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

                                   FORM 10-QSB

   (MARK ONE)

       [ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
             EXCHANGE ACT OF 1934

                       For the quarter ended June 30, 2003

       [   ] TRANSITION REPORT UNDER SECTION 13 OR A5(d) OF THE SECURITIES
             EXCHANGE ACT OF 1934  (no fee required)


                         Commission file number 0-23544

                         HUMAN PHEROMONE SCIENCES, INC.
                 (Name of small business issuer in its charter)

          California                                             94-3107202
-------------------------------                              -------------------
(State or other jurisdiction of                               (I.R.S. employee
 incorporation or organization)                              Identification No.)


84 West Santa Clara Street, San Jose, California                    95113
------------------------------------------------                 ----------
    (Address of principal executive offices)                     (Zip code)


                    Issuer's telephone number: (408) 938-3030
                                                -------------

         ---------------------------------------------------------------
          (Former name or former address, if changed since last report)


         State the number of shares  outstanding of each of the issuer's classes
of common equity, as of the latest practicable date:  4,027,616 shares of Common
Stock as of July 31, 2003.

                                       1
<PAGE>

                         HUMAN PHEROMONE SCIENCES, INC.

                                      INDEX
<TABLE>
<CAPTION>
                                                                                                          Page
                                                                                                          ----
<S>              <C>                                                                                       <C>
PART I
FINANCIAL INFORMATION

         Item 1. Financial Statements

                 Consolidated Balance Sheets as of June 30, 2003 (Unaudited)
                 and December 31, 2002.......................................................................3

                 Consolidated Statements of Operations and Comprehensive Income /Loss (Unaudited) for the
                 For the Three and Six Months Ended June 30, 2003 and 2002...................................4

                 Consolidated Statements of Cash Flows (Unaudited) for the Six Months
                 Ended June 30, 2003 and 2002................................................................5

                 Notes to Consolidated Financial Statements (Unaudited)......................................6

         Item 2. Management's Discussion and Analysis

                 Management's Discussion and Analysis of Financial Conditions and Results of Operations .....9

         Item 3. Controls and Procedures....................................................................15

PART II
OTHER INFORMATION

         Item 2. Changes in Securities and Use of Proceeds..................................................16

         Item 4. Submission of Matters to a Vote of  Security Holders>>.....................................16

         Item 6. Exhibits and Reports on Form 8-K  .........................................................16

SIGNATURES..................................................................................................17
</TABLE>

                                       2
<PAGE>

                                     PART I
                              FINANCIAL INFORMATION

Item 1. Financial Statements

                         Human Pheromone Sciences, Inc.
                           Consolidated Balance Sheets

<TABLE>
<CAPTION>
                                                                                         June 30,    December 31,
(in thousands except share data)                                                           2003          2002
----------------------------------------------------------------------------------     -----------   -----------
                                                                                       (unaudited)
Assets

<S>                                                                                      <C>           <C>
Current assets:
  Cash and cash equivalents                                                              $  2,057      $  1,394
  Accounts receivable, net of allowances of $12,000 and $70,000
   in 2003 and 2002, respectively                                                             142           249
  Inventories, net                                                                            110           151
  Assets to be sold                                                                            --           493
  Other current assets                                                                         41            10
                                                                                         --------      --------
Total current assets                                                                        2,350         2,297

Property and equipment, net                                                                     9             5
Product licenses                                                                               50            50
                                                                                         --------      --------
                                                                                         $  2,409      $  2,352
                                                                                         ========      ========

Liabilities, Convertible Redeemable Preferred Stock and Shareholders'
Equity (Deficiency)

Current liabilities:
 Accounts payable                                                                        $     58      $    186
 Liabilities associated with assets to be sold                                                 --           330
 Accrued income tax                                                                            21            --
 Accrued professional fees                                                                     42            57
 Accrued vacation                                                                              43            34
 Other accrued expenses                                                                        18            19
                                                                                         --------      --------
Total current liabilities                                                                     182           626
                                                                                         --------      --------

Commitments and Contingencies

Convertible redeemable preferred stock:
  Preferred stock, issuable in series, no par value, 10,000,000 shares
    authorized, Series AA 100,000 and 1,433,333 convertible shares
    issued and outstanding in 2003 and 2002, respectively
    (total liquidation value $150 and $2,150, respectively)                                   150         2,146
  Series BB 17,448 convertible shares issued and outstanding
    at December 31, 2002 (total liquidation value $1,745)                                      --         1,560
                                                                                         --------      --------
Total convertible redeemable preferred stock                                                  150         3,706
                                                                                         --------      --------

Shareholders' equity (deficiency):
  Common stock, no par value, 13,333,333 shares authorized, 4,027,616 and
    3,429,839 shares issued and outstanding at 2003 and 2002, respectively                 20,717        17,667
  Accumulated deficit                                                                     (18,640)      (19,581)
  Foreign currency translation                                                                 --           (66)
                                                                                         --------      --------
Total shareholders' equity (deficiency)                                                     2,077        (1,980)
                                                                                         --------      --------
                                                                                         $  2,409      $  2,352
                                                                                         ========      ========
</TABLE>

See accompanying notes to consolidated financial statements.

                                       3
<PAGE>

                         Human Pheromone Sciences, Inc.
      Consolidated Statements of Operations and Comprehensive Income (Loss)
                                   (unaudited)

<TABLE>
<CAPTION>
                                                          Three months ended June 30,  Six months ended June 30,
                                                          ---------------------------  -------------------------
(in thousands except per share data)                            2003          2002          2003          2002
                                                              -------       -------       -------       -------

<S>                                                           <C>           <C>           <C>           <C>
Net revenues                                                       61           146           279           291
Cost of goods sold                                                 19            42            84            81
                                                              -------       -------       -------       -------

Gross profit                                                       42           104           195           210

Operating Expenses:
   Research and development                                         4            82             7           162
   Selling, general and administrative                            264           226           527           489
                                                              -------       -------       -------       -------

Total operating expenses                                          268           308           534           651
                                                              -------       -------       -------       -------

Income (loss) from operations                                    (226)         (204)         (339)         (441)

Other income (expense)
   Interest income (net)                                            5             5             8            10

Income tax benefit from on-going operations                        33          --              33          --

                                                              -------       -------       -------       -------
Income (loss) from on-going operations                           (188)         (199)         (298)         (431)

Net income from discontinued operations                             7            81            79           347
Net gain from sale of assets                                    1,226          --           1,226          --
                                                              -------       -------       -------       -------

Net income (loss) available to common shareholders              1,045          (118)        1,007           (84)

Other comprehensive loss - translation adjustment                --               2          --               2
                                                              -------       -------       -------       -------

Comprehensive income (loss)                                   $ 1,045       $  (116)      $ 1,007       $   (82)

                                                              =======       =======       =======       =======

Net income (loss) per common share- basic
    From on-going operations                                  $ (0.05)      $ (0.06)      $ (0.08)      $ (0.12)
    From discontinued operations                              $  0.00       $  0.02       $  0.02       $  0.10
    From assets sold                                          $  0.33       $  0.00       $  0.34       $  0.00
                                                              -------       -------       -------       -------
    Net income (loss)                                         $  0.28       $ (0.04)      $  0.28       $ (0.02)
                                                              =======       =======       =======       =======

Net income (loss) per common share-fully diluted
    From on-going operations                                  $ (0.04)      $ (0.06)      $ (0.06)      $ (0.12)
    From discontinued operations                              $  0.00       $  0.02       $  0.02       $  0.10
    From assets sold                                          $  0.26       $  0.00       $  0.24       $  0.00
                                                              -------       -------       -------       -------
    Net income (loss)                                         $  0.22       $ (0.04)      $  0.20       $ (0.02)
                                                              =======       =======       =======       =======

Weighted average common shares outstanding- basic               3,686         3,430         3,558         3,430
                                                              =======       =======       =======       =======
Weighted average common shares outstanding -
 fully diluted                                                  4,773         3,430         5,011         3,430
                                                              =======       =======       =======       =======
</TABLE>

See accompanying notes to consolidated financial statements.

                                       4
<PAGE>

                         Human Pheromone Sciences, Inc.
                      Consolidated Statements of Cash Flows
                                   (unaudited)

                                                               Six months ended
                                                                   June 30,
                                                             -------------------

(in thousands)                                                 2003      2002
---------------------------------------------------------    -------    --------


Cash flows from operating activities
Net income (loss)                                            $ 1,007    $   (84)
Net income from discontinued operations                           79        347
Net income from sale of assets                                 1,226         --
                                                             -------    -------
Net loss from on-going operations                               (298)      (431)

Adjustments to reconcile net income to net cash provided
 or used by operating activities:
  Depreciation and amortization                                    2          4
  Changes in operating assets and liabilities:
    Accounts receivable                                           41         23
    Inventories                                                   40         11
    Other current assets                                         (30)       (28)
    Accounts payable and accrued liabilities                     (79)       (24)
                                                             -------    -------
Net cash used by on-going operating activities                  (324)      (445)
                                                             -------    -------
Net cash provided by operations of assets sold                   156        383
                                                             -------    -------


Cash flows provided (used) in investing activities
Sale of Realm assets                                           1,342         --
Acquisition of fixed assets                                       (6)        --
                                                             -------    -------
Net cash provided by investing activities                      1,336         --

Cash flows used in financing activities
Purchase of Series BB preferred stock                           (505)        --

Effect of exchange rate on cash                                   --          2
                                                             -------    -------

Net increase in cash and cash equivalents                        663        (60)
Cash and cash equivalents at beginning of period               1,394      1,355
                                                             -------    -------
Cash and cash equivalents at end of period                   $ 2,057    $ 1,295
                                                             =======    =======

See accompanying notes to consolidated financial statements.

                                       5
<PAGE>

                         Human Pheromone Sciences, Inc.

                   Notes to Consolidated Financial Statements
                                   (unaudited)

                                  June 30, 2003

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization and Nature of Operations

         Human Pheromone Sciences,  Inc. (the "Company") was incorporated in the
State of  California  in 1989 under the name of EROX  Corporation.  The  Company
changed the name to Human Pheromone  Sciences,  Inc. in May 1998. The Company is
engaged in the research,  development,  manufacturing  and marketing of consumer
products  containing  synthetic  human  pheromones  as a component.  The Company
initiated commercial  operations in late 1994 with a line of fine fragrances and
toiletries.  In April 2000, the Company licensed the sale of its REALM fragrance
products  through  department and specialty  stores across the United States and
selected  international  markets  to Niche  Marketing,  Inc.  In April  2003 the
Company sold the  REALM(R)  and  innerREALM(R)  brands and  trademarks  to Niche
Marketing  Group,  Inc. The Company will  continue to license and sell its human
pheromones  for  inclusion  in other  companies  products in exchange for supply
revenues  and/or  royalties,  and will continue to involved in brand and product
development.

Basis of Presentation

         The accompanying  unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial  information and with the  instructions to 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 adjustments (consisting
of normal recurring accruals)  considered necessary for a fair presentation have
been  included.  Operating  results for the three and six months  ended June 30,
2003 are not necessarily  indicative of the results that may be expected for the
calendar year ending  December 31, 2003. For further  information,  refer to the
consolidated   financial  statements  and  footnotes  thereto  included  in  the
Company's  annual  report on Form 10-KSB for the year ended  December  31, 2002.
Certain prior period  balances have been  reclassified to conform to the current
period presentation.

Revenue Recognition

         Revenue  is  recorded  at the  time  of  merchandise  shipment,  net of
provisions  for  returns.  License  fees  are  earned  over the  license  period
according  to the terms of the license  agreement  and  interpretative  guidance
provided  by Staff  Accounting  Bulletin  (SAB) No.  101.  The  majority  of the
Company's sales are to distributors  and licensees,  and these  distributors and
licensees have no right to return products.

Inventories

         Inventories  are  stated  at the  lower of cost  (first  in - first out
method) or market.  The  inventory at June 30, 2003  consists of finished  goods
inventory valued at $17,000 and raw materials of $93,000.  At December 31, 2002,
these balances were $14,000 and $137,000, respectively.

Sale of Assets

         On April 14, 2003 the Company  sold to Niche  Marking  Group,  Inc. the
assets  and  worldwide  ownership  rights  to the  REALM  Women,  REALM  Men and
innerREALM product lines.  .Assets  consisting REALM and innerREALM  trademarks,
inventory and product  licenses were sold resulting in a net gain of $1,226,000.
All REALM and innerREALM  operating results have been classified as discontinued
operations,  $79,000 for the six months  ending June 30, 2003 and  $347,000  the
comparable period in 2002. Reclassifications of certain 2002 financial statement
information  have been made to  present  the  operating  results  from  on-going
operations on a comparable basis.

                                       6
<PAGE>

License Fees

         The  Company  capitalizes  license  fees paid for the rights to use new
pheromone  discoveries.  License agreements for pheromones and products that are
not yet available for sale are not subject to  amortization  in accordance  with
Statement  of  Financial  Accounting  Standards  No.  142:  Goodwill  and  Other
Intangible Assets.

         The Company continually  evaluates whether events or circumstances have
occurred that indicate the remaining  estimated value of the license  agreements
may not be  recoverable.  When factors  indicate  that the value  license may be
impaired,  the Company  estimates  the  remaining  value and reduces the license
agreement to that amount.

Income Taxes

         The Company  has  recorded a tax  provision  of $22,000 for 2003 and no
income tax  provision  for 2002,  due  primarily  to a  valuation  allowance  on
deferred tax assets being recorded and the expected utilization of net operating
losses carried forward from prior years to offset any significant tax liability.
As of June 30, 2003,  the  Company's  gross  deferred tax asset,  which  relates
primarily to net operating losses carried forward was $6,410,000. California has
suspended for 2003 the  utilization  of operating loss carry forwards which will
result  in a tax  liability  for the  year if the  Company's  taxes  exceed  the
available Research & Development tax credit of $82,000.

Earnings (Loss) Per Share

         The Company  calculates  earnings  (loss) per share in accordance  with
SFAS No. 128,  "Earnings Per Share." SFAS No. 128 replaced the  presentation  of
primary and fully diluted  earnings per share with the presentation of basic and
diluted  earnings per share.  Basic earnings per share excludes  dilution and is
calculated  by  dividing  income   available  to  common   stockholders  by  the
weighted-average  number of common shares  outstanding  for the period.  Diluted
earnings per share includes the potential  dilutive  effects that could occur if
securities or other  contracts to issue common stock were exercised or converted
into  common  stock  ("potential  common  stock")  that  would then share in the
earnings of the Company.

         As of June 30, 2003 and 2002,  the  unaudited  components  of basic and
diluted earnings per share are as follows (all amounts are in thousands):

<TABLE>
<CAPTION>
                                                                                     2003                2002
                                                                                  ----------           --------

<S>                                                                               <C>                  <C>
         Net income (loss) available to common shareholders                       $    1,007           $    (84)
                                                                                  ==========           ========

         Weighted-average common shares outstanding during the period                  3,558              3,430

         Incremental shares from assumed conversions of convertible
         preferred stock and stock options                                             1,453              1,721
                                                                                  ----------           --------

         Fully diluted weighted-average common shares and potential
         commons stock (unaudited)                                                     5,011              5,151
                                                                                  ==========           ========
</TABLE>

Convertible Redeemable Preferred Stock

         On May 22,  2003  the  Company  purchased,  from a fund of whom a board
member is a general  partner,  all of the  outstanding  shares of its  Series BB
Preferred  Stock for  $505,000.  In a related  transaction  1,333,333  shares of
Series AA Preferred Stock was converted into 597,777 shares of common stock.

                                       7
<PAGE>

Capital Stock and Stock Options

         Outstanding  options to purchase  shares of common stock and  potential
common shares  issuable upon conversion of preferred stock are excluded from the
computation of diluted earnings per share since when the average stock price for
the period is less than the exercise price of outstanding  options or when their
effect would be antidilutive.

         On June 25, 2003 the Board of  Directors  adopted the 2003  Nonemployee
Directors  Stock  Option  Plan of Human  Pheromone  Sciences,  Inc. A maximum of
300,000 shares of commons tock may be issued on exercise of the Options  granted
pursuant to this plan.  The plan will expire June 24, 2010.  This plan  replaces
the previous plan which expired June 13, 2003.

         During  the three  months  ended June 30,  2003 no common or  preferred
stock was issued, common stock options totaling 80,000 shares under the 2003 Non
Employee  Directors  Stock Option Plan were  granted and no issued  options were
exercised.

Recent Accounting Pronouncements

         In  April  2002,  the FASB  issued  SFAS No.  145,  Rescission  of FASB
Statements  No. 4, 44 and 64,  Amendment of FASB Statement No. 13, and Technical
Corrections. SFAS No. 145 updates, clarifies, and simplifies existing accounting
pronouncements. This statement rescinds SFAS No. 4, which required all gains and
losses from extinguishments of debt to be aggregated and if material, classified
as an  extraordinary  item, net of related income tax effect.  As a result,  the
criteria in APB No. 30 will now be used to classify those gains and losses. SFAS
No.  64  amended  SFAS No. 4 and is no longer  necessary  as SFAS No. 4 has been
rescinded. SFAS No. 44 has been rescinded as it is no longer necessary. SFAS No.
145 amends SFAS No. 13 to require that  certain  lease  modifications  that have
economic effects similar to sale-leaseback  transactions be accounted for in the
same manner as sale-lease  transactions.  This  statement  also makes  technical
corrections  to  existing  pronouncements.   While  those  corrections  are  not
substantive in nature, in some instances,  they may change accounting  practice.
This statement is not applicable to the Company.

         In June  2002,  the FASB  issued  SFAS No.  146,  Accounting  for Costs
Associated with Exit or Disposal Activities.  This statement addresses financial
accounting and reporting for costs  associated with exit or disposal  activities
and nullifies  Emerging  Issues Task Force  ("EITF")  Issue No. 94-3,  Liability
Recognition for Certain Employee Termination Benefits and Other Costs to Exit an
Activity  (including Certain Costs Incurred in a Restructuring).  This statement
requires  that a  liability  for a cost  associated  with an  exit  or  disposal
activity be recognized when the liability is incurred.  Under EITF Issue 94-3, a
liability  for an exit  cost,  as  defined,  was  recognized  at the  date of an
entity's  commitment  to an exit plan.  The  provisions  of this  statement  are
effective for exit or disposal  activities that are initiated after December 31,
2002 with earlier application  encouraged.  The Company does not expect adoption
of SFAS No. 146 to have a material impact, if any, on its financial  position or
results of operations.

         In October 2002, the FASB issued SFAS No. 147,  Acquisitions of Certain
Financial Institutions.  SFAS No. 147 removes the requirement in SFAS No. 72 and
Interpretation 9 thereto, to recognize and amortize any excess of the fair value
of  liabilities  assumed  over  the  fair  value of  tangible  and  identifiable
intangible assets acquired as an unidentifiable intangible asset. This statement
requires that those  transactions  be accounted for in accordance  with SFAS No.
141,  Business  Combinations,  and SFAS No. 142,  Goodwill and Other  Intangible
Assets.  In addition,  this  statement  amends SFAS No. 144,  Accounting for the
Impairment  or Disposal  of  Long-Lived  Assets,  to include  certain  financial
institution-related  intangible assets.  This statement is not applicable to the
Company.

         In  December  2002,  the FASB  issued  SFAS  No.  148,  Accounting  for
Stock-Based  Compensation - Transition and Disclosure,  an amendment of SFAS No.
123. SFAS No. 148 provides  alternative  methods of  transition  for a voluntary
change to the fair value based method of  accounting  for  stock-based  employee
compensation.  In addition,  SFAS No. 148 amends the disclosure  requirements of
SFAS No.  123 to  require  more  prominent  and  more  frequent  disclosures  in
financial  statements  about  the  effects  of  stock-based  compensation.  This
statement is effective  for financial  statements  for fiscal years ending after
December  15,  2002.  SFAS No.  148 will not have any  impact  on the  Company's
financial  statements as management does not have any intention to change to the
fair value method.

         In April 2003, the Financial Accounting Standards Board ("FASB") issued
SFAS No. 149, "Amendment of Statement 133 on Derivative  Instruments and Hedging
Activities."  SFAS No. 149 amends and  clarifies  accounting  and  reporting for
derivative  instruments and hedging  activities under SFAS No. 133,  "Accounting
for Derivative  Instruments and Hedging  Activities."  SFAS No. 149 is effective
for derivative instruments and hedging activities entered into or modified after
June 30, 2003,  except for certain  forward  purchase and sale  securities.  For
these forward purchase and sale  securities,  SFAS No. 149 is effective for both
new and  existing  securities  after June 30, 2003.  Management  does not expect
adoption of SFAS No. 149 to have a material  impact on the Company's  statements
of earnings, financial position, or cash flows.

                                       8
<PAGE>

         In May 2003,  the FASB  issued SFAS No.  150,  "Accounting  for Certain
Financial Instruments with Characteristics of both Liabilities and Equity." SFAS
No. 150 establishes  standards for how an issuer  classifies and measures in its
statement   of   financial   position   certain   financial   instruments   with
characteristics of both liabilities and equity. In accordance with the standard,
financial  instruments that embody obligations for the issuer are required to be
classified  as  liabilities.  SFAS  No.  150  will be  effective  for  financial
instruments  entered into or modified  after May 31, 2003 and otherwise  will be
effective at the beginning of the first interim period  beginning after June 15,
2003.  The  Company  has  classified  redeemable  preferred  stock as a separate
liability.

Item 2. Management's Discussion and Analysis of Financial Conditions and Results
        of Operations

         This report contains  forward-looking  statements within the meaning of
Section 27A of the  Securities  Act of 1933, as amended,  and Section 21E of the
Securities  Exchange  Act  of  1934,  as  amended.  Except  for  the  historical
information contained in this discussion and analysis of financial condition and
results  of  operations,  the  matters  discussed  herein  are  forward  looking
statements.  These forward looking statements include but are not limited to the
Company's  plans for sales  growth and  expansion  into new  channels  of trade,
expectations  of gross  margin,  expenses,  new  product  introduction,  and the
Company's   liquidity  and  capital  needs.  These  matters  involve  risks  and
uncertainties  that could cause  actual  results to differ  materially  from the
statements made. In addition to the risks and  uncertainties  described in "Risk
Factors",  below,  these risks and  uncertainties  may include  consumer trends,
business cycles,  scientific  developments,  changes in governmental  policy and
regulation,  currency  fluctuations,  economic  trends in the United  States and
inflation. These and other factors may cause actual results to differ materially
from those anticipated in forward-looking statements.  Readers are cautioned not
to place undue reliance on these forward-looking statements, which speak only as
of the date hereof.

Risk Factors

         The  Company's  future  results  may be affected to a greater or lesser
degree by the following factors among others:

         The Company has not had  sustained  profitable  operations  since 1997.
Since 1997,  the Company has  incurred  losses from  operations.  The  Company's
business  model is based on obtaining  product-licensing  agreements.  While the
Company   anticipates  that  this  business  model  will  result  in  profitable
operations, the Company's license based business model may not be successful..

         The Company's marketing strategy may not be successful.  The Company or
its  distributors  and  licensees  may not be able to establish and maintain the
necessary  sales and  distribution  channels.  Retail  outlets and  catalogs may
choose not to carry the Company's or its licensees'  products.  The Company, its
licensees or its  distributors  may not have  sufficient  funds to  successfully
market its products if the current marketing strategy is not successful.

         The Company not be able to protect its technology or trade secrets. The
Company's  patents  and  patent  applications  may  not  protect  the  Company's
technology or ensure that the Company's  technology does not infringe  another's
valid  patent.  Others  may  independently   develop  substantially   equivalent
proprietary information.  The Company may not be able to protect its technology,
proprietary information or trade secrets.

         The Company's ongoing research and product  development efforts may not
be  successful.  While the Company  plans to initiate  several  studies on human
subjects, the products being tested may not be effective.

         The  Company,  its  distributors  and  licensees  may  not be  able  to
effectively  compete with larger companies or with new products.  The fragrance,
toiletries and cosmetics  markets are extremely  competitive.  Many  competitive
products  are  better  known  than  the  Company's   products  and  compete  for
advertising and retail shelf space. Many competitors have significantly  greater
resources  that will allow them to develop and introduce new competing  products
or increase the promotion of current products.

         The product life cycle of these  products  can be very short.  Changing
fashions  and fads can  dramatically  shift  consumer  preferences  and demands.
Traditional  fragrance,  toiletries  and  cosmetics  companies  introduce  a new
products  every year or so.  Changing  fashions  and new products may reduce the
chance of creating long term brand loyalty to human pheromone-based products.

                                       9
<PAGE>

         The  current  retail  environment  may cause  pricing  and  promotional
pressures. Less than ten companies control the majority of the sales in the U.S.
in the fragrance, toiletries and cosmetics arena. Because of their market share,
each company will have significant  power to determine the price and promotional
terms that the Company and its licensees or  distributors  must meet in order to
introduce and sell its products to the consumer.

         Seasonality  in sales  may cause  significant  variation  in  quarterly
results.  Sales in the  fragrance  industry are  generally  seasonal  with sales
higher in the second half of the year  because of  Christmas.  This  seasonality
could  cause  a  significant  variation  in the  Company's  quarterly  operating
results.

         The Company may not be able to recruit  and retain key  personnel.  The
Company's  success  substantially  depends upon  recruiting  and  retaining  key
employees and  consultants  with  research,  product  development  and marketing
experience.  The Company may not be successful in recruiting and retaining these
key people.

         The Company relies upon other  companies to  manufacture  its products.
The Company relies upon other companies to manufacture  its  pheromones,  supply
components,  and to blend, fill and package its fragrance products.  The Company
may  not  be  able  to  obtain  or  retain  pheromone  manufacturers,  fragrance
suppliers,  or component  manufacturers on acceptable terms. If not, the Company
may not be able to obtain  commercial  quantities  of its  products.  This would
adversely affect operating results.

Results of Operations

         On April 24, 2000, the Company signed a multi-year  licensing agreement
for its  REALM  and  innerREALM  fragrance  and  toiletry  products  with  Niche
Marketing,  Inc.  ("Niche"),  a newly formed affiliate of Northern Brands,  Inc.
Under the agreement,  Niche will be responsible for the manufacture,  marketing,
selling  and  distribution  of the REALM and  innerREALM  products in the United
States and Internationally, excluding the Far East.

         On April 14, 2003,  the Company sold to Niche Marking  Group,  Inc. the
assets  and  worldwide  ownership  rights  to the  REALM  Women,  REALM  Men and
innerREALM  product lines.  The Company will continue to focus operations on the
marketing of its patented  technology  to companies  with  established  consumer
product   franchises  while  directly  managing  the  on-going   development  of
identified compounds for potential new products.

         All  REALM(R)  and   innerREALM(R)   financial   activities  have  been
classified  as  assets  to be sold as a  result  of the  April  14,  2003  sale.
Therefore reclassifications of certain 2002 financial statement information have
been made to  present  the  operating  results  from  on-going  operations  on a
comparable basis.

Three  Months  ended June 30, 2003  compared to the Three  Months ended June 30,
2002

         Net sales and  revenues  for the second  quarter of 2003 were  $61,000,
representing  an  decrease of 58% from sales of  $146,000  for the prior  year's
quarter.  The $78,000,  or 63%,  decrease in license and supply  revenues,  from
customers  utilizing the Company's  technology as a components in their consumer
products,  was the result of strong  orders in the first  quarter of the current
year that  resulted in lower  shipments in the second  quarter from  established
product lines. Sales of the Natural Attraction(R)  products to the international
and U.S.  distributors  utilizing a new bottle design began the last week of the
quarter when the first  production  run was  completed.  Several  pending orders
could not be  shipped  during  the  quarter  because  of a delay in  receipt  of
components; these will carry-over to the next quarter.


         Net sales for the quarters ended June 30, 2003 and 2002 were as follows
(in thousands).

                                                              2003          2002
--------------------------------------------------------------------------------
 Markets:
License and Supply Revenues                                   $ 45          $123
Direct Marketing                                                10            23
U.S. Retail & Distributor Markets                                5            --
International Markets                                            1            --
                                                              ----          ----

Net Sales                                                     $ 61          $146
                                                              ====          ====

                                       10
<PAGE>

         Gross profit for the quarter ended June 30, 2003 of $42,000 is 60% less
than last years  $104,000.  As a  percentage  of sales,  gross profit of 69% was
slightly  less than last years of 71% due to a reduction of license fees revenue
earned during the quarter.

         Research and  Development  expenses for the first  quarters of 2003 and
2002 were $4,000 and $82,000,  respectively.  As part of the Company's desire to
directly control all future research and development work the Company terminated
its  relationships  with its primary  consultants  in October 2002.  The Company
incurred  very  minimal  expenses  in the  second  quarter  of  2003  since  its
independent research and development efforts had not commenced.

         Selling,  general and  administrative  expenses of $264,000 were higher
than last years second quarter expenses of $226,000.  Selling, and marketing and
distribution  expenses  were  $7,000  less  than the  prior  year as a result of
decreased sales  activities for Natural  Attraction as the new bottle  inventory
was not available for the majority of the quarter.  General,  administrative and
facility costs were $45,000 more in the current year's quarter due to last years
$32,000  bad  debt  recovery  and  $9,000  of  expenses  related  to the  annual
shareholder meeting which was held in the third quarter last year and additional
SEC filings and related cost resulting from the sale of Realm and redemption and
conversion of the Company's Series BB preferred stock.

         The Company earned $5,000 in net interest income in both 2003 and 2002.
The increase in cash balances was offset by lower interest rates earned.

         The Company has recorded a tax provision of $22,000, due primarily to a
valuation  allowance  on deferred tax assets  being  recorded,  and the expected
utilization of net operating  losses carried  forward from prior years to offset
any significant tax liability. As of June 30, 2003, the Company's gross deferred
tax asset,  which relates  primarily to net operating losses carried forward was
$6,410,000.  However,  California  has  suspended  for 2003 the  utilization  of
operating  losses  carried  forward which will result in a tax liability for the
year if the  Company's  taxes exceed the available  Research &  Development  tax
credit of $82,000

         On April 14, 2003 the Company  sold to Niche  Marking  Group,  Inc. the
assets  and  worldwide  ownership  rights  to the  REALM  Women,  REALM  Men and
innerREALM  product lines.  Assets  consisting REALM and innerREALM  trademarks,
inventory and product  licenses were sold resulting in a net gain of $1,226,000.
All REALM and innerREALM  operating results have been classified as discontinued
operations,  for the quarter  ending June 30, 2003 income from these  operations
were $7,000 which is less than last years  $81,000.  The reduction was primarily
due to the sale which was the third week of the quarter.


Six Months ended June 30, 2003 as compared to the Six Months ended June 30, 2002

         Net revenues for the six months ended June 30, 2003 were $279,000. This
was a 4% decrease  from net  revenues  of  $291,000  for the first half of 2002.
License  and supply  revenues  increased  by $25,000 for the first six months of
2003 to $247,000 as a result of increased  licensing  and supply  activities  to
Avon Products in 2003. Sales in International  markets  decreased by $35,000 due
to the conversion to a new bottle for the Natural  Attraction  product line, and
reduced promotional efforts.

         Net  sales  for the six  months  ended  June 30,  2003 and 2002 were as
follows:

================================================================================
 Markets                                                           2003     2002
--------------------------------------------------------------------------------

License and Supply Revenues                                        $247     $222
Direct Marketing                                                     20       31
U.S. Retail & Distributor Markets                                    11        2
International Markets                                                 1       36
                                                                   ----     ----

Net Sales                                                          $279     $291

                                       11
<PAGE>

         Gross  profit for the first half of 2003  declined 7% to $195,000  from
$210,000 in 2002. The decrease is the result of reduced  license  revenue from a
single  customer.  Gross  profit as a  percentage  of revenues  decreased to 70%
compared to 72% in 2002 a result of the reduced license revenue.

         Research and  Development  expenses for the first half of 2003 and 2002
were $7,000 and $162,000,  respectively.  The Company has ended its relationship
with Pherin  Pharmaceuticals  and plans to conduct its own independent  research
and development operations, which have not commenced as of June 30, 2003.

         Selling, general and administrative expenses for the first half of 2003
were $527,000 and $489,000 for the comparable period of 2002. Selling, marketing
and  distribution  expenses  are  $10,000  less than the prior  year as  Natural
Attraction  sales  activity was limited  awaiting the new  component  inventory.
Selling,  administrative  and  facilities  were $ 48,000 more than last year. In
2002 a $32,000 bad debt  recovery  was made and no similar  recovery was made in
2003. Additional administrative costs were incurred this year due to the sale of
assets in April 2003, the  redemption and conversion of the of Company's  Series
BB preferred stock in May 2003.

         The Company's  cash balances  generated  $8,000 in net interest  income
during the first half of 2003,  as compared to $10,000 in 2002.  The decrease is
due to reduced interest rates.

LIQUIDITY  AND CAPITAL RESOURCES

         At  June  30,  2003,  the  Company  had  cash  of  $2,057,000  with  no
outstanding  bank borrowings and working capital of $2,068,000;  at December 31,
2002, it had cash of $1,394,000 with no outstanding  bank borrowings and working
capital of $1,671,000.  For the first six months of 2003, net cash provided from
all  activities  was $663,000.  For the first six months of 2002,  net cash used
from all activities was $60,000.

         On May 2, 2003, the Company  renewed a its Business Loan Agreement with
Mid-Peninsula  Bank  of Palo  Alto,  California  (the  "Bank")  providing  for a
revolving  line of credit.  The Company may borrow up to $500,000 at an interest
rate equal to the Bank's prime rate plus 0.75% with borrowings secured primarily
by the Company's trade receivables and inventory.  The agreement,  which expires
on May 3, 2004,  contains certain  debt-to-equity and working capital covenants.
At June 30, 2003 the Company was in compliance with such covenants.

         On May 22,  2003  the  Company  purchased,  from a fund of whom a board
member is a general  partner,  all of the  outstanding  shares of its  Series BB
Preferred  Stock for  $505,000.  In a related  transaction,  with the same fund,
1,333,333  shares of Series AA Preferred Stock was converted into 597,777 shares
of common stock.

         Assuming the Company's activities proceed substantially as planned, the
Company's current cash position and projected results of operations for the next
twelve months are not expected to require additional outside financing.

RECENT ACCOUNTING PRONOUNCEMENTS

In April 2002, the FASB issued SFAS No. 145,  Rescission of FASB  Statements No.
4, 44 and 64,  Amendment of FASB  Statement No. 13, and  Technical  Corrections.
SFAS  No.  145  updates,   clarifies,   and   simplifies   existing   accounting
pronouncements. This statement rescinds SFAS No. 4, which required all gains and
losses from extinguishments of debt to be aggregated and if material, classified
as an  extraordinary  item, net of related income tax effect.  As a result,  the
criteria in APB No. 30 will now be used to classify those gains and losses. SFAS
No.  64  amended  SFAS No. 4 and is no longer  necessary  as SFAS No. 4 has been
rescinded. SFAS No. 44 has been rescinded as it is no longer necessary. SFAS No.
145 amends SFAS No. 13 to require that  certain  lease  modifications  that have
economic effects similar to sale-leaseback  transactions be accounted for in the
same manner as sale-lease  transactions.  This  statement  also makes  technical
corrections  to  existing  pronouncements.   While  those  corrections  are  not
substantive in nature, in some instances,  they may change accounting  practice.
This statement is not applicable to the Company.

         In June  2002,  the FASB  issued  SFAS No.  146,  Accounting  for Costs
Associated with Exit or Disposal Activities.  This statement addresses financial
accounting and reporting for costs  associated with exit or disposal

                                       12
<PAGE>

activities  and nullifies  Emerging  Issues Task Force  ("EITF") Issue No. 94-3,
Liability  Recognition for Certain Employee Termination Benefits and Other Costs
to Exit an Activity (including Certain Costs Incurred in a Restructuring).  This
statement  requires  that a  liability  for a cost  associated  with  an exit or
disposal activity be recognized when the liability is incurred. Under EITF Issue
94-3, a liability for an exit cost, as defined, was recognized at the date of an
entity's  commitment  to an exit plan.  The  provisions  of this  statement  are
effective for exit or disposal  activities that are initiated after December 31,
2002 with earlier application  encouraged.  The Company does not expect adoption
of SFAS No. 146 to have a material impact, if any, on its financial  position or
results of operations.

         In October 2002, the FASB issued SFAS No. 147,  Acquisitions of Certain
Financial Institutions.  SFAS No. 147 removes the requirement in SFAS No. 72 and
Interpretation 9 thereto, to recognize and amortize any excess of the fair value
of  liabilities  assumed  over  the  fair  value of  tangible  and  identifiable
intangible assets acquired as an unidentifiable intangible asset. This statement
requires that those  transactions  be accounted for in accordance  with SFAS No.
141,  Business  Combinations,  and SFAS No. 142,  Goodwill and Other  Intangible
Assets.  In addition,  this  statement  amends SFAS No. 144,  Accounting for the
Impairment  or Disposal  of  Long-Lived  Assets,  to include  certain  financial
institution-related  intangible assets.  This statement is not applicable to the
Company.

         In  December  2002,  the FASB  issued  SFAS  No.  148,  Accounting  for
Stock-Based  Compensation - Transition and Disclosure,  an amendment of SFAS No.
123. SFAS No. 148 provides  alternative  methods of  transition  for a voluntary
change to the fair value based method of  accounting  for  stock-based  employee
compensation.  In addition,  SFAS No. 148 amends the disclosure  requirements of
SFAS No.  123 to  require  more  prominent  and  more  frequent  disclosures  in
financial  statements  about  the  effects  of  stock-based  compensation.  This
statement is effective  for financial  statements  for fiscal years ending after
December  15,  2002.  SFAS No.  148 will not have any  impact  on the  Company's
financial  statements as management does not have any intention to change to the
fair value method.

         In April 2003, the Financial Accounting Standards Board ("FASB") issued
SFAS No. 149, "Amendment of Statement 133 on Derivative  Instruments and Hedging
Activities."  SFAS No. 149 amends and  clarifies  accounting  and  reporting for
derivative  instruments and hedging  activities under SFAS No. 133,  "Accounting
for Derivative  Instruments and Hedging  Activities."  SFAS No. 149 is effective
for derivative instruments and hedging activities entered into or modified after
June 30, 2003,  except for certain  forward  purchase and sale  securities.  For
these forward purchase and sale  securities,  SFAS No. 149 is effective for both
new and  existing  securities  after June 30, 2003.  Management  does not expect
adoption of SFAS No. 149 to have a material  impact on the Company's  statements
of earnings, financial position, or cash flows.

         In May 2003,  the FASB  issued SFAS No.  150,  "Accounting  for Certain
Financial Instruments with Characteristics of both Liabilities and Equity." SFAS
No. 150 establishes  standards for how an issuer  classifies and measures in its
statement   of   financial   position   certain   financial   instruments   with
characteristics of both liabilities and equity. In accordance with the standard,
financial  instruments that embody obligations for the issuer are required to be
classified  as  liabilities.  SFAS  No.  150  will be  effective  for  financial
instruments  entered into or modified  after May 31, 2003 and otherwise  will be
effective at the beginning of the first interim period  beginning after June 15,
2003.  The  Company  has  classified  redeemable  preferred  stock as a separate
liability.

CRITICAL ACCOUNTING POLICIES

         Our discussion and analysis of our financial  conditions and results of
operations are based upon our consolidated financial statements, which have been
prepared in accordance  with  generally  accepted  accounting  principles in the
United States. The preparation of financial  statements require managers to make
estimates  and  judgments  that  affect  the  reported  amounts  of  assets  and
liabilities,  revenues and expenses and disclosures on the date of the financial
statements. On an on-going basis, we evaluate our estimates,  including, but not
limited  to,  those  related to revenue  recognition  and license  fees.  We use
authoritative pronouncements, historical experience and other assumptions as the
basis for making judgments. Actual results could differ from those estimates. We
believe  that  the  following  critical  accounting  policies  affect  our  more
significant  judgments  and  estimates in the  preparation  of our  consolidated
financial statements.

Revenue Recognition

         Revenue  is  recorded  at the  time  of  merchandise  shipment,  net of
provisions  for  returns.  License  fees  are  earned  over the  license  period
according  to the terms of the license  agreement  and  interpretative  guidance
provided  by Staff  Accounting  Bulletin  (SAB) No.  101.  The  majority  of the
Company's sales are to distributors  and licensees,  and these  distributors and
licensees have no right to return products.

                                       13
<PAGE>

License Fees

         The  Company  capitalizes  license  fees paid for the rights to use new
pheromone  discoveries,  and rights for additional  REALM and  innerREALM  sales
territories.  License  agreements  that have a finite  useful life are amortized
using  the  straight-line  method  over  the  life  of  the  agreement.  License
agreements  for  pheromones and products that are not yet for available for sale
are not subject to  amortization  in  accordance  with  Statement  of  Financial
Accounting Standards No. 142: Goodwill and Other Intangible Assets.

         The Company continually  evaluates whether events or circumstances have
occurred that indicate the remaining  estimated value of the license  agreements
may not be  recoverable.  When factors  indicate  that the value  license may be
impaired,  the Company  estimates  the  remaining  value and reduces the license
agreement to that amount.

Subsequent Event

         On July 1, 2003  Michael D.  Kaufman,  a director  since  August  1997,
resigned  from the Board of Directors.  Mr.  Kaufman  determined  that his other
business  commitments would consume  significantly more of his time, and prevent
him from  devoting  the  amount of time  necessary  to  fulfill  his  duties and
responsibilities as a Board member.

                                       14
<PAGE>

Item 3.  Controls and Procedures

Within 90 days prior to the date of this report,  we carried out an  evaluation,
under the supervision and with the  participation of our Chief Executive Officer
and Chief Financial Officer, of the effectiveness of the design and operation of
our  disclosure  controls  and  procedures  (as  defined in  Exchange  Act Rules
13a-15(e) or 15d-15(e)).  Based on this evaluation,  our Chief Executive Officer
and  Chief  Financial  Officer  concluded  that  our  disclosure   controls  and
procedures  are  effective  in  timely  alerting  them to  material  information
required to be included in our periodic SEC reports. It should be noted that the
design of any system of controls is based in part upon certain assumptions about
the likelihood of future  events,  and there can be no assurance that any design
will  succeed  in  achieving  its  stated  goals  under  all  potential   future
conditions, regardless of how remote.

         In addition, we reviewed our internal controls,  and there have been no
significant  changes in our  internal  controls or in other  factors  that could
significantly  affect  those  controls  subsequent  to the  date of  their  last
evaluation.

                                       15
<PAGE>

                                     PART II
                                OTHER INFORMATION

Item 2.  Changes in Securities

         On May 22,  2003  the  Company  purchased,  from a fund of whom a board
         member is a  general  partner,  all  17,448  outstanding  shares of its
         Convertible  Redeemable  Series BB Preferred  Stock for $505,000.  In a
         related   transaction,   with  the  same  fund,   1,333,333  shares  of
         Convertible  Redeemable  Series AA Preferred  Stock was converted  into
         597,777 shares of common stock.  At the  conclusion of the  transaction
         100,000 shares of the Convertible  Redeemable Series AA Preferred Stock
         was outstanding.


Item 4.  Submission of Matters to a Vote of  Security Holders

         The Company's annual shareholder  meeting was held on June 18, 2003, at
         which the following proposal was approved:

         Proposal 1:  Election for the following Directors:

         ---------------------------- ------------------- ----------------------
         Name                              Votes For        Votes Withheld
         ---------------------------- ------------------- ----------------------
         William P. Horgan                 4,056,203            92,356
         ---------------------------- ------------------- ----------------------
         Bernard I. Grosser, M.D.          4,055,224            93,335
         ---------------------------- ------------------- ----------------------
         Michael D. Kaufman (1)              642,611                 -
         ---------------------------- ------------------- ----------------------
         Helen C. Leong                    4,055,224            93,335
         ---------------------------- ------------------- ----------------------
         Robert Marx                       4,055,224            93,335
         ---------------------------- ------------------- ----------------------

         (1) Michael D. Kaufman was  nominated and elected by the holders of the
             Series AA Preferred Stock.

Item 6.  Exhibits and Reports on Form 8-K

         a. Exhibits

              Exhibit 10.27  Business Loan Agreement dated May 2, 2003

              Exhibit 10.28  2003 Nonemployee Directors Stock Option Plan of
                             Human Pheromone Sciences, Inc.

              Exhibit 31.1   Certification Pursuant to Section 302 of the
                             Sarbanes-Oxley Act

              Exhibit 31.2   Certification Pursuant to Section 302 of the
                             Sarbanes-Oxley Act

              Exhibit 32     Certification of Chief Executive Officer and Chief
                             Financial Officer Pursuant to 18  U.S.C. 1350

         b. Reports on Form 8-K

              The Company filed Form 8-K on April 29, 2003 in  connection  with
the sale of assets transaction.

                                       16
<PAGE>

                                   SIGNATURES

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  registrant  had duly  caused  this  Report  to be  signed  on behalf by the
undersigned thereunto duly authorized.


                                          HUMAN PHEROMONE SCIENCES, INC.
                                          Registrant


Date:  August 11, 2003                    /s/ William P. Horgan
                                          ---------------------
                                          William P. Horgan
                                          Chairman and Chief Executive Officer


Date:  August 11, 2003                    /s/ Gregory S. Fredrick
                                          -----------------------
                                          Gregory S. Fredrick
                                          Vice President Finance

                                       17