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: June 30, 2001

Commission file no.:           000-28593

                         THE NATIONWIDE COMPANIES, INC.
                        --------------------------------
               (Name of Small Business Registrant in its Charter)

           Florida                                       65-0962627
--------------------------------                     ---------------------------
(State or other jurisdiction of                        (I.R.S. Employer
incorporation or organization)                              Identification No.)

4350 Oakes Road, Suite 512
Davie, FL                                                         33314
------------------------------------------               -----------------------
(Address of principal executive offices)                         (Zip Code)

Registrant's telephone number: (954) 584-5080

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

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

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

                     Common Stock, $.001 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>


     The purpose of this amendment is to correct the terms of the Share Exchange
Agreement.


     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 June 30,  2001,  there are  2,500,000  shares of voting  stock of the
registrant issued and outstanding.

PART I

Item 1.    Financial Statements



                           NATIONWIDE COMPANIES, INC.

                        CONSOLIDATED FINANCIAL STATEMENTS

                                Table of Contents




<PAGE>


                                Table of Contents







Consolidated Balance Sheets                                                  F-2

Consolidated Statements of Operations                                        F-3

Consolidated Statement of Shareholders' Deficit                              F-5

Consolidated Statements of Cash Flows                                        F-6

Notes to Consolidated Financial Statements                                   F-7




<PAGE>




<TABLE>
<CAPTION>
                           NATIONWIDE COMPANIES, INC.
                           CONSOLIDATED BALANCE SHEETS

                                                                                   June 30,           December 31,
 ASSETS                                                                             2001                 2000
                                                                                   audited
<S>                                                                             <C>                  <C>
Cash                                                                              $1,450,780            $388,113
Prepaid commissions                                                                5,004,301           3,920,035
Prepaid expenses                                                                     437,902                   -
Advance to related company                                                                 -             465,634
Expected tax benefit                                                                  40,545                   -
Deposit                                                                               50,000                   -

      Total current assets                                                         6,983,528           4,773,782

Prepaid commissions-long term                                                      3,266,872             843,960

Independent marketing associate data base, web site and equipment- net of
 accumulated amortization and depreciation of $65,770 in 2001 and
$48,000 in 2000                                                                       90,409              62,000

                                                                                 $10,340,809          $5,679,742

LIABILITIES & SHAREHOLDERS' DEFICIT

Accounts payable and accrued liabilities                                            $310,598            $232,481
Revenue received in advance                                                        6,609,407           4,871,553
Due to shareholder                                                                         -              50,000
      Total current liabilities                                                    6,920,005           5,154,034

                                                                                   3,995,415           1,036,902

Common stock-par value $.001; 10,000,000 shares authorized,
     2,500,000 issued and outstanding                                                 44,682              44,682
Deficit                                                                             (619,293)           (555,876)
      Total shareholders' deficit                                                   (574,611)           (511,194)

                                                                                 $10,340,809          $5,679,742
</TABLE>

              The accompanying notes are an integral part of these
                             financial statements.



                                       F-2


<PAGE>




<TABLE>
<CAPTION>
                           NATIONWIDE COMPANIES, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                                                  Three Months Ended June 30,
                                                                      2001            2000
                                                                   Unaudited        Unaudited
<S>                                                               <C>              <C>
Revenue

       Benefit Packages                                            $3,176,756        $849,360

       Commissions-related party                                       87,757          52,840

       Other income                                                     7,419           1,894

                                                                    2,210,384         609,723

Direct costs                                                        1,610,026         428,979

       Gross profit                                                   600,358         180,744

Selling, general, and administrative expenses                         591,121         345,325

       Net income (loss) before income tax                              9,237        (164,581)

       Provision for income tax                                         3,603               -

       Net income (loss)                                               $5,634       ($164,581)

                                                                       $0.002         ($0.066)
Earnings (loss) per share-basic

Weighted - average common shares outstanding                        2,500,000       2,500,000
</TABLE>



* Federal and State tax benefit computed at expected annual tax rate of 39%.



                 The accompanying notes are an integral part of
                          these financial statements.



                                       F-3


<PAGE>




<TABLE>
<CAPTION>
                           NATIONWIDE COMPANIES, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                                                  Six Months Ended June 30,
                                                                 2001                   2000
                                                              Unaudited              Unaudited
<S>                                                         <C>                    <C>
              Revenue

    Independent marketing associates fees                    $3,176,756              $849,360

    Commissions-related party                                   210,459                94,801

    Other income                                                 35,258                 1,894

                                                              3,422,473               946,055

               Direct costs                                   2,430,840               661,701

    Gross profit                                                991,633               284,354

              Selling, general, and administrative expenses   1,095,595               567,827

    Net (loss) before expected tax benefit                     (103,962)             (283,473)

    Expected tax benefit *                                       40,545                     -

    Net (loss)                                                 ($63,417)            ($283,473)



    Earnings (loss) per share-basic                             ($0.025)              ($0.113)


    Weighted - average common shares outstanding              2,500,000             2,500,000
</TABLE>

    * Federal and State tax benefit computed at expected annual tax rate of 39%.


                 The accompanying notes are an integral part of
                          these financial statements.



                                       F-4



<PAGE>




<TABLE>
<CAPTION>
                           NATIONWIDE COMPANIES, INC.
                 CONSOLIDATED STATEMENT OF SHAREHOLDERS' DEFICIT
                         Six Months Ended June 30, 2001

                                                           Common Stock
                                                       Shares       Amount       Deficit
<S>                                                   <C>           <C>         <C>
Balance December 31, 2000                             2,500,000     $44,682     ($555,876)

Net (loss) for the Six months ended June 30, 2001                                 (63,417)

Balance June 30, 2001 (unaudited)                     2,500,000     $44,682     ($619,293)
</TABLE>


              The accompanying notes are an integral part of these
                             financial statements.


                                       F-5



<PAGE>



<TABLE>
<CAPTION>
                           NATIONWIDE COMPANIES, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                       Six Months Ended June 30,
                                                                        2001             2000
                                                                      Unaudited        Unaudited
<S>                                                                 <C>              <C>
Cash flows from operating activities
    Net (loss)                                                         ($63,417)       ($283,473)
    Adjustments to reconcile net (loss) to net cash
      provided by operating activities
             Depreciation and amortization                               17,770           12,000
             (Increase) in prepaid commissions                       (3,507,178)      (2,682,210)
             (Increase) in prepaid expenses                            (437,902)               -
             (Increase) in expected tax benefit                         (40,545)               -
             Deposit                                                    (50,000)               -
             Increase in accounts payable and accrued liabilities        78,117           36,824
             Increase in revenue received in advance                  4,696,367        3,495,889
                  Total adjustments                                     756,629          862,503

                  Net cash provided by operating activities             693,212          579,030

Cash flows from investing activities
    Purchase of fixed assets                                            (46,179)               -
    Decrease in advance to related company                              465,634                -
                  Net cash provided by investing activities             419,455                -

Cash flows from financing activities
    (Decrease) in cash overdraft                                              -         (115,705)
    (Decrease) in due to shareholder                                    (50,000)               -

                  Net cash (used) by financing activities               (50,000)        (115,705)

Net increase in                                                       1,062,667          463,325
cash

Cash - beginning                                                        388,113                -

Cash - ending                                                        $1,450,780         $463,325


Supplemental disclosures of cash flow information:
    Interest paid                                                            $0           $2,500
</TABLE>


              The accompanying notes are an integral part of these
                             financial statements.


                                       F-6



<PAGE>




                           NATIONWIDE COMPANIES, INC.

                          NOTES TO FINANCIAL STATEMENTS
                                  JUNE 30, 2001
                                    UNAUDITED


Note 1. Summary of Significant Accounting Policies

Certain information and disclosures,  normally included in financial  statements
prepared in accordance with generally accepted accounting principles,  have been
condensed  or  omitted  in this  Form  10-QSB in  compliance  with the Rules and
Regulations of the Securities and Exchange  Commission.  However, in the opinion
of Nationwide Companies,  Inc. the disclosures contained in this Form 10-QSB are
adequate to make the information fairly presented.  See Form 10-KSB for the year
ended December 31, 2000 and the three months ended March 31, 2001 for additional
information relevant to significant accounting policies followed by the Company.

Note 2. Basis of Presentation

In the opinion of the Company,  the accompanying  unaudited financial statements
reflect all adjustments  (consisting of normal recurring  accruals) necessary to
present  fairly the  financial  position  as of June 30, 2001 and the results of
operations  for the three and six month periods ended June 30, 2001 and June 30,
2000. The results of operations for the three and six months ended June 30, 2001
are not  necessarily  indicative  of the results  which may be expected  for the
entire year.



<PAGE>


Item 6. MANAGEMENT'S DISCUSSION AND ANALYSIS and PLAN OF OPERATIONS

OVERVIEW

     The company was founded as a Florida  corporation in 1999 as a direct sales
organization. The Company sells a range of benefit packages offering diversified
products through independent  marketing  directors.  The Company is founded on a
universally  accepted  distribution  concept,  the  utilization  of group buying
initiatives to distribute products at discounts to the end consumer.  Nationwide
has developed  strategic  alliances  with  companies  which supply  products and
services  offered in its benefit  packages to the Company's  associates  located
throughout  the United States.  Nationwide is one of only 147  companies,  which
maintains  membership  in the  prestigious  Direct  Selling  Association  (DSA).
Membership in the DSA is granted only to those  companies that  demonstrate  the
highest  standards of business  practices  consistent  with  association's  high
ideals.

     On December 28, 2000 The Nationwide Companies,  Inc., a Florida corporation
acquired a  controlling  interest  in Focus  Financial  Group,  Inc.,  a Florida
corporation.  The  acquired  company is an SEC  fully-reporting  company and has
changed its name to The Nationwide Companies, Inc.

     The Company  experienced  a  significant  increase in market  awareness and
subsequent  revenue.  Revenue  increased  from the sales of benefit  packages in
excess of 200% in 2000 over 1999 and the Net  Income of the  company in 2000 was
$528,829 up significantly  compared to a net operating loss in 1999. The Company
expects to experience a period of growth,  which will require it to increase the
scale of its  operations.  This  increase  will include the hiring of additional
personnel,  and expanded office space,  which may contribute to higher operating
expenses.  The increase in operating  expenses is expected to be fully funded by
an increase in revenues and the Company  expects to remain debt free.  Expansion
of the Company's  operations may cause a strain on the Company's  management and
other resources.  The Company's ability to manage recent and any possible future
growth,  should it occur,  will depend upon an expansion of accounting and other
internal  management  systems  and the  implementation  of a variety of systems,
procedures and controls.

     Nationwide's  powerful  Benefits  Package  continues to save its associates
money when they purchase products and services they may already be using.  Goods
and services available in the benefit packages include; Automobiles,  automobile
extended  warranties,  health and life insurance,  travel  services,  automotive
products,  jewelry,  UPS next day letters,  miracle ear hearing aids,  eye care,
vitamin  supplements,   cosmetics  and  skin  care  products,   mortgage  loans,
telecommunication long distance services.


12 Month Plan of Operations

     Over the next twelve (12) months the Company will focus on  increasing  the
number of independent  marketing directors and associates located throughout the
United  States.  Nationwide  will  continue to grow and develop its market share
with a  marketing  plan  focused on the  Company's  core  business,  the sale of
benefit packages. The marketing strategy is at the core of Nationwide's success.
Nationwide  understands  that although the benefit  programs and the  discounted
products and services offered in the benefit packages are a key component of the
Company's focus,  without the proper marketing and direct sales,  these benefits
will go  unsold.  The  constant  focus of the  Nationwide  management  team will
include (i) an  emphasis  on  training  and  motivation,  (ii)  cultivating  and
attracting  both new and  strong  leaders,  (iii)  adding  value to its  benefit
packages by promoting unique offerings of cost-effective  products and services,
as well as (iv) making executive management available and accessible.

     The Company has adopted Internet technology  enthusiastically and maintains
an Internet  site as a means of  communication,  training  and  ordering for its
associates.  The  Company is  committed  to not losing site of the fact that its
benefits packages and independent sales force are the hallmarks of the Company.

     The Company has adopted an operational strategy to form strategic alliances
with  multiple  business  enterprises.   As  a  direct  sales  and  distribution
organization,  Nationwide does not engage in manufacturing activities nor is the
Company an underwriter and/or  originating  lender for any of its products.  All
services are purchased  directly from  suppliers or by  Nationwide's  affiliated
Companies.  In this manner the Company has a high level of control of the supply
chain.  These strategic  alliances and affiliated  companies will further reduce
Nationwide's   risk,  capital   investment,   need  for  facilities  and  direct
responsibility  for  employees  and will  provide the  necessary  resources  and
business practices.

     To  distinguish  Nationwide  from the  competition,  the  Company  plans to
identify,  develop and launch additional  services,  product lines and strategic
alliances.  The Company  plans to add  additional  services,  product  lines and
strategic  alliances  in the  future  that  will  be  included  in its  benefits
packages.  Each  quarter  the  company  intends on  strengthening  its  benefits
packages  by  working  with  its  strategic  alliances  and  searching  for  new
relationships to enhance and expand its value to our associates.

     In this regard,  the Company is currently  researching  the  feasibility of
establishing additional benefits including Fruit and Gift Products, Pet products
and others.  The Companies  current  strategic  alliances  include United Parcel
Service (UPS(TM)), Thrifty Car Rental, Hertz(R),  Lenscrafters,  Miracle Ear(R),
Southeastern Gems, major insurance underwriters and more.


Financial Condition, Capital Resources and Liquidity

For the Three Months Ending June 30, 2001 and 2000

Revenues

     To date,  Benefit  Packages  have  accounted for  substantially  all of the
Company's revenues. The Company believes that the main focus of its revenue came
from the  innovative  marketing  of its benefit  packages  offering  diversified
products and  services.  Our unique  ability to aggregate  services and products
enables the Company to offer  significant  discounts  through the power of group
buying.

     For the second  quarter ending June 30, 2001, the Company on a consolidated
basis earned  $2,115,208  from Benefit  package sales to its  Associates  verses
$554,989 for the comparable  quarter ending June 30, 2000. The Company's ability
to achieve  revenues  in the future  will  depend in  significant  part upon its
ability to maintain  relationships with and provide support to, existing and new
associates.  There can be no assurance that the Company's revenues will increase
in the  future.  Accordingly,  the  Company's  ability to  maintain  or increase
revenues will depend in part upon its ability to market its benefit packages and
to  introduce  and sell new  products  at reduced  prices  sufficient  to create
savings  for its  associates  in the  average  selling  price of the  affiliated
company's products.


Results of Operations -For the Six Months Ending June 30, 2001

     Revenues  for the six months  ending  June 30, 2001 were  $3,176,756.  This
represents  an increase of 374% as compared to revenues of $849,360  for the six
months ending June 30, 2000. The Company's Net Loss from  operations for the six
months ending June 30, 2001 was ($63,417) as compared to a loss from  operations
for the six months ending June 30, 2000 of ($283,473).  By comparison,  net loss
per share on a basic and diluted  basis for the six months  ending June 30, 2001
was ($0.025) verses ($0.113) for the six months ending June 30, 2000.

     DIRECT COSTS.  Direct Costs of services  increased from $661,701 in the six
months  ending June 30, 2000 to  $2,430,840  for the six months  ending June 30,
2001. As a percentage of revenues,  Direct Costs  decreased  from 77.90% for the
six months  ending  June 30,  2000 to 76.52% for the six months  ending June 30,
2001.  The  decrease as a percentage  of revenues was due  primarily to the fact
that  Nationwide's  revenue to direct costs increased  substantially  in the six
months ending June 30, 2001.

     Selling,  General and Administrative.  Selling,  general and administrative
expenses increased by $527,768,  or 193%, from $567,827 in the six months ending
June 30, 2000 to $1,095,595 in the six months ending June 30, 2001.  However, as
a percentage of revenues, selling, general and administrative expenses decreased
from  66.85% in the six months  ending June 30, 2000 to 34.48% in the six months
ending  June 30,  2001.  General  and  administrative  expenses  decreased  as a
percentage of revenues primarily because Nationwide decreased its administrative
and labor costs in addition to increasing substantially its revenues for the six
months  ending June 30, 2001.  In addition,  the dollar  decrease in general and
administrative   expenses  was  caused  in  part  by  Nationwide's  decision  to
consolidate  its data  processing  office and to  relocate  it to our  corporate
offices in Davie, Florida to create a higher level of efficiency and utilization
of our resources as well as decrease operating expenses.

LIQUIDITY AND CAPITAL RESOURCES

     Nationwide's  operating  activities  provided  cash of  $579,030 in the six
months  ending  June 30,  2000,  whereas  in six  months  ending  June 30,  2001
Nationwide's  operating activities provided cash of $693,212.  In the six months
ending June 30, 2001, cash from operating activities resulted primarily from the
Company's   increase  in  receipt  of  full  payment  for  Benefit  Packages  of
$4,696,367.  During the six months  ending June 30, 2000,  the Company  received
full payment for Benefit Packages of $3,495,889. This represents and increase of
134% on a comparable six month year over year basis.

     As of June 30, 2001,  Nationwide had Total Current Assets of $6,983,528 and
cash and cash  equivalents  of  $1,450,780.  As of June 30,  2001 Total  Current
Liabilities amounted to $6,920,005.

     We believe that our existing  cash  balances will be sufficient to meet our
working capital and capital expenditure  requirements for the next 12 months and
for the foreseeable future thereafter.

     To date,  inflation has not had a material impact on our financial results.
However, inflation may adversely affect our future financial results.


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

     On June 18,  2001 The  Nationwide  Companies,  Inc.,  initiated a Form SB-2
public  offering  under the  Securities  Act of 1933.  It intends to  initiate a
self-underwritten  sale of a minimum of 100,000  shares at an offering  price of
$5.00 and a maximum sale of 1,000,000  shares at an offering price of $5.00. The
offering is being made on a self-underwritten  basis by us through our Chairman,
Richard Loehr, without the use of securities brokers. All proceeds from the sale
of shares will be held in an attorney  escrow  account  maintained by Mintmire &
Associates, Palm Beach, Florida.


Item 3. Defaults in Senior Securities

         None

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

         None

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:

Exhibit No.    Description
-----------    ----------------------------------------------------
3(i).1         Articles  of  Incorporation  filed  November 18,  1999(1)

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

4.2            Agreement For The Exchange Of Common Stock(2)

4.3            AMENDED Agreement For The Exchange Of Common Stock(3)

10.1           Office Lease for Corporate Offices located in Davie, Florida.(4)
----------------

(1)  Incorporated herein by reference to the Company's Registration Statement on
     Form 10-SB originally filed with the SEC on December 21, 1999.
(2)  Incorporated herein by reference to the Company's Form 8 K originally filed
     with the SEC on January 12, 2001.
(3)  Incorporated  herein by  reference  to the  Company's  Form 8 K Amendment 2
     originally filed with the SEC on May 11. 2001.
(4)  This office lease was inadvertently excluded from the companies Form 10 KSB
     originally filed with the SEC on April 16, 2000.
(5)  Incorporated herein by reference to the Registration Statement on Form SB-2
     and of The Nationwide Companies,  Inc.(Registration  No. 333-63220),  filed
     with the U.S. Securities and Exchange Commission on June 18, 2001.

*    Filed  herewith

     (b) No Reports on Form 8-K were filed  during the  quarter  ending June 30,
2001, covered by this Report on Form 10-QSB.



<PAGE>



                                   SIGNATURES
                                   ----------


     In accordance  with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                         THE NATIONWIDE COMPANIES, INC.
                                  (Registrant)

Date:      August 14, 2001     By: /s/ Richard L. Loehr
                                  -----------------------------------
                                   Richard L. Loehr, Chairman & CEO


         In accordance with the Exchange Act, this report has been signed below
by the following persons on behalf of the registrant and in the capacities and
on the dates indicated.

   Date                          Signature          Title

August 14, 2001    BY:   /s/  Carol Boozer
                        ------------------------
                            Carol Boozer            Vice President and Treasurer
                                                   (Principal Financial  Officer
                                                         of the Registrant)