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 1998

      [   ]   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            No   X
               -----         -----

         State the number of shares  outstanding of each of the issuer's classes
of common equity, as of the latest practicable date:

           Class                                   Number of Shares Outstanding
           -----                                   ----------------------------

Common Stock, par value $0.01                              8,283,115

           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, 1998

                         PART I - FINANCIAL INFORMATION

Item 1.   Financial Statements

          Unaudited Consolidated Balance Sheet as of September 30, 1998

          Unaudited Consolidated Interim Statement of Loss and Deficit for
          the Three months ended September 30, 1998 and September 30, 1997

          Unaudited Consolidated Interim Statement of Cash Flow for the
          Three months ended September 30, 1998 and 1997

          Notes to Unaudited Consolidated Financial Statements

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


                           PART II - OTHER INFORMATION

Item 1.   Legal Proceedings

Item 3.   Defaults Upon Senior Securities

Item 6.   Exhibits and Reports on Form 8-K

SIGNATURE PAGE

EXHIBIT INDEX



<PAGE>


                         PART I - FINANCIAL INFORMATION

                          Item 1. Financial Statements

                                POWERTRADER, INC.
                      UNAUDITED CONSOLIDATED BALANCE SHEET
                               September 30, 1998
                           (Expressed in U.S. Dollars)

                                       September 30, 1998          June 30, 1998
                                       ------------------          -------------
Assets

Current Assets:
Cash                                       $    7,494               $    6,000
Accounts Receivable                               --                       --
Deposits and Prepaids                             --                       --
                                            ---------                 --------
     Total current assets                  $    7,494               $    6,000

Fixed assets                               $  386,671               $  464,183
                                            ---------                 --------
     Total assets                          $  394,165               $  470,183

Liabilities:

Current Liabilities:
Accounts payable and accrued
  liabilities                              $  559,749               $  507,352
Notes payable                                  15,000                   15,000
Current portion of capital lease
  obligations                                   1,834                    2,657
                                             --------                 --------
     Total current liabilities               $576,583               $  525,009

Capital lease obligation                   $      --                $      --
Share subscriptions                               --                       --
                                             --------                 --------
     Total liabilities                       $576,583                 $525,009

Shareholders' equity (Deficit)
Share capital                              $  992,530               $  992,530
Capital surplus                             2,245,693                2,245,693
Accumulated deficit during
  development stage                        (3,420,642)              (3,293,050)
                                           ----------               ----------
     Total shareholder equity              $ (182,419)             $   (54,827)
     Total liabilities and
       shareholder equity                     394,165              $   470,183



<PAGE>


                        UNAUDITED CONSOLIDATED STATEMENT
                               OF LOSS AND DEFICIT
             For the Three Months ended September 30, 1998 and 1997
                           (Expressed in U.S. Dollars)

                                   Three Months Ended         Three Months Ended
                                   September 30, 1998         September 30, 1997
                                       (Unaudited)               (Unaudited)
                                   -----------------          ------------------

 Revenue                            $         410              $       7,999
 Cost of sales                             10,124                        --
                                     ------------               ------------
                                    $    (  9,714)             $       7,999

 Selling, general and
   administrative costs             $      34,710              $     260,449
 Development costs                         83,165                    106,630
                                     ------------               ------------
           Net loss                 $    (127,592)             $    (359,080)

 Deficit beginning of period        $  (3,293,868)             $  (1,953,300)
 Deficit end of period                 (3,420,642)             $  (2,312,410)

 Loss per share                     $       (0.02)             $       (0.05)

 Weighted average shares
   of outstanding
 common stock and equivalent            8,283,115                  7,633,115


<PAGE>


                         UNAUDITED CONSOLIDATED INTERIM
                             STATEMENT OF CASH FLOW
             For the Three months ended September 30, 1998 and 1997
                           (Expressed in U.S. Dollars)

                                        Three months ended    Three months ended
                                        September  30 1998    September 30, 1997
                                        ------------------    ------------------

 Cash provided (used) by                    $        ---         $        ---

 Operating Activities
   Net loss for period                      $  (127,592)         $   (359,080)

   Items not involving cash
     Amortization                           $    77,512          $     13,167

   Increase (decrease) in:
     Deposits and prepaids                  $       ---          $    (41,595)
     Accounts receivable                            ---                  (696)
     Accounts payable and
       accrued liabilities                  $    52,397               (84,666)
                                             ----------           -----------
                                            $    (2,317)         $   (472,870)

   Financing activities
       Notes payable financing received     $       ---          $       ---
       Note payable financing repaid                ---               (38,045)
       Lease financing received                     ---                  ---
       Repayment of obligations
         under capital lease                       (823)               (1,880)
       Shareholders' advances                       ---                  ---
       Issuance of share capital
         and subscription                   $       ---          $    804,360
                                             ----------           -----------
                                            $      (823)         $    746,435

   Investing activities
       Net assets acquired on
         Reverse Acquisition                $       ---          $      ---
       Investment in fixed assets                   ---               (29,183)
                                             ----------           -----------
                                                    ---          $    (29,183)

   Increase (decrease) in cash
   Cash, beginning of period                $     1,494          $    262,382
   Cash, end of period                            6,000                99,986
                                             ----------           -----------
                                            $     7,494          $    362,368


<PAGE>


                                POWERTRADER, INC.
                          (A Development Stage Company)

              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                           (Expressed in U.S. Dollars)
                               September 30, 1998


NOTE A:     The  accompanying  unaudited  consolidated  financial  statements of
            PowerTrader,  Inc. (the "Company") and its  wholly-owned  subsidiary
            PowerTrader  Software  Inc.,  as of and for the three  months  ended
            September  30, 1998 and  September  30,  1997 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.  The Company's accounts are included
            in these financial  statements from January 2, 1997, the date it was
            acquired by PowerTrader Software Inc.

            In the opinion of management,  all adjustments  considered necessary
            for a fair  presentation  of the results of the interim periods have
            been  included.  Operating  results for any  interim  period are not
            necessarily  indicative  of the results that may be expected for the
            entire fiscal year. These  statements  should be read in conjunction
            with the financial  statements  and notes thereto for the year ended
            June 30,  1998  included in the  Company's  report in Form 10KSB  as
            filed with the Securities and Exchange Commission.

NOTE B:     The Company designs,  develops,  markets and supports  informational
            and analytical dealing decision support systems.

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

NOTE D:     Exchange Rates

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

                                                   1998               1997
                                                   ----               ----
                  Average                         1.5359             1.3848
                  As of September 30, 1998        1.5259             1.3811



<PAGE>


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

         This report contains  forward-looking  statements within the meaning of
Section 21E of the  Securities  Exchange Act of 1934, as amended and Section 27A
of the  Securities  Act of 1933, as amended.  For this purpose,  any  statements
contained  herein  that are not  statements  of  historical  fact may be  deemed
forward-looking   statements.   Without   limiting  the  foregoing,   the  words
"believes",  "anticipates",  "plans",  "expects"  and  similar  expressions  are
intended to identify  forward-looking  statements.  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. These  forward-looking  statements should be
read in conjunction with the Company's disclosures under the heading "Cautionary
Statements - Additional  Important  Factors to be Considered" in Exhibit 99.1 to
the Company's Form 10-KSB for the fiscal year ended June 30, 1998.

         The  following  should  be  read  in  conjunction  with  the  Financial
Statements and Notes thereto. Unless otherwise indicated,  all dollar values are
expressed in U.S. Dollars.

Overview

         PowerTrader,  Inc. (the "Company"),  through its subsidiary PowerTrader
Software  Inc.,  designs,  develops,  markets  and  supports  informational  and
analytical decision support systems for securities  brokerage firms,  investment
advisers, trust companies and individual investors.  Revenues have resulted from
the distribution of Beta products and product  development work continued during
fiscal 1998; however, the Company remains a development stage company.

         In an effort to generate additional  revenue,  the Company continued to
look to other  business  opportunities  to  either  supplement  or  replace  the
Company's  business.  During the third and fourth  quarters of fiscal 1998,  the
Company  allocated  a  significant   amount  of  its  resources  to  pursue  the
possibility of the development and  marketing of a financial  Internet  web site
integrated and interactive with a traditional  television  broadcast (the "Joint
Venture")  and to pursue the  viability  of  combining  the  Company's  web site
technology  with the  information  and print medium provided by a New York-based
print financial magazine (the "Combination").

         The  Joint  Venture  and the  Combination  never  materialized  and all
discussions had ended the end of first quarter of fiscal 1999.  During the first
quarter of fiscal  1999,  the Company  continued  to suffer from an inability to
generate  significant  levels of revenue  due,  in part,  to the  allocation  of
resources  to the Joint  Venture  and  Combination.  In  addition,  the  Company
defaulted on a note payable to a creditor of the Company, which note was secured
by the Company's  DataMill  Software.  As a result of the default,  the creditor
took  possession of DataMill,  a  significant  asset of the Company (see Part II
Item 3 "Defaults Upon Senior  Securities").  For these reasons,  the Company had
begun to  actively  explore  alternate  methods of raising  capital to  continue
operations,  including  the  merger  with  a  financially  stable  complimentary
business,   issuance  of  debt  or  equity  or   attracting   venture   capital.
Alternatively,  management  began reviewing the possibility of a sale of all the
assets of the Company or placing the Company into bankruptcy (see "Liquidity and
Capital Resources").

         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  from $7,999 to $410 during the three  months ended 30
September 1998 from the same period in 1997. Revenues during each of the periods
compared  were  significantly   adversely  impacted  by  the  limited  financial
resources  available  to the Company for  allocation  to  marketing  and product
development. In addition, the shifting of resources away from developed products
and to both the Joint Venture and the Combination further adversely impacted the
Company's  available  resources to generate  further sales and continue  product
development.

Cost of Sales

         Cost of sales increased from to $10,124 in the three month period ended
September 30, 1998 as compared to the same period in 1997. The increase reflects
a  reclassification  of costs from the same  period in 1997 to include the costs
associated  with the purchase of data for which  revenue was now received by the
Company  attendant  upon  subscriptions  for the  Financial  Wire  products  and
services. Data costs were previously classified as part of Development Costs for
the quarter ending September 30, 1997.

<PAGE>

Selling, General and Administrative Costs

         Selling, General and Administrative Costs ("SGA") decreased by 87% from
$260,449 to $34,697 in the  comparable  period in 1998.  Such  decrease  was the
result of the  reduction  in the number of  employees as a result of the lack of
financial  resources  available  to the  Company  to  maintain  operations.  SGA
includes  salaries and benefits for  corporate  management,  administrative  and
sales personnel, as well as rent expense for the Company's office premises.

Development Costs

         Development  costs  decreased by 13% from  $106,630 in the three months
ended September 30, 1997 to $92,393 in the comparable period in 1998. Charges to
Development Costs include approximately $87,000 of depreciation of fixed assets,
including  the  DataMill  software,  with the  balance of  approximately  $7,400
representing wages and benefits paid to staff engaged in development work on the
Company's software.  Due to the Company's limited financial resources during the
first quarter,  only one employee  engaged in  development  work remained in the
Company's employ as at September 30, 1998.

Net Loss

         As a result of the  foregoing,  the Company  experienced  net losses of
$136,805 for the quarter ending 30 September, 1998. Such losses may be offset in
part by the use of net loss tax carry  forwards  in future  years.  The  Company
believes  that  additional  research  and  development  expense  and  additional
personnel  expense will be necessary  to  reorganize  and attempt to establish a
competitive market position and build the organizational infrastructure required
to implement the Company's future growth strategy.  Such losses will likely have
a negative impact on the Company's  results of operation,  particularly if sales
of the Company's current products fail to materialize.

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
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  Company  believes  that  its  current  cash  position  will be
insufficient to fund its continued  operations and planned capital  expenditures
for the next twelve months. Accordingly,  the Company is currently attempting to
either secure additional necessary financing from third party lenders or to sell
equity or to merge or sell the Company's assets. The inability of the Company to
obtain  additional  financing on acceptable  terms will have a material  adverse
effect on the Company's business, financial condition and results of operations.
Moreover,  if additional  funds are raised by the issuance of equity  securities
dilution to existing  stockholders  could result.  Financing  from a lender will
cause the Company to incur  additional  debt. In view of the  Company's  limited
success  in  marketing  its Beta  products  there can be no  assurance  that the
Company will not require additional financing prior to the collection of revenue
from sales in order to fund its operations from this point and in the future.

         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.

Income Taxes

         The Company did not have any  material  current or deferred  income tax
liabilities  at June 30,  1998,  1997 and 1996.  However,  the  Company did have
available  tax benefits of loss  carry-forwards  for 1998  totaling  $3,239,050,
including a total in 1997 of  $1,953,330.  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  $1,368,000  in
1998 and $899,300 in 1997.

Year 2000 Readiness Disclosure

         Many existing  information  systems were designed and developed without
consideration  of the impact of the next  millennium and  accordingly may not be
capable  of  accurately  processing  dates  which  include  the Year 2000 or any
subsequent  year  ("Year  2000  Issue").  Based on an  initial  and  preliminary
internal assessment of its current information system and product offerings, the
Company  believes that its current  products and computer  system are capable of
accurately  processing  such dates.  For this reason the Company does not expect
the Year 2000 Issue to materially affect the Company's future financial results.
However,  the Company will  formulate a Year 2000 Action Plan to fully  consider
all issues related to the Year 2000.


<PAGE>


                                     PART II
                                OTHER INFORMATION

Item 1.  Legal Proceedings

         As  at  September  30,  1998  the  Company's  wholly  owned  subsidiary
PowerTrader  Software Inc. was a defendant in an action commenced October,  1997
in the Supreme Court of British Columbia by Digidyne Inc., claiming judgment for
an  unpaid  account  for  supply  of  computer  equipment  in the  amount of Cdn
$34,748.42,  plus interest and costs.  The Company has initiated a  counterclaim
for damages against Hewlett-Packard as the supplier of the computer equipment.

Item 3.  Defaults Upon Senior Securities

         On August 7, 1998,  the Company  failed to pay the amount owing under a
promissory  note,  with an initial  principle  balance of Cdn $235,000  upon its
maturity.  As a result,  on September 17, 1998 West Coast Title Search  Limited,
the holder of the note,  which was secured by a Software  Security  Agreement on
certain of the Company's  software,  known as DataMill,  took  possession of the
source code and all development code to the DataMill software.

Item 6.  Exhibit and Reports on Form 8-K

         (a)   See Exhibit Index

         (b)   No reports on Form 8-K were filed with the Commission during the
               first quarter of fiscal 1999.


<PAGE>

                                   SIGNATURES


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

                                             POWERTRADER, INC.



Dated:     March  22  , 2000              By: /s/ Stamos D. Katotakis
                 -----                        ----------------------------------
                                              Stamos D. Katotakis
                                              President, Chief Executive
                                              Officer and Principal Financial
                                              Officer

<PAGE>

                                  EXHIBIT INDEX


           Exhibit No.              Description
           -----------              ------------

             27.1                Financial Data Schedule