U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                 ---------------

                                  FORM 10-QSB/A
                                   (Mark One)

[X]   Quarterly report pursuant section 13 or 15(d) of the Securities Exchange
      Act of 1934 For the quarterly period ended March 31, 2001

[ ]   Transition report pursuant section 13 or 15(d) of the Securities Exchange
      Act of 1934
            For the transition period from.................to..................
            Commission file number 000-27545


                         ABOVE AVERAGE INVESTMENTS, LTD.
--------------------------------------------------------------------------------
              (Exact name of small business issuer in its charter)


        Nevada                                                   98-0204736
--------------------------------------------------------------------------------
(State or other jurisdiction of                                (IRS Employer
Incorporation or organization)                               Identification No.)



   Suite 104, 1456 St. Paul Street, Kelowna, British Columbia, Canada V1Y 2E6
--------------------------------------------------------------------------------
                    (Address of principal executive offices)


                                 (250) 868-8177
--------------------------------------------------------------------------------
                           (Issuer's telephone number)

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  __

Number of shares outstanding of the issuer's classes of common equity, as of
March 31, 2001:

                   500,000 Shares of Common Stock (One Class)

Transitional Small Business Disclosure Format: Yes ___ No X
                                                         ---

         This document consists of 15 pages, excluding exhibits. The Exhibit
Index is on page 14.


<PAGE>


                         ABOVE AVERAGE INVESTMENTS, LTD.



Item 1.  Financial Statements.................................................3

Item 2.  Management's Discussion and Analysis.................................9

Item 6.  Exhibits and Reports on Form 8-K....................................14

Signatures...................................................................15







                                       2

<PAGE>
                                TABLE OF CONTENTS



Condensed Financial Statements:

      Condensed Balance Sheet (unaudited) as of March 31, 2001.................4


      Condensed Statements of Operations (unaudited) for the three months
         ended March 31, 2001 and 2000, nine months ended March 31, 2001
         and 2000 and from April 21, 1997 (inception) through March 31,
         2001..................................................................5


      Condensed Statements of Cash Flows (unaudited) for the nine months
        ended March 31, 2001 and 2000 and from April 21, 1997 (inception)
        through March 31, 2001.................................................6


Notes to Condensed Financial Statements......................................7-8




                                       3
<PAGE>

ABOVE AVERAGE INVESTMENTS, LTD.
(A Development Stage Company)
CONDENSED BALANCE SHEET
(UNAUDITED)
================================================================================

                                     ASSETS

                                                                  March 31, 2001
                                                                  --------------

Restricted cash                                                      $ 125,000
                                                                     ---------

              Total assets                                           $ 125,000
                                                                     =========




                    LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
   Accrued liabilities                                               $   3,581
                                                                     ---------

Common stock subject to redemption; 2,500,000 shares                   125,000
                                                                     ---------

Stockholders' deficit:
   Common stock, $0.0001 par value, 100,000,000 shares authorized;
     3,000,000 shares issued and outstanding, including
     2,500,000 shares subject to redemption                                 50
   Additional paid-in capital                                           51,806
   Deficit accumulated during the development stage                    (55,437)
                                                                     ---------
              Total stockholders' deficit                               (3,581)
                                                                     ---------

              Total liabilities and stockholders' deficit            $ 125,000
                                                                     =========



            See accompanying notes to condensed financial statements.

                                       4

<PAGE>
<TABLE>
ABOVE AVERAGE INVESTMENTS, LTD.
(A Development Stage Company)
CONDENSED STATEMENTS OF OPERATIONS
(UNAUDITED)
====================================================================================================================================
<CAPTION>

                                                           Three Months Ended             Nine Months Ended        April 21, 1997
                                                                March 31,                      March 31,         (inception) through
                                                       ---------------------------    --------------------------      March 31,
                                                            2001          2000            2001          2000            2001
                                                       ------------    -----------    -----------    -----------    ------------

Costs and expenses:
<S>                                                     <C>            <C>            <C>            <C>            <C>
    Legal fees                                          $    10,339    $     2,236    $    20,414    $     6,622    $    29,043
    Accounting fees                                           3,545            250          9,150          2,106         13,006
    Printing                                                   --            2,865          6,804          5,026         12,758
    Licenses and fees                                            59           --              154             85            580
    Stock-based compensation for organizational costs          --             --             --             --               50
                                                        -----------    -----------    -----------    -----------    -----------

Loss from operations                                        (13,943)        (5,351)       (36,522)       (13,839)       (55,437)
                                                        -----------    -----------    -----------    -----------    -----------

Benefit (provision) for income taxes                           --             --             --             --             --
                                                        -----------    -----------    -----------    -----------    -----------

Net loss                                                $   (13,943)   $    (5,351)   $   (36,522)   $   (13,839)   $   (55,437)
                                                        ===========    ===========    ===========    ===========    ===========


Net loss per share - basic and diluted                  $     (0.01)   $     (0.01)   $     (0.03)   $     (0.03)
                                                        ===========    ===========    ===========    ===========
Weighted average number of shares - basic and diluted     3,000,000        500,000      1,412,409        500,000
                                                        ===========    ===========    ===========    ===========

</TABLE>


            See accompanying notes to condensed financial statements.


                                       5
<PAGE>
<TABLE>
ABOVE AVERAGE INVESTMENTS, LTD.
(A Development Stage Company)
CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
================================================================================================================
<CAPTION>



                                                                           Nine Months Ended     April 21, 1997
                                                                               March 31,       (inception) through
                                                                        -----------------------     March 31,
                                                                           2001          2000         2001
                                                                        -----------   ----------  -----------

Net cash provided by operating activities:
<S>                                                                      <C>          <C>          <C>
   Net loss                                                              $ (36,522)   $ (13,839)   $ (55,437)
   Non-cash transactions:
       Stock-based compensation for
         organizational costs                                                 --           --             50
   Changes in operating assets and liabilities:
       Accounts payable and accrued liabilities                               (214)       1,495        3,581
                                                                         ---------    ---------    ---------
Net cash used in operating activities                                      (36,736)     (12,344)     (51,806)
                                                                         ---------    ---------    ---------

Cash flows from financing activities:
   Third party expenses paid by affiliate on
     behalf of the Company, recorded as
     additional paid-in capital                                             36,736       12,344       51,806
   Common stock issued for cash                                            125,000         --        125,000
   Restricted cash received for common stock
      subject to redemption                                               (125,000)        --       (125,000)
                                                                         ---------    ---------    ---------
Net cash used in financing activities                                       36,736       12,344       51,806
                                                                         ---------    ---------    ---------

Net increase in cash and equivalents                                          --           --           --

Cash at beginning of period                                                   --           --           --
                                                                         ---------    ---------    ---------

Cash at end of period                                                    $    --      $    --      $    --
                                                                         =========    =========    =========

Supplemental disclosure of cash flow information:
 Cash paid during the period for:
       Interest                                                          $    --      $    --      $    --
                                                                         =========    =========    =========
       Income taxes                                                      $    --      $    --      $    --
                                                                         =========    =========    =========

Non-cash financing activities:
   500,000 shares common stock issued for services                       $    --      $    --      $      50
                                                                         =========    =========    =========


</TABLE>

           See accompanying notes to condensed financial statements.

                                       6


<PAGE>

ABOVE AVERAGE INVESTMENTS, LTD.
(A Development Stage Company)
NOTES TO CONDENSED FINANCIAL STATEMENTS
================================================================================

NOTE 1 - BASIS OF PRESENTATION

The accompanying unaudited condensed financial statements of Above Average
Investments, Ltd. (the "Company") have been prepared in accordance with the
accounting policies in its audited financial statement for the year ended June
30, 2000 as filed in its form SB-2/A filed July 31, 2000 and should be read in
conjunction with the notes thereto. The Company entered the development stage in
accordance with Statements of Financial Accounting Standard ("SFAS") No. 7 on
April 21, 1997 and is a "blank check" company with the purpose to evaluate,
structure and complete a merger with, or acquisition of, a privately owned
corporation.

In the opinion of management, all adjustments consisting of normal recurring
adjustments considered necessary to provide a fair presentation of the operating
results for the interim periods presented have been made. These results have
been determined on the basis of generally accepted accounting principles and
practices applied consistently with those used in the preparation of the
Company's Annual Financial Statements for the for the year ended June 30, 2000.
Operating results for the three months ended March 31, 2001 are not necessarily
indicative of the results that may be expected for the year ending June 30,
2001.

Interim financial data presented herein are unaudited.


NOTE 2 - RELATED PARTY TRANSACTIONS

The Company has issued 500,000 shares of common stock to an officer in exchange
for services related to management and organization costs of $50. The officer
will provide administrative and marketing services as needed. The officer may,
from time to time, advance to the Company any additional funds that the Company
needs for costs in connection with searching for of completing an acquisition or
merger.

The Company does not maintain a checking account and all expenses incurred by
the Company are paid by an affiliate. For the three months ended March 31, 2001,
the Company incurred $10,398 in expenses. The affiliate does not expect to be
repaid for the expenses it pays on behalf of the Company. Accordingly, as the
expenses are paid, they are classified as additional paid-in capital.


NOTE 3 -SHARE CAPITAL

In December 2000, the Company completed an initial public offering of 2,500,000
common shares at $0.05 per share for cash proceeds of $125,000. The proceeds of
the offering and the common stock issued pursuant thereto are being held in an
escrow account, and shall remain in the escrow account until an acquisition
meeting specific criteria is completed, and before the deposited funds and
deposited securities can be released to the Company and the investors,
respectively, the Company is required to update its registration statement with
post-effective amendment, and within five business days after the effective date
thereof, the Company is required to furnish the investors with the prospectus
produced thereby containing the terms of a reconfirmation offer and information
regarding the proposed acquisition candidate and its business. Investors must
have no fewer than 20 and no more than 45 business days from the effective date
of the post-effective amendment to decide to reconfirm their investment and
remain an investor or, alternatively, require the return of their investment.
Each investor shall have 20 business days from the date of this prospectus to
reconfirm their investment. Any investor not making any decision within the
20-business-day period will automatically have their investment returned.

If the Company does not complete an acquisition meeting the specified criteria
within 18 months of the effective date of its initial public offering, all of
the deposited funds in the escrow account must be returned to investors.


                                       7
<PAGE>

ABOVE AVERAGE INVESTMENTS, LTD.
(A Development Stage Company)
NOTES TO CONDENSED FINANCIAL STATEMENTS
================================================================================

NOTE 4 - MERGER AGREEMENT

During March 2001, the Company entered into an agreement with Quick-Med
Technologies, Inc. ("QMT"), a Delaware corporation, and its shareholders to
acquire all of the issued and outstanding shares of capital stock of QMT in
exchange for 10,000,000 shares of the Company's capital stock. For accounting
purposes, the public shell merger will be treated as an acquisition of the
Company by QMT and a recapitalization of QMT. The value of the net assets of the
Company after the public shell merger is the same as their historical book
value.

Subsequent to the merger, assuming all of the Company's shareholders reconfirm
their investment, the Company's shareholders will retain 20% of the outstanding
shares of the Company's capital stock. Upon ratification of the public shell
merger by its shareholders, the Company will change its name to Quick-Med
Technologies, Inc.










                                       8

<PAGE>

                      MANAGEMENT'S DISCUSSION AND ANALYSIS

Above Average Investments, Ltd.

         We were organized as a Nevada corporation on April 21, 1997 for the
purpose of creating a corporate vehicle to seek, investigate and, if the
investigation warrants, acquire an interest in business opportunities presented
to us by persons or firms who or which desire to employ our funding in their
business or to seek the perceived advantages of a publicly-held corporation. In
December 2000, we completed an initial public offering for 2,500,000 shares of
our common stock for $.05 per share under a Registration Statement that became
effective with the Securities and Exchange Commission on September 19, 2000. In
December 2000, we executed a merger agreement with Quick-Med Technologies, Inc.,
a Delaware corporation, to acquire all of Quick-Med Technologies, Inc.'s issued
and outstanding shares in exchange for 10,000,000 shares of our common stock.
Quick-Med Technologies, Inc.'s primary business is the research and development
of biomedical products for antibacterial applications.

Negotiations between us and Quick-Med

         In November 2000, we commenced negotiations to acquire Quick-Med.
Quick-Med indicated that it was interested in seeking the perceived advantages
of a publicly-held corporation and requested information from us. In turn, we
requested and received background information on Quick-Med including certain
financial information. Once such information was exchanged, the parties began to
negotiate the structure of the transaction. We indicated that we were interested
in acquiring all of the outstanding capital stock of Quick-Med. Quick-Med
indicated that this structure would be acceptable provided that Quick-Med's
current shareholders received enough shares of common stock to represent at
least 80% of our outstanding shares of common stock. In March 2001, we executed
the agreement with Quick-Med to acquire 100% of Quick-Med's stock in exchange
for 10,000,000 shares of our common stock.

The Offering  and Reconfirmation

         2,500,000 shares of common stock were offered for $.05 per share on a
"best efforts, all or none" basis. We conducted the offering directly, without
the use of an underwriter, and the offering was completed in December 2000. This
prospectus is being furnished to investors in the offering so they may consider
reconfirming their investment as a result of our proposed acquisition.

Securities Outstanding

         There are presently 3,000,000 shares of common stock outstanding from
an authorized issuance of 100,000,000 shares of common stock. If the acquisition
is completed, 12,500,000 shares of common stock will be outstanding.



                                       9
<PAGE>
Escrow

         After the post-effective amendment is declared effective, we will start
the reconfirmation offering. Upon reconfirmation, we will notify the escrow
agent to release the proceeds and the securities to us. We will distribute the
certificates. Investors will receive a supplement to the prospectus indicating
the amount of proceeds and securities released and the date of release.

Reconfirmation Offering Conducted in Compliance with Rule 419

         We are a blank check company and, consequently, this reconfirmation
offering is being conducted in compliance with Rule 419. The investors have
certain rights and will receive the substantive protection provided by the rule.
To that end, the securities purchased by investors and the funds received in our
initial public offering are deposited and held in an escrow account established
under Rule 419, and will remain in the escrow account until an acquisition
meeting specific criteria is completed. Before the acquisition can be completed
and before the deposited funds and deposited securities can be released to us
and the investors, respectively, we are required to update the registration
statement with a post-effective amendment, and within five business days after
the effective date, we are required to furnish the investors with the prospectus
containing the terms of a reconfirmation offer and information about the
proposed acquisition candidate and its business, including audited financial
statements. According to Rule 419, investors must have no fewer than 20 and no
more than 45 business days from the effective date of the post-effective
amendment to decide to reconfirm their investment and remain an investor or,
alternately, require the return of their investment. Each investor has 20
business days from the date of this prospectus to reconfirm his/her investment.
Any investor who does not decide within the 20 business day period will
automatically have his/her investment returned.

         The rule further provides that if we do not complete an acquisition
meeting the specified criteria within 18 months of the effective date of the
initial public offering, all of the deposited funds in the escrow account must
be returned to investors.

Terms of the Reorganization Agreement

         The terms of the merger are stated in the Reorganization Agreement
dated March 19, 2001. We will consummate the merger when, among other things, we
receive acceptance of the reconfirmation offer by at least 80% of the investors.
If the merger is consummated, Quick-Med will be merged into Above Average, with
Above Average as the surviving entity. We will change our name to Quick-Med
Technologies, Inc. When we consummate the merger:

         (i) each shareholder who holds shares of our common stock registered
         under a registration statement declared effective by the SEC on
         September 19, 2000 prior to the merger and who accepts the
         reconfirmation offer will continue to hold his or her share
         certificate(s) representing our registered common stock; and


                                       10
<PAGE>

         (ii) each stockholder of registered common stock who rejects the
         reconfirmation offer will be paid his or her pro rata share of the
         amount in the escrow account of $.05 per share. At the effective date
         of the merger, Quick-Med's outstanding shares will be canceled. We will
         issue 10,000,000 shares of our common stock to Quick-Med's shareholders
         at the effective date, and our current shareholders will own 2,500,000
         shares, representing 20% of the surviving entity.

Recent Developments

         Our board believes that the merger represents a good investment
opportunity for our shareholders and recommends that the investors elect to
accept the reconfirmation offering. The merger agreement was approved by the
directors and shareholders of Quick-Med by written consent dated March 5, 2001.
The terms of the merger agreement were confirmed by the unanimous consent of the
directors on March 5, 2001.

Accounting Treatment

         Although we are the legal surviving corporation, for accounting
purposes, the merger is treated as a purchase business acquisition of Above
Average by Quick-Med in a reverse acquisition, and a recapitalization of
Quick-Med. Quick-Med is the acquirer for accounting purposes because the former
Quick-Med stockholders received the larger portion of the common stockholder
interests and voting rights retained by the our former stockholders. Because
Quick-Med is the acquirer for accounting purposes under APB Opinion No. 16, the
surviving entity will adopt Quick-Med's fiscal year end, December 31.

Use of Proceeds

         In our initial public offering, we raised $125,000 in proceeds. None of
the deposited funds have been or will be expended to merge Quick-Med into us.
The deposited funds will be transferred to us under the merger agreement if a
business combination is effected.

Quick-Med Technologies, Inc.

         Quick-Med was incorporated in Delaware in December 1997. Its business
primarily consists of research and development of biomedical products and
devices for antibacterial applications. Quick-Med's vision is to rapidly deliver
break-through products in targeted fast growing civilian and military health
care markets where it can leverage `leap-ahead' core technologies. Quick-Med
intends to fund the research efforts necessary to develop the planned products,
administer the patenting process, subcontract the manufacture of its products
and, in many cases, enter joint ventures with other companies to move products
to the marketplace. Quick-Med itself does not intend to manufacture and
distribute final products.

         Quick-Med will focus its attention on the value-added activities of
developing and commercializing new core technologies. Scientific experts in
relevant fields are identified and retained through consulting contracts. Senior
management is identified to ensure broad experience in all aspects of the
business. Operating costs have been kept low because the Quick-Med compensates
management and the scientific team almost entirely in equity, and not in cash



                                     11
<PAGE>

salaries, benefits and offices. Most activities are conducted in university,
military or other business locations of the management team. Internal
communication is frequent and highly effective through the electronic means that
underpin the growing trend toward telecommuting. As a result of its success with
this model, Quick-Med has required only one full time employee, its president
and chief operating officer.

Business Model

         Quick-Med develops core technologies with multiple applications in
targeted areas showing wide gaps between available science and application. To
accelerate research and development Quick-Med retains leading researchers who
can prototype, test and help to rapidly commercialize attractive products.
Quick-Med implements with vertical solutions for end-product research and
development, patent licensing and finance. It executes with a preeminent and
experienced management team that has access in its target markets.

         Quick-Med intends to increase its speed to market by strategic
partnerships with leading academic and business organizations. As an emerging
bio-tech company, Quick-Med must leverage its strengths and not risk the capital
expense of trying to build infrastructure for expertise that can be obtained by
effectively outsourcing or through joint ventures. It intends to selectively
employ partnerships and joint ventures to accelerate research and development.
Quick-Med expects to develop the technology to a late stage of prototyping and
market acceptance. It seeks to choose partners that reduce risk and accelerate
growth in manufacturing or distribution. Quick-Med believes that there can be
significant benefits to strategic partnerships with larger corporations.
Quick-Med intends to have the technology and a culture that fosters innovation,
motivation, and flexibility. Larger corporations can have capital, manufacturing
resources, access to markets, and strong consumer brands. Quick-Med seeks to
gain the capacity and channels to deliver its technology and the larger
companies will add new products to their lines, assuring successful
relationships.

         The benefits of Quick-Med's business model are:

         An innovative and rapidly responding corporate super-structure

         Rapid and more efficient access to emerging technology

         Shorter timelines and reduced operating costs

         Maximum capital efficiency and profitability

Management Team

         Quick-Med's management team is composed of accomplished bankers,
attorneys, retired military generals and business professionals, all with 15 to
35 years of experience in their respective fields, and have attained senior
levels in their corporate, scientific or military careers. Quick-Med believes
its team understands all facets of the mission and seeks to execute rapidly,
accurately, and cost effectively to achieve its objectives.



                                       12
<PAGE>

Scientific Team

         Quick-Med's scientific team consists of leading academic and private
sector researchers in the targeted research and development segments. The team
has extensive experience in the areas of wound healing, cosmetic skin
treatments, biochemistry, physical and surface chemistry and material science.
Individually and in groups they have been awarded numerous patents for
inventions in their respective fields. The team has also extensive experience in
managing research and development processes for both the military and major
private sector companies.

         Assuming this reconfirmation offering and acquisition is completed,
Quick-Med's business will be our sole business.

                                LEGAL PROCEEDINGS

         There is no litigation pending or threatened by or against us.













                                       13
<PAGE>

                         ABOVE AVERAGE INVESTMENTS, LTD.

                           PART II - OTHER INFORMATION


         3.1*             Articles of Incorporation
         3.2*             Amendment to Articles of Incorporation
         3.3*             Bylaws
         4.1*             Specimen Informational Statement
         10.1.1**         Merger Agreement
         10.1.2**         Escrow Agreement


*Filed as an Exhibit to the Company's Registration Statement on Form 10-SB,
dated October 1999, and incorporated by reference.

**Incorporated by reference to the Company's Form SB-2, filed July 14, 2000
(File No. 333-41672), and amendments thereto.

Reports on Form 8-K

         None









                                       14
<PAGE>

                         ABOVE AVERAGE INVESTMENTS, LTD.

                                   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.


                                          ABOVE AVERAGE INVESTMENTS, LTD.
Date: June 7, 2001                        By: /s/ Devinder Randhawa
                                              --------------------------------
                                               Devinder Randhawa, President

                                          By: /s/ Bob Hemmerling
                                              --------------------------------
                                               Bob Hemmerling, Secretary










                                       15