U.S. SECURITIES
  AND EXCHANGE COMMISSION 
  Washington D.C. 20549 
  FORM 10-KSB/AAmendment No. 2(x) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE 
       SECURITIES EXCHANGE ACT OF 1934 
       For the fiscal year ended December 31, 2005 
  OR 
  ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE 
       SECURITIES EXCHANGE ACT OF 1934
  Commission File No. 0-27454 
 WORLD WIDE
  MOTION PICTURES CORPORATION 
  (Name of small business issuer in its charter)  MICHIGAN 
  (State or other jurisdiction 
  incorporation or organization)
  33-0081215 
  (I.R.S. Employer 
  Identification No.)  2120 MAIN
  STREET, SUITE 180, HUNTINGTON BEACH, CA 
  (Address of principal executive offices)
  92648 
  (Zip Code)  (714) 960-7264
  
  (Issuer's telephone number)Indicate
  by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405
of the Securities Act. Yes [ ] No [x] 

          Indicate
  by check mark if the registrant is not required to file reports pursuant to Section 13
or Section 15(d) of the Act. Yes [ ] No [x] 

          Indicate
  by check mark whether the registrant (1) filed all reports required to be
  filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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 [ ] 

          Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the Registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  [ ] 

          Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of "accelerated filer and large accelerated filer" in Rule 12b-2 of the Exchange Act. (Check one):  Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [x]

          Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [x]

          Indicate the
  number of shares outstanding of each of the Issuer's classes of common stock
  as of the latest practical date: 29,170,152 shares of Common Stock (par value
  $.001 per share) outstanding on December 31, 2005.  As of March 31, 2006, and primarily due to the Share Exchange referred to in the Company's SEC Information Statement 14C filing of January 22, 2006, the Company's outstanding common par value $.001 shares was 98,462,859 of which 91,940,586 are restricted subject to Rule 144 provisions.  Certain of the Share Exchange provisions expire on June 1, 2006.  Although unlikely, if certain warranties agreed to in the Share Exchange become unsubstantiated, the number of shares of outstanding common stock of the Company could be materially reduced.

        Documents Incorporated by Reference: The registrant's definitive information statement 14C filed January 27, 2006 is incorporated by reference in this Annual Report to the extent therein.
  Explanatory Note
  PART I
     World Wide Motion Pictures (a sole proprietorship)(the "Predecessor") was
founded in July of 1977, with the guidance and consultation of well-known
producer and director Otto Preminger, under the name of World Wide Motion
Pictures and later incorporated under the laws of the state of Michigan on
December 9, 1980 under the name of World Wide Motion Pictures Corporation (the
"Predecessor") and has filed "annual reports" with the state of Michigan
securities bureau as required by Michigan law.  The Predecessor was formed for
the purpose of financing, developing, producing, purchasing and distributing
filmed and taped motion picture and television product for consumption by the
general public.  In March of 1981 the Predecessor acquired G.L. Productions,
Inc. and all of its facilities, a Washington, D.C. company.  In November of
1983, the Predecessor, through a reorganization agreement, merged with the
National Power Corporation (the "Company")(formerly Juggernaut Energy
Corporation), a Utah public corporation.  National Power Corporation's common
stock was traded on the over-the-counter market with registered broker-dealer
firms making a market nationally.  Contemporaneously with the merger, the name
of the Company was changed to WWMP Inc. and subsequently changed to World Wide
Motion Pictures Corporation.  At the time of this filing, the Company has
shareholders in all 50 states and several foreign countries.
The Predecessor formerly was, and currently the Company is, organized to
finance, develop, produce, purchase and market/distribute a wide variety of
motion picture and television projects including feature films, short subjects,
docudramas, documentaries, industrial films, and television productions using a
formula of high technology, moderate budget, cost control, and continual flow
of product.  The Company is engaged in and pursuing diversified business
enterprises with profit potential as authorized by its charter and bylaws.

In 2005, the Company had an active 16-member Board of Directors; Board designated
committees including Executive, Audit, Finance, Personnel and Ethics; staff
operating committees including Production and Product Development, Ethical
Standards, and Experimental projects; elected officers, and an Advisory Board
of Directors.  Certain other individuals who provide technical, theatrical,
marketing, business, and production services to the Company on a specific
ongoing basis have entered into contracts with the Company.

The following transactions represent certain events that have transpired
throughout the history of the Company's business that resulted in major
developments within the Company's current corporate strategic plan and the
specific developments regarding the Company's business in the last three years.

   CORPORATE ACQUISITION BY THE PREDECESSOR

In March of 1981, the Predecessor acquired G.L. Productions Inc., a Washington,
D.C. company ("GLP") and all of its assets.  GLP was a production and
distribution company producing and distributing short subject, docudrama,
documentary and industrial motion pictures.  Certain of GLP's productions were
produced and distributed in conjunction with the United States Government
Central Intelligence Agency.  The Predecessor acquired GLP by the exchange of
12,469 then authorized and previously unissued shares of the Predecessor which,
upon merger with the Company, became 2,012,814 shares of common stock of the
Company.  These shares were issued to GLP's president and sole owner, George T.
Lindsey, for 1000 shares of GLP unregistered common stock representing 100% of
GLP's outstanding common stock. Mr. Lindsey is currently a Vice President for
the Company and is entitled to a contractual sales commission.

Juggernaut Energy Corporation had prepared an offering circular for the
issuance of an initial public offering of up to 500,000 shares of its common
stock for the purpose of acquiring a maximum of $100,000 or minimum of $50,000
in working capital.  The effective date of the offering April 18, 1980.  The
stock offering price was $.20 per share and the offering was closed upon the
acquisition of the minimum amount of expected proceeds.  Combined with the
original incorporator's stock, immediately following the close of the public
offering, the Company's outstanding shares of common stock totaled 1,350,000
(150,000 initially issued to Officers, Directors and Founder of the
corporation; 500,000 from offering; 150,000 at par value $0.01 as partial
consideration for the assignment of interest in oil exploration; 550,000 for
$5,500.00 cash).  On October 17, 1981, Juggernaut Energy Corporation amended
its Articles of Incorporation to effect a name change to National Power
Corporation, increase the authorized common stock to 50,000,000 shares, and
decrease the par value from $.01 to $.0025 per share.

On October 14, 1983, National Power Corporation executed a letter of intent
with the Predecessor, the material provisions of which provided that the
Predecessor would exchange 145,578 of its unregistered common shares for
23,500,000 of the issued and outstanding capital stock of National Power
Corporation.  On February 10, 1984, pursuant to a special meeting of
shareholders of the National Power Corporation, a majority of the National
Power Corporation's issued and outstanding shares adopted resolutions relating
to the consummation of an Agreement and Plan of Reorganization as between the
Predecessor, namely World Wide Motion Pictures Corporation and the National
Power Corporation. In connection with the foregoing, the Predecessor issued to
the National Power Corporation 145,578 shares of its unregistered common stock
and in consideration therefore, the Predecessor acquired, in a tax-free stock
for stock transaction (calculated to comply with Internal Revenue Codes),
approximately 94% of the issued and outstanding shares of the National Power
Corporation. Further, the merger process resulted in a change in the Company's
number of shares issued, outstanding and authorized and a change in par value.
Also, as a result of the foregoing transaction, a change in control of the
Company took place and a new board of directors was elected.  The National
Power Corporation also amended its Articles of Incorporation to effect a name
change to World Wide Motion Pictures Corporation, the Company.

   SECURITIES OFFERINGS OF THE PREDECESSOR AND COMPANY

In June of 1982, the Predecessor's securities counsel, Dykema, Gossett,
under the direction of the Predecessor's management,
prepared an unregistered private placement limited partnership offering
circular for the production of one full length feature motion picture.  Net
proceeds to the Company would have been $1,000,000 (50 units at $20,000 per
unit).

The offering was prepared as a self-underwriting financing proposed by the
Predecessor to be formed in compliance with the Uniform Limited Partnership Act
of the State of Michigan.  The offering was abandoned prior to any sales of
units as a result of a change in strategic planning by the Predecessor's
management.  Essentially, management concluded that expending all of its
production resources in the preparation of one motion picture was unduly
speculative and that participation in a broad range of film and television
partnership packages would thereby assure a greater degree of opportunity for
success.

In March of 1986, the Company's securities counsel, Berry, Moorman, King, Cook
and Hudson, under the direction of the Company's management, prepared a
registered private placement limited partnership offering circular for the
production of four full length feature motion pictures. Net proceeds to the
Company would have been $200,000 minimum or $4,960,000 maximum (40 units at
$5,000 per unit minimum/992 units at $5,000 per unit maximum). The offering was
to be underwritten by R.B. Marich Inc., a registered broker/dealer firm in
Denver, Colorado, and W.R. Lazard & Co., a registered broker/dealer firm in New
York, New York.  The offering was withdrawn as a result of impending changes
that occurred in the United States tax laws at that time. All proceeds that
were committed to the offering were returned.

The Company has not effected a public offering of its common stock since the
initial public offering of the National Power Corporation in 1980.

   FILM LIBRARY ACQUISITIONS

The Company acquires certain rights to various completed motion pictures and television
productions, some of which are totally or partially purchased in exchange for
common stock, preferred stock, and a revenue participation of the Company.  A
significant acquisition occurred in November of 1991, at which time the Company
entered into an agreement with an un-related non-affiliated entity, Presidio
Productions, a California corporation ("Presidio"), whereby the Company
acquired all right, title and interest in revenue and physical elements of 136 motion picture and television productions ("Product") in exchange for a total consideration aggregating
2,000,000 fully paid, non-assessable, unregistered Rule 144 shares of common
stock of the Company and 25,000 fully paid, non-assessable, unregistered shares
of preferred stock of the Company.  Further terms and conditions of the
Company/Presidio transaction were as follows:

a.) The Company agreed to cause all of the common shares being issued to
Presidio thereunder to be issued immediately following the "closing" of the
Company/Presidio transaction; and,

b.) The Company issued the remaining preferred shares upon the delivery of all
physical elements of the product including 35mm gauge negative film footage,
35mm gauge answer print film footage, 1-inch videotape masters, 3/4" videotape
submasters, and 1/2" videotape archival cassettes.

The value of the film library was determined by arms-length negotiations
between the buyer and the seller which included review of production and
replacement costs, previous marketing experience and marketing potential.
Accordingly, the Company, pursuant to GAAP, reported the transaction in the
financial statements at $12,750,000 under unclassified assets. On December 14,
1992, the Company/Presidio transaction was considered closed, with all parties
thereto having executed the agreement and Product delivered to the Company.
Under the terms of that same agreement all Product had been delivered by
Presidio to the Company in good condition and represented to be free of any and
all liens or encumbrances along with a bill of sale regarding the same.  To
date, a limited amount of revenue has been received from the leasing of films
and television productions in the library.

   FORMATION OF OPERATING SUBSIDIARIES OF THE COMPANY

In July, 1993, the Company formed two fully operational, wholly owned
subsidiaries, World Wide Film & Television Institute and WWMPC Environmental
Services Corporation.  The Institute's primary business is the development,
production, marketing, and implementation of educational symposiums, workshops,
lectures, and forums, on a national basis in areas covering the entertainment
industry specifically film and television, financing, packaging, production,
marketing/distribution, and the political/networking process that accompanies
these areas of expertise.  Main events (primarily symposiums and seminars with
more than one hundred participants) are periodically scheduled along with
workshops, lectures and forums.  The Company's first entry into a completely
diversified field was the formation of WWMPC Environmental Services
Corporation.  This company's primary business was the marketing and
distribution of environmental services (including detection and remediation of
indoor air quality for residential and commercial dwellings and
products)(including indoor air quality testing kits for residential and
commercial dwellings); the orchestration, production, marketing, and
implementation of information seminars and infomercials designed specifically
for contractors and other professionals in the energy business desirous of
augmenting their existing activity by entering the environmental services
field.  Special staff with expertise in this area was retained by the Company's
management to ensure optimum productivity and growth potential. The Company
discontinued the operation of this business in December 1994.

Subsidiary corporations are formed or acquired periodically for the purpose of developing,
producing, or distributing one or more motion picture or television productions
owned and/or controlled by the Company.  The subsidiary corporations, when
active, individually operate as a separate business with separately defined
boards of directors, executive and operating officers, investors, liabilities,
production or co-production teams and revenue sharing arrangements.

Currently, in addition to World Wide Film and Television Institute Inc., the
company has two active "production" corporation subsidiaries; World Wide
Productions Inc., which was recently used for the production of the feature
length motion picture entitled "Shattered Illusions" featuring Morgan
Fairchild, Bruce Weitz, Richard Lynch, and Dan Monahan; World Wide Productions
Inc. for the production of an upcoming specialty television production entitled
"The Classics", and the feature length motion picture tentatively entitled
"Along for the Ride"; and World Wide Entertainment Inc. with several feature
film and television productions in development and/or distribution including
the award-winning Australian feature film entitled "Amy", starring Rachel
Griffiths and the award-winning historical feature film entitled "Ninth
Street", starring Martin Sheen and Isaac Hayes.BUSINESS OF COMPANY

   PRINCIPAL PRODUCTS AND SERVICES OF THE COMPANY

The principal business of the Company is the development, financing,
production, purchasing and marketing/distribution of feature films/video
productions and various other forms of filmed and/or televised entertainment.
In addition, the Company and its Associates produce/co-produce documentaries,
docudramas, industrial films, and specialty television productions for
consumption by the general public.  Feature films and short subject projects
completed and/or marketed by the Company are generally rented or sold to
national and international theater chains, independent television stations and
television networks.  Revenue can be generated from a variety of sources.  The
three basic sources are:  (1) theatrical exhibition pursuant to agreements
which generally provide for payment by the exhibitors of a percentage of box
office receipts with or without a guarantee of a fixed minimum, (2) licensing
to television networks, regional broadcasters and syndicated arrangements
pursuant to agreements which provide for a fixed license fee payable in
periodic installments; and (3) wholesale of film/video product to national and
regional home video outlets encompassing both foreign and domestic markets
pursuant to a fixed retail rental formula.  Substantial additional profits may
also accrue from ancillary exploitation of media product including satellite
broadcast, merchandising, literary rights and related paraphernalia.

The Company produces/co-produces and markets its film and television product as
individual motion pictures and television productions which are customarily
organized and accounted for as separate businesses with their own management,
employees, equipment and budgets. Currently, the Company is using wholly owned
subsidiary corporations it has formed for motion picture and television
production.  The controlling production entity or co-production entity (in
certain cases, the Company) has primary overall responsibility for all aspects
of a project, from pre-production, principal photography and post production
through marketing and distribution.  The individual producer(s) for each film
or television project is responsible for general management and administrative
coordination of the film or video as well as participation in the planning,
principal casting, technical and creative responsibilities to be performed in
conjunction with the director of the production.  The production of a full
length motion picture or feature television project involves a number of
related activities which, in general, can take six months to more than a year
to fully complete.

Producers, directors, performers, writers, and various technicians who
participate in the production of the Company's film and television projects are
generally retained on a project-by-project basis, and are normally compensated
by negotiated fixed fees and/or all standard guidelines set down by unions and
guilds in the motion picture and television industry.

The Company's various production, development, marketing, and finance
committees continuously review and, in specific cases consult on or package
feature film and television projects for financing, production, and
distribution.  Management of the Company has, since the Company's inception,
encouraged "open" screenplay and teleplay submission in addition to the
submission of completed project acquisition possibilities in all genre of
filmed and video taped entertainment in order to insure the best possible
opportunity for selection of quality and marketable product for the Company to
be involved.

The Company currently owns and maintains a completed screenplay and teleplay
literary library encompassing 59 WGA (Writer's Guild of America) registered
properties and several hundred unregistered from which it periodically reviews
and occasionally selects the most imaginative and promising ones for either
development, production, or marketing.  Certain screenplays and teleplays
currently owned or optioned by the Company have been developed and packaged for
production throughout the history of the Company.

Additionally, the Company currently owns and maintains a completed film and
television library encompassing 314 titles of feature length motion pictures,
documentaries, docudramas, and television projects.  Ownership of a film property includes
primarily revenue participation rights, film masters, prints and marketing paraphernalia
and may not include the copyright.For internal control
purposes, the Company's Board of Directors directed management to retain an
independent appraiser in order to further establish verification of the value
of its completed product library as currently determined by staff and
management.  The Company also owns certain film equipment, a sound effects
library, a still slide library, novels and options on treatments and holds a
beneficial interest in certain ongoing contracts.  Options on literary
treatments otherwise defined as developing storylines and creative ideas are
occasionally secured by the Company and company's like the Company for the
purpose of developing the storyline or creative idea into a fully developed
screenplay or teleplay at some unknown time in the future.  The Company may or
may not contribute expertise to a film or television project such as script
polishing, script rewriting, packaging, financing, scheduling, budgeting, and
line production. The Company's "beneficial interest" (percentage of future
revenue, if any) in certain ongoing contracts includes certain of the
above-referred to options or options on already fully prepared screenplays or
teleplays which may or may not be produced into a film or television production
at some unknown time in the future. The full development of the contracts is
dependent on the acquisition of additional capital by the Company.

Distribution of product by the Company initially can be and currently is
generally channeled through the Company's distribution/marketing network of
associated companies, the Company's Producer's Representatives, television
syndicators and all other established customary channels used by independent
producers and production companies.  The Company's distribution/marketing
network of associated companies is comprised of a wide variety of domestic and
foreign film distributors and television syndicators, all of which have
extensive backgrounds of experience and knowledge in specific areas of
marketing and distribution of film and television product including domestic
film distribution, foreign film distribution, domestic television syndication,
foreign television syndication, domestic home video distribution, foreign home
video distribution, domestic and international cable, pay-per-view and
satellite broadcast and domestic and international ancillary venues.  The
Company's Producer's Representatives, in some cases, act as a liaison between
the Company and the above referred distribution network relative to specific
contractual points of discussion for a particular transaction the Company may
be contemplating for the exploitation of one of its product.

The principals of the Company have a proven record of professional experience
demonstrating their training and knowledge in high quality, cost controlled,
moderately budgeted film/video productions and innovative marketing and
distribution skills.  Certain of these backgrounds include production and
marketing experience at both large studios and small independent companies.
The combined number of motion pictures and television productions the
production and marketing personnel of the Company have been instrumentally
involved with, encompass over 200 productions. The production and marketing
team is skilled and/or expert in the use of the latest technological filming
and video taping techniques, state-of-the-art equipment, and administrative
control, ie, experienced budget scheduling and production/distribution cost
supervision and marketing and exhibition capabilities.  Certain of the
technological expertise and/or equipment that is used by the Company's
professional personnel include theatrical  "Platform Releasing" (e.g., THE
RIVER RUNS THROUGH IT (in current video release), Tri Star Pictures, in excess
of $30 million in gross revenue worldwide; PULP FICTION (in current video
release), Miramax, in excess of $100 million in gross revenue worldwide; THE
POSTMAN (in current video release), Miramax, in excess of $15 million in gross
revenue worldwide), "Regional Break Releasing", "Test Market Releasing";
Panavision, Kodak, Arriflex, and Nikkagami camera equipment in 16, Super 16 and
35mm gauge format; Avid, Protools, and Media 100 post production and editorial
equipment for film and video; Keylight lighting equipment; and DHX, DAK and
Nagomi sound equipment.

The principals of the Company have developed, produced, distributed and
consulted on a wide variety of feature films, documentaries, docudramas, short
subjects, television productions and industrial motion pictures.  They and/or
their productions have earned a wide variety of many national and international
film/television production awards including, as an example: academy awards and
academy award nominations (Jack Foley/feature films PULP FICTION, GOSFORD
PARK and BROKEBACK MOUNTAIN), Emmy nominations, Drummer awards (former executive vice president and
current advisor Henry Barth/wide variety of industrial and training films),
gold/silver and bronze medals from various international film festivals (George
Lindsey/New York and Chicago Film Festivals for docudramas and documentaries),
Academy awards and academy award nominations (Charles Newirth/feature film
FORREST GUMP and CITY OF ANGELS) and Academy award nominations (Fred
Baron/feature film ROBOCOP and MOULIN ROUGE)(John R. Woodward/feature film THE
SHAWSHANK REDEMPTION).

The Company and its principals have entered into various ongoing agreements and
arrangements relative to the consultancy, production, financing and
distribution of motion picture or television projects.  Many of the agreements
and arrangements contain provisions which could result in revenue to the
Company. Although a significant part of the Company's historical operations has
been devoted to developing and consummating these agreements and arrangements
with a wide variety of companies and individuals within the entertainment
industry, the potential revenue resulting from such agreements and arrangements
has not been shown as receivables or assets on the Company's financial
statements.  Potential revenue from the above referred-to ongoing agreements
and arrangements can be acquired by the Company utilizing general and more
specific markets and technologies, which in the opinion of the Company's
management, will also increase in scope and size. As indicated by a wide
variety of industry publications including Variety and The Hollywood Reporter,
current trends indicate that these future markets and expanding technologies,
such as the increase in the deregulation of the European television industry
and 100+ channel global satellite television programming, will extend for a
lengthy period of time.  In the opinion of the Company's management, these
future markets and expanding technologies will continue to promote further new
ways to exploit film and television entertainment product; i.e., with mass
appeal increasing as specific technological industries such as high definition
television, CD-Rom, DVD, and expanded Internet communications.  Full and
complete exploitation of these agreements and arrangements by the Company will
require the acquisition of additional working capital, which the Company is
anticipating to achieve through financial offerings and/or other traditionally
used methods of private sector, commercial banking, and other methods of
capital acquisition used by small and midsized companies.

Since its creation in July of 1977, the Company's management continuously
researches current data, updates pertinent technical information, and has
subsequently implemented procedures regarding the production of and consultancy
for moderately budgeted feature film (production budgets of approximately
$250,000 to $5,000,000) and television projects produced on a continual flow of
product basis. (Management of the Company define "continual flow of product" as
the production of motion picture and television product produced on an
overlapping production basis; ie., 3 weeks into 4 weeks of post production for
production "A", principal photography on Production "B" begins; and 3 weeks
into 4 weeks of principal photography on Production "B", pre-production on
Production "C" begins.)  It is the Company's opinion that following this
production process will help to ensure a "continual flow of product" for the
marketing and distribution of product by the Company and subsequently help to
ensure and increase a continuous revenue stream.  The above formula is a
central basis for the Company's profit making strategy.  It is the opinion of
management that such strategy has a high percentage of opportunity for success.
The full realization of profits from the Company's strategic preparations is
dependent on the acquisition of additional capital.

The following transactions represent the most significant potentially
revenue-producing arrangements relative to motion picture and television
production, co-production, marketing, consulting and acquisitions the Company
has entered into to date.

   DOCUMENTARY/DOCUDRAMA/SCREENPLAY ACQUISITION AND MARKETING

On March 18, 1981, the Company acquired G.L. Productions, Inc. ("GLP") of
Washington, D.C. and all of its facilities and productions including
twenty-eight 30 and 60-minute documentaries and docudramas and 42
completed/registered screen and teleplays ("product").  Certain titles include
ROUTES TO GAYANA featuring Leonard Nimoy, YOU'VE COME A LONG WAY MAYBE
featuring Barbara Walters; and THE LOST ANCIENT CITIES OF TOPAN AND TIKAL
featuring Brock Peters.  The Company and GLP have entered into various
television syndication and public broadcast agreements since the acquisition of
the product relative to the marketing and exploitation of the product.
According to the terms of the acquisition, the Company retains 100% of any
potential producer's gross revenue percentage accruing to the Company from any
and all marketing and exploitation of the product worldwide in perpetuity.

   SCREENPLAY/TELEPLAY ACQUISITION

On November 28, 1983, the Company entered into an acquisition agreement
(Agreement) with Paul Alex Productions of Huntington Beach, CA for the purpose
of acquiring all right, title and interest in 12 completed screenplays and
teleplays ("product"). The product was registered with the Writer's Guild of
America West and consisted of various genre of story content.  According to the
terms of the acquisition, the Company retains 80% of any potential producer's
gross revenue percentage accruing to the Company from any and all marketing and
exploitation of the produced product worldwide in perpetuity.

   FEATURE FILM CO-PRODUCTION

On March 26, 1987, the Company entered into a co-production agreement
(Agreement) with G.O.D. Entertainment/The Pitch Limited of Los Angeles, CA for
the purpose of co-producing the feature length motion picture entitled
HOLLYWOOD HEARTBREAK aka PITCH ("product").  The product, which stars Mark
Moses, Carol Mayo Jenkins and James LeGro, completed production in June of
1987, and was distributed by subdistributor, Raystar Distribution Company, to
video outlets throughout the United States and Europe.  According to the terms
of the Agreement the Company retains 5% of any of the potential producer's net
revenue percentage accruing to the Company from any and all marketing and
exploitation of the product worldwide in perpetuity.

   TELEVISION ACQUISITION

On May 19, 1987, the Company entered into an acquisition agreement (Agreement)
with United Development Industries/Topper Ltd. of Los Angeles, CA for the
purpose of acquiring all right, title and interest in the television production
entitled VEGAS DAZE ("product").  The product, which stars Larry Storch,
Forrest Tucker, Ruth Buzzi and Gary Owens was distributed by sub-distributor
Palm Springs Distribution Company to video outlets in regional southwest
territories.  According to the terms of the Agreement the Company retains 50%
of any of the potential producer's net revenue percentage accruing to the
Company from any and all marketing and exploitation of the product worldwide in
perpetuity.

   TELEVISION CO-PRODUCTION

On April 11, 1990, the Company entered into a co-production agreement
("Agreement") with Pacific Film Group of Los Angeles, CA for the purpose of
co-producing and distributing three 30-minute television productions entitled
HOLLYWOOD HOTTEST STUNTS, THE REAL GODFATHERS, and THRILLS, CHILLS AND SPILLS
("product"). The three independently hosted productions were distributed by
distributor, Myntex Corporation through the Handleman Company, in a "video
sell-through" arrangement throughout the United States and Canada.  According
to the terms of the Agreement the Company retains 3% of any potential
producer's gross revenue percentage accruing to the Company from any and all
marketing and exploitation of the product worldwide in perpetuity.

   FEATURE FILM ACQUISITION

On September 6, 1990, the Company through a purchase agreement ("Agreement")
with Tagerick Films of Los Angeles, CA acquired all right, title and interest
in the feature length motion picture entitled TERROR ON SHADOW MOUNTAIN
("product") starring Richard Groat and Bill Smith. At the time of this filing
the product was in post production and has not been distributed in any markets
or territories.  According to the terms of the Agreement the Company retains
50% of any potential producer's gross revenue percentage accruing to the
Company from any and all marketing and exploitation of the product worldwide in
perpetuity.

   FEATURE FILM CO-PRODUCTION

On October 21, 1991, the Company entered into a co-production agreement
("Agreement") with J.O.E. Productions and Webb Films International of Los
Angeles, CA for the purpose of co-producing the feature length motion picture
entitled BREAKING UP WITH PAUL aka MOVIES, MONEY AND MURDER ("product").  The
product which stars Martin Mull, Karen Black, and Laine Kazan completed
production in December of 1990, and was distributed by Hills Entertainment Inc.
to video retail outlets throughout the world. According to the terms of the
Agreement the Company retains 2% of any potential producer's gross revenue
percentage accruing to the Company from any and all marketing and exploitation
of the product worldwide in perpetuity.

   FEATURE FILM LIBRARY ACQUISITION AND DISTRIBUTION

On November 29, 1991, the Company acquired 136 feature film and television
productions ("product") from Presidio Productions Inc. of Palm Springs,
California ("Presidio") encompassing ownership/control and collateral marketing
and exploitation rights in all markets and all territories worldwide.  At the
time of this filing the product is in various stages of marketing and
distribution.  According to the terms of the agreement the Company retains 50%
of any potential producer's gross revenue percentage accruing to the Company
from any and all marketing and exploitation of the product worldwide in
perpetuity.

   TELEVISION CO-PRODUCTION

On June 22, 1992, the Company entered into a co-production agreement
("Agreement") with Webb Films International of Los Angeles, CA for the
co-production of a 60-minute television production special entitled VIDEO MONDO
aka THE RAVE ("product").  At the time of this filing the product was in post
production and has not been distributed in any market or territory.  According
to the terms of the Agreement the Company retains  2% of any potential
producer's gross revenue percentage accruing to the Company from any and all
marketing and exploitation of the product worldwide in perpetuity.

   FEATURE FILM CO-PRODUCTION/CONSULTANCY

On July 9, 1992, the Company entered into a co-production/consultancy agreement
("Agreement") with Pacific Film Group of Los Angeles, CA for the purpose of
co-producing and rendering financial and industry related advice to Pacific
Film Group for the packaging and production of the feature length motion
picture entitled SWEET JUSTICE ("product").  The product, which stars Mark
Singer, Fynn Carter and Mickey Rooney, completed production in August of 1992
and was distributed by Trimark Pictures to Blockbuster Video for video retail
outlets throughout the United States and Europe.  According to the terms of the
Agreement the Company retains 2% of the potential producer's gross revenue
percentage accruing to the Company from any and all marketing and exploitation
of the product worldwide in perpetuity.

   DOCUDRAMA CO-PRODUCTION

On May 8, 1993, the Company entered into a co-production and distribution
agreement ("Agreement") with independent film producer, Lance Matthews of New
York, NY, for the co-production and distribution of a 60-minute docudrama
motion picture entitled BLUNTS & STUNTS aka TRULY COMMITTED ("product").  At
the time of this filing, the Product was in post production and has not been
distributed in any markets or territories.  According to the terms of the
Agreement the Company retains 40% of any potential producer's gross revenue
percentage accruing to the Company from any and all marketing and exploitation
of the product worldwide in perpetuity.

   TELEVISION SYNDICATION AGREEMENT

On August 23, 1994, the Company entered into a license agreement ("Agreement")
with Media One Broadcasting Company of San Francisco, CA for the television
syndication of certain film and television product owned or controlled by the
Company which a portion of such product is part of the Company's acquired film
and television library, including 14 feature length motion pictures and 3
television productions.  The syndication territories included Northern
California, Arizona and Washington State.  According to the terms of the
Agreement the Company retains 50% of any potential net revenue percentage
accruing to the Company from any and all marketing and exploitation of the
product worldwide in perpetuity.

   FEATURE FILM CO-PRODUCTION

On October 14, 1994, the Company entered into a Co-Production Agreement
("Agreement") with Pacific Pictures of Los Angeles, CA for the purpose of
co-producing the feature length motion picture entitled NATURALLY BAD
("product").  The product which stars Robert Z'dar and Shannon Teare completed
production in November of 1994, and was distributed by Northwest Video
Distribution Company to video retail outlets throughout the United States and
Europe.  According to the terms of the Agreement the Company retains 2% of any
potential producer's gross revenue percentage accruing to the Company from any
and all marketing and exploitation of the product worldwide in perpetuity.

   FEATURE FILM ACQUISITION

On September 28, 1995, the Company entered into a Purchase Agreement
("Agreement") with  M&D Productions of San Jose, CA, for the acquisition of all
right, title and interest in the feature length motion picture entitled CITIZEN
SOLDIER ("product") starring Dean Stockwell and Billy Gray.  Delivery of all
final picture elements was completed on November 27, 1995. The Company has
added the product to its completed film and television product library catalog
for any and all leasing or rental possibilities.  According to the terms of the
Agreement the Company retains 60% of any potential net revenue percentage
accruing to the Company from any and all marketing and exploitation of the
product worldwide in perpetuity.

   TELEVISION CO-PRODUCTION II

On November 17, 1995, the Company entered into an agreement ("Agreement") with
Pacific Pictures of Los Angeles, CA for the development, co-production and
distribution of a television series of 5 special interest 30-minute productions
entitled TIPS FOR BETTER HEALTH (three shows) and MARKET PLACES OF THE WORLD
(two shows) ("product").  At the time of this filing, the series has been
distributed to independent, low power (LP) and cable television outlets
throughout the United States and has not yet realized any material revenues.
According to the terms of the Agreement the Company retains 5% of any potential
producer's gross revenue percentage accruing to the Company from any and all
marketing and exploitation of the product worldwide in perpetuity.

   SPECIALTY VIDEO DISTRIBUTION ARRANGEMENT

On July 23, 1996, the Company entered into a Distribution Agreement
("Agreement") to market and distribute worldwide the 60-minute specialty
instructional video entitled THE INTERNET TOUR GUIDE ("product").  At the time
of this filing, the product was in the marketing and distribution phase and has
not yet realized any material revenue from such efforts.  According to the
terms of the arrangement the Company retains 40% of any potential producer's
gross revenue percentage accruing to the Company from any and all marketing and
exploitation of the product worldwide in perpetuity.


CURRENT AND ANTICIPATED DEVELOPMENTS IN THE COMPANY'S BUSINESS

   FEATURE FILM CO-PRODUCTION

On February 19, 1997, the Company's wholly-owned subsidiary, World Wide Films
Inc., entered into a Co-Production and Distribution Agreement ("Agreement")
with Best Pictures Inc. of Redondo Beach, California, for the purpose of
producing the feature length motion picture entitled SHATTERED ILLUSIONS
("Product").  The Product, which features Morgan Fairchild, Bruce Weitz, Sy
Richardson, Richard Lynch and Dan Monahan, was completed in February of 1998
and is currently being distributed by the Company.  According to the terms of
the Agreement, World Wide Films Inc. retains 50% of any potential producer's
gross revenue percentage accruing to the Company from any and all marketing and
exploitation of the Product worldwide, in perpetuity and the Company retains
26% portion of any potential gross distribution revenue percentage occurring to
the Company for any and all marketing and exhibition of the product world wide
in perpetuity.

   WEBSITE DEVELOPMENT, CREATION AND IMPLEMENTATION

On January 29, 1998, the Company entered into an agreement ("Agreement") with
Mr. Ralph Johnson of Los Angeles, California and on May 8, 1998, with
Steelelink Communications of San Francisco, CA, respectively, for the
development, creation and implementation of the Company's Internet web site.
The Company's web site went online in June 1998 and was  implemented by
management for the purpose of providing a wide variety of information to the
general public and further increasing the marketing reach of its products and
services including its completed film and television product library.
Corporate financing scenarios will also be explored, via the Internet, such as
limited partnerships and stock offerings. The Company's web page currently
links to the U.S. Securities and Exchange Commission Edgar system, E-Trade and
Ameritrade. On September 10, 2000, the Company entered into an agreement with
Mr. Jeffrey D. Brown, of Costa Mesa, California, for the development, creation
and implementation of the Company's second website established specifically for
the marketing and distribution of the feature film entitled AMY.  The Company
updates its websites on a perpetual basis taking into account the latest
technologies offered to the Internet. The corporate site's address is
www.wwmpc.com and the movie site's address is amythemovie.com.

   SPECIALTY TELEVISION PRODUCTION

On August 28, 1998, the Company's wholly-owned subsidiary, World Wide
Productions Inc., entered into a Co-Production Agreement ("Agreement") with
Snow Lion Interactive Media of Los Angeles, California, for the purpose of
co-producing the television pilot and series entitled CLASSIC CAR ("Product").
The Product, which was designed as a 13-part series, showcases domestic and
foreign production automobiles and is designed for the car enthusiast and
casual viewer.  At the time of this filing, the Product was in production.
According to the terms of the Agreement, the Company retains 50% of any
potential producer's gross revenue percentage accruing the Company from any and
all marketing and exploitation of the Product worldwide, in perpetuity.

   FILM AND TELEVISION PRODUCTION ACQUISITION

On November 22, 1998, the Company entered into a Purchase Agreement
("Agreement") with Snow Lion Interactive Media of Los Angeles to acquire a
variety of film and television product ("Product") from Snow Lion Interactive
Media.  Acquired Product consists of four film and television productions of
various lengths and subject matter and additional archival film footage
including a children's television show and three specialty television shows
ranging in length from 30-60 minutes.  At the time of this filing, certain of
the Product had been distributed by IQ Entertainment in the foreign markets.
According to the terms of the Agreement, the Company retains 50% of any
potential producer's gross revenue percentage accruing the Company from any and
all marketing and exploitation of the Product worldwide, in perpetuity.

On August 20, 1999, the Company entered into a Purchase Agreement ("Agreement")
with Rocinante Productions Inc. of Los Angeles to acquire all of the right,
title and interest in the feature film "What's In A Cookie".  According to the
terms of the Agreement, the Company retains 50% of any potential producer's
gross revenue percentage accruing the Company from any and all marketing and
exploitation of the Product worldwide, in perpetuity.

On June 20, 2000, the Company entered into a Purchase Agreement with S.E.
Larson Productions of Los Angeles to acquire all of the right, title and
interest in the feature films "Malevolence" and "The Second Coming".  According
to the terms of the Agreement, the Company retains 50% of any potential
producer's gross revenue percentage accruing the Company from any and all
marketing and exploitation of the Product worldwide, in perpetuity.


BUSINESS ENTERPRISES UNDER CONTEMPLATION BY THE COMPANY

*      CORPORATE ACQUISITION NEGOTIATIONS

* For the past six years, the Company has been in the process of reviewing and
analyzing various potential corporate acquisitions and merger possibilities,
certain of which are highly diversified such as Internet technology,
instructional, bio-technology and medical services.  Management of the
Company has conducted in depth internal discussions concerning the risks,
requirements, potential and overall viability of associating with a highly
diversified business.  In the opinion of the Company's management, so long as
the diversified business maintains a significant level of potential revenue
producing capability, management expertise for sustaining such ongoing
revenue potential, clarity of mission statement and objectives, and cash flow
potential which could be used in the development of the Company's core
business, management of the Company will encourage such mergers and
acquisitions, investigations and possibilities for the express purpose of
increasing, overall, shareholder value of the Company. In addition to the
quantitative and qualitative aspects of the Company's diversification
decisions, the articles, bylaws and corporate charter of the Company provide
for flexibility in the Company's ability to explore and enter into
diversified fields of enterprise.  
In this regard, the Company entered into an Share Exchange Agreement with
Buckeye Ventures, Inc., a Nevada corporation ("Buckeye") which action was taken
by the unanimous approval of the Board of Directors and stockholders owning 19,988,220
shares of the 29,225,152 shares of WWMPC's common stock. Pursuant to the Agreement, the
Company issued upon closing effective March 1, 2006 a total of 79,792,001 restricted shares
of the Company's Common Stock and 796,869 shares of preferred stock , representing 81% of
the Company's outstanding common stock and preferred stock on such date, to Buckeye's
shareholders in exchange for all outstanding shares of Buckeye. As a result of the Agreement,
the shareholders of Buckeye became the holders of the majority of the outstanding shares of
common stock and preferred stock of the Company and are in control of the Company. At the
closing of the Agreement, the majority of the Company's Board of Directors consisting
of Charles Bailey, Paul D. Hancock, A. Robert Sobolik, Larry Epstein, John R. Woodward, George T. Lindsey, John D. Foley, Robert E. Capps, Jr., Lewis O'Neil, Benjamin Whitfield Jr.,
Alex Trebek, Shirley M. Curtis, Robert Lisnow, Fred Baron, Charles Newirth, Linda Fausey resigned, except Paul D. Hancock and Larry Epstein who remain on the Board of Directors.


Alan Mintz, Larry Weinstein, Alfred Roach and Adam Taylor were elected as new Officers and Directors and together with Paul Hancock and Larry Epstein constitute the entire Board of Directors. The Company will change its name to Buckeye Ventures, Inc. as soon as practical and the present business of the Company will be operated as a subsidiary under the name World Wide Motion Pictures Corporation. Commensurate with this action, the resigning Board members were reinstated as members of the Board of Directors of the subsidiary. 

MARKETING OF THE COMPANY'S PRODUCTS AND SERVICES

The combined experiences of the Company's management and companies in its motion picture and television
motion picture and television distribution network creates a strong and diverse marketing position for the
Company.  Marketing outlets and techniques which have been successfully
utilized for the Company's products or services in the past and/or which will
be utilized in the future either domestically or in foreign territories
include: THEATRICAL EXHIBITION, HOME VIDEO SALES, HOME VIDEO RENTAL, BROADCAST
(NETWORK) TELEVISION, SYNDICATED TELEVISION, CABLE TELEVISION, PAY-PER-VIEW,
SATELLITE TRANSMISSION, LOW POWER (LP) REGIONAL TELEVISION, PUBLIC BROADCAST
(PBS) TELEVISION, THEATRICAL ANCILLARY (including airlines, ships at sea,
colleges/universities, military bases and state/federal institutions), AND
ANCILLARY PRODUCT MERCHANDISING (ancillary product merchandising includes
revenues created from non-theatrical or non-broadcast exploitation such as
merchandising of clothing, toys, books and music). All or some of these outlets
are customarily incorporated into a marketing strategy on either a regional,
national, or international exposure basis with quality, genre public appeal,
and rating, all being factors.  The Company's network of marketing and
distribution companies includes independent and major industry leaders such as
UNITED ARTISTS INC. (relationship between the Company and the company includes
foreign and domestic theatrical exhibition of feature film product), MIRAMAX
FILMS INC. (relationship between the Company and the company includes domestic
theatrical exhibition of feature film product), MGM/UA INC. (relationship
between the Company and the company includes foreign and domestic theatrical
exhibition of feature film product), AMC THEATER CIRCUIT INC. (relationship
between the Company and company includes domestic theatrical exhibition of
feature film product), MANN THEATERS (relationship between the Company and
company includes domestic theatrical exhibition of feature film product),
CINEPLEX ODEON (relationship between the Company and company includes domestic
theatrical exhibition of feature film product), EDWARDS (REGAL) THEATER CIRCUIT
(relationship between the Company and company includes domestic theatrical
exhibition of feature film product), RGH/LIONS SHARE PICTURES (relationship
between the Company and the company includes foreign theatrical and all
ancillary exhibition of feature film and television product), ALL CHANNEL FILMS
(relationship between the Company and the company includes all ancillary
domestic exhibition of feature film product), CINETRUST ENTERTAINMENT CO.
(relationship between the Company and the company includes foreign and domestic
broadcast, television and home video exhibition of feature film and television
product), TWENTIETH CENTURY FOX FILM CORPORATION (relationship between the
Company and the company includes foreign and domestic theatrical exhibition of
feature film product), SHAPIRO GLICKENHAUS ENTERTAINMENT (relationship between
the Company and the company includes all ancillary foreign and domestic
exhibition of feature film and television product), PARAGON CABLE TELEVISION
(relationship between the Company and the company includes regional cable
broadcast of television product), CENTURY CABLE TELEVISION (relationship
between the Company and the company includes regional cable broadcast of
television product), SWANK MOTION PICTURES INC. (relationship between the
Company and the company includes domestic and international ancillary sales of
feature film product), TERRY STEINER INTERNATIONAL (relationship between the
Company and the company includes domestic and international ancillary sales of
feature film product), and the HANDLEMAN COMPANY (relationship between the
Company and the company includes sell-thru specialty video product).  Primary
expected revenue sources include but are not limited to:

THEATRICAL EXPLOITATION - An average of approximately 68% of theatrical revenue
within the industry as a whole is derived from the North American market with
respect to English language films. The balance comes from overseas outlets with
the most significant being Japan, France, Germany, Italy, the United Kingdom
and Australia.  The overseas market is very important to the overall gross
revenues of a film and is once again on the incline due to the decrease in the
value of the dollar.  Foreign markets fluctuate, but in general can be
responsible for between 35% and 60% of the total box office revenue of the film.

The Company has earned an immaterial amount of revenue at this time from
theatrical exhibition for the feature film products known as PITCH aka
HOLLYWOOD HEARTBREAK; MOVIES, MONEY AND MURDER aka BREAKING UP WITH PAUL; SWEET
JUSTICE; NATURALLY BAD and CITIZEN SOLDIER.  (Further exploitation of this
product by the Company will require additional working capital.)

According to Richard Fay of AMC Theater circuit, the second largest exhibitor
of feature length motion picture product in the world, there is currently a
building boom occurring among exhibitors with the number of screens in the
United States beginning to increase in the 1980's by 8.1% to more than 21,000.
It is the Company's opinion that, due to a widely known increase in public
consumption in, and desire for more feature filmed entertainment domestically
along with the increased desire by foreign markets for United States produced
feature film entertainment, this trend of expansion for the number of screens
in both the United States and foreign territories will continue throughout this
decade and well into the next century.  The exhibitors or movie theater owners
generally retain an average of 50% of the box office receipts as their fee and
remit the other 50% frequently referred to as "domestic theatrical film
rentals" to the film's distributor.  Home video advances for feature films can
range from $10,000 to more than $5,000,000 plus escalators based upon such
variables as box office performance, print and advertising expenditures and the
number of screens secured during theatrical release.

CABLE TV, PAY TV, DBS, AND MATV  EXPLOITATION - Pay television has shown
tremendous growth over the past decade.  The market leaders, past and present,
have been Home Box Office (HBO), Cinemax, and Showtime/The Movie Channel.
These pay television services have recently exhibited over 300 films per year.
Of the approximately $20 (basic) price per month that a pay television
subscriber pays to a cable company, about $10 is returned to the pay television
service and in turn, $3 to $6 is returned to the distributor.  Distributors, on
exclusive multi-picture studio arrangements, have been able to command prices
of $3 to $8 million per film.  On a non-exclusive basis, prices range from
$500,000 to $2 million per film where the film has achieved average success.
Certain of the Company's film and/or television product are or have been shown
periodically on cable television throughout the world.

A relatively new area of exhibition is PAY-PER-VIEW.  At present, there are
approximately 14 million homes equipped to receive the service and that number
is expected to increase to 30 million by the end of the decade.  Prices
generally charged for pay-per-view range from $5 to $50 per show to the
consumer depending on the nature of the entertainment, of which approximately
60% is being returned to the distributor.  The expanding growth in this area
will continue to be a major new revenue source for film distribution.

MATV (Master Antenna Television) systems available in North America produce an
additional though relatively small revenue source for films and DBS (Direct
Broadcast Satellite) is beginning to make substantial inroads, primarily
throughout Europe in those countries where residential cable service is not
readily available.

The Company has earned a relatively moderate amount of revenue at this time
from cable television, pay television, DBS and MATV for the feature film
projects entitled PITCH aka HOLLYWOOD HEARTBREAK; MOVIES, MONEY AND MURDER aka
BREAKING UP WITH PAUL; SWEET JUSTICE, NATURALLY BAD, CITIZEN SOLDIER, and
television production specials entitled KJ COUNTRY, specialty videos entitled
THRILLS, CHILLS & SPILLS; THE REAL GODFATHERS; HOLLYWOOD'S HOTTEST STUNTS, and
fifteen public domain classic feature film production prints owned by the
Company.  Substantial exploitation of this product by the Company will require
additional working capital.)

NETWORK TELEVISION EXPLOITATION - The broadcast television industry in North
America is dominated by three networks, ABC, CBS and NBC. With the recent
development of Fox Broadcasting in addition, the network's generally license 75
to 150 theatrical films annually and commission approximately 125
made-for-television movies (MOWs) from independent producers such as the
Company.  In addition, they broadcast over 100 hours of miniseries.  American
and foreign television networks are still very significant buyers of feature
films.  In the United States they have become less aggressive than the pay
television companies in their pricing policies.  The price range for multiple
broadcast of a film by a major network is between $500,000 and $5 million.
Exceptional films may command substantially higher prices.

The Company has earned a relatively moderate amount of revenue at this time
from network television exploitation for the feature film product known as
PITCH aka HOLLYWOOD HEARTBREAK; MOVIES, MONEY AND MURDER aka BREAKING UP WITH
PAUL; SWEET JUSTICE, NATURALLY BAD, and CITIZEN SOLDIER.  (Substantial
exploitation of this product by the Company and/or its associates will require
additional working capital.)

SYNDICATED TELEVISION EXPLOITATION - Revenue from rights granted to individual
independent television stations (of which there are over 250 in North America),
has increased in recent years as the number (over 300 in U.S./Canada) and
financial strength of local stations has increased.  These stations usually
described as the "syndication market" and often loosely associated for product
buying purposes now rival the traditional standard (broadcast) television
networks in competing for viewers.  As the core of their programming, these
stations use syndicated (after network) television series and feature length
films.

The Company has acquired moderate revenue at this time from syndicated
television exploitation for the television production special known as KJ
COUNTRY.  (Substantial exploitation of this product by the Company will require
additional working capital.)

OTHER REVENUE 

i.) Non-theatrical revenue results from a film or television
project being made available to airlines, schools, public libraries, community
groups, ships at sea, prisons, and bases for the military forces; and

ii.) Ancillary markets such as the rights to use the images of characters in a
film or television project for merchandising purposes in connection with video
games, toys, t-shirts, posters, and like paraphernalia; and

iii.) Revenue may also be realized from the novelization of the
screenplay/teleplay and other related publications, music used in the film and
television projects sold as soundtracks, records, CDs, cassettes, and
mechanical performance and sheet music publication.

The Company acquires moderate revenues from these sources at this time.

In addition to the above on-going projects, the Company is currently engaged in
substantial theatrical and/or ancillary marketing programs involving 4 full
length feature films.  Three of these have modest income and profit potential.
They include the feature films entitled, "Ninth Street" produced by Hodcarrier
Films in Los Angeles, California; "What's In a Cookie?" produced by Rocinante
Productions in Los Angeles, California; "Jigsaw" produced by First Motion
Pictures Inc. in Toronto, Ontario, Canada; and "Malevolence" & "The Second
Coming", produced by Sig Larsen Productions Inc. in Los Angeles, California.
The remaining two projects have the prospect of accruing substantial profit for
the Company and include the feature length film "Shattered Illusions" produced
by the Company's subsidiary, World Wide Films Inc., the feature film "Amy"
produced by Cascade Films, with U.S. distribution by the Company underway at this writing and
the recently acquired "Skateboy" a Chinese animated children's television series.  

The Company has participated in a variety of the preceding types of marketing
and distribution arrangements over the past twenty years.

As previously referenced, in order to further expedite and create revenue from
marketing and distribution efforts of the Company and its distributor network,
the Company requires significant additional working capital to more fully and
properly exploit any appropriate markets and media while creating additional
viable desire by the general public to acquire or consume this product. The
Company's future plans include the acquisition of additional working capital
through financial offerings and/or other customarily used methods of capital
acquisition by small and midsize companies, including debt or equity financing
or a combination of both, to acquire certain of this additionally needed
working capital.

THE COMPANY'S COMPETITION IN THE MOTION PICTURE AND TELEVISION INDUSTRY

The motion picture and television industry is highly competitive. Management of
the Company believes that a picture's theatrical  success is dependent upon
general public acceptance, marketing technology, advertising and the quality of
the production.  The Company's motion picture and television productions
compete with numerous independent and foreign productions as well as
productions produced and distributed by a number of major domestic companies,
many of which are units of conglomerate corporations with assets and resources
substantially greater than the Company's.  Management of the Company believes
that in recent years there has been an increase in competition in virtually all
facets of the Company's business.  The motion picture industry itself competes
with television and other forms of leisure-time entertainment.  The growth of
pay television and the use of home video products may have an effect upon
theater attendance and non-theatrical motion picture distribution.  Since the
Company may distribute product to all of these markets, it is not possible to
determine how its business as a whole will be affected by these developments
and accordingly, the resultant impact on the financial statements.  Obtaining
motion pictures for distribution and the distribution of motion pictures are
highly competitive endeavors.  In the distribution of motion pictures, there is
very active competition to obtain bookings of pictures in theaters and on
television networks and stations throughout the world.  A number of major
motion picture companies have acquired motion picture theaters.  Such
acquisitions may have an adverse effect on the Company's distribution
operation, endeavors, and its ability to book certain theaters, which, due to
their prestige, size and quality of facilities, are deemed to be especially
desirable for motion picture bookings.

In producing and distributing television programs, competition is intense
because the number of available broadcast hours is limited, other forms of
programming compete to fill such time and there are numerous suppliers of such
programming, including the networks, other motion picture companies and
independent producers.

Management believes that the decision by the networks, individual television
stations and cable systems to license a motion picture is based primarily on
the quality of the picture, its appropriateness for a general television
audience, its box office and critical success and, if the picture has
previously been shown on television, audience response as measured by ratings.

The Company's ability to compete in certain foreign territories with either
film or television product is affected by local restrictions and quotas.  In
certain countries, local governments require that a minimum percentage of
locally produced productions be broadcast, thereby further reducing available
time for exhibition of the product.

Recent regulations effecting the Company's competitive position in the motion
picture and television industry, include the United States inability in 1994 to
reach agreement with its major international trading partners to include
audiovisual works, such as television programs and motion pictures, under the
terms of the General Agreement on Trade and Tariffs Treaty ("GATT").  The
failure to include audiovisual works under GATT allows many countries
(including members of the European Union, which consists of Belgium, Denmark,
Germany, Greece, Spain, France, Ireland, Italy, Luxembourg, the Netherlands,
Portugal and the United Kingdom) to continue enforcing quotas that restrict the
amount of American programming which may be aired on television in such
countries.  The Council of Europe has adopted a directive requiring all member
states of the European Union to enact laws specifying that broadcasters must
reserve a majority of their transmission time (exclusive of news, sports, games
shows and advertising) for European works.  The directive does not itself
constitute law, but must be implemented by appropriate legislation in each
member country.  In addition, France requires that original French programming
constitute a required portion of all programming aired on French television.
These quotas generally apply only to television programming and not to
theatrical exhibition of motion pictures, but quotas on the theatrical
exhibition of motion pictures could also be enacted in the future.  There can
be no assurance that additional or more restrictive theatrical or television
quotas will not be enacted or that countries with existing quotas will not more
strictly enforce such quotas.  Additional or more restrictive quotas or more
stringent enforcement of existing quotas could materially and adversely affect
the business of the Company by limiting its ability to fully exploit its
productions internationally.

Distribution rights to motion picture and television productions specifically
are granted legal protection under the copyright laws of the United States and
most foreign countries.  These laws provide substantial civil and criminal
sanctions for unauthorized duplication and exhibition of motion pictures.
Motion pictures, musical works, sound recordings, art work, still photography
and motion picture properties are separate works, subject to copyright under
most copyright laws, including the United States Copyright Act of 1976, as
amended.  The Company plans to take appropriate and reasonable measures to
secure, protect and maintain or obtain agreements to secure, protect and
maintain copyright protection for its film and television projects under the
laws of applicable jurisdictions. Management is aware of reports of extensive
unauthorized misappropriation of videocassette rights to motion pictures.
Motion picture piracy is an industry-wide problem.  The Motion Picture
Association of America, an industry trade association (the "MPAA"), operates a
piracy hotline and investigates all reports of such piracy. Depending upon the
results of such investigations, appropriate legal action may be brought by the
owner of the rights. Depending upon the extent of the piracy, the Federal
Bureau of Investigation may assist in these investigations and related criminal
prosecutions.

Motion picture piracy is an international as well as a domestic problem.
Motion picture piracy is extensive in many parts of the world, including South
America, Asia (including Korea, China and Taiwan), the countries of the former
Soviet Union and the former Eastern bloc countries.  In addition to the MPAA,
the Motion Picture Export Association, the American Film Marketing Association
and the American Film Export Association monitor the progress and efforts made
by various countries to limit or prevent piracy.  In the past, these various
trade associations have enacted voluntary embargoes of motion picture exports
to certain countries in order to pressure the governments of those countries to
become more aggressive in preventing motion picture piracy.  In addition, the
United States government has publicly considered trade sanctions against
specific countries which do not prevent copyright infringement of United States
produced motion pictures.  There can be no assurance that voluntary industry
embargoes or United States government trade sanctions will be enacted.  If
enacted, such actions could impact the Company's competitive position in the
industry and the amount of revenue that the Company realizes from the
international distribution of its programs depending upon the countries subject
to such action and the duration of such action.  If not enacted or if other
measures are not taken, the motion picture industry (including the Company) may
continue to lose an indeterminate amount of revenues as a result of motion
picture piracy.

Further, the Code and Ratings Administration of the MPAA assigns ratings
indicating age-group suitability for theatrical distribution of motion
pictures.  The Company expects to follow, when appropriate, the practice of
submitting applicable film projects for such ratings.

United States television stations and networks, as well as foreign governments,
impose additional restrictions on the content of film and television
productions which may restrict in whole or in part theatrical or television
exhibition in particular territories.  Management's current policy is to
distribute film and television productions for which there will be no material
restrictions on exhibition in any major territories or media.  This policy
often requires production of "cover" shots or alternate photography and
recording of certain scenes for insertion in versions of a production exhibited
on television or theatrically in certain territories.  There can be no
assurance that current and future restrictions on the content of the Company's
productions may not limit or affect the Company's ability to exhibit it in
certain territories and media.

DEPENDENCE ON A FEW MAJOR CUSTOMERS

The Company and its affiliated companies, due to the diversification of
interests as discussed previously, are not dependent on a few major production
successes or customers. Although the Company has and will continue to utilize
the services of a number of experienced and well-known performers and
technicians, the Company's diversification is such that the loss of any one
such professional would not be a material matter that would seriously adversely
affect the Company's business operations.

THE COMPANY'S FUTURE CAPITAL REQUIREMENTS

The Company has currently been negotiating with various broker-dealer investment banking firms to underwrite public offerings of the Company's securities in the total amount of approximately ten million dollars. Terms of
the proposed public offerings have not been finalized but it is anticipated by
management that the Company will utilize the net proceeds from such offering in
the following general manner.

$   500,000             administrative expenses
       300,000             development expenses
     4,000,000          production expenses
     2,250,000         acquisition expenses
     2,950,000    marketing expenses
$ 10,000,000       Total

The Company intends to further resolve and provide for its liquidity needs as
well as provide for the needed capital resources to expand its operations
through private placements on a project-by-project basis in limited partnership
form.  To meet the Company's interim liquidity and capital resources needs
while the Company's proposed future public offering and private placement
offerings are being prepared and examined, the Company, in addition to short
term borrowings, is presently contemplating further sales of its unregistered
common equity to accredited investors under one or more exemptions that provide
for the same.

EMPLOYEES

The Company presently has under contract eight officially elected officers of
the Company, one full-time and two part-time assistants.  Certain of the
contracts have provisions that are contingent upon the acquisition of
substantial working capital by the Company.  Accordingly, certain of the
officers do not devote their full time to the business of the Company.  Full
and part-time employees involved in motion picture and/or television development
production or distribution operations number between approximately 5-60
depending on the number of projects in process, the complexity of a particular
project, and production and/or marketing timetables.  The educational seminar
subsidiary only uses personnel when presenting a seminar or similar event at
which time approximately 3 to 5 employees are required.Item 2.  Properties


The Company owns no real properties.  The Company's present offices and
facilities, located in both suburban and metropolitan geographic areas,
encompass approximately 5,500 square feet in buildings of good condition.
Locations which are occupied on a month-to-month or yearly lease basis include
the Company's executive offices since 1984 at Seacliff Office Park, 2120 Main
Street, Suite 180, Huntington Beach, California, 92648; and a stage/office facility
in North Hollywood, CA.  The Company's corporate records office at 328 1/2 N. Walnut,
Lansing, Michigan, 48933; and a branch office of the Company at 220 W. Congress,
2nd Floor, Detroit, MI, 48226.Item 3.  Legal Proceedings


There are no material pending legal proceedings to which the Company is a party
or to which any of its assets are subject. However, the Company's attorneys are
preparing litigation and related processes to recover funds due and belonging to
the Company which were misappropriated by subagents of the Company or pirated
by third parties encompassing the sale of feature film product.

Various legal actions, governmental investigations and proceedings and claims
may be instituted or asserted in the future by the Company or against the
Company and/or its subsidiaries including those arising out of alleged
deficiencies in the Company's products; governmental or industry regulations
relating to safety, financial services; employment-related matters;
distributor, exhibitor, co-producer, vendor, supplier, or other contractual
relationships; intellectual property rights; product warranties and
environmental matters.  Some of the foregoing matters involve or may involve
compensatory, punitive or anti-trust or other treble damage claims in varying
amounts, environmental remediation programs, sanctions or other relief which,
if granted, would require varying expenditures.

Litigation is subject to many uncertainties, and the outcome of individual
litigated matters is not predictable with assurance. The Company does not
reasonably expect, based on its analysis, that any adverse outcome from such
matters would have a material effect on future consolidated financial
statements for a particular year, although such an outcome is possible.Item 4.  Submission of Matters to a Vote to Security Holders.


The information required by this item is incorporated by reference to the information set forth in the  Definitive Information Statement 14C Filed January 27, 2006 with the SEC. PART II
   Item 5.  Market for Common Equity and Related Stockholder Matters.      PricesHigh
  LowFiscal 2005: 
   First Quarter
  $ 0.18
  $ 0.08Second Quarter
  $ 0.25
  $ 0.09Third Quarter
  $ 0.21
  $ 0.12Fourth Quarter
  $ 1.30
  $ 0.17     PricesHigh
  LowFiscal 2005: 
   2000
  $ 1.00
  $ 0.022001
  $ 0.60
  $ 0.022002
  $ 0.15
  $ 0.042003
  $ 0.05
  $ 0.032004
  $ 0.40
  $ 0.03       Item 6.  Selected Financial Data  FIVE-YEAR SUMMARY 2005
     2004
     2003
     2002
     2001Operating Revenues
     
     
     $24,579
        
     $42,254
        
     $16,000
        
     $24,226
        
     $201,255Net Income (Loss)
     (124,428)
        
     (73,173)
        
     (6,356,858)
        *
     (37,382)
        
     62,403
        
Basic earnings per share:Net earnings per common share - basic
     (0.0)
        
     (0.0)
        
     (0.51)
        
     (0.0)
        
     .01Diluted earnings per share:Net earnings per common share - assuming dilution
     (0.0)
        
     (0.0)
        
     (0.51)
        
     (0.0)
        
     0.0Total Assets
     4,421,135
        
     4,398,365
        
     4,365,385
        
     10,715,202
        
     9,910,773Total Liabilities
     27,662
        
     29,116
        
     30,833
        
     32,545
        
     113,034Cash dividends per common share
     
        
     
        
     
        
     
        
     
             Item 7.  Management's Discussion and Analysis or Plan of Operations.                                                                                                Item 8. Financial Statements and Supplementary Data    WORLD WIDE MOTION
  PICTURES CORPORATION 
  Index to Financial StatementsPageReport of Independent Registered Public Accounting Firm
  F-2Financial Statements:Consolidated Balance Sheets as of
  December 31, 2005 
        and December 31, 2004
  F-3Consolidated Statements of Operations
  for the years 
         ended December 31, 2005
  and 2004
  F-4Consolidated Statements of Stockholders Equity
  for the years 
        ended December 31, 2005 and 2004
  F-5Consolidated Statements of Cash Flows for the years
       ended
      December 31, 2005 and 2004
  F-6Notes to Consolidated Financial
  Statements
  F-7   F-2 
REPORT OF INDEPENDENT Registered Public Accounting Firm

To the Board of Directors and Stockholders of
World Wide Motion Pictures Corporation

I have audited the accompanying consolidated balance sheets of World Wide
Motion Pictures Corporation and subsidiaries (the "Company") as of December 31,
2005 and 2004 and the related consolidated statements of operations,
stockholders' equity, and cash flows for the years then ended. These
consolidated financial statements are the responsibility of the Company's
management.  My responsibility is to express an opinion on these consolidated
financial statements based on my audits.

I conducted my audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that I plan
and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement.  An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements.  An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation.  I believe that my
audits provide a reasonable basis for my opinion.

In my opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of World Wide Motion
Pictures Corporation and subsidiaries as of December 31, 2005 and 2004 and the
results of their operations and cash flows for the years then ended in
conformity with accounting principles generally accepted in the United States.

The consolidated balance sheets of the Company as of December 31, 2005 and 2004
include motion picture and television properties (less accumulated
amortization) of $4,282,930 and $4,289,032, respectively.  As more fully
described in Notes 2 and 3 to the consolidated financial statements, the
properties are stated at the lower of amortized cost or estimated fair value on
an individual film basis.  Estimated fair values of the respective properties
are based on management estimates of future revenues from the respective
properties.  Actual future revenues from these properties may differ materially
from such estimates as a result of many factors, including the amount of
capital available to exploit the properties.


						/s/ Michael T. Studer CPA P.C.
						    Michael T. Studer CPA P.C.

Freeport, New York
March 31, 2006    F-3 WORLD
  WIDE MOTION PICTURES CORPORATION AND SUBSIDIARIES 
  Consolidated Balance Sheets 
  As of December 31, 2005 and December 31, 2004December
  31,  
  2005
  December 31, 
  2004Assets 
  Cash
  $      103,088
  $      69,172Motion picture and television properties, less 
     accumulated amortization and write-downs of 
     $6,336,568 and $6,330,466, respectively
  4,282,930
  4,289,032Equipment, less accumulated
  depreciation of 
     $15,320 and $10,276, respectively
  35,117
  40,161Total Assets
  $ 4,421,135
  $ 4,398,365Liabilities and Stockholders' Equity 
  Liabilities: 
     Debt
  $      24,461
  $      29,116Accounts
  Payable and Accrued Liabilities
  3,201
  -Total
  Liabilities
  27,662
  29,116Stockholders' Equity: 
     Preferred Stock, $.01 par value; 
        authorized 900,000 shares, 
        outstanding 178,217 and 468,217 shares, 
        respectively (liquidation preference of
  $1,782)
  1,782
  4,682Preferred Stock, $10.00 par value; 
        authorized 100,000 shares, 
        outstanding 23,000 and 23,000 shares, 
        respectively (liquidation preference of
  $230,000)
  230,000
  230,000Common Stock, $.001 par value;
  authorized 
        100,000,000 shares,
  outstanding 
        29,170,152 and 23,781,752 shares,
  respectively
  29,170
  23,782Additional Paid-In Capital
  10,661,959
  10,515,795Retained
  Earnings (deficit)
  (6,529,438)
  (6,405,010)Total
  Stockholders' Equity
  4,393,473
  4,369,249Total Liabilities and Stockholders' Equity
  $ 4,421,135
  $ 4,398,365 See notes to consolidated financial statements. F-4 WORLD
  WIDE MOTION PICTURES CORPORATION AND SUBSIDIARIES 
  Consolidated Statements of Operations 
  For the Years Ended December 31, 2005 and 2004Years Ended
  December 31,2005
  2004Operating Revenues
  $           24,579
  $        42,254Operating Costs and Expenses:General and Administrative(including
  stock-based compensation58,212 and $77,370; respectively)
  137,996
  123,581Provision for doubtful accounts
  -
  15,500Amortization of Motion Picture 
        and Television Properties
  6,102
  5,552Depreciation of Equipment
  5,044
  5,044Total Operating Costs and     Expenses
  149,142
  149,677Income (loss) from Operations
  (124,563)
  (107,423)Other Income (expense):Interest Income
  962
  273Income resulting from terminated    Acquisition Memorandum
  -
  35,000Interest Expense
  (827)
  (1,023)Net Loss
  $      (124,428)
  $     
  (73,173)Loss Per Share - Basic and Diluted
  $          (0.00)
  $      (0.00)Weighted average number of 
     common shares outstanding:Basic and Diluted
  25,224,202
  17,194,127 F-5  WORLD
  WIDE MOTION PICTURES CORPORATION AND SUBSIDIARIES 
  Consolidated Statements of Stockholders' Equity 
  For the Years Ended December 31, 2005 and 2004Preferred Stock
  Common Stock
  Additional Paid in
Retained Earnings
Total StockholdersSharesAmount
  Shares
  Amount
  Capital
  (Deficit)
EquityBalances,    December 31, 2003491,217
$234,682
  13,034,752
  $        13,035
  $  10,418,672
  $  (6,331,837)
$  4,334,552Shares issued:    for services:-
-
  3,087,000
  $        3,087
  $         27,783
  $         -
$         15,000for accumulated compensation:-
-
  3,150,000
  $        3,150
  $         28,350
  $         -
$         31,500for reimbursement:-
-
  1,500,000
  $        1,500
  $         13,500
  $         -
$         15,000Shares issued in connection with Acquistion Memorandum:-
-
  1,500,000
  $        1,500
  $         13,500
  $         -
$         15,000Shares issued for motion picture and television properties:-
-
  1,500,000
  $        1,500
  $         13,500
  $         -
$         30,870Shares issued for cash:-
-
  10,000
  $        10
  $         490
  $         -
$         500Net Loss:-
-
  -
  $        -
  $         -
  $  (73,173)
$  (73,173)Balances,    December 31, 2004491,217
$234,682
  23,781,752
  $           23,782
  $  10,515,795
  $  (6,405,010)
$  4,369,249Shares issued:    for services:-
-
  1,058,733
  $        1,059
  $         57,643
  $         -
$         58,702Share issued in connection with Share Exchange Agreement:-
-
  1,600,000
  $        1,600
  $         78,400
  $         -
$         80,000Shares issued in preferred stock conversion:(275,000)
(2,750)
  2,750,000
  $        2,750
  $         -
  $         -
$         -Shares cancelled:(15,000)
(150)
  (70,000)
  $        (70)
  $         (270)
  $         -
$         (490)Shares issued for cash:-
-
  49,667
  $        49
  $         10,391
  $         -
$         10,440Net Loss:-
-
  -
  $        -
  $         -
  $  (124,428)
$   (124,428)Balances,    December 31, 2005201,217
$231,782
  29,170,152
  $        29,170
  $   10,661,959
  $   (6,529,438)
$   4,393,473 See notes to consolidated financial statements. F-6 WORLD
  WIDE MOTION PICTURES CORPORATION AND SUBSIDIARIES 
  Consolidated Statements of Cash FlowsYears Ended
  December 31,2005
  2004Cash flows from operating activities: 
     Net income (loss)
  $ (124,428)
  $ (73,173)Adjustments to reconcile net income
  (loss) 
        to net cash provided by (used in)
  operating activities: 
        Shares issued for services
  58,212
  77,370Provision for doubtful accounts
  -
  15,500Amortization of motion
  picture and television properties
  6,102
  5,552Depreciation of
  equipment
  5,044
  5,044Changes in operating
  assets and liabilities: 
           Accounts payable and
  accrued liabilities
  3,201
  -Net cash provided by (used in) operating
  activities
  (51,869)
  30,293Cash flows from investing activities
  -
  -Cash flows from financing activities: 
     Common stock sold for cash
  10,440
  500Shares issued in connection with the Memorandum of     Understanding
  -
  15,000Shares issued in connection with the Share      Exchange Agreement
  80,000
  -Net increase (decrease) in debt
  (4,655)
  (1,717)Net cash provided by (used in) financing
  activities
  85,785
  13,783Net increase (decrease) in cash
  33,916
  44,076Cash, beginning of period
  69,172
  25,096Cash, end of period
  103,088
  69,172Supplemental disclosures: 
     Cash payments made during the year: 
        Interest
  498
  1,023Income taxes
  -
  - See notes to consolidated financial statements. F-7 WORLD
  WIDE MOTION PICTURES CORPORATION AND SUBSIDIARIES 
  Notes to Consolidated Financial Statements 
  Years Ended December 31, 2005 and 20041.   Description of Business
  World Wide Motion Pictures Corporation ("WWMPC") was incorporated
  in Michigan on December 9, 1980. WWMPC and its subsidiaries (collectively,
  the "Company") acquire, produce, finance, develop, and distribute
  motion picture and television properties and render consulting services to
  the entertainment industry.2. Summary of Significant Accounting Policies

     a. Principles of consolidation

      The consolidated financial statements include the accounts of WWMPC and
      its four wholly owned subsidiaries.  All significant intercompany
      balances and transactions are eliminated in consolidation.

     b. Cash and cash equivalents

      For purposes of the consolidated balance sheets and statements of cash
      flows, the Company considers all highly liquid debt instruments purchased
      with a maturity of three months or less to be cash equivalents.

     c. Revenue recognition

      The Company recognizes revenues in accordance with Statement of Position
      No. 00-2, "Accounting by Producers or Distributors of Films" (the "SOP")
      issued by the Accounting Standards Executive Committee of the American
      Institute of Certified Public Accountants in June 2000.  

     d. Motion picture and television properties

The Company's investment in films and television programs includes the unamortized costs of completed films and television programs which have been produced by the Company or for which the Company has acquired distribution rights, libraries acquired, films and television programs in progress and in development and home video product inventory.

For films and television programs produced by the Company, capitalized costs include all direct production and financing costs, capitalized interest and production overhead.  For acquired films and television programs, these capitalized costs consist primarily of payments to acquire the distribution.

	Motion picture and television properties are stated at the lower of
      unamortized cost or estimated fair value on an individual film basis.  The
      valuation is reviewed on a title-by-title basis relative to the proportion of
      intrinsic ownership and revenue participation and is determined using
      management's future revenue and cost estimates and a discounted cash flow
      approach.

      Costs of acquired libraries currently exploited and other costs are amortized using the
      individual-film-forecast method, whereby costs are amortized and
      participation and residual costs are accrued in the proportion that
      current year's revenue bears to management's estimate of ultimate revenue
      at the beginning of the current year expected to be recognized from the
      exploitation, exhibition, or sale of the properties.  Additional
      amortization is recorded in the amount by which the unamortized costs
      exceed the estimated fair value of the motion picture or television
      program.

      A substantial portion of the Company's properties are completed motion
      pictures and television programs purchased from third parties by the
      exchange of shares of WWMPC Common Stock and WWMPC Preferred Stock.

     e. Equipment

      Equipment is stated at cost.  Depreciation is provided using the
      straight-line method over the estimated useful lives of the respective
      assets.

     f. Income taxes

      Income taxes are accounted for under the assets and liability method.
      Deferred tax assets and liabilities are recognized for the estimated
      future tax consequences attributable to differences between the financial
      statement carrying amounts of existing assets and liabilities and their
      respective tax bases and operating loss and tax credit carryforwards.
      Deferred tax assets and liabilities are measured using enacted tax rates
      in effect for the year in which those temporary differences are expected
      to be recovered or settled.

     g. Estimates

      The preparation of financial statements in conformity with accounting
      principles generally accepted in the United States requires management to
      make estimates and assumptions that affect the reported amounts of assets
      and liabilities and disclosure of contingent assets and liabilities at
      the date of the financial statements and the reported amounts of revenues
      and expenses during the reporting period.  Actual results could differ
      from those estimates.

     h. Loss per share

      Basic earnings (loss) per share is calculated based on the weighted
      average common stock outstanding for the period.  Diluted earnings (loss)
      per share includes the impact of convertible securities (such as
      convertible preferred stock), if dilutive.

     i. Stock-based compensation

      The Company expenses stock-based compensation at fair value in accordance
      with SFAS No. 123, "Accounting for Stock-Based Compensation".

     j. Reclassification

      Certain prior year information has been reclassified to be comparable to
      the current year presentation.3.   Motion Picture and Television Properties
  At December 31, 2005, motion picture and television properties consist of:  Library of completed motion pictures
     and television productions
  $   9,713,549Screenplays and development costs
  905,949Totals
  10,619,498Accumulated amortization and write-downs
  (6,336,568)Motion picture and television properties - net
  $4,282,930  The majority of the Company's
  motion picture and television properties were acquired from third parties in
  exchange for shares of WWMPC Common Stock and WWMPC Preferred Stock.
  The motion picture and television properties are stated at the lower of
  amortized cost or estimated fair value on an individual film basis. Estimated
  fair values of the respective properties are based on management estimates of
  future revenues from the respective properties. Actual future revenues from
  these properties may differ materially from such estimates as a result of
  many factors, including the amount of capital available to exploit the
  properties. 4.     Debt December 31,2005
  2004Debt consists of: 
   Due bank (under $70,000 line of credit),
      interest at 8%, due in monthly installments
      of principal and interest, secured by personal
      guarantees of WWMPC officers
  $ 7,461
  $ 12,116Due related party, interest at 0%, due on demand
      (lender has agreed to waive payment until such
      time as the Company has sufficient working
      capital to accomplish its objectives)
  $ 17,000
  $ 17,000Totals
  $ 24,461
  $ 29,116     5.   Preferred Stock and Restricted Shares       Series
  Number of Shares of Preferred Stock
  Number of Shares of Common Stock Convertible Into$.01 Par Value:89-B
  717
  2,86891-C
  1,000
  4,00092-D+E
  26,000
  104,00094-F
  50,000
  20,00094-G
  1,000
  40094-H+I
  7,500
  30,00096-J
  15,000
  30,00099-K
  10,000
  000-L
  25,000
  50,00001-O
  28,000
  003-U
  14,000
  14,000$.01 par value total
  178,217
  255,268$10.00 Par Value:88-A
  20,000
  4,00001-P
  2,000
  003-V
  1,000
  0$10.00 par value total
  23,000
  4,000Total Preferred Stock
  201,217
  259,268       6.   Income Taxes       Years Ended
  December 31,2005
  2004Computed federal income tax (benefit) at 34%
  $ (42,306)
  $ (24,879)Computed state income tax (benefit), net of federal
   tax effect
  (7,260)
  (4,269)Change in valuation allowance
  49,566
  29,148Provision for (benefit from) income taxes
  $       -
  $       -       7.   Change in Control           8.   Related Party Transactions       9.   Commitments and Contingencies         Lease agreement - The Company
  leases its office in Huntington Beach, California under a one year lease
  expiring December 2006 at rentals of $776 per month.  Item 8.  Changes In and Disagreements With Accountants on Accounting and Financial Disclosure   Item 8A.  Controls and Procedures     Item 8B.  Other Information   PART III
   Item 10.  Directors, Executive Officers, of the Registrant.           Director and/or Executive Officer nameAgePositionFirst Elected or appointedTerm of OfficeCharles Bailey73Chairman of the Board of Directors19852006Paul D. Hancock50President, Chief Executive Officer and Director1977Director/2006Officer/2015A. Robert Sobolik70Executive Vice President, Treasurer and Director1981Director/2006Officer/2015Larry Epstein, Esq.57Secretary/Director1989Director/2005Officer/IndefiniteJohn R. Woodward55Vice President, Film Production and Distribution Director1982Director/2006Officer/IndefiniteGeorge T. Lindsey68Vice President, Creative Development Director1982Director/2006Officer/IndefiniteJames J.Aitken,C.P.A.65President/Chief Executive Officer and Director1977Director/2006Officer/2015John D. Foley55Director19902005Robert E. Capps, Jr.55Director19902006Lewis O'Neil54Director19882006Ben Whitfield Jr., Esq.56Director19862005Alex Trebek65Director19872005Robert Lisnow56Director19982006Fred Baron54Director19942006Charles Newirth50Director19942006Linda Fausey52Director20042007Tony Miller60Associate V.P. Production1999IndefiniteBrian Patnoe47Associate V.P. Production1986IndefiniteMichael Maghini48Associate V.P. Finance1985Indefinite                                                 Item 11.  Executive Compensation.   Annual CompensationLong-Term CompensationName and Principal PositionYearSalaryBonusOther Annual CompensationStock AwardsRestricted Awards SARsUnderlying Options/LTIP PayoutsAll Other CompensationCharles Bailey*/Chairman of the Board2005000010,000002004000050,0000020030000000Paul D. Hancock*/**/***/President, CEO2005110,000000000200495,0000003,150,00000200385,0000001,080,00000A. Robert Sobolik*/**/Exec. V.P./Treasurer2005000072,800002004000000020030000000Larry Epstein*/**/Secretary20050000100,0000020040000100,0000020030000000John R. Woodward*/**/Vice President2005000025,000002004000000020030000000George T. Lindsey*/**/Vice President200500000002004000000020030000000James J. Aitken*/**/Vice President2005000025,0000020040000100,0000020030000000John R. Foley**/Director2005000040,000002004000000020030000000Robert E. Capps, Jr.**/Director2005000065,8000020040000200,0000020030000000Lewis O'Neil/Director2005000090,2000020040000200,0000020030000000Benjamin Whitfield Jr.**Director2005000035,600002004000010,00000200300005,00000Alex Trebek**/Director2005000050,00000200400004,00000200300004,00000Robert Lisnow/Director20050000000200400005,000002003000045,00000Fred Baron**/Director2005000080,000002004000000020030000000Charles Newirth**/Director2005000050,000002004000000020030000000Linda Fausey/	Director200500000002004000050,00000-----------Tony Miller/Associate V.P.2005000037,000002004000000020030000000Brian J. Patnoe*/Associate V.P.2005000030,0000020040000100,0000020030000750,00000Michael Maghini*/Associate V.P.2005000030,000002004000000020030000000             Item 12. Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters     Name and Affiliation
    Shares Beneficially Held
    **Percent of
  Class**James J. Aitken, CPA, Vice President,
      Director12199 55th Ave.Remus, MI 49340
    200,000
    0.68%Charles C. Bailey, Chairman of the
      Board14250 Royal Harbour CourtFort Myers, FL 33908
    150,000
    0.51%Fred Baron, Director531 N. Lillian Way
      Los Angeles, CA 90004
    80,000
    0.27%Robert E. Capps, Jr., Directorc/o 2120
      Main St., Suite 180Huntington Beach, CA 92648
    318,750
    1.09%Larry Epstein, Esq., Secretary and
      Director11733 Baird Ave.Northridge, CA 91326
    405,333
    1.39%Linda Fausey, Esq., Director328 N.
      WalnutLansing, MI 48933
    50,000
    0.17%John
      D. Foley, Directorc/o 2120 Main St., Suite 180 Huntington Beach,
      CA 92648
    100,000
    0.34%Paul D. Hancock, President/C.E.O and
      Director6246 Seabourne DriveHuntington Beach, CA
    92648
    9,793,384
    33.57%George T. Lindsey, Vice President and
      Director3218 S. 101st St.Omaha, NE 68124
    138,550
    0.47%Robert Lisnow, Esq., Director10866
      Wilshire Blvd.Los Angeles, CA 90024
    45,000
    0.15%Charles Newirth, Directorc/o 2120 Main
      St., Suite 180Huntington Beach, CA 92648
    75,000
    0.26%Lewis O'Neil, Directorc/o 2120 Main
      St., Suite 180Huntington Beach, CA 92648
    100,000
    0.34%John R. Woodward, Vice President and
      Director850 Alabama Dr., Rte. 2Lone Pine, CA 93545
    160,014
    0.55%A.
      Robert Sobolik, Executive Vice President, Treasurer and Director132
      Ascot PlaceGrass Valley, CA 95940
    150,000
    0.51%Shirley M. Curtis, Director5459 E.
      Suncrest RoadAnaheim, CA 92807
    40,000
    0.14%Alex Trebek, Directorc/o 2120 Main
      St., Suite 180Huntington Beach, CA 92648
    70,000
    0.24%Benjamin Whitfield, Jr., Esq., Director
      9000 E. JeffersonDetroit, MI 48214
    61,200
    0.21%Brian J. Patnoe, Beneficial Ownerc/o
      2120 Main St., Suite 180Huntington Beach, CA 92648
    1,202,300
    4.11%Richard W. Linford, Trustee, Beneficial
      Owner
      [FBO APFS & WWMPC RE:
      9/10/04 MOU]c/o 2120 Main St., Suite
      180Huntington Beach, CA 92648
    1,500,000
    5.13%All Officers and
      Directors as a group (17 people)
    11,937,231
    40.92%     Item 13.  Certain Relationships and Related Transactions.   PART IV
  Item 15.  Exhibits, Financial Statements Schedules.              
 SIGNATURES
  Pursuant to the requirements of Section 13 or 15(d) 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.WORLD WIDE MOTION PICTURES CORPORATION 
  (Registrant)Date: December 22, 2006
  By: /s/ Alan Mintz

  
  Alan Mintz
   Chief Executive Officer
 
  SIGNATURES
   WORLD WIDE MOTION
  PICTURES CORPORATIONDecember 22, 2006
  /s/ Alan Mintz
       Alan Mintz
       Chief Executive OfficerDecember 22, 2006
  /s/ Paul D. Hancock
       Paul D. Hancock
       Vice Chairman & Chairman of Finance CommitteeDecember 22, 2006
  /s/ Larry Weinstein
       Larry Weinstein
       Secretary & TreasurerDecember 22, 2006
  /s/ Larry Epstein
       Larry Epstein
       Director, Member of Audit Committee