UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                                   Form 10-QSB

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
                                    OF 1934

                For the quarterly period ended September 30, 2001

      [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
                     For the transition period from        to

                                          Commission file number 000-28789


                                    WOM, INC.

        (Exact name of small business issuer as specified in its charter)


        New York                                        14-1818862

(State or other jurisdiction of             (IRS Employer Identification No.)
incorporation or organization)


                  1151 Flatbush Road, Kingston, New York 12401
               (Address of principal executive office) (Zip Code)


                                 (845) 336-7700
                           (Issuer's Telephone Number)

Common Stock outstanding as of September 30, 2001  -  122,436


Transitional Small Business Disclosure Format     Yes      No      X


<PAGE>

Part 1 -  Financial Information
Item 1.  FINANCIAL STATEMENTS

                                    WOM, INC.
                                  BALANCE SHEET

<TABLE>
<CAPTION>
<S>                                                             <C>                        <C>

                                                                September 30, 2001         March 31, 2001
                                                                ------------------         --------------
                                                                    (Unaudited)

                                     ASSETS

Cash                                                            $        54                  $        54
                                                                 ==========                   ==========



                      LIABILITIES AND STOCKHOLDERS' EQUITY

Accrued expenses                                                $     6,528                  $     4,080
                                                                 ----------                   ----------
  Total Liabilities                                                   6,528                        4,080

Shareholders' Equity:
Common stock, $.01 par value, 250,000 shares authorized;
   issued 122,436 at September 30, 2001 and 125,811 at
   March 31, 2001                                                     1,224                        1,258
Additional paid in capital                                                0                            0
Accumulated deficit                                                  (7,698)                      (5,284)
                                                                 -----------                  -----------
       Total Shareholders' Equity (Deficit)                          (6,474)                      (4,026)
                                                                 -----------                  -----------
       Total Liabilities and Shareholders' Equity               $        54                           54
                                                                  ==========                   ===========

See accompanying notes to unaudited financial statements.

</TABLE>

                                       2

<PAGE>
                                    WOM, INC.
                             STATEMENT OF OPERATIONS
                                   (Unaudited)


<TABLE>
<CAPTION>
<S>                                       <C>                                     <C>

                                          Three months ended                    Six months ended
                                             September 30,                       September 30,
                                          2001          2000                    2001         2000
                                          ------------------                    ----------------

Costs and Expenses:
  Selling, general and
   administrative expenses              $      0    $     0                    $  1,688   $  3,940
                                         -------     ------                      ------    -------
     Total Costs and Expenses                  0          0                       1,688      3,940
                                         -------     ------                      ------    -------
Loss Before Income Taxes                       0          0                      (1,688)    (3,940)
Provision for Income Taxes                     0          0                         760         40
                                         -------     ------                      ------      ------
Net Loss                                $      0   $      0                    $ (2,448)  $ (3,980)
                                         =======     ======                       ======     ======
Basic Loss per Share                    $   0.00   $   0.00                    $ ($0.02)  $ ($0.03)
                                         =======     ======                       ======     ======
Basic Weighted Average Number
   of Shares Outstanding                 122,436    135,886                     123,990    135,886
                                         =======    =======                     ======     =======

</TABLE>

See accompanying notes to unaudited financial statements

                                       3

<PAGE>

                                    WOM, INC.
                             STATEMENT OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
<S>                                                         <C>                         <C>

                                                             Six months ended           Six months ended
                                                            September 30, 2001          September 30, 2000
                                                            ------------------          ------------------
Operating Activities:
    Net loss                                                $       (2,448)             $         (3,980)
Adjustments:
    Increase in accrued expenses                                     2,448                         3,980
                                                                     ------                        ------
    Net Cash Used
        By Operating Activities                             $            0              $              0
                                                                      -----                         ------
Increase in Cash                                                         0                             0
Cash Beginning                                                          54                            54
                                                                      -----                          -----
Cash Ending                                                 $           54              $             54
Supplemental Cash Flow Information:                                   =====                          =====
    Interest paid                                                        0                             0
    Income taxes paid                                                    0                             0

</TABLE>
See accompanying notes to unaudited financial statements.

                                       4

<PAGE>

                                    WOM, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)


A.      The accompanying unaudited financial statements have been prepared in
accordance with the generally accepted accounting  principles for  interim
financial information  and with the  instructions to Form 10-QSB. Accordingly,
they do not include all the information and footnotes required by generally
accepted accounting principles for complete financial statements. In the opinion
of management, the accompanying financial statements contain all adjustments
(consisting only of normal recurring adjustments) necessary to present fairly
the financial position of WOM, Inc. (the "Company") as of September 30, 2001;
the results of operations for the three- and six-month periods ended September
30, 2001 and 2000; and the statement of cash flows for the corresponding
six-month periods.

B.     Business
Besicorp Ltd. ("Besicorp") incorporated WOM, INC. ("WOM") in December 1999, by
contributing $100 in exchange for 100 shares of WOM common stock in order to
effectuate a spin-off prior to the merger of Besicorp Ltd. WOM was established
in order to permit the named plaintiff in the Bansbach Litigation to remain
eligible to maintain the Bansbach Litigation (See Note 2 of the Notes to
Financial Statements filed with the Company's Annual Report on Form 10-KSB for
the year ended March 31, 2001). Capitalized terms used without being defined
herein shall have the meanings ascribed to such terms by WOM's Annual Report on
Form 10-KSB for the year ended March 31, 2001 filed with the Securities and
Exchange Commission on or about July 11, 2001.

C.   Common Stock
Prior to the completion of the Besicorp Ltd. merger, WOM issued to Besicorp Ltd.
in addition to the 100 shares of WOM Common Stock held by Besicorp Ltd., 135,786
shares of WOM Common Stock, which Besicorp Ltd. distributed on a one share for
one share basis to the shareholders of Besicorp Ltd. based on the 135,886 shares
of Besicorp Ltd. common stock outstanding on April 25, 2000, the date of the
Merger. During the six-month period ended September 30, 2001 and during Fiscal
2001, 3,375 and 10,075 restricted shares, respectively, which had been granted
to certain employees of Besicorp and which had been included in shares of common
stock at the date of the merger, were forfeited by these employees.

D.   Legal Proceedings
See Note 2 of the Notes to Financial Statements filed with the Company's Annual
Report on Form 10-KSB for the year ended March 31, 2001.

Item 2.   Management's Discussion and Analysis of Plan of Operations
          ----------------------------------------------------------

The discussion below includes or may include certain forward-looking statements
that involve risks and uncertainties that concern WOM's financial position,
projected costs, and plans and objectives of management for future operations,
as well as other statements, including such words as "anticipate," "believe,"
"plan," "estimate," "expect," "intend," and other similar expressions. Although
we believe our expectations reflected in such forward-looking statements are
based on reasonable assumptions, you are cautioned that we cannot assure you
that such expectations will prove correct and that actual results and
developments may differ materially from those conveyed in such forward-looking
statements. Important factors that could cause actual results to differ
materially from the expectations reflected in the forward-looking statements
herein include:

     -   Costs or difficulties related to our establishment as an independent
         entity (including our ability to fund our operations from the Escrow
         Fund);
     -   The time it takes to resolve the Bansbach Litigation; and
     - The outcome of the Bansbach Litigation.

These forward-looking statements speak only as of the date on which they are
made and we are not undertaking any obligation to update any forward-looking
statement to reflect events or circumstances after the date of this report. If
we do update or correct one or more forward-looking statement, you should not

                                       5
<PAGE>

conclude that we will make additional updates or corrections with respect
thereto or with respect to other forward-looking statements.

We are not engaged in any business activities nor do we intend to engage in any
such activities and, accordingly, we do not expect to have any future revenues
or profits. Our expenses generally will be limited to the expenses incurred in
preparing documents required to be filed by public companies, the expense of
distributing materials to shareholders and the transfer agent's fees, as well as
the costs associated with defending the Bansbach Litigation. These expenses will
generally be paid directly from the Escrow Fund and will not be reflected on our
financial statements. We have no full-time employees and no offices; Besicorp
agreed in the Contribution Agreement to provide us with the services of its
employees and to allow us to use its offices free of charge to the extent that
we determine they are reasonably necessary and for so long as we shall seek such
services and the use of such offices.

WOM's principal asset consists of its interest in the Bansbach Litigation. These
contingent assets comprise Old Besicorp's interests in the Bansbach Litigation
that Besicorp received from Old Besicorp as a result of the Prior Merger Order.
We believe that these contingent assets generally consist of any recovery to
which Old Besicorp would be entitled as a result of the resolution of the
Bansbach Litigation. (However, we are under no obligation to prosecute the
action or to assist the plaintiff, financially or otherwise, in his prosecution
of the Bansbach Litigation and we have no intention of providing any assistant
to the plaintiff.) Because we are not engaged in any business activity, these
assets are our only possible source of revenues. These assets will not generate
any revenues to WOM unless there is a settlement or final judgment in favor of
the plaintiff in the Bansbach Litigation.

We have also assumed the contingent liabilities comprising Old Besicorp's
interests in the Bansbach Litigation that Besicorp received from Old Besicorp as
a result of the Prior Merger Order. We believe that these contingent liabilities
generally consist of any damages for which Old Besicorp would be liable as a
result of the resolution of the Bansbach Litigation. Therefore, we intend to
defend ourselves from liability to the extent we deem appropriate.
Reimbursements for the costs of defending ourselves will be sought from the
Escrow Fund. In addition, if we are required to pay damages, we expect to seek
the money to pay such damages from the Escrow Fund unless the judgment
prohibited such reimbursement; if any of the other defendants in the Bansbach
Litigation, are required to pay damages we anticipate that we will indemnify
them and seek the money for such indemnification from the Escrow Fund unless
either (i) the judgment prohibited such indemnification or (ii) indemnification
is impermissible under the NYBCL. However, there can be no assurance that such
amounts will be available from the Escrow Fund or that WOM will be entitled to
receive any such monies from the Escrow Fund.

Liquidity and Capital Resources
As of September 30, 2001, we had cash of $54, which represented our initial
capitalization, less bank charges. We will not attempt to incur debt or raise
capital. However, the parties to the Escrow Agreement, which was executed in
connection with the Prior Plan of Merger, have agreed (i) to permit us to
receive up to $35,000 (the "Annual Expenses") annually in reimbursements from
the Escrow Fund to cover our reasonable expenses in connection with maintaining
our existence, complying with the Exchange Act and such other matters as may be
reasonably necessary to permit the Bansbach Litigation to continue and (ii) WOM
Litigation Costs (i.e. our costs and expenses relating to (a) the Bansbach
Litigation, (b) litigation arising out of or relating to the Bansbach
Litigation, (c) the Spin-Off and (d) our existence. Therefore, the Escrow Fund
is not a source of funds to the extent we need more than $35,000 in any year
(except for WOM Litigation Costs, which do not have a maximum amount).

We believe that the Escrow Fund will be available to satisfy any claims against
WOM resulting from the Bansbach Litigation, and, accordingly, we do not believe
that the assumption of the contingent liabilities will have any adverse effect
on our financial position or liquidity. While we are dependent upon our ability
to obtain money from the Escrow Fund to pay these expenses and without
reimbursements from the Escrow Fund, we will not be able to pay our obligations
as they become due and may be forced to curtail activities, we believe that
approximately $1.7  million in  the Escrow Fund  as of November  2001  will  be
sufficient to fund the Annual Expenses, indemnify BGI Parent, Old  Besicorp and
other Purchaser  Indemnities pursuant  to  the  Indemnification Agreement  and
reimburse Besicorp for its Litigation Costs.

                                       6
<PAGE>
Item 6.  EXHIBITS AND REPORTS ON FORM 8-K
         --------------------------------

(a)      Exhibits

     Exhibit No.                    Description
     -----------                    -----------
     2.1                            Contribution and Distribution Agreement by
                                    and between Besicorp and WOM.3

     3(i)                           Certificate of Incorporation of WOM, Inc.1

     3(ii)                          By-Laws of WOM, Inc.3

     10.1                           Indemnification Agreement dated as of March
                                    22, 1999 by and among Besicorp Group Inc
                                    ("BGI"), Besicorp, BGI Acquisition LLC
                                    ("LLC") and BGI Acquisition Corp. ("BGI")
                                    Acquisition").1

     10.2                           Escrow Agreement (the "Escrow Agreement")
                                    dated as of March 22, 1999 by and among
                                    Besicorp, BGI, LLC and BGI Acquisition.1

     10.3                           Amendment No. 1 to the Escrow Agreement
                                    dated as of February 23, 2000 by and among
                                    Besicorp, BGI, LLC and WOM.2

(b)      Reports on Form 8-K - none

__________________________________

1        Incorporated by reference to the corresponding exhibit filed with the
         Company's Registration Statement on Form 10-SB with the SEC on or about
         January 6, 2000.

2        Incorporated by reference to the corresponding exhibit filed  with  the
         Company's Amendment  No.  1 to the Registration Statement on Form 10-SB
         filed with the SEC on or about March 14, 2000.

3        Incorporated by reference to the corresponding exhibit filed with the
         Company's  Post-Effective Amendment No. 1 to the Registration Statement
         on Form 10-SB filed with the SEC on or about April 7, 2000.


                                        7
<PAGE>
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.

                                              Registrant
                                              WOM, Inc.

Date:           November 13, 2001             /s/ James E. Curtin
                                                  ---------------
                                                  James E. Curtin
                                                  Treasurer
                                                  (principal accounting officer)

                                       8