U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  Form 10-QSB/A

                                   (Mark One)

(X)  QUARTERLY REPORT UNDER SECTION 13 0R 15 (d) OF THE SECURITIES EXCHANGE
                                   ACT OF 1934

                  For the quarterly period ended March 31, 2002

    ( ) TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT

             For the transition period from............to..............

                         Commission file number 0-30544

                                WATER CHEF, INC.

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


Delaware                                                  86-0515678
--------                                                  ----------
(State of other jurisdiction                             (IRS Employer
of incorporation or organization)                      identification No.)



            1007 Glen Cove Avenue, Suite 1, Glen Head, New York 11545
                    (Address of principal executive offices)

                                  516-656-0059
                           (Issuer's telephone number)

   (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 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_____

                      APPLICABLE ONLY TO CORPORATE ISSUERS

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

                                OUTSTANDING AS OF

              CLASS                                       May 20, 2002
              -----                                       ------------
              Common
              Par value $0.001 per share                  109,020,377


<PAGE>

                                 WATERCHEF, INC.
                                   Form 10QSB
                      For the Quarter Ended March 31, 2002
                                Table of Contents


                          Part I - FINACIAL INFORMATION
<TABLE>
<CAPTION>

                                                                                              Page

Item 1            Financial Statements (Unaudited)
<S>                                                  <C> <C>                                     <C>
                           Balance sheet as of March 31, 2002                                    2

                           Statement of Operations for the three month periods
                           ended March 31, 2002 and 2001                                         3

                           Statements of Cash Flow for the three month periods
                           ended March 31 2002 and 2001                                          4

                           Notes to Financial Statements                                         5 - 7

Item II                    Management's Discussion and Analysis or Plan
                           of Operation.                                                         8 - 9


                           Part II - OTHER INFORMATION

Item 1            Legal Proceedings                                                              10
Item 2            Changes in Securities and Use of Proceeds                                      11
Item 3            Default upon Senior Securities                                                 11
Item 4            Submission of Matters to a Vote of Security Holders                            11
Item 5            Other Information                                                              11
Item 6            Exhibits and Reports on Form 8-K                                               11

Signatures                                                                                       12

</TABLE>











                                        1


<PAGE>



                                 WATER CHEF INC.

                                  BALANCE SHEET

                                 MARCH 31, 2002

                                   (Unaudited)

                                     ASSETS

CURRENT ASSETS:
      Cash                                                      $         5,913
      Inventories                                                       145,960
      Prepaid expenses and other current assets                           9,662
                                                                ---------------
          TOTAL CURRENT ASSETS                                          161,535

PATENTS AND TRADEMARKS (net of
      accumulated amortization of $1,845)                                24,210
                                                                ---------------
                                                                $       185,745
                                                                ===============

                      LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES:
      Accounts payable                                          $       203,186
      Accrued expenses and other current liabilities                    392,164
      Notes payable (including accrued interest of $187,709)          1,245,432
      Preferred dividends payable                                       693,181
      Net liabilities of discontinued operations                        304,112
                                                                ---------------
          TOTAL CURRENT LIABILITIES                                   2,838,075
                                                                ---------------
LONG-TERM LIABILITIES:
      Loans payable to shareholder (including
          accrued interest of $39,584)                                  412,365
                                                                ---------------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' DEFICIT:
Preferred stock, $.001 par value;
    10,000,000 shares authorized;
    145,500 shares issued and outstanding                                   146
Common stock, $.001 par value;
    190,000,000 shares authorized;
    86,614,286 shares issued and outstanding                             86,614
Additional paid in capital                                           10,049,884
Stock subscription receivable                                           (45,500)
Treasury stock, 4,400 common shares, at cost                             (5,768)
Accumulated deficit                                                 (13,150,071)
                                                               ----------------
    TOTAL STOCKHOLDERS'  DEFICIT                                     (3,064,695)
                                                               ----------------
                                                               $        185,745
                                                               ================

                       See notes to financial statements.

                                        2


<PAGE>



                                WATER CHEF, INC.

                            STATEMENTS OF OPERATIONS

                                   (Unaudited)

<TABLE>
<CAPTION>

                                                           Three Months Ended March 31,
                                                      --------------------------------------
                                                              2002                2001
                                                      -----------------    -----------------
                                                                                    *
<S>                                                   <C>                  <C>
Sales                                                 $          40,000    $               -
                                                      -----------------    -----------------
Costs and Expenses:
       Cost of sales                                             17,280                    -
       Selling, general and administrative                      223,834              169,966
       Research and development                                       -               53,125
       Interest expense                                          37,368                9,459
                                                      -----------------    -----------------
                                                                278,482              232,550
                                                      -----------------    -----------------
Loss from continuing operations                                (238,482)            (232,550)
                                                      -----------------    -----------------
Loss from discontinued operations                                     -              (35,570)
                                                      -----------------    -----------------
Net loss                                                       (238,482)            (268,120)

Preferred stock dividends                                       (27,075)             (27,075)
                                                      -----------------    -----------------
Net loss applicable to
       common stock                                   $        (265,557)   $        (295,195)
                                                      =================    =================

Basic and Diluted Loss Per Common Share:
       Continuing operations                          $           (0.00)   $           (0.00)
       Discontinued operations                                    (0.00)               (0.00)
                                                      -----------------    -----------------
                                                      $           (0.00)   $           (0.00)
                                                      =================    =================
Weighted Average Common Shares Outstanding -
       Basic and Diluted                                     86,614,286           72,398,867
                                                      =================    =================

  *     -   reclassified to conform with current period presentation

</TABLE>




                       See notes to financial statements.

                                        3


<PAGE>



                                 WATER CHEF INC.

                            STATEMENTS OF CASH FLOWS

                                   (Unaudited)

<TABLE>
<CAPTION>

                                                              Three Months Ended March 31,
                                                        --------------------------------------
                                                                2002                 2001
                                                        -----------------     ----------------
                                                                                       *
 <S>                                                      <C>                   <C>
CASH FLOWS FROM OPERATING ACTIVITIES
     Net loss                                            $       (238,482)     $      (268,120)
        Adjustments to reconcile net loss to
           net cash used in operating activities
               Loss from discontinued operations                        -               35,570
               Extraordinary item - gain on early
                    Extinguishment
               Depreciation and amortization                          463                   61
               Non-cash compensation                                    -               11,100
               Write-off of note-payable                                -              (11,019)
        Change in assets and liabilities
           Inventories                                             13,290                    -
           Other current assets                                         -               (6,219)
           Accounts payable and accrued expenses                  149,845              (11,336)
                                                         ----------------      ---------------
        Net cash used in continuing operations                    (74,884)            (249,963)
        Net cash from (used in) discontinued operations            25,000              (58,432)
                                                         ----------------      ---------------
NET CASH USED IN OPERATING ACTIVITIES                             (49,884)            (308,395)
                                                         ----------------      ---------------
CASH FLOWS FROM FINANCING ACTIVITIES
     Proceeds from notes payable                                        -               50,000
     Proceeds from sale of common stock and exercise
         of warrants                                               22,000             491,470
                                                         -----------------     ---------------
NET CASH PROVIDED BY FINANCING ACTIVITIES                          22,000             541,470
                                                         -----------------     ---------------
NET (DECREASE) INCREASE IN CASH                                   (27,884)            233,075

CASH AT BEGINNING OF YEAR                                          33,797             158,100
                                                         -----------------     ---------------
CASH AT END OF PERIOD                                    $          5,913      $      391,175
                                                         =================     ===============


 *   -  reclassified to conform with current period presentation

</TABLE>



                       See notes to financial statements.

                                        4



<PAGE>



                                WATER CHEF, INC.
                          NOTES TO FINANCIAL STATEMENTS
                          Quarter Ended March 31, 2002
                                   (Unaudited)



1. BASIS OF PRESENTATION

   The accompanying unaudited consolidated financial statements have been
   prepared in accordance with generally  accepted  accounting  principles for
   interim  financial   information  and  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,  all adjustments  (which include
   only  normal  recurring   adjustments)  necessary  to  present  fairly  the
   financial  position,  results of operations  and cash flows for all periods
   presented  have been made.  The results of  operations  for the three month
   period  ended  March  31,  2002,  are  not  necessarily  indicative  of the
   operating  results  that may be expected  for the year ending  December 31,
   2002.  These financial  statements  should be read in conjunction  with the
   Company's  December  31,  2001  Form  10-KSB,   financial   statements  and
   accompanying notes thereto.

   In November 2001, the Company's sold their water cooler and filter operations
   for. Accordingly, this segment of the Company's business is reported as
   discontinued operations for the three months ended March 31, 2002 and 2001.
   The three months ended March 31, 2001 has been restated to reflect such
   operations as discontinued.

2. GOING CONCERN

   The accompanying financial statements have been prepared assuming that the
   Company will continue as a going concern. The Company incurred a net loss of
   approximately $238,000 for the three months ended March 31, 2002.
   Additionally, the Company had working capital and total capital deficiencies
   of approximately $2,677,000 and $3,065,000 at March 31, 2001. These
   conditions raise substantial doubt about the Company's ability to continue as
   a going concern. Management's plans with respect to these matters include
   restructuring its existing debt, raising additional capital through future
   issuances of stock and or debentures. The accompanying financial statements
   do not include any adjustments that might be necessary should the Company be
   unable to continue as a going concern.






                                        5


<PAGE>



3. COMMITMENTS AND CONTINGENCIES

         -        The Company is a defendant in an action brought by certain
                  debenture holders ("Bridge Loans") in New Hampshire Superior
                  Court seeking repayment of $375,000 of debenture principal
                  together with interest from 1997, and the issuance of penalty
                  shares for non payment of principal and interest. In addition,
                  the plaintiff's claim that they have suffered by the Company's
                  failure to register the shares issued under the debenture, the
                  warrants issued under the debenture and the shares issuable
                  under the warrant agreement.

                  The Company has interposed defenses and counterclaims, which
                  the Company and its legal counsel believe, have strong merit.
                  In connection with the debentures, the Company issued 6,667
                  shares of common stock for every $1,000 of debt at a price of
                  $0.15 per share. The Company claims that it is owed the
                  $375,000 consideration for such shares. In addition, the
                  Company issued warrants for the purchase of 2,500,000 shares
                  of common stock at an exercise price of $0.15 per share
                  exercisable until April 2002. Furthermore, the Company issued
                  another 100,000 shares of common stock to each debenture
                  holder, or 1,300,000 shares, at a price of $0.15 per share.

                  The Company and the plaintiffs, in this dispute, have reached
                  an agreement in principal to settle their differences. If the
                  agreement is finalized, the Company will issue additional
                  shares of common stock in lieu of the principal and interest
                  owed to settle the dispute. Management does not expect total
                  shares to be issued under the agreement to be less than
                  3,000,000, nor does it believe that this settlement will have
                  a material adverse effect upon the Company.

         -        The Company is a defendant in an action,  brought by a
                  customer,  relating to a series of contracts  that the Company
                  entered  into.  These  contracts  were with the  Company's
                  discontinued  water  cooler  and filter  operation.  Such
                  operations  were sold in November  2001,  however  legal
                  actions with regards to the  operations  prior to the sale,
                  remain the  Company's  responsibility.  The customer  claims
                  that the Company  breached  these  contracts by shipping
                  certain  goods that did not conform to the  contract.  Most of
                  the damages  that the customer  seeks  consist of lost
                  business profits.  Company management,  and legal counsel,
                  believe that the action is without merit. The Company has
                  made a $5,000  settlement  offer to the customer,  for the
                  nuisance  value of the lawsuit.  The customer has rejected
                  such offer, and has proposed a $75,000 settlement.  The
                  Company has not made a provision for this lawsuit as of March
                  31, 2002.







                                        6


<PAGE>



         -        In May 2001, the Company entered a distribution agreement with
                  a company (the "Sub distributor") based in the State of
                  Jordan. The Sub distributor has agreed to purchase no fewer
                  than 100 units of the Company's "Pure Safe Water Station", in
                  the calendar year commencing January 1, 2001. A minimum
                  purchase of 50 units are required to be purchased in each of
                  the subsequent years commencing January 1, 2002 and 2003,
                  respectively. During the year ended December 31, 2001, 18
                  units have been shipped under this agreement. The sale will be
                  recognized when the Company receives payments. The Company has
                  recorded the costs of the inventory shipped in costs of sales,
                  since return of the items is uncertain.


4. COMMON STCOK

   In February the Company's Board of Director approved the increase in the
   number of authorized common shares to 190,000,000.


5. SUBSEQUENT EVENTS

         -45      In April 2002, the Company received an aggregate of $200,000
                  for 4,000,000 shares of its common stock. These shares will be
                  issued upon approval of an increase in the authorized capital
                  shares of the Company. As such, a liability for the issuance
                  will be recorded for the future issuance.



         -        In April and May of 2002, the Company issued an aggregate of
                  450,000 shares of its common stock,  valued at $0.08 per
                  share for a total of $36,000, for consulting services
                  previously performed for the Company.








                                        7


<PAGE>




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

INTRODUCTION

Until the fourth  quarter of 2001 WaterChef was engaged in the  manufacture  and
marketing of water coolers and water purification and filtration  equipment.  In
the fourth quarter of 2001, the Company  negotiated the sale of this business in
order to focus its  activities on its PureSafe  business  line. The PureSafe had
been designed by the company to meet the needs of communities who either did not
have access to municipal water purification  systems,  or to those whose systems
had been  compromised,  either by  environmental  factors or by faulty design or
maintenance.

RESULTS OF OPERATIONS

During 2001 WaterChef  made the strategic  decision to exit the water cooler and
consumer  filter  segments of its business in order to concentrate its resources
on the  development of the market for the PureSafe Water Station.  With the sale
of these assets  consummated in December  2001,  the Company's  water cooler and
consumer filter businesses are reported as discontinued operations for the three
months  ended March 31,  2002 and 2001,  resulting  in a loss from  discontinued
operations of $0 and $35,570, respectively.

For the three months ended March 31, 2002, Water Chef reported sales of $40,000,
to an importer of water system  products,  compared to no sales reported for the
three  months  ended  March 31, 2001 as it relates to the  Company's  continuing
operation,  the marketing and sales of the PureSafe water system.  Cost of goods
sold for the three  months ended March 31, 2001 were  $17,280.  During the three
months ended March 31, 2001,  WaterChef was in the  development  process for the
distribution  and sale of the  PureSafe  Water  Station.  Selling,  general  and
administrative  expenses were $223,834 for the three months ended March 31, 2002
compared to $169,966 for the year earlier period, an increse of $53,868, or 32%.

The Company did not incur research and development expenses for the three months
ended  March  31,  2002,  as  compared  to  $53,125  of  such  expenses  in  the
corresponding three months ended March 31, 2001.

The loss from discontinued  operations for the three months ended March 31, 2002
was $0 compared to a loss of $35,570 for the three  months ended March 31, 2001.
Since the sale of water coolers and water purification and filtration  equipment
business  segment in December of 2001,  no operations  existed  during the three
months ended March 31, 2002.








                                        8


<PAGE>



LIQUIDITY AND CAPITAL RESOURCES

At March 31,  2002 the  Company  had a  stockholders'  deficit of  approximately
$3,065,000  and a  working  capital  deficit  of  approximately  $2,677,000.  In
addition, the Company has incurred losses from continuing operations of $238,482
and $232,550  for the three months ended March 31, 2002 and 2001,  respectively.
The  accompanying  financial  statements  have been  prepared  assuming that the
Company will continue as a going concern.  These  conditions  raise  substantial
doubt about the Company's  ability to continue as a going concern.  Management's
plans with respect to these matters  include  restructuring  its existing  debt,
raising  additional capital through future issuances of stock and / or debt. The
accompanying  financial  statements do not include any adjustments that might be
necessary should the Company be unable to continue as a going concern.

Management is currently  attempting to settle or restructure the remaining debt,
as it  relates to the  discontinued  operations,  and plans to raise  additional
capital  through  future  issuances  of stock and/or  debentures  to finance the
growth of the Company.

The Company did not settle  notes  payable or a accrued  interest in the quarter
ended  March 31,  2002.  During the  quarter  ended  March 31,  2001 the Company
settled  notes  payable and accrued  interest  of $48,995  with the  issuance of
650,000 shares of common stock.

During the  quarter  ended  March 31,  2002 the  Company  did not raise  capital
through the sale of debt or equity. The Company did receive $22,000,  during the
quarter  ended March 31, 2002, as payment on shares issued during the year ended
December 31, 2001 and accounted for as stock subscription receivable. During the
quarter ended March 31, 2001 the Company raised $50,000  through the issuance of
debt and $491,470  through the sale of stock  during the period,  with the stock
being issued in the second quarter ended June 30, 2001.

During the balance of 2002,  using the cash on hand and the cash to be generated
from the anticipated sales of the PureSafe Water Station, the Company expects to
resolve the majority of those liabilities reflected on the balance sheet.

In April 2002,  the Company sold an aggregate of 4,000,000  shares of its common
stock, for net proceeds of $200,000.

In April and May of 2002, the Company issued an aggregate of 1,475,000 shares of
its common stock for consulting services  previously  performed for the Company,
and 3,007,133 shares for services to be performed at a later date.

In May 2002, the Company issued to the Company's  President and Chief  Executive
Officer,  and related parties of such, an aggregate of 14,923,958  shares of its
common  stock in  connection  with the  voluntary  surrender  of a  non-dilution
agreement, that the President had entered into with the Company in June 1997.








                                        9



<PAGE>



                            PART II OTHER INFORMATION

Item 1   Legal Proceedings

         -        The Company is a defendant in an action brought by certain
                  debenture holders ("Bridge Loans") in New Hampshire Superior
                  Court seeking repayment of $375,000 of debenture principal
                  together with interest from 1997, and the issuance of penalty
                  shares for non payment of principal and interest. In addition,
                  the plaintiff's claim that they have suffered by the Company's
                  failure to register the shares issued under the debenture, the
                  warrants issued under the debenture and the shares issuable
                  under the warrant agreement.

                  The Company has interposed defenses and counterclaims, which
                  the Company and its legal counsel believe, have strong merit.
                  In connection with the debentures, the Company issued 6,667
                  shares of common stock for every $1,000 of debt at a price of
                  $0.15 per share. The Company claims that it is owed the
                  $375,000 consideration for such shares. In addition, the
                  Company issued warrants for the purchase of 2,500,000 shares
                  of common stock at an exercise price of $0.15 per share
                  exercisable until April 2002. Furthermore, the Company issued
                  another 100,000 shares of common stock to each debenture
                  holder, or 1,300,000 shares, at a price of $0.15 per share.

                  The Company and the plaintiffs, in this dispute, have reached
                  an agreement in principal to settle their differences. If the
                  agreement is finalized, the Company will issue additional
                  shares of common stock in lieu of the principal and interest
                  owed to settle the dispute. Management does not expect total
                  shares to be issued under the agreement to be less than
                  3,000,000, nor does it believe that this settlement will have
                  a material adverse effect upon the Company.

         -        The Company is a defendant in an action,  brought by a
                  customer,  relating to a series of contracts  that the Company
                  entered  into.  These  contracts  were with the  Company's
                  discontinued  water  cooler  and filter  operation.  Such
                  operations  were sold in November  2001,  however  legal
                  actions with regards to the  operations  prior to the sale,
                  remain the  Company's  responsibility.  The customer  claims
                  that the Company  breached  these  contracts by shipping
                  certain  goods that did not conform to the  contract.  Most of
                  the damages  that the customer  seeks  consist of lost
                  business profits.  Company management,  and legal counsel,
                  believe that the action is without merit. The Company has
                  made a $5,000  settlement  offer to the customer,  for the
                  nuisance  value of the lawsuit.  The customer has rejected
                  such offer, and has proposed a $75,000 settlement.  The
                  Company has not made a provision for this lawsuit as of March
                  31, 2001.





                                       10


<PAGE>





Item 2   Changes in Securities and Use of Proceeds

         None

Item 3   Default upon 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

                  Exhibits:

                           None

                  Reports on Form 8-K:

                           No reports were filed on Form 8K during the quarter
                           ended March 31, 2002.






                                       11


<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.

                                WATER CHEF, INC.




Date:      February 26, 2003              /s/ David A. Conway
                                          ---------------------------------
                                          David A. Conway
                                          President, and Chief Executive Officer
                                         (Principal Operating Officer)









                                       12



<PAGE>





                                  End of Filing