UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549





FORM 10-QSB



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

For the quarterly period ended March 31, 2006



OR



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



Commission file number:  0-31761



WORLDWIDE MANUFACTURING USA, INC.

(Exact name of registrant as specified in its charter)



|                                                               |                                     
|-------------------------------------------------------------- | ------------------------------------
|Colorado                                                       | 84-1536519                          
|(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.)
|1142 Cherry Avenue
San Bruno, CA                               | 94066-6523                          
|(Address of principal executive offices)                       | (Zip Code)                          



Registrant's telephone number, including area code: (650) 794-9888



Section 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 [  ]



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



Indicate the number of shares outstanding of each of the issuer's classes of stock, as of the latest practicable date.



|                           |                                     
|-------------------------- | ------------------------------------
|Class of Securities        | Shares Outstanding at March 31, 2006
|Common Stock, no par value | 2,030,863                           



Transitional Small Business Disclosure Format           Yes         No X







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INDEX





PART I.

FINANCIAL INFORMATION



|                                                                                                                                  |     
|--------------------------------------------------------------------------------------------------------------------------------- | ----
|Item 1.
Financial Statements                                                                                                      | Page
|                                                                                                                                  |     
|Condensed Consolidated Balance Sheet as of March 31, 2006                                                                         | 3   
|                                                                                                                                  |     
|Condensed Consolidated Statements of Income and Comprehensive Income for the three months ended March 31, 2006 and March 31, 2005 | 4   
|                                                                                                                                  |     
|Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2006 and 2005                                | 5   
|                                                                                                                                  |     
|Notes to Condensed  Consolidated Financial Statements                                                                             | 6   
|                                                                                                                                  |     





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WORLDWIDE MANUFACTURING USA, INC. AND SUBSIDIARIES



CONDENSED CONSOLIDATED BALANCE SHEET



|                                                                                                   |  |  |            
|-------------------------------------------------------------------------------------------------- |  |  | -----------
|                                                                                                   |  |  | March 31,  
|                                                                                                   |  |  | 2 0 0 6    
|Assets                                                                                             |  |  | (Unaudited)
|                                                                                                   |  |  |            
|Current assets                                                                                     |  |  |            
|Cash and cash equivalents                                                                          |  |  | $   655,086
|Accounts receivable  net of allowance for doubtful Accounts of $130,528 and $14,000, respectively |  |  | 1,844,557  
|Inventories                                                                                        |  |  | 1,555,930  
|Income taxes receivable                                                                            |  |  | -          
|Bills receivable                                                                                   |  |  | 37,422     
|Prepaid expenses-related party                                                                     |  |  | 102,664    
|Advance to suppliers                                                                               |  |  | 248,685    
|Other current assets                                                                               |  |  | 204,071    
|Total current assets                                                                               |  |  | 4,648,415  
|                                                                                                   |  |  |            
|Property, plant and equipment, net                                                                 |  |  | 520,742    
|                                                                                                   |  |  |            
|Total assets                                                                                       |  |  | $ 5,169,157



|                                                                                                   |  |  |              
|-------------------------------------------------------------------------------------------------- |  |  | -------------
|Liabilities and Stockholders Equity                                                               |  |  |              
|                                                                                                   |  |  |              
|Current liabilities                                                                                |  |  |              
|Accounts payable                                                                                   |  |  | $   1,892,118
|Lines of credit                                                                                    |  |  | 430,606      
|Accrued expenses                                                                                   |  |  | 128,341      
|Income tax payable                                                                                 |  |  | 10,022       
|Other current liabilities                                                                          |  |  | 16,085       
|Current portion of long-term debt-related parties                                                  |  |  | 709,960      
|Total current liabilities                                                                          |  |  | 3,187,132    
|                                                                                                   |  |  |              
|Non-current liabilities                                                                            |  |  |              
|Notes payable-less current portion-related parties                                                 |  |  | 577          
|Total non-current liabilities                                                                      |  |  | 3,187,709    
|                                                                                                   |  |  |              
|Stockholders' equity                                                                               |  |  |              
|Common stock (No Par Value: 100,000,000 shares authorized; 2,030,863 shares issued and outstanding |  |  | 208,871      
|Retained Earnings                                                                                  |  |  | 1,730,223    
|Accumulated other comprehensive income                                                             |  |  | 42,354       
|                                                                                                   |  |  |              
|Total stockholders equity                                                                         |  |  | 1,981,448    
|                                                                                                   |  |  |              
|Total liabilities and stockholders' equity                                                         |  |  | $ 5,169,157  



The accompanying notes are an integral part of the condensed consolidated financial statements.



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WORLDWIDE MANUFACTURING USA, INC. AND SUBSIDIARIES



CONSOLIDATED STATEMENTS OF INCOME





|                                                      |                            |  |             | 
|----------------------------------------------------- | -------------------------- |  | ----------- | 
|                                                      | For the Three Months Ended | 
|                                                      | March 31,                  | 
|                                                      | 2 0 0 6                    |  | 2 0 0 5     | 
|                                                      | (Unaudited)                | 
|Revenues                                              |                            |  |             | 
|Sales                                                 | $    2,375,439             |  | $ 1,583,629 | 
|Cost of goods sold                                    | (1,723,987)                |  | (1,170,632) | 
|Gross profit                                          | 651,452                    |  | 412,997     | 
|                                                      |                            |  |             | 
|Operating expenses                                    |                            |  |             | 
|Advertising                                           | -                          |  | 82,469      | 
|Management and professional fees paid to
Shareholders | 31,500                     |  | 41,500      | 
|Depreciation                                          | 24,978                     |  | 16,653      | 
|Other selling, general and administrative             | 535,445                    |  | 388,040     | 
|Total operating expenses                              | 591,923                    |  | 528,662     | 
|                                                      |                            |  |             | 
|Net operating income (loss)                           | 59,529                     |  | (115,665)   | 
|                                                      |                            |  |             | 
|Other income (expense)                                |                            |  |             | 
|Interest income                                       | 437                        |  | 42          | 
|Interest expense                                      | (23,645)                   |  | (2,130)     | 
|Other income                                          | 5,811                      |  |             | 
|Total other income (expense)                          | (17,397)                   |  | (2,088)     | 
|                                                      |                            |  |             | 
|Net income before income taxes                        | 42,132                     |  | (117,753)   | 
|Income taxes refund/(expense)                         | (16,919)                   |  | 63,434      | 
|                                                      |                            |  |             | 
|Net income                                            | $     25,213               |  | $  (54,319) | 
|                                                      |                            |  |             | 
|Earnings per share                                    | 0.01                       |  | (0.03)      | 
|Weighted average shares outstanding                   | 2,030,863                  |  | 2,022,500   | 





The accompanying notes are an integral part of the condensed consolidated financial statements.



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WORLDWIDE MANUFACTURING USA, INC. AND SUBSIDIARIES



CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS



|                                                                        |                            |  |          
|----------------------------------------------------------------------- | -------------------------- |  | ---------
|                                                                        | For the Three Months Ended
|                                                                        | March 31,                 
|                                                                        | 2 0 0 6                    |  | 2 0 0 5  
|                                                                        | (Unaudited)               
|Cash flows from operating activities                                    |                            |  |          
|Net cash (used in) operating activities                                 | (398,779)                  |  | (203,787)
|                                                                        |                            |  |          
|Cash flows from investing activities                                    |                            |  |          
|Payments of fixed assets                                                | (34,103)                   |  | (284)    
|                                                                        |                            |  |          
|Net cash flows used in investing activities                             | (34,103)                   |  | (284)    
|                                                                        |                            |  |          
|Cash flows from financing activities                                    |                            |  |          
|Principal payments on loan term debt                                    | (691)                      |  | (1,847)  
|Proceeds from lines of credit                                           | 280,606                    |  | 249,648  
|                                                                        |                            |  |          
|Net cash flows provided by financing activities:                        | 279,915                    |  | 247,801  
|                                                                        |                            |  |          
|Effect of exchange rate changes in cash                                 | 13,661                     |  | -        
|                                                                        |                            |  |          
|Net increase (decrease) in cash                                         | (139,306)                  |  | 43,730   
|                                                                        |                            |  |          
|Cash  beginning of period                                              | 794,392                    |  | 169,738  
|                                                                        |                            |  |          
|Cash  end of period                                                    | 655,086                    |  | 213,468  
|                                                                        |                            |  |          
|Supplemental disclosure of non cash investing and financing activities: |                            |  |          
|Taxation paid in cash                                                   | 3,797                      |  | -        
|Interest paid in cash                                                   | 23,645                     |  | 2,130    
|Purchase of business assets with other current liabilities              | -                          |  | 300,000  





The accompanying notes are an integral part of the condensed consolidated financial statements.



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WORLDWIDE MANUFACTURING USA, INC. AND SUBSIDIARIES



NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED MARCH 31, 2006



1.

MANAGEMENTS REPRESENTATION OF INTERIM FINANCIAL INFORMATION



The accompanying financial statements have been prepared by Worldwide Manufacturing USA, Inc. without audit pursuant to the rules and regulations of the Securities and Exchange Commission.  Certain information and disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted as allowed by such rules and regulations, and management believes that the disclosures are adequate to make the information presented not misleading.  These financial statements include all of the adjustments, which in the opinion of management are necessary to a fair presentation of financial position and results of operations.  All such adjustments are of a normal and recurring nature.  These financial statements should be read in conjunction with the audited financial statements at December 31, 2005 as filed in the Companys Form 10-KSB filed with the Commission on April 14, 2006.



2.  SIGNIFICANT ACCOUNTING POLICIES



This summary of significant accounting policies of the Company is presented to assist in understanding the Companys financial statements.  The financial statements and notes are representations of the Companys management, which is responsible for their integrity and objectivity. These accounting policies conform to generally accepted accounting principles and have been consistently applied in the preparation of the financial statements.



Principles of Consolidation



The accompanying financial statements include Worldwide Manufacturing USA, Inc., a Colorado corporation (formerly Tabatha III, Inc.) and a public company, its operating subsidiary, Worldwide USA, a California corporation, and three subsidiary companies owned by Worldwide USA.  Intercompany transactions have been eliminated in consolidation.



Revenue Recognition



The Company recognizes revenues in accordance with the guidelines of the Securities and Exchange Commission (SEC) Staff Accounting Bulletin (SAB) No. 104 Revenue Recognition.  The Company recognizes revenue from product sales when the orders are completed and shipped, provided that collection of the resulting receivable is reasonably assured.  Amounts billed to customers are recorded as sales while the shipping costs are included in cost of sales. Returns on defective custom parts may only be exchanged for replacement parts within 30 days of the invoice date.  Returns on defective catalogue parts, which can be resold, may be exchanged for replacement parts or for a refund.  Revenue from non-refundable customer tooling deposits is recognized when the materials are shipped or when the deposit is forfeited, whichever is earlier.



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WORLDWIDE MANUFACTURING USA, INC. AND SUBSIDIARIES



NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED MARCH 31, 2006



2.

SIGNIFICANT ACCOUNTING POLICIES  CONT



Estimates



The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts of assets and liabilities, as well as footnote disclosures included in the financial statements and accompanying notes.  Actual results may differ from those estimates and such differences may be material to the financial statements.  The more significant estimates include:  useful lives and residual values of fixed assets, fair market values of inventory, goodwill and intangible impairment tests, reserves for warranty, returns, and product liability losses, and credit losses.



Foreign Currency Transactions and Translation



Transaction gains and losses result from a change in exchange rates between the functional currencies in which a foreign currency transaction is denominated.  They represent an increase or decrease in (a) the actual functional current cash flows realized upon settlement of foreign currency transactions and (b) the expected functional currency cash flows on unsettled foreign currency transactions.  All transaction gains and losses are included in other income or expense.  For all years presented, sales to customers were primarily denominated in U.S. dollars.



Assets and liabilities of Intech are translated into U.S. dollars at the prevailing exchange rate in effect at each period end.  Revenue and expenses are translated into U.S. dollars at the average exchange rate during the reporting period.  Contributed capital is translated into U.S. dollars at the historical exchange rate when capital was injected.  Any difference resulting from using the current rate, historical rate, and average rate in determination of retained earnings is accounted for as a translation adjustment and reported as part of comprehensive income or loss in the equity section.  Exchange differences are recognized in the income statement in the period in which they occur.





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WORLDWIDE MANUFACTURING USA, INC. AND SUBSIDIARIES



NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED MARCH 31, 2006





2.

SEGMENT INFORMATION



Segmental Data  3 months ended March 31, 2006



Reportable Segments

(Amounts in thousands)

|                                           |        |  |                |  |                   |  |                  |  |       
|------------------------------------------ | ------ |  | -------------- |  | ----------------- |  | ---------------- |  | ------
|                                           | WWMUSA |  | Intech
Electro |  | Changchun
Changde |  | Intech
Precision |  | Total 
|External revenue                           | 1,987  |  | 13             |  | 76                |  | 299              |  | 2,375 
|Intersegment revenue                       | -      |  | 1,136          |  | -                 |  | -                |  | 1,136 
|Interest income                            | -      |  | -              |  | 1                 |  | -                |  | 1     
|Interest expense                           | 24     |  | -              |  | -                 |  | -                |  | 24    
|Depreciation under administrative expenses | 6      |  | 15             |  | 1                 |  | 3                |  | 25    
|Net profit after tax                       | (231)  |  | 173            |  | 4                 |  | 79               |  | 25 (1)
|                                           |        |  |                |  |                   |  |                  |  |       
|Assets                                     |        |  |                |  |                   |  |                  |  |       
|Expenditures for long-lived assets         | 29     |  | 335            |  | 146               |  | 11               |  | 521   



(1) $130 in intercompany profit was eliminated in consolidation.



Segmental Data  3 months ended March 31, 2005



Reportable Segments

(Amounts in thousands)

|                                           |        |  |                |  |          
|------------------------------------------ | ------ |  | -------------- |  | ---------
|                                           | WWMUSA |  | Intech
Electro |  | Total    
|External revenue                           | 1,338  |  | 246            |  | 1,584    
|Intersegment revenue                       | -      |  | 888            |  | 888      
|Interest income                            | -      |  | -              |  | -        
|Interest expense                           | 2      |  | -              |  | 2        
|Depreciation under administrative expenses | 4      |  | 13             |  | 17       
|Net profit (loss) after tax                | (169)  |  | 115            |  | (54)  (1)
|                                           |        |  |                |  |          
|Assets                                     | 1,974  |  | 1,005          |  | 2,979    
|Expenditures for long-lived assets         | -      |  | -              |  | -        



(1) $8,916 in intercompany profit was eliminated in consolidation.









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WORLDWIDE MANUFACTURING USA, INC. AND SUBSIDIARIES



NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED MARCH 31, 2006



3.  RELATED PARTY TRANSACTIONS



The Company paid cash in the amount of $31,500 for management services and $18,330 for interest expenses to certain shareholders, who are also members of the Board of Directors, as of March 31, 2006.



4. SUBSEQUENT EVENTS



On April 19, 2006 a Special Meeting was held to approve a 1:15 reverse stock split which was approved by the majority of the shareholders of Worldwide. Prior to the reverse stock split, their were approximately 30,337,500 shares outstanding after the split their are approximately 2,022,500 shares outstanding. In addition, as a result of the split the Company stock symbol changed from WMFG to WWMU.



The stock split became effective on April 21, 2006.





ITEM 2.

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS



DISCLAIMER REGARDING FORWARD LOOKING STATEMENTS



Certain statements in this Form 10-QSB which are not statements of historical fact are what are known as "forward-looking statements," which are basically statements about the future. For that reason, these statements involve risk and uncertainty since no one can accurately predict the future. Words such as "plans," "intends," "hopes," "seeks," "anticipates," "expects, "and the like, often identify such forward looking statements, but are not the only indication that a statement is a forward-looking statement. Such forward-looking statements include statements concerning our plans and objectives with respect to our present and future operations, and statements which express or imply that such present and future operations will or may produce revenues, income or profits. These and other factors may cause our actual results to differ materially from any forward- looking statement.  We caution you not to place undue reliance on these forward-looking statements.  Although we base these forward-looking statements on our expectations, assumptions, and projections about future events, actual events and results may differ materially, and our expectations, assumptions, and projections may prove to be inaccurate. The forward-looking statements speak only as of the date hereof, and we expressly disclaim any obligation to publicly release the results of any revisions to these forward-looking statements to reflect events or circumstances after the date of this filing.



REPORTING ENTITY



On September 30, 2003, Tabatha III, Inc. completed the acquisition of all of the issued and outstanding common stock of Worldwide Manufacturing USA, Inc. (Worldwide USA) in a



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share exchange transaction. Worldwide issued 27,900,000 shares in the share exchange transaction for 100% of the issued and outstanding shares of Worldwide USAs common stock. Immediately prior to the acquisition, 10,762,000 shares of stock had been outstanding, and as part of the acquisition arrangement, John Ballard, Robert Smith, and Diane Thelen, shareholders in Tabatha III, Inc., agreed to surrender for cancellation a total of 8,662,000 common shares held by them.  The total number of shares outstanding after the acquisition were 30,000,000.  As a result of the share exchange transaction, Worldwide USA became our wholly-owned subsidiary. On November 3, 2003, we changed the corporate name from Tabatha III, Inc. to Worldwide Manufacturing USA, Inc.



The reverse acquisition described above has been treated as a recapitalization of Worldwide USA and the accompanying financial statements reflect the financial condition, results of operations and cash flows of Worldwide USA, the acquired company, for all periods presented. Unless otherwise indicated, references herein to the Company consist of Worldwide Manufacturing USA, Inc., formerly Tabatha III, Inc., its wholly owned subsidiary Worldwide Manufacturing USA, Inc., a California corporation, and its wholly owned subsidiary, Shanghai Intech Electro-Mechanical Products Co., an entity operating within the Peoples Republic of China.



RESULTS OF OPERATIONS



Net sales for the three months ending March 31, 2006 were $2,375,439 compared to net sales of $1,583,629 for the same period in 2005. This increase of $791,810, or approximately 50%, was the result of the establishment of two factories Shanghai Intech Electronics Manufacturing Company and Shanghai Intech Precision Mechanical Products Manufacturing Company (formerly Shanghai Lizun Precision Mechanical Products Manufacturing Company) as well as greater demand for the Companys products and services. Gross profit increased by $238,455 or 57.7% from $412,997in the quarter ending March 31, 2005 to $651,452 for the quarter ending March 31, 2006.   The increase of 57.7% was the result of greater sales.

Cost of goods sold for the three months ended March 31, 2006 was $1,723,987 compared to $1,170,632 for the same period in 2005.  The increase of $553,355 or approximately 47% was the result of greater revenues.



The gross margin percentage increased from 26% gross margin in March 2005 to approximately 27.4% as experienced for the three months ending March 31, 2006.  This reflects an increase of of 1.4 % in gross margins. Net income before tax for the three months ending March 31, 2006 was $42,132 compared to a net loss before tax of $117,753 for the three months ended March 31, 2005. The turnaround to profitability in the first quarter was the result of greater sales due to the establishment of the two factories as well as stronger demand for the Companys products and services.



General and administration expenses for the three months ended March 31, 2006 totaled $591,923 compared to $528,662. The increase of $63,261 or approximately 12% was due to the increase in personnel costs and compensation expenses primarily related to the establishment of the new factories.



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LIQUIDITY



The Company renewed and increased the line of credit with Wells Fargo Bank from $550,000 to $650,000 on May 10, 2006 to be used as necessary for working capital needs.  Under the terms of the revolving line of credit with Wells Fargo Bank, Worldwide may borrow up to $650,000 at 0.5% above the banks prime interest rate through March 10, 2007 (8.25% at May 10, 2006). There is presently no annual fee. These funds may be used for any purpose.  The revolving line of credit is secured by all assets of Worldwide Manufacturing USA, Inc.  At May 10, 2006, approximately $530,000 was still available from this line of credit at an interest rate of 8.25%.  In addition, net profits of the Company will be used in order to provide capital for expansion, increase in inventory, and for acquiring additional equipment, if needed.



During the three-month period ending March 31, 2006, net cash used in operations was $398,779 as compared with net cash used in operations of $203,787 during the comparative period of 2005. This reflects increases in inventory as the result of expansion and greater sales.



PLAN OF OPERATION



The Company is currently increasing its Marketing Distribution Channels through contacts with local manufacturing representatives.  In addition, the Company has completed the establishment of two new factories in Shanghai China; Shanghai Intech Electronics Manufacturing Company and Shanghai Intech Precision Mechanical Products Manufacturing Company (formerly Shanghai Lizun Precision Mechanical Products Manufacturing Company). The Company plans on providing additional working capital to increase business at the new factories along with increasing productivity. Further, the Company is seeking additional mergers or acquisitions in order to increase sales and to enhance the Company's competitive position.



ITEM 3.

CONTROLS AND PROCEDURES



As of the end of the period covered by 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.  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 relating to Worldwide Manufacturing USA, Inc. (and its consolidated subsidiaries) required to be included in our periodic SEC reports. It should be noted that design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurances that any design will succeed in achieving the stated goals under all potential future conditions regardless of how remote.  In addition, there has been no change in our internal controls over financial reporting during the most recent fiscal period that has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.







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PART II.  OTHER INFORMATION



Item 1.

Legal Proceedings

None



Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

None



Item 3.

Defaults upon Senior Securities

None



Item 4.

Submission of Matters to a Vote of Security Holders

None



Item 5.

Other Information

None



Item 6.

Exhibits



The following exhibits are filed herewith:



3.1

Articles of Incorporation (incorporated by reference from Registration Statement on Form 10-SB filed with the Securities and Exchange Commission on October 11, 2000).



3.2

Bylaws (incorporated by reference from Registration Statement on Form 10-SB filed with the Securities and Exchange Commission on October 11, 2000).



4.1

Specimen Common Stock Certificate (incorporated by reference from Registration Statement on Form 10-SB filed with the Securities and Exchange Commission on October 11, 2000).



4.2

Specimen Class A Convertible Preferred Stock Certificate (incorporated by reference from Registration Statement on Form 10-SB/A filed with the Securities and Exchange Commission on October 11, 2000).



10.1

Common Stock Purchase Warrant (incorporated by reference from Form 10-KSB filed with the Securities and Exchange Commission on September 27, 2001).



14

Code of Ethics (incorporated by reference from Form 10-KSB filed with the Securities and Exchange Commission on March 31, 2005.).



31.1

Certification pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended.



31.2

Certification pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended.





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32.1

Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.



32.2

Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.







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SIGNATURES

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





WORLDWIDE MANUFACTURING USA, INC.



By:   /s/ Jimmy Wang

Principal Executive Officer



Date:  May 15, 2005



By:  /s/ John D. Ballard

Chief Financial Officer and Principal Accounting Officer



Date:  May 15, 2006





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