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

                                   FORM 10-QSB

                QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                       For the quarter ended June 30, 2002

                                       or

                TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

         For the transition period from ____________ to ________________

                       Commission file number [000-28277]

                            HERITAGE WORLDWIDE, INC.
        (Exact name of small business issuer as specified in its charter)

                 Delaware                                        13-4196258
     (State or other jurisdiction of                          (I.R.S. Employer
      incorporation or organization)                         Identification No.)

712 Fifth Avenue, 7th Floor, New York, NY                           10019
 (Address of principal executive offices)                        (Zip Code)

                                 (212) 582-3400
                (Issuer's telephone number, including area code)


Indicate by check mark whether the registrant has (1) filed all reports required
to be filed by Section 13 of 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes [X] No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity,  as of the latest  practicable  date: At August 1, 2002,  the issuer had
outstanding 14,425,000 shares of Common Stock.

Transitional Small Business Disclosure Format: Yes [ ]  No [X]
<PAGE>
                            HERITAGE WORLDWIDE, INC.
                                  JUNE 30, 2002
                         QUARTERLY REPORT ON FORM 10-QSB

                                TABLE OF CONTENTS

                                                                           Page
                                                                          Number

Special Note Regarding Forward Looking Information ......................   3

                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements ...........................................   4
Item 2.  Management's Plan of Operation..................................   9

                           PART II - OTHER INFORMATION

Item 1.  Legal Proceedings...............................................   9
Item 2.  Changes in Securities and Use of Proceeds.......................   9
Item 3.  Defaults in Senior Securities...................................   9
Item 4.  Submission of Matters to a Vote of Security Holders.............   9
Item 5.  Other Information...............................................   9
Item 6.  Exhibits and Reports on Form 8-K................................   9

                                       2
<PAGE>
                SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

     To the extent that the  information  presented in this Quarterly  Report on
Form 10-QSB for the quarter ended June 30, 2002 discusses financial projections,
information or  expectations  about our products or markets,  or otherwise makes
statements  about future events,  such  statements are  forward-looking.  We are
making  these  forward-looking   statements  in  reliance  on  the  safe  harbor
provisions of the Private Securities  Litigation Reform Act of 1995. Although we
believe that the expectations reflected in these forward-looking  statements are
based on reasonable  assumptions,  there are a number of risks and uncertainties
that could cause actual results to differ  materially from such  forward-looking
statements.  These risks and uncertainties are described,  among other places in
this Quarterly Report, in "Management's Plan of Operation".

     In addition,  we disclaim  any  obligations  to update any  forward-looking
statements to reflect events or  circumstances  after the date of this Quarterly
Report.  When considering such  forward-looking  statements,  you should keep in
mind the risks  referenced  above and the other  cautionary  statements  in this
Quarterly Report.

                                       3
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS                                                PAGE
                                                                            ----
        Balance Sheet and Statement of Stockholders' Equity as of
          June 30, 2002 and December 31, 2001 ............................    5
        Statements of Operations for the three months ended June 30, 2002
          and 2001, for the six months ended June 30, 2002  and 2001, and
          from the date of inception to June 30, 2002 ....................    6
        Statements of Cash Flows for the three months ended June 30, 2002
          and 2001, the six months ended June 30, 2002 and 2001, and from
          the date of inception to June 30, 2002 .........................    7
        Notes to Financial Statements ....................................    8

                                       4
<PAGE>
                     HERITAGE WORLDWIDE, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)

                           CONSOLIDATED BALANCE SHEETS

                                     ASSETS

                                                        June 30,    December 31,
                                                          2002          2001
                                                        --------      --------
                                                      (unaudited)
Current Assets:
  Cash                                                  $     --      $     --
                                                        --------      --------

Other Assets:
  Deferred tax asset, net of valuation
    allowance (Note 4)                                        --            --
                                                        --------      --------

Total Assets                                            $     --      $     --
                                                        ========      ========

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Stockholders' Equity (Deficit):

Common stock, $0.001 par value authorized
  50,000,000 shares, 2,425,000
  shares issued at June 30,
  2002, and December 31, 2001                           $  2,425      $  2,425

Additional paid-in-capital                                12,250        12,250

Deficit accumulated during the
  development stage                                      (14,675)      (14,675)
                                                        --------      --------

Total Liabilities and Stockholders' Equity              $     --      $     --
                                                        ========      ========

   The accompanying notes are an integral part of these Financial Statements.

                                       5
<PAGE>
                     HERITAGE WORLDWIDE, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)

                         CONSOLIDATED INCOME STATEMENTS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                          Three                             Six
                                       Months ended                    Months ended              Date of
                                         June 30,                        June 30,             Inception to
                               ---------------------------     ---------------------------       June 30,
                                   2002            2001            2002            2001            2002
                               -----------     -----------     -----------     -----------     -----------
<S>                            <C>             <C>             <C>             <C>             <C>
Net Sales                      $        --     $        --     $        --     $        --     $        --

Cost of Goods Sold                      --              --              --              --              --
                               -----------     -----------     -----------     -----------     -----------

Gross Profit                            --              --              --              --              --
                               -----------     -----------     -----------     -----------     -----------

Expenses
  Professional services                 --              --              --              --          14,675
                               -----------     -----------     -----------     -----------     -----------

Net (loss) before
  income taxes                          --              --              --              --         (14,675)

Income Taxes                            --              --              --              --              --
                               -----------     -----------     -----------     -----------     -----------

Net (loss)                     $        --     $        --     $        --     $        --     $   (14,675)
                               ===========     ===========     ===========     ===========     ===========

Net income (loss)
  per common share from
  continuing operations
  (as adjusted for reverse
   split - see Note 3)                  --              --              --              --     $     (0.01)
                               -----------     -----------     -----------     -----------     ===========

Weighted average
  shares outstanding (as
  adjusted for reverse
  split - see Note 3)            2,425,000       2,425,000       2,425,000       2,425,000       2,244,150
                               ===========     ===========     ===========     ===========     ===========
</TABLE>

   The accompanying notes are an integral part of these Financial Statements.

                                       6
<PAGE>
                     HERITAGE WORLDWIDE, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                       Three                     Six
                                    Months ended             Months ended          Date of
                                      June 30,                 June 30,          Inception to
                               ---------------------     ---------------------     June 30,
                                 2002         2001         2002         2001         2002
                               --------     --------     --------     --------     --------
<S>                            <C>          <C>          <C>          <C>          <C>
Cash Flows From
Operating Activities:
  Continuing operations
    Net income                 $     --     $     --     $     --     $     --     $(14,675)
                               --------     --------     --------     --------     --------

Noncash items included in
 net income (loss):
  Stock issued for
  professional services              --           --           --           --        2,175

Changes in Assets and
Liabilities:
  Increase in deferred
    tax asset                        --           --           --           --       (1,875)
  Increase in valuation
    allowance                        --           --           --           --        1,875
                               --------     --------     --------     --------     --------

    Net adjustments                  --           --           --           --        2,175
                               --------     --------     --------     --------     --------

Cash Used by
Operating Activities                 --           --           --           --      (12,500)
                               --------     --------     --------     --------     --------

Cash Flows From Financing
 Activities:
  Stock issued for cash              --           --           --           --       12,500
                               --------     --------     --------     --------     --------

Cash Provided by
  Financing Activities               --           --           --           --       12,500
                               --------     --------     --------     --------     --------

Net change in cash                   --           --           --           --           --

Cash at beginning
  of period                          --           --           --           --           --
                               --------     --------     --------     --------     --------

Cash at end of period          $     --     $     --     $     --     $     --     $     --
                               ========     ========     ========     ========     ========

SUPPLEMENTAL DISCLOSURES
  Amount paid for interest     $     --     $     --     $     --     $     --     $     --
                               ========     ========     ========     ========     ========

  Amount paid for
    income taxes               $     --     $     --     $     --     $     --     $     --
                               ========     ========     ========     ========     ========
</TABLE>

   The accompanying notes are an integral part of these Financial Statements.

                                       7
<PAGE>
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                 June 30, 2002 (unaudited) and December 31, 2001


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNT POLICIES AND BUSINESS ACTIVITY

     The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally  accepted  accounting  principles for
interim financial  information and with the instructions of form 10-QSB and Item
310(b)  of  Regulation  S-B.  Accordingly,  they  do  not  include  all  of  the
information and footnotes required by generally accepted  accounting  principles
for complete financial statements. In the opinion of management,  all normal and
recurring  adjustments and accruals considered necessary for a fair presentation
have been included.  Operating results for the three-month and six month periods
ended June 30, 2002 are not  necessarily  indicative  of the results that may be
expected for the year ended December 31, 2002. For further information, refer to
the financial  statements and footnotes  thereto  included in the Company's form
10-KSB for the year ended December 31, 2001.

NOTE 2 - BASIS OF PRESENTATION AND CONSIDERATIONS RELATED TO CONTINUED EXISTENCE

     The Company's  consolidated financial statements have been presented on the
basis that it is a going concern,  which  contemplates the realization of assets
and the  satisfaction  of  liabilities  in the normal  course of  business.  The
Company  incurred net losses of $14,675 for the period from inception (March 23,
1983) to June 30, 2002. This factor,  among others,  raises substantial doubt as
to the  Company's  ability to obtain  additional  long-term  debt and/or  equity
financing and achieve  profitable  operations.  The financial  statements do not
include any adjustments  relating to the  recoverability  and  classification of
recorded asset amounts or the amounts and  classification  of  liabilities  that
might be  necessary  should the  Company  be unable to  continue  in  existence.
Management  is still  seeking  additional  investment  capital  to  support  its
entrance into new business ventures and provide the capital needed to operate.

NOTE 3 - RECAPITALIZATION

     On April 3, 2002,  the Company  announced a 1 for 5 reverse stock split for
stockholders  of record on April 16, 2002,  effective on a date  selected by the
Board of Directors  on or after May 12, 2002.  Par value was to remain at $0.001
per common share.  Concurrent with its  announcement of the reverse stock split,
the Company announced its intention to amend its certificate of incorporation to
increase the  authorized  number of common stock shares to  100,000,000  shares.
Subsequent to June 30, 2002,  the Board of Directors  canceled the reverse split
and amendment to the certificate of incorporation.

                                       8
<PAGE>
ITEM 2. MANAGEMENT'S PLAN OF OPERATION

     (1) The Company's plan of operation for the next twelve (12) months will be
to seek a merger or acquisition candidate.

          (i) The  Company  has no current  operating  costs or  expenses as all
services are being provided by the president at no cost and space is provided to
the Company on a rent-free  basis by an affiliate of our majority  shareholders.
We will not be  required  to raise  additional  money over the next  twelve (12)
months.

          (ii)  The  Company  is  not   engaged  in  any  product   research  or
development.

          (iii)  The  Company  has no  plant  or  equipment  to sell nor will it
acquire any over the next twelve (12) months unless it merges with or acquires a
company with plant and equipment.

          (iv)  Company  has no  employees,  nor  will it have any over the next
twelve (12) months unless it merges with or acquires a company with employees.

                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

     Not applicable.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

     Not applicable.

ITEM 3. DEFAULTS IN SENIOR SECURITIES

     Not applicable.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     Not applicable.

ITEM 5. OTHER INFORMATION

     Not applicable.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

     (a) Exhibits

         None.

     (b) Reports on Form 8-K

         None.

                                       9
<PAGE>
                                   SIGNATURES

     In accordance  with the  requirements  of the Exchange Act, the  registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                    HERITAGE WORLDWIDE, INC.
                                          (Registrant)


Date: August 5, 2002                By: /s/ John Thompson
                                        ----------------------------------------
                                        John Thompson
                                        Director, President (Principal Executive
                                        Officer) and Treasurer (Principal
                                        Financial Officer)

     The undersigned, the Chief Executive Officer and Chief Financial Officer of
the Registrant, certifies that this report complies with all of the requirements
of section 13(a) and 15(d) of the Exchange Act and the information  contained in
this report fairly presents,  in all material respects,  the financial condition
and results of operations of the Registrant.


Date: August 5, 2002                By: /s/ John Thompson
                                        ----------------------------------------
                                        John Thompson

                                       10