**UNITED
        STATES**
 **SECURITIES
        AND EXCHANGE COMMISSION**
 **Washington
        D.C. 20549**
 **FORM
        10-QSB**
 
 x
              QUARTERLY
                  REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                  ACT OF
                  1934
 
 For
        the
        quarterly period ended: **March
        31, 2005**
 
 TRANSITION
                  REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                  ACT OF
                  1934
 
 For
        the
        transition period from _________________ to _________________
 
 Commission
                  File No.:**0-29994**
 
 **INFORM
        WORLDWIDE HOLDINGS, INC.**
 (Exact
        name of registrant as specified in its charter)
 
 
 **Florida**
              **84-1425882**(State
                  or other jurisdiction of
                incorporation
                  or organization)
              (I.R.S.
                  Employer
                Identification
                  No.)**2501
                  North Green Valley Parkway, Suite 110-D Henderson, NV
                  89014**
                ****(Address
                  of principal executive offices)
 Issuer’s
        telephone number: **(702)
        317-2300**
 **___________________**
 Check
        whether the registrant filed all documents and reports required to be filed
        by
        Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 during the
        preceding 12 months (or for such shorter period that the registrant was required
        to file such reports), and (2) has been subject to such filing requirements
        for
        the past 90 days. Yes X No
 
 **APPLICABLE
        ONLY TO CORPORATE ISSUERS**
 
 As
        of
        July 6, 2005, there were 60,242,232 shares of our common stock were
        outstanding.
 
 Transitional
        Small Business Disclosure Format: Yes  No X
 
 
  1
  **PART
        1:**  **FINANCIAL
        INFORMATION**
 
 **ITEM
        1 - CONDENSED FINANCIAL STATEMENTS**
 
 
 **Inform
                  Worldwide Holdings, Inc.**
                **Balance
                  Sheet****March
                  31, 2005**(unaudited)**Assets**Current
                  Assets
                Cash
                  - U. S. Bank
              
              $
              214Notes
                  Receivables
              
              $
              142,889Total
                  current assets
              
              
              142,889**Total
                  Assets**
              
              $
              143,103**Liabilities
                  and Stockholders’ Deficit**Current
                  LiabilitiesAccounts
                  payable
              
              
              92,273Payroll
                  Liabilities
              
              
              31,154Notes
                  payable - related party
              
              
              174,399Notes
                  payable - Parrish
              
              
              110,000Stock
                  to be issued for services
              
              
              15,000Bank
                  Line of Credit
              
              
              33,033Total
                  current liabilities
              
              
              455,859**Total
                  Liabilities**
              
              
              455,859Stockholders’
                  DeficitPreferred
                  Stock, no par value,Series
                  A: 1,000,000 authorized, 700,000 issued and outstanding
              
              
              1,171,632Series
                  B: 10,000,000 authorized, 10,000,000 issued and
                  outstanding
              
              
              100,000Undesignated: 
                489,000,000 authorized, 0 issued and outstandingCommon
                  Stock, no par value,5,000,000,000
                  authorized, 41,114,390 issued and outstanding
              
              
              9,694,626Accumulated
                  Deficit
              
              
              (11,279,014
              )Total
                  Stockholders’ Deficit
              
              
              (312,756
              )Total
                  Liabilities and Stockholders’ Deficit
              
              $
              143,103
      ****
 See
        notes to Financial
        Statements
      2
              **Inform
                  Worldwide Holdings, Inc.**
                **Statements
                  of Operations**
                **(Unaudited)****Three
                  Months Ended**
                **March
                  31,**
              **Nine
                    Months Ended**
                  **March
                    31**,**2005**
              
              
              **2004**
              
              
              **2005**
              
              
              **2004**Operating
                  ExpensesGeneral
                  and Administrative Expenses
              
              $
              395,792
              
              $
              34,496
              
              $
              1,418,140
              
              $
              82,116Payroll
                  Expense
              
              
              36,186
              
              
              -
              
              
              49,225
              
              
              -Compensation
                  expense from stock optionsissued
              
              
              28,222
              
              
              -
              
              
              83,062
              
              
              -Total
                  Operating Expenses
              
              
              460,200
              
              
              34,496
              
              
              1,550,427
              
              
              82,116Loss
                  from operations
              
              
              (460,200
              )
              
              (34,496
              )
              
              (1,550,427
              )
              
              (82,116
              )Other
                  Income (Expenses)Interest
              
              
              3,868
              
              
              (19,255
              )
              
              3,864
              
              
              (57,067
              )Litigation
                  Settlement
              
              
              -
              
              
              -
              
              
              (120,000
              )
              
              -Loss
                on Extinguishment of A/P
              
              
              37,754
              
              
              
              
              
              37,754Gain
                  from Debt Forgiveness
              
              
              -
              
              
              -
              
              
              424,212
              
              
              -Total
                  Other Income (Expense)
              
              
              33,886-
              
              
              (19,255
              )
              
              270,322
              
              
              (57,067
              )Net
                  Loss
              
              $
              (494,086
              )
              $
              (53,751
              )
              
              (1,280,105
              )
              $
              (139,183
              )Basic
                  and diluted net loss per common share
              
              $
              (0.004
              )
              $
              (0.01
              )
              $
              (0.008
              )
              $
              (0.01
              )Weighted
                  average common sharesoutstanding
              
              
              119,752,756
              
              
              15,238,950
              
              
              161,340,418
              
              
              15,238,950
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 **Inform
                  Worldwide Holdings, Inc.**
                **Statements
                  of Cash Flows**
                **(Unaudited)****Nine
                  Months Ended**
                **March
                  31,****2005**
              
              **2004**Operating
                  ActivitiesNet
                  loss
              $(1,280,104)
              
              $(139,183)Adjustments
                  to reconcile net loss to netcash
                  used by operating activitiesGain
                  from debt forgiveness
              (424,212)
              
              -Compensation
                  expense for stockOptions
                  issued
              83,062
              
              -Depreciation
                  and amortization
              -
              
              30Common
                  stock issued for services
              843,367
              
              -Changes
                  in operating assets and liabilities:Increase
                  (decrease) in accounts payableand
                  payroll liabilities
              124,245
              
              48,210Loss
                of Extinguishment of A/P
              37,754Other
                  Income (Expenses)Accrued
                  interest - related party
              3,868
              
              56,925Interest
              4Net
                  Cash Used by Operating Activities
              (619,752)
              
              (34,018)Investing
                  ActivitiesAdvances
                  on notes receivable
              (149,122)
              
              -Payments
                received on notes receivable
              10,100Net
                  Cash Used by Investing Activities
              (139,022)
              
              -Financing
                  ActivitiesChange
                  in checks in excess of bank balance
              -
              
              -Proceeds
                  from notes payable - related party
              174,399
              
              34,534Proceeds
                  from issuance of common stock
              470,686
              
              -Proceeds
                  from notes payable
              120,000
              
              -Payments
                  on notes payable
              (10,000)Net
                  Cash Provided by Financing Activities
              755,085
              
              34,534Net
                  Increase (Decrease) in Cash
              (3,689)
              
              516Cash
                  at Beginning of Period
              3,903
              
              55Cash
                  at End of Period
              $214
              
              $571
 
 Supplemental
        disclosure of non-cash activity:
 
 During
        the nine months ended March 31, 2005, the Company had the following
        transactions:
 
 6,789,000
        shares of common stock valued at $52,510 were issued to our attorney for
        partial
        payment of our accounts payable liability to him.
      See
        Notes to Financial
        Statements
   
               **Inform
        Worldwide Holdings, Inc.**
 **Notes
        to Financial Statements**
 **March
        31, 2005**
  
 **NOTE
        1 - ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING
        POLICIES**
 
 Basis
        of Presentation
 
 The
        financial statements include the accounts of Inform Worldwide Holdings, Inc.
        (formerly Anything Corporation & Anything Internet Corporation). Prior
        periods included certain inactive and wholly owned subsidiaries: Inform
        Worldwide, Inc. (dissolved June 28, 2002), AnythingPC Internet Corporation
        (dissolved September 1, 2003) and Anything Coffee Corporation (dissolved
        January
        1, 2002). All significant intercompany transactions and accounts were eliminated
        in the previously consolidated financial statements.
 
 Nature
        of Organization
 
 The
        Company had focused its efforts on becoming a location-based services provider
        and reseller of related software systems while pursuing other business
        development opportunities.
 
 The
        Company has ceased its efforts in the field of location-based services and
        has
        been exploring other business opportunities. Presently there are no revenues
        from operations and the Company has needed to raise equity capital and obtain
        loans from stockholders to meet its operating commitments. There is no agreement
        or commitment from any other source to continue to provide funds to the Company
        and there is no assurance that the Company will obtain the needed capital
        to
        continue to operate.
 
 As
        shown
        in the accompanying financial statements, the Company incurred a net loss
        of
        $(494,086) during the three months ended March 31, 2005. As of March 31,
        2005,
        the Company’s current liabilities exceeded its current assets by $312,756. Those
        conditions together with those described above, raise substantial doubt about
        the Company’s ability to continue as a going concern. Management of the Company
        is developing plans for reduction of its operating expenses and looking for
        potential acquisition or merger candidates. On November 15, 2004, the Company
        signed a non-binding letter of intent to acquire Hand Picked Films, Inc.
        and
        Hand Picked Management, two related, privately-held companies based in Southern
        California. The Company has abandoned these acquisition plans.
 
 Interim
        Unaudited Financial Statements
 
 The
        interim financial statements are unaudited and reflect all adjustments
        (consisting only of normal recurring adjustments), which are, in the opinion
        of
        management, necessary for a fair presentation of the financial position and
        operating results for the interim periods. The results of operations for
        the
        nine months ended March 31, 2005 are not necessarily indicative of the results
        of the entire year. The financial statements included herein are presented
        in
        accordance with the requirements of Form 10-QSB and consequently do not include
        all of the disclosures normally made in the registrant’s annual Form 10-KSB
        filing. These financial statements should be read in conjunction with the
        financial statements and notes thereto contained in the Company’s Form 10-KSB
        for the year ended June 30, 2004.
 
 Use
        of
        Estimates
 
 The
        preparation of financial statements in conformity with accounting principles
        generally accepted in the United States of America requires management to
        make
        estimates and assumptions that affect the reported amount of assets and
        liabilities, disclosures of contingent assets and liabilities at the date
        of the
        financial statements and the reported amount of revenues and expenses during
        the
        reported period. Actual results could differ from those
        estimates.
  5
  **Inform
        Worldwide Holdings, Inc.**
 **Notes
        to Financial Statements**
 **March
        31, 2005**
 
 **NOTE
        1 - ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
        (Continued)**
 
 Net
        Loss per Share
 
 The
        Company applies the provisions of Statement of Financial Accounting Standard
        No.
        128, “Earnings Per Share” (FAS 128). All dilutive potential common shares have
        an antidilutive effect on diluted per share amounts and therefore have been
        excluded in determining net loss per share. The Company’s basic and diluted loss
        per share is equivalent and accordingly only basic loss per share has been
        presented.
 
 Recently
        Issued Accounting Pronouncements
 
 In
        November 2002, the FASB published interpretation No. 45 “Guarantor’s Accounting
        and Disclosure requirements or Guarantees, Including Indirect Guarantees
        of
        Indebtedness of Others”. The Interpretation expands on the accounting guidance
        of Statements No. 5, 57, and 107 and incorporates without change the provisions
        of FASB Interpretation No. 34, which is being superseded. The Interpretation
        elaborates on the existing disclosure requirements for most guarantees,
        including loan guarantees such as standby letters of credit. It also clarifies
        that at the time a company issues a guarantee, that company must recognize
        an
        initial liability for the fair value, or market value, of the obligations
        it
        assumes under that guarantee and must disclose that information in its interim
        and annual financial statements. The initial recognition and initial measurement
        provisions apply on a prospective basis to guarantees issued or modified
        after
        December 31, 2002, regardless of the guarantor’s fiscal year-end. The disclosure
        requirements in the Interpretation are effective for financial statements
        of
        interim or annual periods ending after December 15, 2002. The adoption of
        this
        statement had no material impact on the Company’s financial
        statements.
 
 In
        December 2002, the FASB issued SFAS No. 148 “Accounting for Stock-Based
        Compensation- Transition and Disclosure”. This statement amends SFAS No. 123,
“Accounting for Stock-Based Compensation” to provide alternative methods of
        transition for an entity that voluntarily changes to the fair value method
        of
        accounting for stock-based compensation. In addition, SFAS 148 amends the
        disclosure provision of SFAS 123 to require more prominent disclosure about
        the
        effects of an entity’s accounting policy decisions with respect to stock-based
        employee compensation on reported net income. The effective date for this
        Statement is for fiscal years ended after December 15, 2002. The adoption
        of
        this statement had no material impact on the Company’s financial
        statements.
 
 In
        January 2003, the Financial Accounting Standards Board issued Interpretation
        No.
        46, “Consolidation of Variable Interest Entities” (FIN No. 46). This
        interpretation clarifies existing accounting principles related to the
        preparation of consolidated financial statements when the equity investors
        in an
        entity do not have the characteristics of a controlling financial interest
        or
        when the equity at risk is not sufficient for the entity to finance its
        activities without additional subordinated financial support from other parties.
        FIN No. 46 requires a company to evaluate all existing arrangements to identify
        situations where a company has a “variable interest” (commonly evidenced by a
        guarantee arrangement or other commitment to provide financial support) in
        a
“variable interest entity” (commonly a thinly capitalized entity) and further
        determine when such variable interests require a company to consolidate the
        variable interest entities’ financial statement with its own. The Company is
        required to perform this assessment by March 31, 2004 and consolidate any
        variable interest entities for which it will absorb a majority of the entities’
        expected losses or receive a majority of the expected residual gains. Management
        has not yet performed this assessment; however it does not have any variable
        interest entities as of March 31, 2005.
 
 In
        April
        2003, FASB issued SFAS No. 149, “Accounting for Derivative Instruments and
        Hedging Activities,” which is effective for contracts entered into or modified
        after June 30, 2003 and for hedging relationships designated after June 30,
        2003. This statement amends and clarifies financial accounting and reporting
        for
        derivative instruments
 including
        certain instruments embedded in other contracts and for hedging activities
        under
        SFAS No. 133, “Accounting for Derivative Instruments and Hedging Activities.”
        The adoption of this standard is not expected to have a material impact on
        the
        Company’s financial statements.
  6
  **Inform
        Worldwide Holdings, Inc.**
 **Notes
        to Financial Statements**
 **March
        31, 2005**
 
 
 **NOTE
        1 - ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
        (CONTINUED)**
 
 In
        May
        2003, FASB issued SFAS No. 150, “Accounting for Certain Financial Instruments
        with Characteristics of Both Liabilities and Equity,” which is effective for
        financial instruments entered into or modified after May 31, 2003, and otherwise
        is effective at the beginning of the first interim period beginning after
        June
        15, 2003. SFAS No. 150 establishes standards for how an issuer classifies
        and
        measures certain financial instruments with characteristics of both liabilities
        and equity. The adoption of this standard is not expected to have a material
        impact on the Company’s financial statements.
 
 In
        December 2004, the FASB issued SFAS No. 123 (Revised 2004) (SFAS 123 (R))
        “Share-based payment”. SFAS 123 (R) will require compensation costs related to
        share-based payment transactions to be recognized in the financial statements.
        With limited exceptions, the amount of compensation cost will be measured
        based
        on the grant-date fair value of the equity or liability instruments issued.
        In
        addition, liability awards will be re-measured each reporting period.
        Compensation cost will be recognized over the period that an employee provides
        service in exchange for the award. FASB 123 (R) replaces FASB 123, Accounting
        for Stock-Based Compensation and supersedes APB option No. 25, Accounting
        for
        Stock Issued to Employees. This guidance is effective as of the first interim
        or
        annual reporting period after December 15, 2005 for Small Business filers.
        As of
        March 31, 2005, management is in compliance with SFAS No. 123. Adoption of
        this
        standard will likely have a material impact on the financial statements,
        see
        Note 7.
 
 In
        November 2004, the FASB issued SFAS No. 151 (SFAS 151), “Inventory Costs”. SFAS
        151 amends ARB No. 43, Chapter 4. This statement clarifies the accounting
        for
        abnormal amounts of idle facility expense, freight, handling costs, and wasted
        material (spoilage). SFAS 151 is the result of a broader effort by the FASB
        and
        the IASB to improve financial reporting by eliminating certain narrow
        differences between their existing accounting standards. This statement is
        effective for inventory costs incurred during fiscal years beginning after
        June
        15, 2005. The adoption of SFAS 151 will not have a material impact on the
        results of operations or financial position of the Company as the Company
        does
        not have inventory.
 
 In
        December 2004, the FASB issued SFAS No. 153 (SFAS 153) “Exchange of Non-monetary
        assets”. This statement was a result of a joint effort by the FASB and the IASB
        to improve financial reporting by eliminating certain narrow differences
        between
        their existing accounting standards. One such difference was the exception
        from
        fair value measurement in APB Opinion No. 29, Accounting for Non-Monetary
        Transactions, for non-monetary exchanges of similar productive assets. SFAS
        153
        replaces this exception with a general exception from fair value measurement
        for
        exchanges of non-monetary assets that do not have commercial substance. A
        non-monetary exchange has commercial substance if the future cash flows of
        the
        entity are expected to change significantly as a result of the exchange.
        This
        statement is effective for non-monetary assets exchanges occurring in fiscal
        periods beginning after June 15, 2005. The adoption of SFAS 153 will not
        have a
        material effect on the Company’s financial position or results of operations.
        The Company does not participate in exchange of non-monetary
        assets.
 
 **NOTE
        2 - RELATED PARTY TRANSACTIONS**
 
 On
        April
        29, 2004, the Company entered into an agreement with a stockholder whereby
        amounts owing to the stockholder and related affiliates for notes payable,
        accrued interest and other accrued expenses totaling $1,171,632 would be
        exchanged for 700,000 shares of Class A, Series 1 Cumulative Convertible
        Preferred Stock (now Series A Preferred Stock after our reincorporation in
        February 2005). The shares relating to the transaction were issued in July
        2004
        at which time the liability was satisfied.
 
 On
        September 30, 2004, the Company issued a demand note with the Company’s majority
        stockholder in the amount of $174,399 for repayment of expenses made on behalf
        of the Company.
  7
  **Inform
        Worldwide Holdings, Inc.**
 **Notes
        to Financial Statements**
 **March
        31, 2005**
 
 **NOTE
        2 - RELATED PARTY TRANSACTIONS (Continued)**
 
 During
        the third quarter of 2004, the Company issued a demand note in the amount
        of
        $66,767 to American Fire Retardant Corp for monies advanced to AFRC for
        assistance in their cash flows. The Chief Financial Officer of AFRC is Randy
        W.
        Betts, who is also the Chief Executive Officer of Inform Worldwide Holdings,
        Inc.  During the period ending March 31,2005, AFRC paid $10,100 to
        IWWH
        towards the note receivable.  Subsequent to March 31, 2005, AFRC has
        paid
        $30,000.00 towards the note receivable
 
 **NOTE
        3 - DISSOLUTION OF SUBSIDIARY**
 
 On
        June
        28, 2002, Inform Worldwide, Inc., a former wholly owned subsidiary of the
        Company, was dissolved. Certain liabilities previously included in the
        accompanying balance sheet arose out of transactions consummated by Inform
        Worldwide, Inc. Management of the Company has been advised by legal counsel
        that
        the statute of limitations for any claims relating to these obligations expired
        during September 2004, and as a result, the Company is no longer liable for
        these obligations. Such amounts as of June 30, 2004 were as
        follows:
 
 Accounts
                  Payable
              $199,195Accrued
                  Expenses
              216,996Total
              $416,191
 
 The
        Company recorded $424,212 in debt forgiveness income as a result of this
        dissolution.
 
 **NOTE
        4 - LINE OF CREDIT**
 
 The
        Company has a $50,000 line of credit with a bank. Payments are due on the
        15th
        of each month and interest accrues at the rate of 13.88% per annum. As of
        March
        31, 2005 the Company’s outstanding balance on the line of credit was $33,033.
        This line of credit is personally guaranteed by a former officer of the Company.
        At March 31, 2005, the Company was in default in the payment of certain amounts
        due under the line of credit.
 
 **NOTE
        5 - LEASE COMMITMENTS**
 
 Prior
        to
        June 30, 2002, the Company entered into several operating lease agreements
        for
        which it leased office space and equipment. The equipment leases expired
        during
        fiscal 2003. In June 2002, the Company’s dissolved subsidiary, Inform Worldwide,
        Inc., abandoned its former headquarters and discontinued making payments
        due
        under the lease terms. Under terms of the discontinued lease, Inform Worldwide,
        Inc. may have been liable for aggregate rental payments of $296,452, which
        have
        not been made, and which are included in liabilities on the accompanying
        balance
        sheet. As set forth in Note 3, management of the Company has been advised
        by
        legal counsel that the statute of limitations for any claims relating to
        these
        obligations expired during September 2004, and as a result, the Company is
        no
        longer liable for these obligations. The Company no longer leases any
        facilities.
 
 **NOTE
        6 - INCOME TAXES**
 
 As
        of
        March 31, 2005, the Company has net operating loss (NOL) carryforwards of
        approximately $10,155,105. All of the NOL’s utilization may be limited due to
        changes in control of the Company.
 
 Deferred
        tax liabilities and assets are determined based on the difference between
        the
        financial statement assets and liabilities and tax basis assets and liabilities
        using the tax rates in effect for the year in which the differences occur.
        The
        measurement of deferred tax assets is reduced, if necessary, by the amount
        of
        any tax benefits that based on available evidence, are not expected to be
        realized. Any deferred tax asset has been offset by 100% valuation
        allowance.
 
  8
  **Inform
        Worldwide Holdings, Inc.**
 **Notes
        to Financial Statements**
 **March
        31, 2005**
 
 
 **NOTE
        6 - INCOME TAXES (Continued)**
 
 The
        accompanying balance sheet includes the following:
 
 March
                  31, 2005Deferred
                  tax asset arising from net operating loss carry-forwards:
              3,940,181Valuation
                  allowance
              (3,940,181)Net
                  deferred taxes
              $
                  -
 
 The
        deferred tax asset and valuation allowance increased by approximately $433,475
        during the calender year ended December 31, 2004 and increased by approximately
        $906,000 during the calender year ended December 31, 23003.
 
 **NOTE
        7 - STOCKHOLDERS’ EQUITY**
 
 The
        Company is authorized by its Articles of Incorporation, as amended, to issue
        an
        aggregate of 5,000,000,000 shares of common stock, no par value, (“common
        stock”);  and
        500,000,000 shares of preferred stock, no par value (“Preferred Stock”), of
        which 1,000,000 shares have been designated series A preferred stock (“Series A
        Preferred Stock”) and 10,000,000 shares have been designated series B preferred
        stock (“Series B Preferred Stock). As of March 31, 2005, 41,114,390 shares of
        Common Stock were outstanding, 700,000 shares of Series A Preferred Stock
        were
        outstanding and 10,000,000 shares of Series B Preferred were
        outstanding.
 
 As
        described in Note 2, in July 2004 the Company issued 700,000 shares of Series
        A
        Preferred Stock in exchange for $1,171,632 in amounts due to a stockholder
        and
        affiliates. The Series A Preferred Stock carries a cumulative dividend of
        prime
        rate, as defined, plus 3% per annum, payable quarterly, if and when declared,
        and is redeemable and callable by the Company at $1.00 per share. The Series
        A
        Preferred Stock is convertible into common shares of the Company at the option
        of the holder at $1.00 per share. In addition, the Series A Preferred
        Stockholders shall have superior rights to all other classes of capital stock
        upon liquidation of the Company.
 
 On
        June
        30, 2004, the Company issued 150,000,000 shares of its common stock for
        $100,000.
 
 During
        the quarter ended March 31, 2005, the Company issued 28,924,000 shares of
        common
        stock valued at $284,866 to pay for consultants and 6,754,000 shares of common
        stock valued at $37,110 to pay for legal fees. In addition, the Company granted
        11,345,000 options to employees that were all exercised during the quarter
        for
        cash proceeds of $159,916.
 
 Stock-Based
        Compensation
 
 The
        Company periodically issues stock to various service providers as a form
        of
        compensation. The services are valued at the fair market value of the services
        performed.
 
 In
        September 2004, the Company established its 2004 Employee Stock Incentive
        Plan
        in order to attract and retain employees and to provide employees who make
        significant and extraordinary contributions to the Company’s long-term growth
        and performance with equity-based compensation incentives. In addition, the
        Company established its 2004 Non-Employee Directors and Consultants Retainer
        Stock Plan in order to promote the Company’s interests and those of its
        stockholders by attracting and retaining non-employee directors and consultants
        capable of furthering the Company’s future success.
 
  9
  **Inform
        Worldwide Holdings, Inc.**
 **Notes
        to Consolidated Financial Statements**
 **March
        31, 2005**
 
 
 **NOTE
        7 - STOCKHOLDERS’ EQUITY (Continued)**
 
 Stock
        Options Awards
 
 In
        order
        to retain highly skilled employees, officers and directors, outside service
        providers, and to obtain general funding, the Company’s Board of Directors has
        granted unqualified stock options periodically to various individuals. They
        are
        generally granted at not less than eighty-five percent of market price and
        have
        a life of up to five years and vest immediately or after 18 months.
 
 During
        the third quarter of 2004, the Company issued 11,345,000 non-qualified options
        to employees valued at $188,133 using the Black-Scholes option-pricing model
        with the following assumptions: volatility of 366.33%, a risk-free rate of
        4%,
        zero dividend payments, and a life of five years. All options were granted
        with
        an exercise price of 85% of market value. As such, the Company recognized
        the
“in the money portion” of $28,222 as compensation expense.
 
 The
        Company has adopted the disclosure-only provisions of Statement of Financial
        Accounting Standards No. 123, “Accounting for Stock-Based Compensation.”
        Therefore, compensation expense was only recognized for options which were
        granted at 85% of the market price on date of grant. Since the Employee Stock
        Incentive Plan was established at the end of September, 2004, there were
        no
        grants prior to the second quarter of 2004. Therefore, the table below does
        not
        contain prior year option grants. No other compensation expense was recognized
        for stock options issued to employees, officers and directors under the stock
        option plan. Had compensation cost for the Company’s options issued to
        employees, officers and directors been determined on the fair value at the
        grant
        date for awards consistent with the provisions of SFAS No. 123, as amended
        by
        SFAS No. 148, the Company’s net loss and basic loss per common share would have
        been changed to the pro forma amounts indicated below:
 
 
 
 For
                  the Three Months
                Ended
                  March 31,
              For
                  the Nine Months
                Ended
                  March 31,2005
              2004
              2005
              2004Net
                  Loss as reported
              $(494,086)
              $(53,751)
              $(1,280,105)
              $(139,183)Add
                  compensation cost included in net loss
              28,222
              -
              83,062
              -Deduct
                  fair value of employee compensationcost
              (188,133)
              -
              (553,664)
              -Net
                  loss pro forma
              $(653,997)
              $(53,751)
              $(1,750,707)
              (139,183)Net
                  loss per share as reported
              $(0.004)
              $(0.01)
              $(0.008)
              $(0.01)Net
                  loss per share pro forma
              $(0.005)
              $(0.01)
              $(0.01)
              $(0.01)
 
  10
  **Inform
        Worldwide Holdings, Inc.**
 **Notes
        to Consolidated Financial Statements**
 **March
        31, 2005**
 
 **NOTE
        7 - STOCKHOLDERS’ EQUITY (Continued)**
 
 Summary
 
 A
        summary
        of the status of the Company’s stock options as of March 31, 2005 and changes
        during the nine months ended March 31, 2005 are presented below:
 
 Options
              
              Shares
              Weighted
                  Average Exercise Price
              Exercisable
                  Options
              Weighted
                  Average Fair ValueOutstanding
                  at June 30, 2004
              2,601,500
              $0.32
              2,601,500
              $-Granted
              162,870,000
              $0.00148
              -
              $0.0017Exercised
              162,870,000
              $0.00148
              -
              $0.0017Cancelled/Expired
              -
              -Outstanding
                  at March 31, 2005
              2,601,500
              $0.32
              2,601,500
 
 Series
        B Preferred Stock
 
 On
        February 1, 2005, the Company designated a series of preferred stock known
        as
        Class B, Series 1 Preferred Stock, no par value per share (now Series B
        Preferred Stock after consummation of our reincorporation in February 2005).
        Each share of Series B Preferred Stock is convertible into fifteen (15) shares
        of the Company’s common stock at any time after July 3, 2005 at the option of
        the holder.  Holders of the Series B Preferred Stock shall be entitled
        to
        receive dividends or other distributions with the holders of the Company’s
        common stock on an as converted basis when, as, and if declared by the Company’s
        board of directors.  The holders of the Series B Preferred Stock shall
        also
        be entitled to receive, upon liquidation, an amount equal to $0.01 per share
        of
        the Series B Preferred Stock plus all declared but unpaid dividends with
        respect
        to such shares.  The shares of Series B Preferred Stock are not
        redeemable.
 
 The
        holders of Series B Preferred Stock and the holders of the Company’s common
        stock shall be entitled to notice of any stockholders’ meeting and to vote as a
        single class upon any matter submitted to the stockholders for a vote as
        follows: (i) the holders of Series B Preferred Stock shall have such number
        of
        votes as is determined by multiplying (a) the number of shares of Series
        B
        Preferred Stock held by such holder, (b) the number of issued and outstanding
        shares of the Company’s common stock (on a fully-diluted basis) as of the record
        date for the vote, or, if no such record date is established, as of the date
        such vote is taken or any written consent of stockholders is solicited, and
        (c)
        0.0000002; and (ii) the holders of our common stock shall have one vote per
        share of common stock held as of such date.
 
 Share
        Exchange
 
 On
        February 1, 2005, the Company agreed to exchange 150,000,000 shares of its
        common stock held by its former president and controlling stockholder for
        10,000,000 shares of the Company’s Series B Preferred Stock.
  11
  
 **Inform
        Worldwide Holdings, Inc.**
 **Notes
        to Consolidated Financial Statements**
 **March
        31, 2005**
 
 Stock
        Purchase Agreement
 
 On
        January 5, 2005, the Company entered into a stock purchase agreement with
        its
        Chief Executive Officer and its former President and controlling stockholder,
        whereby the former President and controlling stockholder agreed to sell
        10,000,000 shares of the Company’s Series B Preferred Stock held by him to the
        Company’s Chief Executive Officer, Randy W. Betts. Pursuant to the terms of the
        Agreement, the Company agreed not to amend such terms of the Series B Preferred
        Stock, issue any additional shares of any class or series of preferred stock,
        appoint any new directors, increase the number of directors, terminate any
        existing employees or employment agreements, or change or modify any existing
        contractual agreement between the Company and a corporation controlled by
        our
        former President and controlling stockholder.
 
 Employee
        Benefit Plans
 
 On
        January 6, 2005, the Company amended its Employee Stock Incentive Plan to
        increase the number of shares available for issuance under the Plan to
        153,000,000 shares of common stock, and it amended its Non-Employee Director
        and
        Consultants Retainer Stock Plan to increase the number of shares available
        for
        issuance under the Plan to 80,000,000 shares of common stock.
 
 Reincorporation
 
 On
        January 14, 2005, the Company’s board of directors approved the reincorporation
        of the Company from Colorado to Florida. The reincorporation was approved
        by the
        stockholders at a Special Shareholder’s Meeting held on February 21,
        2005.
  Increase
        in Authorized Capital
 
 On
        January 14, 2005, the Company’s board of directors approved an increase in
        authorized capital, increasing the authorized shares from 250,000,000 to
        5,500,000,000. The increase in authorized capital was approved by the
        stockholders at a Special Shareholder’s Meeting held on February 21,
        2005.
 
 Reverse
        Stock Split
 
 On
        March
        1, 2005, the Company approved a 1 for 100 reverse stock split. The reverse
        split
        became effective the same day. All references to common stock and per share
        data
        have been retroactively restated to show the effect of the reverse stock
        split.
 
 **NOTE
        8 - CONTINGENCIES**
 
 The
        Company is involved in litigation alleging the Company’s breach of a contract by
        delaying its resale of certain Company stock. The Company has reached an
        agreement in principle to settle the case for $120,000, payable as follows:
        $10,000 upon execution of a definitive settlement agreement, and $10,000
        per
        month for eleven months commencing forty-five days after execution of a
        definitive settlement agreement. The settlement is subject to final negotiation,
        execution, and delivery of a definitive settlement agreement. Due to this
        verbal
        agreement, the Company has booked this as a litigation expense on the income
        statement and note payable liability on the balance sheet at the quarter
        ended
        December 31, 2004. A definitive settlement agreement was signed during the
        quarter ended March 31, 2005 and the Company is making the agreed upon payments
        and is current in those payments.
  12
  **NOTE
        9 - SUBSEQUENT EVENTS**
 
 Stock
        Issued Subsequent to Quarter End
 
 Subsequent
        to the period ending March 31, 2005, we have issued 2,744,500 shares of common
        stock for consulting services rendered and 0 shares of common stock for the
        Employee Stock Incentive Plan. The values of these shares were $2,470 and
        $0
        respectively. Also subsequent to the period ending March 31, 2005, we have
        issued 12,115,000 shares of common stock valued at $6,855.00 to our attorney
        for
        partial payment of our accounts payable liability to him.
 
 
 **ITEM
        2 - MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
        OPERATIONS.**
 
 The
        following discussion and analysis should be read in conjunction with our
        unaudited consolidated condensed financial statements and related notes included
        in this report. This report contains “forward-looking statements” within the
        meaning of the Private Securities Litigation Reform Act of 1995. The statements
        contained in this report that are not historic in nature, particularly those
        that utilize terminology such as
“may,”“will,”“should,”“expects,”“anticipates,”“estimates,”“believes,” or “plans”
        or comparable terminology are forward-looking statements based on current
        expectations and assumptions.
 
 Various
        risks and uncertainties could cause actual results to differ materially from
        those expressed in forward-looking statements. Factors that could cause actual
        results to differ from expectations include, but are not limited to, customer
        concentration risk, difficulties in refinancing short term debt, difficulties
        in
        consolidating the operations of our operating subsidiaries, difficulties
        in
        accelerating internal sales growth, difficulties identifying and acquiring
        complementary businesses, restrictive covenants in our existing credit
        facilities, fluctuations in metals prices, general economic conditions in
        markets in which we do business, extensive environmental and workplace
        regulation by federal and state agencies and other general risks related
        to our
        common stock.
 
 All
        forward-looking statements in this document are based on information currently
        available to us as of the date of this report, and we assume no obligation
        to
        update any forward-looking statements. Forward-looking statements involve
        known
        and unknown risks, uncertainties and other factors that may cause the actual
        results to differ materially from any future results, performance or
        achievements expressed or implied by such forward-looking
        statements.
 **General**
 
 Our
        company, Inform Worldwide Holding, Inc., was incorporated as “Anything, Inc.” in
        August of 1997 as a Colorado corporation. We originally operated Internet
        storefronts, including AnythingPC.com, AnythingUnix.com, AnythingMac.com,
        AnythingCoffee.com, Anythingbooks.com and AnyReminder.com, selling Internet
        computer hardware, coffee retail services, and books and providing a free
        reminder service site with gift sales. We changed our name to Anything Internet
        Corporation in 1998 and to Inform Worldwide Holdings, Inc. in 2000.
 
 During
        the first quarter of 2000, under direction of a new management team, we launched
        a transformation from our previous position as a generalized E-commerce services
        provider to that of a highly focused syndicator of L-commerce. L-commerce
        consists of “location-aware” Internet applications that deliver location and
        geographic information for commercial use. To achieve the objective of becoming
        a leading location service provider, we acquired Inform Worldwide Inc., or
        Inform, on June 30, 2000 in exchange for shares of our common stock. At the
        same
        time, we signed a definitive agreement to purchase Mapas y Datos and Mapas
        Latinos, both of Colombia, to further efforts in location based
        technology.
 
 Prior
        to
        its acquisition, Inform operated as a privately owned corporation to provide
        location technology services to the telecommunications and utilities industries.
        Founded in 1993, Inform has served over 200 organizations worldwide, including
        Hewlett Packard, Compaq, CH2MHill, SAIC/Telcordia, Oracle, and Utilicorp.
        Through R&D investments and pilot projects, Inform built software
        applications that integrate geographic information into business systems
        and
        processes to enable and support monitoring and management of assets through
        the
        Internet
  In
        January 2001, it became apparent that we could not sustain operations on
        Inform’s L-commerce business plan as asset and personalized location tracking
        proved to be too expensive to be considered a feasible solution to potential
        customers. In addition, other companies already existed with a stronghold
        on the
        market in areas such as consumer-mapping portals, and we realized that we
        could
        not compete.
 
 
 Moreover,
        in February 2001, we determined that in order to make use of Mapas y Datos
        products in a North American market, we would be required to not only translate
        the data, but also make changes to the programs to adapt them to meet the
        needs
        of a North American market. Compounding this problem was the fact that other
        companies already existed in the market place with products already suited
        to
        the North American market at a price with which the Company could not compete.
        Accordingly, we dissolved our relationship with Mapas y Datos.
 
 Since
        2001, our business plan has been to locate and consummate a business combination
        or transaction with another entity engaged in a business that generates revenues
        in exchange for our securities. We have looked at numerous opportunities
        but
        have not yet identified any particular acquisition target and do not have
        any
        agreements regarding a business combination.
 
 Effective
        June 30, 2002, Inform, our wholly owned subsidiary, filed articles of
        dissolution with the Colorado Secretary of State. As the sole stockholder
        of
        Inform, we approved the dissolution of Inform.
 
 On
        June
        30, 2004, we issued 150,000,000 shares of our common stock to Mr. Ash
        Mascarenhas for a purchase price of $100,000.00. The 150,000,000 shares
        constituted approximately ninety percent (90%) of the issued and outstanding
        shares of our common stock. Mr. Mascarenhas acquired our shares for investment
        purposes. Before this issuance, Mr. Larry Arnold was our controlling
        stockholder. Mr. Mascarenhas was appointed to our board of directors and
        was
        named as our President and Secretary. Our former directors and officers
        resigned.
 
 On
        November 2, 2004, our sole director, Ash Mascarenhas resigned from his position
        as a director of the company. Concurrently with the resignation of Mr.
        Mascarenhas, our Board of Directors appointed James R. Wheeler and Randy
        W.
        Betts to the Board of Directors. Mr. Mascarenhas did not resign because of
        a
        disagreement with us on any matter relating to our operations, policies,
        or
        practices.
 
 On
        November 2, 2004, our President and Secretary, Ash Mascarenhas resigned from
        his
        position as President and Secretary of the company. Concurrently with the
        resignation of Mr. Mascarenhas, our Board of Directors appointed Randy W.
        Betts
        as our Chief Executive Officer, Chief Financial Officer, and
        Secretary.
 
 In
        November 2004, we signed a non-binding letter of intent to acquire Hand Picked
        Films, Inc. and Hand Picked Management, two related, privately-held companies
        based in Southern California. These acquisitions were never consummated and
        have
        been abandoned.
 
 We
        currently have limited working capital with which to satisfy our cash
        requirements, and we will require additional capital in order to conduct
        operations. We have been in default for several years on a line-of-credit
        which
        was taken out in the name of the company, which was personally guaranteed
        by one
        of our former officers. We dispute the validity of the line-of-credit. We
        anticipate that we will need at least $500,000 in additional working capital
        in
        order to sustain operations for the next 12 months. This requirement may
        increase substantially, depending on the nature and capital requirements
        of the
        business opportunities we elect to pursue.
 
 During
        the quarter ended December 31, 2004, we borrowed approximately $175,000 from
        our
        former president and former majority stockholder, Ashvin Mascarenhas, pursuant
        to a demand note, in order to cover our expenses.
 
 In
        order
        to obtain the necessary working capital, we intend to continue to seek private
        equity financing in fiscal 2005. Such financing may not be available to us,
        when
        and if needed, on acceptable terms or at all. In the event that we are unable
        to
        obtain such financing, management may provide additional financing for
        us.
 
 In
        the
        next twelve months, we intend to hire from six to up to fifty employees,
        depending on the nature of the business opportunities we elect to pursue.
        We
        have established our 2004 Employee Stock Incentive Plan in order to attract
        and
        retain employees and to provide employees who make significant and extraordinary
        contributions to our long-term growth and performance with equity-based
        compensation incentives. In addition, we have established our 2004 Non-Employee
        Directors and Consultants Retainer Stock Plan in order to promote our interests
        and those of our stockholders by attracting and retaining non-employee directors
        and consultants capable of furthering our future success.
 
 14
  We
        intend
        to retain any future earnings to finance the expansion of our business and
        any
        necessary capital expenditures, and for general corporate purposes.
 
 Our
        principal executive offices are located at 2501 North Green Valley Parkway
        #110-D, Henderson, Nevada 89014, and our telephone number is (702) 317-2300.
        We
        do not maintain a website.
 
 **ITEM
        3 - CONTROLS AND PROCEDURES**
 
 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 Rule 13a-14(c) as of the end of the period covered by this
        Quarterly Report on Form 10-QSB. For the year ended June 30, 2004, our auditors
        have advised our management of material weakness in our internal controls
        relating to lack of segregation of duties and weaknesses in our accounting
        for
        equity transactions and certain liabilities.  The lack of segregation
        of
        duties resulted from, among other things, the recent change in control of
        the
        company, the transfer of accounting records, the change in personnel and
        our
        lack of capital and human resources.  The weaknesses in our accounting
        for
        equity transactions and certain liabilities resulted from the use of outside
        consultants, unrelated to our auditors, and the lack of communication therewith
        by former management of the company. For the quarter ended March 31, 2005,
        our
        auditors have advised the Board of Directors and management that there were
        material weaknesses over the preparation of our financial statements in the
        areas of reporting and disclosure required by accounting principles generally
        accepted in the United States of America (“US GAAP”). Our auditors noted certain
        misapplication of US GAAP in the accounting for stock options, preparation
        of
        the statement of cash flows and omission of certain information required
        for
        interim financial statement disclosures under US GAAP. Our auditors also
        advised
        the Board of Directors and management that those weaknesses identified during
        the year-ended June 30, 2004 remained.
 
 Based
        upon our evaluation, including consideration of the communications made by
        our
        auditors, we have concluded that our disclosure controls and procedures were
        not
        effective to ensure that information required to be disclosed in our Exchange
        Act reports is recorded, processed, summarized and reported within the time
        periods specified in the Securities and Exchange Commission’s rules and forms,
        and that such information is accumulated and communicated to them to allow
        timely decisions regarding required disclosure. For purposes of increasing
        the
        effectiveness of our disclosure controls and procedures, we have retained
        the
        services of an outside CPA to assist in the preparation and compilation of
        our
        financial statements in the future so that there will be no further
        misapplication of US GAAP in their preparation.
 
 Other
        than the additional material weaknesses described above, there has been no
        change in our internal control over financial reporting that occurred during
        our
        last fiscal quarter that has materially affected, or is reasonably likely
        to
        materially affect, our internal control over financial reporting.
 
 
 **PART
        II: OTHER INFORMATION**
 
 **ITEM
        1 - LEGAL PROCEEDINGS**
 
 We
        are
        currently a defendant in a civil lawsuit in El Paso County District Court,
        Colorado Springs, Colorado, Lloyd K. Parrish, Jr., et. al. v. Larry D. Arnold
        and Inform Worldwide Holdings, Inc. The plaintiffs filed this lawsuit on
        or
        about March 2002, alleging that we and Mr. Arnold breached a contract in
        delaying its resale of certain common stock. The Plaintiffs seek an unspecified
        amount of damages. In May 2004, Mr. Arnold entered into an agreement with
        us
        whereby he has agreed to fully and unconditionally indemnify us for any and
        all
        claims, liabilities, costs and attorneys’ fees arising out of or related to this
        litigation. We have reached an agreement in principle to settle the case
        for
        $120,000, payable as follows: $10,000 upon execution of a definitive settlement
        agreement, and $10,000 per month for eleven months commencing forty-five
        days
        after execution of a definitive settlement agreement. A definitive settlement
        agreement was signed during the quarter ended March 31, 2005 and the Company
        is
        making the agreed upon payments and is current in those payments.
 
 15
 **ITEM
        2 - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS**
 
 (a)  On
        January 5, 2005, we agreed to exchange 150,000,000 shares of our common stock
        held by Ash Mascarenhas, our former President and controlling stockholder,
        for
        10,000,000 shares of our Series B Preferred Stock, no par value per share.
        Each
        share of Series B Preferred Stock is convertible into fifteen (15) shares
        of our
        common stock at any time after July 31, 2005 at the option of the holder. 
        Holders of the Series B Preferred Stock shall be entitled to receive dividends
        or other distributions with the holders of our common stock on an as converted
        basis when, as, and if declared by our board of directors.  The holders
        of
        the Series B Preferred Stock shall also be entitled to receive, upon
        liquidation, an amount equal to $0.01 per share of the Series B Preferred
        Stock
        plus all declared but unpaid dividends with respect to such shares. 
        The
        shares of Series B Preferred Stock are not redeemable.
 
 The
        holders of Series B Preferred Stock and the holders of our common stock shall
        be
        entitled to notice of any stockholders’ meeting and to vote as a single class
        upon any matter submitted to the stockholders for a vote as follows: (i)
        the
        holders of Series B Preferred Stock shall have such number of votes as is
        determined by multiplying (a) the number of shares of Series B Preferred
        Stock
        held by such holder, (b) the number of issued and outstanding shares of our
        common stock (on a fully-diluted basis) as of the record date for the vote,
        or,
        if no such record date is established, as of the date such vote is taken
        or any
        written consent of stockholders is solicited, and (c) 0.0000002; and (ii)
        the
        holders of our common stock shall have one vote per share of common stock
        held
        as of such date.
   The
        transaction was exempt pursuant to Section 4(2) and Section 3(a)(9) of the
        Securities Act of 1933.
 
 (b)  See
        Item
        2(a) above.
 
 (c)  See
        Item
        2(a) above.
 
 **ITEM
        3 - DEFAULT UPON SENIOR SECURITIES**
 
 None.
 
 **ITEM
        4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS**
 
 A
        special
        meeting (“Special Meeting") of Shareholders of Inform Worldwide Holdings, Inc.
        was held on February 21, 2005.
 
 The
        304,077,900 shares of Common Stock ("Common Stock") present at the Special
        Meeting (including shares of Common Stock held by the Series A and Series
        B
        Preferred Stockholders on an “as converted basis”) out of a then total of
        456,816,850 shares outstanding (including shares of Common Stock held by
        the
        Series A and Series B Preferred Stockholders on an “as converted” basis and
        voting together with the Common Stock as a single class) and entitled to
        vote
        acted as follows with respect to the following proposals with the following
        results:
 
 1.
        The
        proposal to reincorporate the Company from Colorado to Florida was approved
        (including approval of the Agreement and Plan of Merger, amended articles
        of
        incorporation (encompassing the increase in the authorized capital from
        250,000,000 to 5,500,000,000) and amended bylaws:
 
 For:
        304,077,900 Against: 0 Abstain: 0 Broker Non-Votes: 0
 
 
 **ITEM
        5 - OTHER INFORMATION**
 
 The
        Company’s acquisition plans regarding Hand Picked Films, Inc. and Hand Picked
        Management discussed in our previous 10QSB filing for the period ending December
        31, 2004 have been abandoned.
 
 On
        January 14, 2005, the Company’s board of directors approved its reincorporation
        from Colorado to Florida. Under the terms of this reorganization, each share
        of
        (i) Class A and Class B common stock of the previous Colorado corporation
        were
        converted into one fully paid and nonassessable share of Common Stock of
        the new
        Florida corporation; (ii) Class A, Series 1 Cumulative Convertible Preferred
        Stock of the previous Colorado corporation were converted into one fully
        paid
        and nonassessable share of the Series A Preferred Stock of the new Florida
        corporation and (iii) Class B, Series 1 Preferred Stock of the previous Colorado
        corporation were converted into one fully paid and nonassessable share of
        Series
        B Preferred Stock of the new Florida corporation.
  As
        stated above in Note 2 to the Financial Statements,
        Randy W. Betts is the Chief Execuitve Officer of Inform Worldwide
        Holdings,
        Inc. and is also the Chief Financial Officer of American Fire Retardant Corp.
        (AFRC).  During the periods ending December 31, 2004 and March 31,
        2005,
        AFRC issued demand notes totaling $149,121 for assistance in AFRC's cash
        flows.  During the period ending March 31,2005, AFRC repaid Inform
        Worldwide Holdings, Inc. (IWWH) $10,100. Subsequesnt to the period ending
        March
        31, 2005, AFRC repaid IWWH $30,000.
 
 
 16
 
 **ITEM
        6 - EXHIBITS**
 
 
 ItemNo.
              Description
              Method
                  of Filing2.1
              Agreement
                  and Plan of Merger dated February 1, 2005 between Inform Worldwide
                  Holdings, Inc., a Florida Corporation and Inform Worldwide Holdings,
                  Inc.,
                  a Colorado Corporation.
              Incorporated
                  by reference herein. (1)3.1
              Articles
                  of Incorporation.
              Incorporated
                  by reference herein. (1)3.2
              Bylaws.
              Incorporated
                  by reference herein. (1)4.1
              Second
                  Amended and Restated 2004 Inform Worldwide Holdings, Inc. Employee
                  Stock
                  Incentive Plan.
              Incorporated
                  by reference herein. (2).4.2
              Second
                  Amended and Restated Inform Worldwide Holdings, Inc. 2004 Non-Employee
                  Directors and Consultants Retainer Stock Plan.
              Incorporated
                  by reference herein. (2).4.3
              2005
                  Stock Incentive Plan.
              Incorporated
                  by reference herein. (3).10.1
              Stock
                  Purchase Agreement dated January 5, 2005 between the Company, Ash
                  Mascarenhas and Randy W. Betts.
              Incorporated
                  by reference herein. (4).31
              Certification
                  of Randy W. Betts pursuant to Rule 13a-14(a)
              Filed
                  electronically herewith.32
              Chief
                  Executive Officer and Chief Financial Officer Certification pursuant
                  to 18
                  U.S.C. § 1350 adopted pursuant to Section 906 of the Sarbanes Oxley Act
                  of
                  2002
              Filed
                  electronically herewith.
 
 (1)
              Filed
                  as an appendix to the Company’s Preliminary Proxy Statement on Form 14C
                  (File No. 000-29994).
 (2)
              Filed
                  as an exhibit to the Company’s Registration Statement on Form S-8 (File
                  No. 333-121898).
 (3)
              Filed
                  as an exhibit to the Company’s Registration Statement on Form S-8 (File
                  No. 333-123054).
 (4)
              Filed
                  as an exhibit to the Company’s Current Report on Form 8-K (File No.
                  000-29994).
 
 17
   
 **SIGNATURES**
 
 Pursuant
        to the requirements of the Securities Exchange Act of 1934, the registrant
        has
        duly caused this report to be signed on its behalf by the undersigned thereunto
        duly authorized.
 
 
 INFORM
        WORLDWIDE HOLDINGS, INC.
 
 
 July
        11, 2005      /s/
        Randy
        W. Betts
 __________________________________________
 Randy
        W.
        Betts
 Chief
        Executive Officer, Chief Financial Officer
 and
        Secretary
 (Principal
        Executive, Financial and Accounting Officer)
 
 
 
 
  18
  **CERTIFICATION**
 
 **I,
        Randy W. Betts, certify the following:**
 
 1.
              I
                  have reviewed this quarterly report on Form 10-QSB of Inform
                  Worldwide Holdings, Inc.;
 
 2.
              Based
                  on my knowledge, this quarterly report does not contain any untrue
                  statement of a material fact or omit to state a material fact necessary
                  to
                  make the statements made, in light of the circumstances under which
                  such
                  statements were made, not misleading with respect to the period
                  covered by
                  this quarterly report;
 
 3.
              Based
                  on my knowledge, the financial statements, and other financial
                  information
                  included in this quarterly report, fairly present in all material
                  respects
                  the financial condition, results of operations and cash flows of
                  Inform
                  Worldwide Holdings, Inc. as of, and for, the periods presented
                  in this
                  quarterly report;
 
 4.
              I
                  am responsible for establishing and maintaining disclosure controls
                  and
                  procedures (as defined in Exchange Act Rules 13a-14 and
                  15d-14) for
                  Inform Worldwide Holdings, Inc. and I have done the
                  following:
 
 a.
              designed
                  such disclosure controls and procedures to ensure that material
                  information relating to Inform Worldwide Holdings, Inc. is made
                  known to
                  me by others within the Company, particularly during the period
                  in which
                  this quarterly report is being
                  prepared;
 
 b.
              evaluated
                  the effectiveness of Inform Worldwide Holdings, Inc.’s disclosure controls
                  and procedures as of a date within 90 days prior to the
                  filing date
                  of this quarterly report (the “Evaluation Date”);
                  and
 
 c.
              presented
                  in this quarterly report my conclusions about the effectiveness
                  of the
                  disclosure controls and procedures based on my evaluation as of
                  the
                  Evaluation Date;
 
 5.
              I
                  have disclosed, based on my most recent evaluation, to Inform Worldwide
                  Holdings, Inc.’s auditors and the audit committee of Inform Worldwide
                  Holdings, Inc.’s board of
                  directors:
 
 a.
              all
                  significant deficiencies in the design or operation of internal
                  controls
                  which could adversely affect Inform Worldwide Holdings, Inc.’s ability to
                  record, process, summarize and report financial data and have identified
                  for Inform Worldwide Holdings, Inc.’s auditors any material weaknesses in
                  internal controls; and
 
 b.
              any
                  fraud, whether or not material, that involves management or other
                  employees who have a significant role in Inform Worldwide Holdings,
                  Inc.’s
                  internal controls; and
 
 6.
              I
                  have indicated in this quarterly report whether or not there were
                  significant changes in internal controls or in other factors that
                  could
                  significantly affect internal controls subsequent to the date of
                  my most
                  recent evaluation, including any corrective actions with regard
                  to
                  significant deficiencies and material
                  weaknesses.
 
 
 
 July
        11,
        2005  /s/
        Randy
        W. Betts
 ___________________________________________________
 Randy
        W.
        Betts,
 Chief
        Executive Officer,
 Chief
        Financial Officer and Secretary
 (Principal
        Executive Officer and Principal Accounting Officer)
  19
  **CERTIFICATION
        PURSUANT TO 18 U.S.C. SECTION 1350 ADOPTED PURSUANT TO SECTION 906 OF THE
        SARBANES-OXLEY ACT OF 2002**
 
 In
        connection with the Quarterly Report of Inform Worldwide Holdings, Inc.,
        a Florida corporation, (the “Company”) on Form 10-QSB for the quarter ended
        March 31, 2005, as filed with the Securities and Exchange Commission on the
        date
        hereof (the “Report”), I, Randy W. Betts, Chief Executive Officer, Chief
        Financial Officer and Secretary of the Company, certify the following pursuant
        to Section 18, U.S.C. 1350, as adopted pursuant to Section 906 of the
        Sarbanes-Oxley Act of 2002:
 
 1.
              The
                  Report fully complies with the requirements of Section 13(a) or
                  15(d) of
                  the Securities Exchange Act of 1934;
                  and
 
 2.
              The
                  information contained in the report fairly presents, in all material
                  respects, the financial condition and results of operations of
                  the
                  Company.
 
 
 
 /s/
        Randy
        W. Betts
 _______________________________
 Randy
        W.
        Betts,
 Chief
        Executive Officer,
 Chief
        Financial Officer and Secretary
 
 July
        11,
        2005