<PAGE>

                U.S. Securities and Exchange Commission
                         Washington, DC  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 August 31, 1996
      
  
  [  ]    TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934
  
  For the transition period from __________ to ________
  
                     Commission File No.    33-05844-NY
      
                       Wealth International, Inc.
                   ----------------------------------
             (Name of Small Business Issuer in its Charter)
      
            NEVADA                         87-0443026
  (State or Other Jurisdiction         (IRS Employer ID No.)
  of incorporation or organization)
  

               1190 North Spring Creek Place, Suite A
                         Springville, Utah 84663
                         --------------------  
               (Address of Principal Executive Offices)
  
                            (801) 489-8414
                            --------------   
            (Issuer's Telephone Number, including Area Code)
  
                        IMPRESSIVE VENTURES LTD.
                         1969 West North Temple
                       Salt Lake City, Utah 84111
                          -------------------
           (Former Address of Principal Executive Office)
                     
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 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.
  
  (1)  Yes  X    No                  (2)  Yes  X     No

  
There were 4,250,449 shares of common stock, $.001 par value, outstanding
as of October 22, 1996.

<PAGE>
                      PART I - FINANCIAL INFORMATION
         
Item 1. Financial Statements.
  

          The accompanying unaudited financial statements have been prepared
in accordance with the instructions for Form 10-QSB pursuant to the rules and
regulations of the Securities and Exchange Commission and, therefore, do not
include all information and footnotes necessary for a complete presentation of
the financial position, results of operations, cash flows and stockholders'
equity in conformity with generally accepted accounting principles.  In the
opinion of management, all adjustments considered necessary for a fair
presentation of the results of operations and financial position have been
included and all such adjustments are of a normal recurring nature.

          The unaudited consolidated balance sheets of the registrant and
it s subsidiary as of August 31, 1996, and the related audited balance sheet 
as of February 28, 1996, the unaudited related consolidated statements of
operations and cash flows for the three months ended August 31, 1996 and 1995,
and the six months ended August 31, 1996 and 1995,  and the unaudited
consolidated statement of stockholders' equity for the period from  March 17,
1986 (date of inception) through August 31, 1996, are attached hereto and
incorporated herein by this reference.

          Operating results for the quarter ended August 31, 1996, are not
necessarily indicative of the results that can be expected for the year ending
February 28, 1997.

<TABLE>

                 WEALTH INTERNATIONAL INC. AND SUBSIDIARY
                        CONSOLIDATED BALANCE SHEETS
                   AUGUST 31, 1996 and FEBRUARY 29, 1996
<CAPTION>


                                     August    
                                    (Unaudited)       February
 
<S>                                 <C>        <C>
                             ASSETS                        

CURRENT ASSETS

 Cash                                $ 101,455 $        -     
 Supplies                                  475          -     
 Prepaid expenses                        1,300          -     
 
     Total Current Assets              103,230          -     


PROPERTY AND EQUIPMENT -
 Net of accumulated depreciation        37,545          -     

                                    $  140,775 $        -       
                              

                 LIABILITIES AND STOCKHOLDERS' EQUITY



CURRENT LIABILITIES

 Accounts payable                   $   11,408 $     1,600 
 Accrued liabilities to member's        38,250          -     
 Income tax payable                        725          -     

     Total Current Liabilities          50,383       1,600 



OTHER LIABILITIES

 Advances by stockholders               82,844          -     

                        STOCKHOLDERS' EQUITY

 Common stock
  500,000,000 shares authorized
  at $0.001 par value; 4,250,449
  shares issued and outstanding on
  August 31 and 11,375,000 on 
  February 29, (before a stock split
  - Note 1)                          $   4,250   $  11,375 

 Capital in excess of par value        542,142     528,772 

 
 Deficit accumulated since inception  (538,844)   (541,747)

  Total Stockholders  Equity 
     (Deficiency)                        7,548      (1,600)


  Total Liabilities & Stockholders' 
      Equity                         $ 140,775    $      0     

</TABLE>

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

<TABLE>
                 WEALTH INTERNATIONAL INC. AND SUBSIDIARY
                   CONSOLIDATED STATEMENTS OF OPERATIONS
                              (Unaudited)                          


<CAPTION>
                                 For the Three Months     For the Six Months   
                                 Ended August 31, 1996   Ended August 31, 1996 
                                   1996       1995          1996        1995  

<S>                             <C>         <C>          <C>         <C>
REVENUES                        $220,362    $       0    $220,362    $       0 
  


EXPENSES                         217,459            0     217,459            0 
  


NET INCOME (LOSS)             $    2,903    $       0    $  2,903    $       0 


NET INCOME (LOSS) PER SHARE   $        0    $       0    $      0    $       0 
  
</TABLE>
The accompanying notes are an integral part of these financial statements.

<TABLE>
                 WEALTH INTERNATIONAL, INC. AND SUBSIDIARY
         CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
              Period from March 17, 1986 (Date of Inception) 
                            to August 31, 1996
                                (Unaudited)
<CAPTION>

                                
                                Common Stock  Capital in Excess  Accumulated
                             Shares    Amount   of Par Value       Deficit
<S>                      <C>          <C>         <C>              <C>
Balance March 17, 1986 - 
Date of inception                  0  $     0     $      0         $        0

Issuance of common stock 
for cash - 1986            5,000,000    5,000            0                  0

Issuance of common stock 
for cash - net of costs - 
1987                      12,500,000   12,500      201,972                  0

Net loss for the year 
ended February 28,  1988           0        0            0            (10,941)

Issuance of common stock 
for all of the outstanding 
stock of Med-Recon, Inc. - 
1988                       1,000,000    1,000            0                  0

Net income for the year 
ended February 28, 1989            0        0            0                165

Net loss for the year 
ended February 28, 1990            0        0            0               (145)

Net loss for the year 
ended February 28, 1991            0        0            0           (209,495)

Net loss for the year 
ended February 28, 1992            0        0            0               (156)

Net loss for the year 
ended February 28, 1993            0        0            0               (100)

Issuance of common stock 
for services - 1993       15,000,000   15,000            0                  0
   
Capital contributed by 
stockholders - 1993                0        0        4,675                  0  

Net loss for the year 
ended February 28, 1994            0        0            0            (19,475)

Issuance of common stock 
for services - no value 
assigned - 1994          185,000,000  185,000     (185,000)                 0
   
Reverse common stock 
split at 20 for 1 - 
June 7, 1994            (207,575,000)(207,575)     207,575                  0

Issuance of common stock 
for all of the outstanding 
stock of Louis Siegal 
Associates, Inc. - no 
value assigned - rescinded 
August 14, 1995 - June 20, 
1994                         400,000      400         (400)                 0

Issuance of common stock 
for cash-October 24, 1994  5,000,000    5,000      295,000                  0

Net loss for the year ended 
February 28, 1995                  0        0            0           (300,000)

Balance February 28, 1995 16,325,000   16,325      523,822           (540,147)

Cancellation of common 
stock resulting from
recission of Louis Siegal 
Associates Inc. purchase - 
August 17, 1995           (4,950,000)  (4,950)       4,950                  0

Net loss for the year ended 
February 28, 1996                  0        0            0            ( 1,600)

Balance February 29, 1996 11,375,000   11,375      528,772           (541,747)

Reverse common stock split 
at 250 for 1 -
August 27, 1996          (11,329,500) (11,330)      11,330                  0



Issuance of common stock 
for all outstanding stock 
of Wealth International, 
Inc., a Utah corporation 
- August 17, 1996         4,200,000     4,200        2,045                  0  

Net income for the six 
months ended August 31, 
1996                              0         0            0              2,903

Shares issued resulting
from rounding and minimum
share resolution related
to reverse split              4,949         5           (5)                 -

Balance August 31, 1996   4,250,499  $  4,250     $542,142          $(538,844)
</TABLE>
 The accompanying notes are an integral part of these financial statements

<TABLE>
                 WEALTH INTERNATIONAL, INC. AND SUBSIDIARY
                   CONSOLIDATED STATEMENTS OF CASH FLOWS
                                (Unaudited)
<CAPTION>
                               For the Three Months   For the Six Months
                                Ended August 31,        Ended August 31,
                                 1996      1995          1996      1995     
<S>                           <C>        <C>         <C>       <C>  
CASH FLOWS FROM OPERATING ACTIVITIES:                         
  
  Net income                  $   2,903  $       0   $  2,903  $        0
    
Adjustments to reconcile net 
loss to net cash provided by 
operating activities:                                         
  
    Depreciation                    642          0        642           0

    Increase in income tax payable  725          0        725           0  
    Increase in accounts payable 48,059          0     48,059           0

    Net Cash Used by Operating 
     Activities:                 52,329          0     52,329           0


CASH FLOWS FROM  INVESTING ACTIVITIES:                        
  
Purchase of equipment            (4,745)         0     (4,745)          0


CASH FLOWS FROM FINANCING ACTIVITIES:                         
  
(Decrease) advances by 
stockholders                    (37,334)        0    (37,334)          0  

(Decrease) Increase in cash      10,250         0     10,250           0
 
Cash at Beginning of Period      91,205         0     91,205           0
  
Cash at End of Period         $ 101,455    $    0  $ 101,455     $     0
   
SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES:

Issuance of 1,000,000 shares common stock for all of the 
outstanding stock of Med-Recon, Inc. - 1988                      $ 1,000

Issuance of 15,000,000 shares common stock for services - 1993   $15,000

Issuance of 185,000,000 shares common stock for services - no 
value assigned - 1994                                            $     0
   
Issuance of 400,000 shares common stock for all of the 
outstanding stock of Louis Siegal Associates Inc. - no 
value assigned - rescinded August 15, 1995 - June 20, 1994       $     0
   
Cancellation of 4,950,000 shares common stock resulting from 
recission of Louis Siegal Associates Inc. purchase - August 17, 
1995                                                             $(4,950)

Issuance of 4,200,000 shares common stock for all outstanding 
stock of Wealth International, Inc. - August 27, 1996            $ 6,245
</TABLE>    
                 WEALTH INTERNATIONAL, INC. AND SUBSIDIARY
                       NOTES TO FINANCIAL STATEMENTS

1. ORGANIZATION

The Company was incorporated under the laws of the State of Nevada on March
17, 1986, with authorized common stock of 500,000,000 shares at $.001 par
value and three classes of stock warrants.  The warrants expired without being
exercised.

During 1988, the Company purchased all of the outstanding stock of Med-Recon,
Inc., a Nevada corporation, in exchange for 1,000,000 shares of the Company. 
Med-Recon was in the business of reconditioning medical equipment and operated
until 1990 when operations ceased.  During that period, the Company loaned
Med-Recon $190,029, which has since been written off.

On June 7, 1994, the Company issued 400,000 shares of its common capital stock
in exchange for all of the outstanding stock of Louis Siegal Associates, Inc.,
a California corporation after a reverse stock split was completed by the
Company of 20 for 1, as outlined below.  Louis Siegal operated several retail
floor covering stores.  In connection with the acquisition of Louis Siegal, an
additional 5,000,000 common shares of the Company was issued October 24, 1994,
for $300,000.  The $300,000 was loaned to Louis Siegal and later written off
as a bad debt.  The transaction was mutually rescinded, due to a failure of
consideration, on August 14, 1994, and 4,950,000 shares of the Company were
returned and cancelled on August 17, 1995.

On June 7, 1994 the Company completed a reverse stock split of 20 for 1 and on
August 27, 1996 the Company completed a reverse stock split of 250 for 1.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Accounting Methods

The Company recognizes income and expenses based on the accrual method of
accounting.

Dividend Policy

The Company has not yet adopted a policy regarding payment of dividends.

Income Taxes

At February 29, 1996, the Company had a net operating loss (NOL) carry forward
totaling $541,747.  The tax benefit from the loss carry forward  has been
fully offset by a valuation reserve because the use of the future tax benefit
is doubtful.

Earnings (Loss) Per Share

Earnings (loss) per share amounts are computed based on the weighted average
number of shares actually outstanding. 

Estimates and Assumptions

Management uses estimates and assumptions in preparing financial statements in
accordance with generally accepted accounting principles.  Those estimates and
assumptions affect the reported amounts of assets and liabilities, the
disclosure of contingent assets and liabilities, and the reported revenues and
expenses.  Actual results could vary from the estimates that were assumed in
preparing the financial statements.

3. ACQUISITION OF WEALTH INTERNATIONAL INC.

On August 27, 1996, after the reverse stock split, the company completed an
acquisition of all of the outstanding stock of Wealth International, Inc. , a
Utah corporation,( the subsidiary )  in exchange for 4,200,000 common shares
of the Company.  The name of the Company was then changed to Wealth
International, Inc. from Impressive Ventures, LTD.

The contractual agreement and plan of exchange provided for stock for stock
exchange in which the owners  of the outstanding stock of the subisdiary
(consisting of 20,000 shares) exchanged their stock for 4,200,000 newly issued
restricted common shares of the Company.  After the completion of the exchange
the subsidiary was wholly owned by the Company and the Company s only asset
was the stock in the subisdiary.  After the exchange the new controlling
parites held 87.8% of the stock of the Company,

For reporting purposes, the acquisition has been treated as an acquisition of
the company by it s subsidiary (a reverse acquisition) and as a
recapitalization of the subsidiary with it s historical activity, prior to
August 31, 1996, being included in the financial statements.

Wealth International Inc.(the subsidiary)  was organized in the State of Utah
on July 10, 1996 and had not established a reporting fiscal year and the
Company has a fiscal year of February 29.  The statements of operations of
both companies have been combined as if each has a fiscal year February 29.

The subsidiary is in the business of a multilevel shopping organization using
the internet.

There is no additional consideration nor any contingent payments or options
specified in the acquisition agreement.

4. RELATED PARTY TRANSACTIONS

See note 3 for the acquisition of the subsidiary. 

5.  SUBSEQUENT EVENTS

Effective October 25, 1996, at the hour of 8:00 o'clock a.m., local time, the
outstanding common stock of the Company will be forward split on a basis of
four for one, by resolution of the Board of Directors adopted October 22,
1996.

On October 22, 1996, the Board of Directors also adopted a written
compensation agreement (the "Consultant Compensation Plan No. 1" [the "Plan"])
pursuant to which options were granted for nominal services rendered by six
individuals who were former directors or executive officers of the Company or
individual consultants to the Company (collectively, the "Consultants") to
acquire an aggregate total of 425,000 shares of the Company's common stock at
an exercise price of $2 per share.  These options will be subject to
adjustments by virtue of the four for one forward split to be effective
October 25, 1996, which will result in there being a total of 1,700,000 shares
covered by these options, exercisable at a price of $0.50 per share.

On such date, the Board of Directors also resolved to issue 75,000
"unregistered" and restricted" shares of the Company's common stock to Pacific
Management Services, Ltd., which will be increased to 300,000 shares
folllowing the forward split.

Item 2.  Management's Discussion and Analysis or Plan of Operation.
            
History

On August 27, 1996, the Company completed an acquisition of all of the
outstanding stock of Wealth International, Inc. , a Utah corporation, (the
subsidiary)  in exchange for shares of the Company. The name of the
Company was then changed to "Wealth International, Inc." from "Impressive
Ventures, Ltd."

The Agreement and Plan of Exchange provided for a stock for stock
exchange in which the owners  of the outstanding stock of the
subsidiary (consisting of 20,000 shares) exchanged their stock for 4,200,000
newly issued  restricted common shares of the "Company". After the 
completion of the exchange, the subisidiary was wholly-owned by the Company
and the Company's only asset was the stock in the subsidiary. Following the
exchange, the new controlling parties held 98.8% of the stock of the
Company.

For reporting purposes, the acquisition has been treated as an acquisition of
the Company by the subsidiary (a reverse acquisition) and as a
recapitalization of the subsidiary with it s historical activity, prior to
August 31, 1996, being included in the financial statements.

The subsidiary was organized in the State of Utah on July 10, 1996, for the
purpose of continuing an existing business of a multilevel shopping
organization using the Internet. 

There is no additional consideration nor any contingent payments or options
specified in the Agreement and Plan of Exchange.

Description of Business

The subsidiary owns a Virtual Mall on the world wide web that operates
through an independent sales force and offers one touch shopping for a variety
of name brand  products at very competitive prices.

This marketing approach was  developed after 25 years of marketing
experience and many years of importing through contractual arrangements with 
some of the worlds largest manufacturers and importing companies.

The subsidiary utilizes single-link distribution to provide its clients
with national and world wide Internet exposure.

Management believes that shopping by the Internet  will become a major
economic force in the future and that the revenues of the subsidiary, which
amounts to $220,362 for the last one  and one half months, will show
substantial increase during the next year.

Liquidity and Capital Resources

At August 31, 1996, the Company had liabilities of $1,600 which will be
satified by  additional capital contributions  by the stockholder's of the
Company.

At August 31, 1996, the the subsidiary had sufficient cash with which to
pay its obligations.  Management believes that the subsidiary will continue
to maintain adequate cash and other current assets to satisfy its
liabilities.

Results of Operations

The Company has had no operations during the last quarter and has no
plans to establish any operations in the future.

The subsidiary is in the beginning stages of its operations on the
Internet and  shows a net profit of $2,903 on a volume of $220,362 for the one
and one half months period. Management projects a substantial increase in the
net profits  for the coming year.


                           PART II - OTHER INFORMATION
                                
Item 1. Legal Proceedings.
  
         None
  
Item 2. Changes in Securities.
  
         None
  
Item 3. Defaults 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.
  
          (a)  EXHIBIT             EXHIBIT NUMBER
  

             Financial Data              27
             Schedule

          (b)  Reports on Form 8-K
  
          A Form 8-K Current Report dated August 27, 1996, is being filed
simultaneously with this Report.  
  
  
                         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.
  
  
                                     WEALTH INTERNATIONAL, INC.
  
  
Date: 10/22/96                        By /s/ Ronald A. Nilsson
                                        President/Director


Date: 10/22/96                           /s/ Richard T. Smith
                                        Chief Financial Officer/
                                        Director