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

                                   Form 10-QSB

(Mark One)

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

                  For the quarterly period ended June 30, 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                                       August 23 , 2002
-----                                       -----------------
Common
Par value $0.001 per share                   89,921,416




<PAGE>

                                 WATERCHEF, INC.
                                  Form 10 - QSB
                       For the Quarter Ended June 30, 2002
                                Table of Contents


                         Part I - FINANCIAL INFORMATION

                                                                           Page

Item 1   Financial Statements (Unaudited)

         Balance sheet as of June 30, 2002                                   2

         Statements of operations for the six and three month periods
         ended June 30, 2002 and 2001                                        3

         Statements of cash flows for the six month periods
         ended June 30, 2002 and 2001                                        4

         Notes to Financial Statements                                   5 - 9

Item II  Management's Discussion and Analysis or Plan of Operation      10 - 12


                           Part II - OTHER INFORMATION

Item 1   Legal Proceedings                                                   13
Item 2   Changes in Securities and Use of Proceeds                           14
Item 3   Default upon senior securities                                      14
Item 4   Submission of Matters to a Vote of Security Holders                 14
Item 5   Other Information                                                   14
Item 6   Exhibits and Reports on Form 8-K                                    14

Signatures                                                                   15



<PAGE>
<PAGE>

                                      WATER CHEF, INC.

                                        BALANCE SHEET

                                        JUNE 30, 2002

                                         (Unaudited)
<TABLE>
<CAPTION>


                                     ASSETS

CURRENT ASSETS:
<S>                                                                                           <C>
      Cash                                                                                    $             75,089
      Inventories                                                                                          146,000
      Prepaid expenses and other current assets                                                              9,662
                                                                                                  -----------------
          TOTAL CURRENT ASSETS                                                                             230,751

PATENTS AND TRADEMARKS (net of
      accumulated amortization of $2,308)                                                                   23,747
                                                                                                  -----------------
                                                                                              $            254,498
                                                                                                  =================
                      LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES:
      Accounts payable                                                                        $            193,747
      Accrued expenses and other current liabilities                                                     1,441,556
      Notes payable (including accrued interest of $214,412)                                             1,372,583
      Preferred dividends payable                                                                          720,256
      Loans payable to shareholder (including accrued interest of $45,550)                                 418,332
      Net liabilities of discontinued operations                                                           299,779
                                                                                                  -----------------
           TOTAL CURRENT LIABILITIES                                                                     4,446,253
                                                                                                  -----------------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' DEFICIT:
      Preferred stock, $.001 par value;
          10,000,000 shares authorized;
          145,500 shares issued and outstanding                                                                145
      Common stock, $.001 par value;
          90,000,000 shares authorized;
          89,564,286 shares issued and outstanding                                                          89,564
      Additional paid in capital                                                                        10,182,933
      Stock subscription receivable                                                                        (45,500)
      Common stock to be issued                                                                            200,000
      Treasury stock, 4,400 common shares, at cost                                                          (5,768)
      Accumulated deficit                                                                              (14,613,129)
                                                                                                  -----------------
           TOTAL STOCKHOLDERS'  DEFICIT                                                                 (4,191,755)
                                                                                                  -----------------
                                                                                               $           254,498
                                                                                                  =================
</TABLE>

<PAGE>
                                WATER CHEF, INC.

                            STATEMENTS OF OPERATIONS

                                   (Unaudited)
<TABLE>
<CAPTION>

                                                        Three Months Ended June 30,     Six Months Ended June 30,
                                                       -----------------------------  -----------------------------
                                                           2002           2001            2002            2001
                                                       -------------  --------------  --------------  -------------

<S>                                                 <C>             <C>             <C>             <C>
Sales                                               $             - $             - $        40,000 $            -
                                                       -------------  --------------  --------------  -------------
Costs and Expenses:
     Cost of sales                                           26,200               -          43,480              -
     Selling, general and administrative                    231,989         361,907         455,823        531,873
     Research and development                                     -          53,125               -        106,250
     Non-dilution agreement termination cost              1,044,677               -       1,044,677              -
     Loss (Gain) on settlement of debt                       73,250        (140,631)         73,250       (140,631)
     Interest expense                                        59,868          24,173          97,236         33,632
                                                       -------------  --------------  --------------  -------------
                                                          1,435,984         298,574       1,714,466        531,124
                                                       -------------  --------------  --------------  -------------
Loss from continuing operations                          (1,435,984)       (298,574)     (1,674,466)      (531,124)
                                                       -------------  --------------  --------------  -------------
Gain from discontinued operations                                 -          48,744               -         13,174
                                                       -------------  --------------  --------------  -------------
Net loss                                                 (1,435,984)       (249,830)     (1,674,466)      (517,950)

Preferred stock dividends                                   (27,075)        (27,075)        (54,150)       (54,150)
                                                       -------------  --------------  --------------  -------------
Net loss applicable to
     common stock                                   $    (1,463,059)$      (276,905)$    (1,728,616)$     (572,100)
                                                       =============  ==============  ==============  =============
Basic and Diluted Loss Per Common Share:
     Continuing operations                          $         (0.02)$         (0.00)$         (0.02)$        (0.01)
     Discontinued operations                                      -            0.00               -           0.00
                                                       -------------  --------------  --------------  -------------
                                                    $         (0.02)$         (0.00)$         (0.02)$        (0.01)
                                                       =============  ==============  ==============  =============
Weighted Average Common Shares Outstanding -
     Basic and Diluted                                   88,591,759      80,872,830      87,608,485     76,570,859
                                                       =============  ==============  ==============  =============
</TABLE>

                       See notes to financial statements.

                                        3



<PAGE>
                                WATER CHEF INC.

                           STATEMENTS OF CASH FLOWS

                                  (Unaudited)
<TABLE>
<CAPTION>
                                                                                          Six Months Ended June 30,
                                                                                   ----------------------------------------
                                                                                       2002             2001
                                                                                   --------------   --------------
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                                                              <C>              <C>
    Net loss                                                                     $    (1,674,466) $      (517,950)
       Adjustments to reconcile net loss to
          net cash used in operating activities
            Loss from discontinued operations                                                  -          (13,174)
            Depreciation and amortization                                                    926              176
            Non-cash compensation and other services                                           -           36,750
            Loss (Gain) on settlement of debt                                             73,250         (140,631)
            Non-dilution agreement termination cost                                    1,044,677                -
            Amortization of debt discount                                                      -           31,000
            Write-off of note-payable                                                          -         (104,081)
       Change in assets and liabilities
          Inventories                                                                     13,250         (497,000)
          Other current assets                                                                 -          (26,464)
          Accounts payable and accrued expenses                                          240,988          880,702
                                                                                   --------------   --------------
       Net cash used in continuing operations                                           (301,375)        (350,671)
       Net cash provided by (used in) discontinued operations                             20,667         (463,271)
                                                                                   --------------   --------------
NET CASH USED IN OPERATING ACTIVITIES                                                   (280,708)        (813,943)
                                                                                   --------------   --------------
CASH FLOWS FROM INVESTING ACTIVITIES
    Purchase of property, plant and equipment                                                                (551)
                                                                                   --------------   --------------
NET CASH USED IN INVESTING ACTIVITIES                                                          -             (551)
                                                                                   --------------   --------------
CASH FLOWS FROM FINANCING ACTIVITIES
    Proceeds from notes payable                                                                           450,000
    Repayment of note payable                                                                  -          (25,000)
    Proceeds from sale of common stock and exercise of warrants                          322,000          584,770
                                                                                   --------------   --------------
NET CASH PROVIDED BY FINANCING ACTIVITIES                                                322,000        1,009,770
                                                                                   --------------   --------------
NET INCREASE IN CASH                                                                      41,292          195,276

CASH AT BEGINNING OF PERIOD                                                               33,797          158,100

                                                                                   --------------   --------------
CASH AT END OF PERIOD                                                            $        75,089 $        353,376
                                                                                   ==============   ==============
    Non-cash financing and investing activities:
       Common stock issued for debt                                             $              - $        110,995
                                                                                   ==============   ==============
       Common stock issued for accrued expenses                                 $         36,000 $              -
                                                                                   ==============   ==============

</TABLE>
                       See notes to financial statements.

                                        4

<PAGE>


                                WATER CHEF, INC.
                          NOTES TO FINANCIAL STATEMENTS
                         Six Months Ended June 30, 2002
                                   (Unaudited)

1.        BASIS OF PRESENTATION

         The accompanying unaudited 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 six
         month period ended June 30, 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 segment. Accordingly, this segment of the Company's business
         is reported as discontinued operations for the three and six months
         ended June 30, 2002 and 2001. The three and six months ended June 30,
         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 has had
         recurring losses. Additionally, the Company had working capital and
         total capital deficiencies of approximately $4,216,000 and $4,192,000,
         respectively, at June 30, 2002. 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, settling its existing debt by issuing shares of its
         common stock, 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.        RECENT ACCOUNTING PRONOUNCEMENTS
          --------------------------------

          a.   Effective  January  1, 2002,  the  Company  adopted  SFAS No. 142
               "Goodwill  and Other  Intangible  Assets".  Under  SFAS No.  142,
               goodwill  acquired in the  acquisition  will not be amortized but
               instead be tested annually for  impairment.  The adoption of SFAS
               No.  142 had no impact on the  Company's  financial  position  or
               results of operations.

          b.   In August 2001, the FASB issued Statement of Financial Accounting
               Standards No. 144 ("SFAS 144"), "Accounting for the Impairment or
               Disposal of Long-lived Assets".  SFAS 144 superceded Statement of
               Financial  Accounting  Standards  No.  121,  "Accounting  for the
               Impairment of Long-lived Assets and Assets to be Disposed of" and
               the accounting and reporting provisions of Accounting  Principles
               Board  Opinion No. 30,  "Reporting  the Results of  Operations  -
               Reporting the Effects of Disposal of a Segment of a Business, and
               Extraordinary,  Unusual  and  Infrequently  Occurring  Events and
               Transactions".  SFAS 144 also amends Accounting Research Bulletin
               No. 51,  "Consolidated  Financial  Statements,"  to eliminate the
               exception to consolidation  for a subsidiary for which control is
               likely to be temporary.  The provisions of SFAS 144 are effective
               for fiscal years beginning after December 15, 2001.

               The  most  significant  changes  made  by  SFAS  No.  144 are (1)
               goodwill is removed from its scope and, therefore,  it eliminates
               the  requirements of SFAS 121 to allocate  goodwill to long lived
               assets  to be  tested  for  impairment,  and (2) it  describes  a
               probability-weighted  cash flow  estimation  approach to apply to
               situations in which alternative  courses of action to recover the
               carrying amount of long-lived assets are under consideration or a
               range is estimated for the amount of possible  future cash flows.
               The Company's adoption of SFAS No. 144 on January 1, 2002 did not
               have a material  effect on its  financial  position or results of
               operations.

          c.   On April 30, 2002,  the FASB issues SFAS No. 145,  "Rescission of
               FASB  Statement  No. 4, 44 and 64,  Amendment  of FASB  Statement
               No.13, and Technical  Corrections."  The rescission of SFAS No.4,
               "Reporting  Gains  and  Losses  from  Extinguishments,  and "SFAS
               No.64,  "Extinguishments  of Debt made to  Satisfy  Sinking  Fund
               Requirements,"   which  amended  SFAS  No.4  will  affect  income
               statement  classification of gains and losses from extinguishment
               of  debt.   SFAS  No.4   requires  that  gains  and  losses  from
               extinguishment of debt be classified as an extraordinary item, if
               material.  Under  SFAS  No.  145,  extinguishment  of debt is now
               considered a risk management strategy by the reporting enterprise
               and  the  FASB  does  not   believe   it  should  be   considered
               extraordinary under the criteria in APB Opinion No.30, "Reporting

                                       6
<PAGE>

               the Results of  Operations - Reporting the Effects of Disposal of
               a  Segment  of  a  Business,   and  Extraordinary,   Unusual  and
               Infrequently Occurring Events and Transactions",  unless the debt
               extinguishment  meets the  unusual in nature and  infrequency  of
               occurrence  criteria  in APB Opinion No. 30. SFAS No. 145 will be
               effective  for fiscal years  beginning  after May 15,  2002.  The
               Company has not yet  determined  the impact of SFAS No.145 on its
               financial position and results of operations, if any.

          d.   In June 2002, the FASB issued SFAS No.146,  "Accounting for Costs
               Associated  with  Exit or  Disposal  Activities".  SFAS  No.  146
               addresses financial accounting and reporting for costs associated
               with exit or disposal  activities and nullified  Emerging  Issues
               Task Force Issue No.  94-3,  "Liability  Recognition  for Certain
               Employee Termination Benefits and Other Costs to Exit an Activity
               (including Certain Costs Incurred in a Restructuring)."  SFAS No.
               146 requires that a liability for a cost  associated with an exit
               or  disposal   activity  be  recognized  when  the  liability  is
               incurred.  A fundamental  conclusion  reached by the FASB in this
               statement is that an entity's  commitment  to a plan,  by itself,
               does not  create a present  obligation  to others  that meets the
               definition  of a liability.  SFAS No. 146 also  establishes  that
               fair  value  is the  objective  for  initial  measurement  of the
               liability.  The  provisions  of this  statement are effective for
               exit or disposal activities that are initiated after December 31,
               2002, with early application encouraged.  The Company has not yet
               determined  the impact of SFAS No.146 on its  financial  position
               and results of operations, if any.

4.       DIVIDENDS ON PREFERRED STOCK:
         -----------------------------

         At June 30, 2002, dividends in arrears on preferred stock was $720,256.

5.       COMMON STOCK
         -------------
         In February 2002, the Company's Board of Director approved the increase
         in the number of authorized common shares to 190,000,000 pending
         shareholders' approval.

         During the six months ended June 30, 2002, the Company sold 2,500,000
         shares of its common stock, for net proceeds of $100,000.

         During the six months ended June 30, 2002, the Company issued an
         aggregate of 450,000 shares of its common stock for consulting services
         totaling $36,000.

         During the six months ended June 30, 2002, the Company received
         $200,000 for 4,000,000 shares of its common stock to be sold, which
         shall be issued upon the approval of the shareholders on the increase
         of the authorized capital shares of the Company. Such amount has been
         recorded as "Common stock to be issued" in the accompanying financial
         statements.


                                       7
<PAGE>

         During the six months ended June 2002, the Company collected $22,000 of
         the stock subscription receivable.

6.       LOSS ON SETTLEMENT OF DEBT
         ---------------------------
         The Company was a defendant in an action brought by certain debenture
         holders (The "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
         had suffered by the Company's failure to register the shares issued
         under the warrant agreement.

         The Company had interposed defenses and counterclaims. In connection
         with the debentures, the Company had issued 6,667 shares of common
         stock for every $1,000 of debt at a price of $0.15 per share. The
         Company claimed that it was owed the $375,000 consideration for such
         shares. In addition, the Company had 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 had 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.

         In the second quarter of 2002, the Company and the Bridge Loans settled
         this dispute through which the Company will issue 3,750,000 shares of
         common stock valued at $497,500 in lieu of the principal and interest
         owed. The Company has booked the difference of $73,750 between $497,500
         and the principal plus accrued interest thereon of $423,750 as loss on
         settlement of debt.

7.       NON-DILUTION AGREEMENT TERMINATION COST
         ----------------------------------------
         In May 2002, the Company has agreed to issue to the Company's President
         and Chief Executive Officer, and the 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. The Company has
         recorded the liability of approximately $1,045,000 based upon the
         market price of its shares in May 2002, which is included in accrued
         expenses and other current liabilities.

8.       SUBSEQUENT EVENT
         ----------------
         During the six months ended June 2002, the Company agreed to issue an
         aggregate of 1,175,000 shares of its common stock for consulting
         services totaling $92,000.

9.       COMMITMENTS AND CONTINGENCIES
         -----------------------------
         The Company is a defendant in an action, brought by a customer,
         relating to a series of contracts that the Company entered into. These

                                       8
<PAGE>

         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 made a provision of $5,000 for this lawsuit
         as of June 30, 2002.

         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.


                                       9
<PAGE>




                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                         RESULTS OR PLAN OF OPERATIONS.

 INTRODUCTION


Until the fourth quarter of 2001, WaterChef was engaged in the manufacture and
marketing of water coolers and water purification and filtration products. In
the fourth quarter of 2001, the Company negotiated the sale of this business in
order to focus its activities on its PureSafe line of business. The PureSafe
Water Station has been designed by the Company to meet the needs of communities
who either do not have access to municipal water treatment systems, or for those
whose systems have 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 and six month periods ended June 30, 2002, resulting in a gain from
discontinued operations of $48,744 and $13,174 for the three and six month
periods respectively.

For the three months ended June 30, 2002 and June 30, 2001, WaterChef reported
no revenues. For the six months periods ended June 30, 2002 and June 30, 2001
the Company reported revenues of $40,000 and $0 respectively.

Cost of sales for the three and six month periods ended June 30, 2002 were
$26,200 and $43,480 respectively, compared to $0 in the three and six month
periods ended June 30, 2001.

Selling, general and administrative expenses for the three months ended June 30,
2002 were $231,989, compared to $221,276 for the year earlier period, an
increase of 5%; and $455,823 for the six months ended June 30, 2002 compared to
$391,242 for the six months ended June 30, 2001, an increase of 17%, primarily
due to higher factory rent and overhead expenses in the current period.

The Company has incurred no research and development expenses in 2002, compared
to $53,125 and $106,250 for the three and six month periods ended June 30,
2001.During the first six months of 2002 the Company negotiated the settlement
of debt and accrued interest for shares of the Company's stock, which resulted
in a reported loss of $73,750 in the six months ended June 30, 2002.


                                       10
<PAGE>

A gain from discontinued operations of $ 48,744 and $13,174 respectively was
reported for the three and six month periods ended June 30, 2001, compared to $0
for the comparable periods in 2002. The discontinued operations were sold in
December 2001, and no operations existed for these businesses in 2002.

During the second quarter of 2002, the Company has agreed to issue to the
Company's President and Chief Executive Officer, and the 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 Company and the
President had entered into in June, 1997. This non-cash event of approximately
$1,045,000 was valued at the then-current market price of $0.07 per share, and
represents a non-cash cost to the Company.

LIQUIDITY AND CAPITAL RESOURCES

At June 30, 2002 the Company had a stockholders' deficit of approximately
$4,192,000 and a working capital deficit of approximately $3,797,000. In
addition the Company has incurred losses from continuing operations of
approximately $1,436,000 and $ 1,674,000 for the three and six months periods
ended June 30, 2002. The accompanying financial statements have been prepared
assuming that the Company will continue as a going concern. However, 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 equity, and finding sufficient profitable markets for
its products to generate sufficient cash to satisfy its obligations. 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,
including that debt related to the discontinued operations. In the quarter ended
June 30, 2002 the Company reached a negotiated settlement concerning notes
payable and accrued interest aggregating $423,750. The terms of the settlement
agreement called for the issuance of 3,750,000 shares of common stock. As a
further condition of the settlement agreement, the Company must file a
registration statement with the Securities and Exchange Commission within 180
days to register these shares.

During the six months ended June 30, 2002, the Company raised $300,000 from the
sale of 6,500,000 shares of common stock. However, the Company has issued
2,500,000 shares of common stock so far for $100,000. Since the Company cannot
issue the shares of common stock due to pending approval of shareholders on the
increase of authorized share capital, 4,000,000 shares of common stock for
$200,000 is appropriately disclosed as "Common stock to be issued" under
Stockholders' deficit. In addition, the Company received payment of $22,000 for
shares issued during 2001 which was accounted for as a stock subscription
receivable. The Company also issued 450,000 shares of common stock, in lieu of
cash for consulting services performed. During the six month period ended June
30, 2001 the Company raised $584,770 through the sale of 11,536,246 shares of

                                       11
<PAGE>

common stock and settled accounts payable, notes payable and accrued interest of
$120,595 with the issuance of 1,210,000 shares of common stock.

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







                                       12
<PAGE>

PART II  OTHER INFORMATION

ITEM 1   LEGAL PROCEEDING

          The  Company  is a  defendant  in an action,  brought  by a  customer,
          relating to a series of  contracts  the Company  entered  into.  These
          contracts  were  with the  Company's  discontinued  water  cooler  and
          consumer filter operation.  These segments were sold in December 2001.
          However,  legal actions with regard to these  operations  prior to the
          sale remain the Company's  responsibility.  The customer claims breach
          of contract,  maintaining  that the Company shipped goods that did not
          meet the customer's  specification.  The customer seeks damages in the
          form of lost  opportunity  and lost  business  profits.  The Company's
          management and legal counsel believe that the action is without merit.
          The Company has made a $5,000  settlement offer for the nuisance value
          of the  lawsuit.  The  customer  rejected the offer and has proposed a
          $75,000  settlement.  The Company has made the provision of $5,000 for
          this lawsuit as of June 30, 2002.

          The Company is a plaintiff  in a criminal  action  brought  before the
          court in the Kingdom of Jordan, claiming the full payment for PureSafe
          Water Stations shipped,  its related costs and also the damages from a
          customer  in  Jordan.  Jordanian  counsel  has  been  retained  and is
          confident that the Company will prevail.


                                       13
<PAGE>



Item 2            Changes in Securities

                  None

Item 3            Defaults on Senior Securities

                  None

Item 4            Submissions of Matters to a Vote of Shareholders

                  None

Item 5            Other Information

                  None

Item 6            Exhibits and Reports on Form 8-K

                  Exhibits:

                           99.1   CERTIFICATION OF CHIEF EXECUTIVE OFFICER

                  Reports on Form 8-K:

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

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<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:    August 23, 2002               /s/David A. Conway
                                          ---------------------------------

                                          David A. Conway
                                          President, and Chief Executive Officer
                                          (Principal Operating Officer)







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