended 30 September 1997

         [   ]  Transition report under Section 13 or 15 (d) of The Securities 
                Exchange Act of 1934

         For the transition period from _____________ to _______________

         Commission file number: 000-22329


                                PowerTrader, Inc.
        (Exact Name of Small Business Issuer as Specified in Its Charter)


           Delaware                                           98-0163116
  (State or other Jurisdiction of                          (I.R.S. Employer
   Incorporation or Organization)                         Identification No.)


                     885 Dunsmuir Street, Suite 591 V6C 1N5
                    (Address of Principal Executive Offices)


                                 (604) 685-1529
                (Issuer's Telephone Number, Including Area Code)



              (Former Name, Former Address and Former Fiscal Year,
                         if Changed Since Last Report)

         Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15 (d) of the  Securities  Exchange Act of 1934 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


         State the number of shares  outstanding of each of the issuer's classes
of  common  equity,  as  of  the  latest  practicable  date:   7,883,115  shares
outstanding of Common Stock, par value $0.01 per share

         Transitional Small Business Disclosure Format (check one):

         Yes               No    X

<PAGE>
                                POWERTRADER, INC.

           QUARTERLY REPORT TO THE SECURITIES AND EXCHANGE COMMISSION


                              FOR THE QUARTER ENDED
                               September 30, 1997


                         PART I - FINANCIAL INFORMATION


ITEM 1.  Financial Statements                                              Page

         Unaudited Consolidated Balance Sheet as of September 30, 1997

         Unaudited  Consolidated  Interim Statement of Loss and Deficit
         for the Three months ended  September  30, 1997 and  September
         30, 1996

         Unaudited  Consolidated Interim Statement of Cash Flow for the
         Three months ended September 30, 1997 and 1996

         Notes to Unaudited Consolidated Financial Statements

ITEM 2.  Management's Discussion and Analysis

                  PART II - OTHER INFORMATION

ITEM 6.  Exhibits and Reports on Form 8-K

SIGNATURE PAGE

EXHIBIT INDEX

<PAGE>
<TABLE>

                      UNAUDITED CONSOLIDATED BALANCE SHEET
                               September 30, 1997

<CAPTION>


                                                           Septmber 30, 1997         June 30, 1997
                                                           -----------------         -------------
<S>                                                          <C>                     <C>   
Assets:

Current assets:
Cash                                                         $    362,368            $   99,986
Accounts receivable                                                   696                    -
Deposits and prepaids                                              54,479                12,883
                                                             ------------            ----------
     Total current assets                                         417,543               112,869

Fixed assets                                                      770,757               754,741
                                                             ------------           -----------
     Total assets                                              $1,188,300            $1,867,610
                                                             ============            ==========
Liabilities:

Current liabilities:
Accounts payable and accrued liabilities                    $     277,855           $   362,520
Current portion of capital lease obligations                        5,084                 5,894
                                                            -------------           -----------
     Total current liabilities                                    282,939               368,414
Note payable                                                       36,203                74,248
Capital lease obligations                                           1,485                 2,555
                                                            -------------          ------------
     Total liabilities                                       $    320,627           $   445,217
                                                             ------------           -----------

Shareholders' equity:

     Share capital                                                988,530               986,030

     Capital surplus                                            2,191,553             1,389,693

     Deficit accumulated during development stage             (2,312,410)           (1,953,330)
                                                            -------------          ------------
         Total shareholders' equity                               867,673               422,393
                                                             ------------         -------------
         Total liabilities and shareholders' equity          $  1,188,300         $   2,867,610
                                                             ============         =============
</TABLE>

<PAGE>
<TABLE>

                                    UNAUDITED
        CONSOLIDATED INTERIM STATEMENT OF LOSS AND DEFICIT For the Three
                    Months Ended September 30, 1997 and 1996
                           (Expressed in U.S. Dollars)

                                                                                                                
<CAPTION>
                                                                                                                 December 29,
                                                         Three                               Three                   1988
                                                         Months                              Months             (inception) to
                                                         Ended                               Ended              September 30,
                                                         September 30,                   September 30,               1997
                                                         1997                                 1996               (cumulative)
                                                         (Unaudited)                      (Unaudited)            (Unaudited)
                                                         -----------                      -----------            -----------

<S>                                                      <C>                             <C>                    <C>          
Revenue                                                  $       7,999                   $      10,219          $     147,369
Cost of sales                                                        -                          14,900                 86,576
                                                         -------------                   -------------          -------------
                                                                 7,999                         (4,681)                 60,793

Selling, general and administrative costs                      260,449                         108,373              1,689,270
Development costs                                              106,630                          59,015                683,933
                                                         -------------                   -------------          -------------
     Net loss                                                (359,080)                       (172,069)            (2,312,410)

Deficit, beginning of period                               (1,953,330)                     (1,050,333)                      -
                                                         -------------                   -------------          -------------

Deficit, end of period                                   $ (2,312,410)                   $ (1,222,402)          $ (2,312,410)
                                                         -------------                   -------------          -------------

Loss per share                                                  (0.05)                          (0.04)

Weighted average shares of outstanding
common stock and equivalents                                 7,633,115                      4,174,597


</TABLE>

<PAGE>
<TABLE>

                                    UNAUDITED
               CONSOLIDATED INTERIM STATEMENT OF CASH FLOW For The
                 Three Months Ended September 30, 1997 and 1996
                           (Expressed in U.S. Dollars)

<CAPTION>
                                                                                                                  December 29, 1988
                                                                 Three Months              Three Months             (inception) to
                                                                     Ended                     Ended              September 30, 1997
                                                              September 30, 1997        September 30, 1996           (cumulative)
                                                                  (Unaudited)               (Unaudited)              (Unaudited)
                                                                  -----------               -----------              -----------

     <S>                                                          <C>                       <C>                    <C> 
     Cash provided (used) by:

     Operating activities

          Net loss for the period                                 $ (359,080)               $ (172,097)            $ (2,312,410)

          Items not involving cash

              Amortization                                             13,167                     5,740                   97,223

     Increase (decrease) in:                                         (41,595)                   (6,577)                 (54,479)

              Deposits and prepaids                                     (696)                       -                      (696)

              Accounts receivable                                    (84,666)                 (127,916)                  277,854
                                                                  -----------               -----------             ------------
              Accounts payable and accrued 
               liabilities                                          (472,870)                 (300,822)              (1,992,508)
                                                                  -----------               -----------             ------------
     Financing activities

          Note payable financing received                                 -                         -                     74,248

          Note payable financing repaid                              (38,045)                       -                   (38,045)

          Lease financing received                                        -                         -                     18,790

          Repayment of obligations under
           capital lease                                              (1,880)                   (1,201)                 (12,220)

          Shareholders' advances                                           -                         -                   646,222

          Issuance of share capital and 
            subscriptions                                             804,360                   274,034                1,844,607
                                                                   ----------                ----------              -----------
                                                                      764,435                   272,833                2,533,602
                                                                   ----------                ----------              -----------
     Investing activities

          Net assets acquired on Reverse 
            Acquisition                                                     -                         -                   314,254

          Investment in fixed assets                                 (29,183)                  (22,062)                (492,980)
                                                                   ----------                ----------              -----------
                                                                     (29,183)                  (22,062)                (178,726)
                                                                   ----------                ----------              -----------

Increase (decrease) in cash                                           262,382                  (50,051)                  362,368

Cash, beginning of period                                              99,986                   127,077                        -
                                                                   ----------                ----------                ---------
Cash, end of period                                                $  362,368                $   77,026                 $362,368
</TABLE>

<PAGE>
                                POWERTRADER, INC.
                          (A Development Stage Company)

              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                           (Expressed in U.S. Dollars)
                               September 30, 1997



         The  accompanying   unaudited   consolidated  financial  statements  of
PowerTrader,  Inc. and its wholly-owned subsidiary PowerTrader Software, Inc. as
of and for the three months ended  September  30, 1997 and  September  30, 1996,
have  been  prepared  in  accordance  with  the  rules  and  regulations  of the
Securities and Exchange Commission and do not include all of the information and
footnotes  required by generally  accepted  accounting  principles  for complete
financial  statements.  PowerTrader Software Inc. accounts are included in these
financial  statements from January 2, 1997, the date PowerTrader  Inc.  acquired
PowerTrader Software Inc. See Consolidation.

Nature of Operations

         PowerTrader,  Inc.  ("the  Company")  designs,  develops,  markets  and
supports   informational  and  analytical  desktop  decision  support  and  risk
management systems.

Consolidation

         The Company  records  revenue from the sale of computer  software  upon
shipment.

         On January 2, 1997, the Company,  which was  incorporated on August 22,
1996,  entered into an agreement with the  shareholders of PowerTrader  Software
Inc.  ("Software") whereby it acquired all of the outstanding shares of Software
in exchange for 4,174,597 common shares.  The transaction was accounted for as a
reverse  acquisition,  utilizing  historical  costs.  Software  is in  the  same
business as the Company.  The financial position of the Company as of January 2,
1997,

             Tangible assets                             $ 314,468
             Liabilities                                     (214)
                                                         ---------
             Shareholders' equity                        $ 314,254

         The following is a summary of pro-forma  sales,  pro-forma net loss and
pro-forma  loss per share for the  Company,  for the nine months ended March 31,
1997, under the assumption that the acquisition was completed on July 1, 1996.

                                                        (unaudited)

             Pro-forma sales                             $  37,430
             Pro-forma net loss                          (925,307)
             Pro-forma loss per share                       (0.36)

Exchange Rates

         Exchange rates between the United States dollar and the Canadian dollar
for the periods reported in these financial statements are as follows:

                                           1997                      1996
                                           ----                      ----

Average                                   1.3848                    1.3701
As of 30 September                        1.3811                    1.3622
<PAGE>
                                POWERTRADER, INC.
                          (A Development Stage Company)

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS


         The  following  should  be  read  in  conjunction  with  the  Financial
Statements and Notes.  When used in this  Management's  Discussion and Analysis,
the words  "believes,"  "anticipates,"  "expects"  and similar  expressions  are
intended to identify forward-looking  statements. Such statements are subject to
certain  risks and  uncertainties  which  could cause  actual  results to differ
materially  from those  projected.  Readers  are  cautioned  not to place  undue
reliance on forward-looking statements,  which speak only as of the date hereof.
The Company  undertakes  no  obligation  to publicly  release the results of any
revisions  to these  forward-looking  statements  which  may be made to  reflect
events or  circumstances  after the date hereof or to reflect the  occurrence of
unanticipated events.

Overview

         PowerTrader,  Inc.  ("PowerTrader"  or the "Company") was  incorporated
under the laws of the State of  Delaware  on August 22,  1996 for the purpose of
acquiring the business of  PowerTrader  Software  Inc. in a merger,  exchange of
shares of other business combination. Its sole director, officer and shareholder
was Mr. Withrow. In January,  1997,  PowerTrader  consummated a transaction with
the  shareholders  of  PowerTrader  Software  Inc.  ("PSI")  pursuant  to  which
PowerTrader  became the holder of all of the  issued and  outstanding  shares of
PSI's common stock,  issued an aggregate of 4,174,597 to the former shareholders
of PSI (including  1,467,696 shares to a corporation  controlled by Mr. Withrow)
and assumed liabilities to issue an aggregate of 2,289,517 shares and options to
purchase an additional  149,999  shares of common stock to certain  creditors of
PSI.  Prior to such  transactions,  the Company had not engaged in any  business
activity,  other  than  with  respect  to  organizational  matters,  and  had no
predecessors.

         Through  its  wholly  owned  subsidiary,   PSI,  the  Company  designs,
develops,  markets and supports  informational  and analytical  desktop decision
support and risk management systems for both securities professionals (including
securities  brokerage  firms,  investment  advisors  and  trust  companies)  and
individual  investors.  Substantially  all of the Company's  sales have resulted
from the  distribution of beta products and product  development work continues;
accordingly, the Company remains a development stage company.

         Because of the  Company's  limited  operating  history,  the  Company's
results of operations to date are not necessarily indicative of future operating
results.  Moreover,  the Company believes that its  developmental  operations to
date render traditional accounting presentations meaningless.

Results of Operations

         Sales. Sales decreased 21.7% during the three months ended 30 September
1997 from the same period in 1996.  Sales  during  each of the periods  compared
have been significantly impacted by the limited financial resources available to
the  Company  for  allocation  to  advertising   and  beta  product   marketing.
Consequently,  the marketing efforts were  de-emphasized and greater  importance
was placed into  developing  products to capitalize  on these new  opportunities
resulting from a new network paradigm.

         Cost of sales.  Cost of sales  decreased  by  $14,900  (or  100%)  from
$14,900 (or 145.8% of sales) in the first quarter of 1996 to $0 (or 0% of sales)
in the first quarter of 1997. The decrease in cost of sales  resulted  primarily
from  improved  economies of scale and a continued  restriction  on resources to
market the Company's products.

         Selling,   General  and  Administrative  Costs.  Selling,  General  and
Administrative  Costs  ("SGA")  increased by $152,0786 (or 140.3%) from $108,373
(or 1060.5% of sales) in the quarter  ending 30  September  1996 to $260,448 (or
3,256% of sales) in the same period ended 30 September  1997. Such expenses were

<PAGE>
incurred to develop the necessary  organizational  infrastructure to support the
implementation  of the  Company's  business  plan,  and as a result of  expenses
incurred in relation to the Company's  subsequently  withdrawn  public offering.
SGA includes salaries and benefits for corporate management,  administrative and
sales personnel, as well as rent expense for PSI's offices. Because the level of
SGA  which  is  required  to  maintain  adequate  corporate   infrastructure  is
relatively  fixed in nature,  management  anticipates  that such  expenses  as a
percentage of sales will decline as total sales levels increase.

         Development  Costs.  Development  Costs increased by $47,615 (or 80.7%)
from  $59,015 (or 577.5% of sales) in the quarter  ending 30  September  1996 to
$106,630 (or 1,333% of sales) for the same period ended 30 September  1997. Such
increases in development  expense were primarily  attributable to costs incurred
to support  modifications and error  corrections  discovered during beta product
testing of the PowerTrader suite of products and the development of a new series
of Internet based applications.

         Net Loss. As a result of the  foregoing,  the Company  experienced  net
losses of $359,080 (or 4,489% of sales), and $172,069 (or 1,683.8% of sales) for
the quarter ending 30 September 1997 and 1996, respectively.  Such losses may be
offset  in part by the use of net loss  tax  carry  forwards  in  future  years.
Because of  additional  research and  development  expenses  and the  additional
personnel expenses which the Company believes will be necessary to establish its
competitive  and market  position  and build the  organizational  infrastructure
required to support implementation of the Company's growth strategy, the Company
expects to incur  further  losses in the future.  Such losses will likely have a
negative impact on the Company's results of operation,  particularly if sales of
the Company's current products fall below expectation.

Liquidity and Capital Resources

         The  principal  source  of funds to the  Company  and PSI  since  their
respective  formation has been derived from the net proceeds of certain  private
and public offerings of securities  which,  together with the proceeds of sales,
have been used to fund continued  research and  development  expenses as well as
necessary  SGA  costs.  The  inability  of  the  Company  to  obtain  additional
financing,  if necessary,  on acceptable  terms,  could have a material  adverse
effect on the Company's business, financial condition and results of operations.
If additional funds were raised by the issuance of equity  securities,  dilution
to existing stockholders could result.

         The  Company's  limited  capital  resources  have caused the  Company's
independent accountants to issue a report which indicates that substantial doubt
exists as to the Company's  ability to continue as a going concern.  The Company
believes that the potential  success in securing any  development  contracts for
work  currently in progress and tenders  under  negotiation  will  significantly
improve the capital  resources of the Company and thereby address certain of the
going concern  reservations.  Accordingly,  the Company considers the conditions
which resulted in questions  about the Company's  ability to continue as a going
concern will be substantially alleviated through this process.

Income Taxes

         The Company did not have any  material  current or deferred  income tax
liabilities  at June 30,  1997,  1996 and 1995.  However,  the  Company did have
available  tax  benefits of loss  carry-forwards  for 1997  totaling  $1,999,300
including a total in 1996 of  $1,119,700.  The Company did not record  these tax
benefits in the  Financial  Statements  because the Company  believes that it is
more likely than not that the tax benefits  would not be realized.  Accordingly,
the tax benefits have been reduced by a valuation  allowance of $758,000 in 1997
and $495,500 in 1996.
<PAGE>

PART II - OTHER INFORMATION

Item 6.           Exhibit and Reports on Form 8-K

         (A)      See Exhibit Index

         (B)      A report on Form 8-K was filed with the Commission  dated July
                  21,  1997,  disclosing  the sale of 250,000  units,  each unit
                  consisting of one share of common stock and two warrants, each
                  warrant to purchase one additional  share of Common Stock. The
                  sale was made in reliance upon Regulation S.

<PAGE>
                                 EXHIBIT INDEX


         Exhibit Number                              Description


              27.1                          Financial Data Schedule




<PAGE>
                                POWERTRADER, INC.

                                   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.


                                   POWERTRADER, INC.



Date:  November 14, 1997           By: /s/ David C. Furlonger
                                      David C. Furlonger
                                      Secretary, Chief Financial Officer, and
                                      Director