**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





[
      ]  TRANSITION
      REPORT UNDER SECTION 13 OR 15(d)


OF
      THE
      SECURITIES EXCHANGE ACT OF1934:  For
      the
      transition period from______ to _______





**01-06914**


Commission
      File Number





**Worldwide
                Biotech & Pharmaceutical Company**(Name
                of small business issuer in its
                charter)


**Delaware**
            
            **59-0950777**(State
                or other jurisdiction of Incorporation)
            
            (IRS
                Employer Identification Number)




4
                Fenghui South Road, 15thFloor, A10-11501Jie
                Zuo Mansion, Xi’an, Shaanxi, P.R. China 710075
            86-29-88193339(Address
                of principal executive offices)
            (Issuer’s
                telephone number)








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





The
      number of shares outstanding of each of the Issuer’s classes of common equity,
      as of the latest practicable date: As of March 31, 2006, there were 40,357,502
      shares of the common stock issued and outstanding.





Indicate
      by check mark whether the Registrant is a shell company (as defined in Rule
      12b-2 of the Securities Exchange Act of 1934) (check one): Yes [ 
]   No [X ]





Transitional
      Small Business Disclosure Format (check one): Yes [   ]   No
      [ X ]





-1-


**PART
      I - FINANCIAL INFORMATION**





**Item
      1. Financial Statements**




WORLDWIDE
        BIOTECH & PARMACEUTICAL COMPANY AND SUBSIDIARIES
 CONSOLIDATED
        BALANCE SHEET


March
        31,
        2006
  ASSETSCURRENT
                  ASSETS:Cash
              
              $
              97,746Marketable
                  securities
              
              
              267,633Accounts
                  receivable, net of allowance for doubtful accounts of
                  $189,331
              
              
              186,391Inventories
              
              
              408,654Prepayments
                  and
                  other current assets
              
              
              116,606Total
                  Current Assets
              
              
              1,077,030PROPERTY
                  AND EQUIPMENT - Net
              
              
              4,790,739LICENSES,
                  net
              
              
              470,411LAND
                  USE RIGHTS, net
              
              
              1,400,326Total
                  Assets
              
              $
              7,738,506LIABILITIES
                  AND STOCKHOLDERS' EQUITYCURRENT
                  LIABILITIES:Loans
                  payable
              
              $
              1,504,983Mortgages
                  payable
              
              
              30,903Note
                  payable - stockholder
              
              
              424,115Accounts
                  payable
              
              
              813,622Due
                  to
                  related parties
              
              
              1,724,987Other
                  current liabilities
              
              
              304,557Total
                  Current Liabilities
              
              
              4,803,167MORTGAGES
                  PAYABLE, less current portion
              
              
              231,138NOTE
                  PAYABLE
              
              
              1,247,396MINORITY
                  INTEREST
              
              
              644,800Total
                  Liabilities
              
              
              6,926,501STOCKHOLDERS'
                  EQUITY:Common
                  stock ($.001 Par Value; 90,000,000 Shares Authorized;
              
              
              40,35840,357,502
                  shares
                  issued and outstanding)Additional
                  paid-in capital
              
              
              10,799,993Accumulated
                  deficit
              
              
              (8,646,005
              )Deferred
                  compensation
              
              
              (1,023,500
              )Accumulated
                  other comprehensive loss:Change
                  in
                  unrealized loss on marketable securities
              
              
              (403,259
              )Foreign
                  currency
                  translation gain
              
              
              44,418Total
                  Stockholders'
                  Equity
              
              
              812,005Total
                  Liabilities
                  and Stockholders' Equity
              
              $
              7,738,506See
                  notes to financial statements.





-2-





WORLDWIDE
        BIOTECH & PHARMACEUTICAL COMPANY AND SUBSIDIARIES
 CONSOLIDATED
        STATEMENTS OF OPERATIONS
 March
        31,
        2006
  For
                  the Three Months Ended
                March
                  31,2006
              
              
              2005NET
                  REVENUES
              
              $
              111,321
              
              $
              -COST
                  OF GOODS SOLD
              
              
              106,017
              
              
              -GROSS
                  PROFIT
              
              
              5,304
              
              
              -OPERATING
                  EXPENSES:Selling
                  expenses
              
              
              12,371
              
              
              -Research
                  and
                  development
              
              
              14,292
              
              
              55,075Professional
                  fees
              
              
              80,437
              
              
              28,861Stock-based
                  compensation
              
              
              349,500
              
              
              1,259,522General
                  and administrative
              
              
              167,682
              
              
              73,037Total
                  Operating Expenses
              
              
              624,282
              
              
              1,416,495LOSS
                  FROM OPERATIONS
              
              
              (618,978
              )
              
              (1,416,495
              )OTHER
                  INCOME (EXPENSES):Interest
                  income
              
              
              74
              
              
              2,809Interest
                  expense
              
              
              (79,489
              )
              
              (47,031
              )Other
                  income
              
              
              15,084
              
              
              -Total
                  Other Income (Expenses)
              
              
              (64,331
              )
              
              (44,222
              )LOSS
                  BEFORE MINORITY INTEREST
              
              
              (683,309
              )
              
              (1,460,717
              )MINORITY
                  INTEREST
              
              
              20,213
              
              
              -NET
                  LOSS
              
              
              (663,096
              )
              
              (1,460,717
              )OTHER
                  COMPREHENSIVE INCOMEChange
                  in unrealized gain on marketable securities
              
              
              34,487
              
              
              -Foreign
                  currency translation gain
              
              
              14,061
              
              
              -COMPREHENSIVE
                  LOSS
              
              $
              (614,548
              )
              $
              (1,460,717
              )NET
                  LOSS PER COMMON SHARE - BASIC AND DILUTED:Net
                  loss per common share
              
              $
              (0.02
              )
              $
              (0.04
              )Weighted
                  Common
                  Shares Outstanding - basic and diluted
              
              $
              40,209,640
              
              $
              35,257,102See
                  notes to financial statements





-3-


WORLDWIDE
        BIOTECH AND PHARMACEUTICAL COMPANY AND SUBSIDIARIES
 CONSOLIDATED
        STATEMENTS OF CASH FLOWS
 (Unaudited)
  For the three months ended
                  March 31,2006
              
              
              2005CASH
                  FLOWS FROM OPERATING ACTIVITIES:Net
                  loss
              
              $
              (663,096
              )
              $
              (1,460,717
              )Adjustments
                  to reconcile net loss to net cash used inoperating
                  activities:Depreciation
                  and amortization
              
              
              83,606
              
              
              17,396Stock-based
                  compensation
              
              
              349,500
              
              
              1,259,522Minority
                  interest
              
              
              (20,213)
              
              
              -Changes
                  in assets and liabilities:Accounts
                  receivable
              
              
              (43,313)
              
              
              -Inventories
              
              
              (49,049)
              
              
              -Prepayments
                  and other current assets
              
              
              36,691
              
              
              (166,281
              )Accounts
                  payable and accrued expenses
              
              
              (148,596)
              
              
              74,623Other
                  current liabilities
              
              
              79,379
              
              
              34,748NET
                  CASH USED IN OPERATING ACTIVITIES
              
              
              (375,091
              )
              
              (240,709
              )CASH
                  FLOWS FROM INVESTING ACTIVITIES:Cash
                  used for business acquisitions
              
              
              (424,115
              )
              
              -Cash
                  received from business acquisitions
              
              
              13,745
              
              
              -Purchase
                  of property and equipment
              
              
              (8,731
              )
              
              (264,661
              )NET
                  CASH USED IN INVESTING ACTIVITIES
              
              
              (419,101
              )
              
              (264,661
              )CASH
                  FLOWS FROM FINANCING ACTIVITIES:Payments
                  on loan payable
              
              
              -
              
              
              (525
              )Proceeds
                  from note payable - stockholder
              
              
              424,115
              
              
              -Payments
                  on mortgages payable
              
              
              (7,732
              )
              
              (12,976
              )Proceeds
                  from stockholders/officers
              
              
              381,492
              
              
              238,092NET
                  CASH PROVIDED BY FINANCING ACTIVITIES
              
              
              797,875
              
              
              224,591EFFECT
                  OF EXCHANGE RATE CHANGES ON CASH
              
              
              (506
              )
              
              (261
              )NET
                  INCREASE (DECREASE) IN CASH
              
              
              3,177
              
              
              (281,040
              )CASH
                  at beginning of period
              
              
              94,570
              
              
              1,047,675CASH
                  at end of period
              
              $
              97,747
              
              $
              766,635SUPPLEMENTAL
                  DISCLOSURE OF CASH FLOW INFORMATION:Interest
                  paid
              
              $
              78,453
              
              $
              21,618See
                  notes to consolidated financial statements.





-4-








WORLDWIDE
      BIOTECH & PHARMACEUTICAL COMPANY AND SUBSIDIARIES


NOTES
      TO
      FINANCIAL STATEMENTS


MARCH
      31,
      2006


(UNAUDITED)








**NOTE
      1 - BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
      POLICIES**





**Basis
      of Presentation**





The
      accompanying unaudited consolidated financial statements have been prepared
      in
      accordance with generally accepted accounting principles for interim financial
      information and with the instructions to Form 10-QSB and Item 310(b) of
      Regulation S-B. Accordingly, the financial statements do not include all of
      the
      information and footnotes required by generally accepted accounting principles
      for complete financial statements. In the opinion of management, all adjustments
      considered necessary for a fair presentation have been included and such
      adjustments are of a normal recurring nature. These consolidated financial
      statements should be read in conjunction with the financial statements for
      the
      year ended December 31, 2005 and notes thereto contained in the Report on Form
      10-KSB of Worldwide Biotech & Pharmaceutical Company (the “Company” or
“Worldwide”) as filed with the Securities and Exchange Commission (the
“Commission”). The results of operations for the three months ended March 31,
      2006 are not necessarily indicative of the results for the full fiscal year
      ending December 31, 2006.





The
      consolidated statements include all the accounts of Worldwide Biotech &
Pharmaceutical Company and its wholly-owned and majority-owned subsidiaries.
      All
      significant intercompany balances and transactions have been
      eliminated.





**The
      Company**





Worldwide
      Biotech & Pharmaceutical Company was incorporated in Delaware in 1961. In
      the forth quarter of 2005, the Company commenced revenue producing
      operations.





On
      January 19, 2006, Worldwide by and through its wholly owned subsidiary, Yangling
      Daiying Biological Engineering Co., Ltd. (“Daiying”), entered into a
      Reorganization Agreement with Hunan Hua Yang Pharmaceutical Co. Ltd. (“Hua
      Yang”) and its shareholders.





Pursuant
      to this agreement, the Company issued 482,800 shares of its common stock to
      the
      shareholders of Hua Yang to acquire 51%.




Daiying
      also on January 19, 2006 entered into a Reorganization Agreement with Hunan
      Ze
      An Pharmaceutical Co. Ltd. (“Ze An”) and its shareholders. Daiying paid Reminbi
      (“RMB”) 3,400,000 (Equivalent to US$424,115 at March 31, 2006) and 217,600
      shares of common stock of Worldwide for 65% of Ze An.





**Revenue
      recognition**





The
      Company follows the guidance of the Securities and Exchange Commission’s Staff
      Accounting Bulletin 104 for revenue recognition.  In general, the Company
      records revenue when persuasive evidence of an arrangement exists, services
      have
      been rendered or product delivery has occurred, the sales price to the customer
      is fixed or determinable, and collectability is reasonably assured. Persuasive
      evidence of an arrangement is demonstrated via purchase order from the
      distributor, our customer, product delivery is evidenced by the warehouse
      shipping log as well as signed bill of lading from the trucking company and
      no
      product return is allowed except defective or damaged products, the sales price
      to the customer is fixed upon acceptance of purchase order, there is no separate
      sales rebate, discounts, and volume incentives. The
      Company manufactures and distributes traditional Chinese medicine, including
      drink tablets, synthetic medicine, antibiotics, biotech medicine and biotech
      reagents; wholesale Class II medical devices, Class III medical devices,
      including but not limited to, medical sewing materials and bond, medical high
      molecular materials and products, and disposable sterile medical devices.
      T he
      majority of the Company's revenue derives from sales contracts with distributors
      and revenues are generated upon the shipment of goods. The
      Company sells certain products to certain customers on consignment. The Company
      records revenue for consignment transactions when the consignee sells the
      product to the end user .








-5-








**NOTE
      2 -**  **ACQUISITIONS**





**Hua
      Yang**





On
      January 19, 2006, the Company acquired 51% of the outstanding shares of Hunan
      Hua Yang Pharmaceutical Co., Ltd. (“Hua Yang”) in exchange for 482,800 shares of
      common stock of the Company. Hua Yang engages in developing, manufacturing
      and
      marketing of synthetic chemical medicine, antibiotics, immune vaccine and
      nutrient supplements.




The
      fair
      value of the Company’s shares of $313,820 was based upon the actual number of
      shares issued using the closing trading price of the Company’s common stock on
      the closing date.




The
      acquisition was recorded on the purchase method by allocating the purchase
      price
      over the assets acquired, including intangible assets, and liabilities assumed,
      based on their estimated fair values at the acquisition date. The excess of
      the
      net assets acquired and the liabilities assumed over the purchase price was
      recorded as a proportional reduction of property and equipment, land use right
      and licenses. The purchase price has been allocated to the assets and
      liabilities as follows:





Cash
            
            $
            1,314Accounts
                receivable, net of allowances
            
            
            40,891Inventories
            
            
            116,640Prepayments
                and other current assets
            
            
            79,562Property
                and equipment
            
            
            718,311Land
                use right
            
            
            208,259Licenses
            
            
            40,968Notes
                payable
            
            
            (8,054
            )Accounts
                payable
            
            
            (108,526
            )Due
                to stockholders/officers
            
            
            (103,326
            )Other
                current liabilities
            
            
            (99,270
            )Advances
            
            
            (271,436
            )Less:
                Minority interest
            
            
            (301,513
            )Total
                purchase price
            
            $
            313,820





-6-


**ZE
      AN**





On
      January 19, 2006, the Company acquired 65% of all the outstanding shares of
      Hunan Ze An Pharmaceutical Co., Ltd. (Ze An) in exchange for 217,600 shares
      of
      the Company's common stock and RMB3,400,000 (Equivalent to US$424,115 at March
      31, 2006). Ze An is in the business of developing, manufacturing and marketing
      essential traditional Chinese medicine, 100 percent organic herbal medicine,
      and
      neutraceutical products.




The
      fair
      value of the Company’s shares of $141,440 was based upon the actual number of
      shares issued using the average closing trading price of the Company’s common
      stock during a five day trading period prior to the closing.




The
      acquisition was recorded on the purchase method by allocating the purchase
      price
      over the assets acquired, including intangible assets, and liabilities assumed,
      based on their estimated fair values at the acquisition date. The excess of
      the
      purchase price over the net of amounts assigned to the assets acquired and
      the
      liabilities assumed was recorded as goodwill, if any. The purchase price has
      been allocated to the assets and liabilities as follows:





Cash
            
            $
            12,340Accounts
                receivable, net of allowances
            
            
            89,901Inventories
            
            
            235,305Prepayments
                and other current assets
            
            
            17,949Property
                and equipment
            
            
            1,815,244Land
                use right
            
            
            660,185Licenses
            
            
            440,204Loan
                payable
            
            
            (619,563
            )Accounts
                payable
            
            
            (275,517
            )Due
                to stockholders/officers
            
            
            (34,588
            )Other
                current liabilities
            
            
            (72,792
            )Advances
            
            
            (163,783
            )Note
                payable, non-current
            
            
            (1,239,127
            )Less:
                Minority interest
            
            
            (303,015
            )Total
                purchase price
            
            $
            562,743











-7-





Operations
      of the acquired companies have been included in operations from the date of
      acquisitions.





**Pro
      Forma Results**




The
      following unaudited pro forma financial information presents the combined
      results of operations of the Company, Hua Yang and Ze An for the three months
      ended March 31, 2006 and 2005, as if the acquisitions had occurred on January
      1,
      2005. The unaudited pro forma financial information is not intended to represent
      or be indicative of the Company’s consolidated results of operations that would
      have been reported had the acquisitions been completed on January 1, 2005 and
      should not be taken as indicative of the Company’s future consolidated results
      of operations.




2006
            
            
            2005Revenues
            
            $
            111,321
            
            $
            111,457Net
                loss
            
            $
            (663,096
            )
            $
            (1,487,980
            )Basic
                loss per
                share
            
            $
            (0.02
            )
            $
            (0.04
            )





**NOTE
      3 - NOTE PAYABLE - STOCKHOLDER**





Note
      payable from a stockholder, is unsecured, with interest at 12% per annum,
      payable monthly with principle due on December 31, 2006.





**NOTE
      4 - RELATED PARTY TRANSACTIONS**





**Due
      to related parties**





The
      Chief
      Executive Officer and a shareholder, from time to time, provided advances to
      the
      Company for operating expenses. These advances are short-term in nature and
      non-interest bearing, payable upon request. The amount due to these related
      parties at March 31, 2006 was $1,724,987.





**NOTE
      5 - CONTINGENCIES**





**Legal**





A
      lawsuit
      has been filed by Coast to Coast Equity Group, Inc. ("Coast to Coast") in the
      United States District Court for the Southern District of Florida on March
      31,
      2006.  Coast to Coast is seeking damages allegedly arising from
      Worldwide's failure to file appropriate registration statements with the
      Securities and Exchange Commission and in turn Coast to Coast's purported
      inability to sell shares.    Coast to Coast claims that it has legally
      recoverable financial losses for  an inability to sell on
      certain dates.




The
      Company denies Coast to Coast 's claim for various
      reasons ,  including that  Coast to Coast  as the
      consultant  was not entitled to shares and warrants in question
      as it  failed to perform pursuant to  a Consulting Agreement
      and related documents . The Company intends to vigorously defend this
      action.





**Item
      2. Management’s Discussion and Analysis or Plan of
      Operation**





The
      following analysis of our results of operations and financial condition should
      be read in conjunction with the financial statements of Worldwide Biotech &
Pharmaceutical Company for the year ended December 31, 2005 and notes thereto
      contained in Report on Form 10-KSB of Worldwide Biotech & Pharmaceutical
      Company as filed with the Securities and Exchange Commission.





This
      report on Form 10-QSB contains certain forward-looking statements including,
      among others, anticipated trends in our financial condition and results of
      operations and our business strategy. These forward-looking statements are
      based
      largely on our current expectations and are subject to a number of risks and
      uncertainties. Actual results could differ materially from these forward-looking
      statements. Important factors to consider in evaluating such forward-looking
      statements include (i) changes in external factors or in our internal budgeting
      process which might impact trends in our results of operations; (ii)
      unanticipated working capital or other cash requirements; (iii) changes in
      our
      business strategy or an inability to execute our strategy due to unanticipated
      changes in the industries in which we operate; and (iv) various competitive
      market factors that may prevent us from competing successfully in the
      marketplace.





-8-


**Critical
      Accounting Policies**





A
      summary
      of significant accounting policies is included in Note 1 to the audited
      financial statements included Form 10-KSB as filed with the Securities and
      Exchange Commission for the year ended December 31, 2005. Management believes
      that the application of these policies on a consistent basis enables us to
      provide useful and reliable financial information about the company's operating
      results and financial condition.




The
      discussion and analysis of our financial condition and results of operations
      are
      based upon our consolidated financial statements, which have been prepared
      in
      accordance with accounting principles generally accepted in the United States.
      The preparation of these consolidated financial statements requires us to make
      estimates and judgments that affect the reported amounts of assets, liabilities,
      revenues and expenses, and related disclosure of contingent assets and
      liabilities. On an on-going basis, we evaluate our estimates based on historical
      experience and on various other assumptions that are believed to be reasonable
      under the circumstances, the results of which form the basis for making
      judgments about the carrying values of assets and liabilities that are not
      readily apparent from other sources. Actual results may differ from these
      estimates under different assumptions or conditions.





**Results
      of Operations**





The
      Company is a high-tech biopharmaceutical company that specializes in the
      development and potential marketing of viruses/viral vectors, bio-medicines,
      external diagnostic reagents, prophylactic vaccines for humans, and oral dosage
      forms of traditional Chinese medicine. The our principal products include
      Hepatitis C virus produced in vitro, ELISA kits for HCV antibody detection,
      Rapid Test (Colloid Gold Method), Oral dosage forms of traditional Chinese
      medicine healthcare products and medical devices distributed for other
      companies.





The
      Company established its drug-screening assay based on its in vitro cell culture
      system, and initiated drug screening for anti-HCV therapeutics and commenced
      revenue producing operations through its majority owned subsidiary, Shaanxi
      Daiying Medicine Distribution Co., Ltd. (“Shaanxi”) in the forth quarter of
      2005.





Shaanxi
      distributes traditional Chinese medicine, including drink tablets, synthetic
      medicine, antibiotics, biotech medicine and biotech reagents; wholesale Class
      II
      medical devices, Class III medical devices, including but not limited to,
      medical sewing materials and bond, medical high molecular materials and
      products, and disposable sterile medical devices.





The
      Company obtained SFDA approvals for three of its oral traditional Chinese
      medicines, including a liver-care medicine, an anti-cold medicine and a
      cough-suppressant by the end of 2005. The production and sales for these
      products commenced during the first quarter of 2006.





The
      Company through Daiying acquired Hunan Hua Yang Pharmaceutical Co., Ltd. (Hua
      Yang) and Hunan Ze An Pharmaceutical Co., Ltd. (Ze An) on January 19,
      2006. Hua Yang currently holds 23 medicines with National Drug Production
      Licenses and 5 nutrient supplements with National Food Production Licenses.
      Daiying controls 51% of the total shares of Huayang. Ze An currently holds
      5
      product lines, 10 medicines with National Drug Production Licenses and 1
      nutrient supplement with a National Food Production License. Daiying controls
      65% of the total shares of Ze An.








-9-







In
      2005,
      t he
      Company entered into a sole distribution agreement with
      TARAMEDIC.CORPORATION.BHD, a Malaysian company, to distribute its Tara KLamp®
Disposable Circumcision Device. TARAMEDIC owns patents both in Malaysia and
      China. The Company obtained the regulation approval for this product from
      Chinese SFDA on January 26, 2006 and sales has commenced.




The
      following analysis shows the selected unaudited condensed consolidated income
      statement data of the Company and its subsidiaries for the three-month period
      ended March 31, 2006 and March 31, 2005. The data should be read in conjunction
      with the unaudited Condensed Consolidated Financial Statements of the Company
      for the three-month period ended March 31, 2006 and March 31, 2005 and related
      notes thereto.




**Three
      months ended March 31, 2006 as compared to three months ended March 31,
      2005**





Revenues





For
      the
      three months ended March 31, 2006, our revenues were $111,321 as compared to
      none for the three months ended March 31 2005, an increase of $111,321. We
      attribute this increase in net revenues to the fact that the Company established
      its drug-screening assay based on its in vitro cell culture system, and
      initiated drug screening for anti-HCV therapeutics, an increased marketing
      effort and gradual acceptance of Shaanxi distribution network and revenues
      generated from Hua Yang and Ze An, majority owned subsidiaries we acquired
      on
      January 19, 2006. The Company was a development stage company as of March 31,
      2005.





Cost
      of
      Sales and Gross Profit





For
      the
      three months ended March 31, 2006, cost of sales amounted to $106,017 as
      compared to cost of sales of $0 for the three months ended March 31, 2005.
      Gross
      profit for the three months ended March 31, 2006 was $5,304 or 4.8% of revenues,
      as compared to $0 for the three months ended March 31, 2005.




**Operating
      Expenses**





For
      the
      three months ended March 31, 2006, total operating expenses were $624,282 as
      compared to $1,416,495 for the three months ended March 31, 2005, a decrease
      of
      $792,213, or approximately 55.9%.





Included
      in this decrease was:





·
            For
                the three months ended March 31, 2006, we incurred selling expense
                of
                $12,371 compared to $0 for the three months ended March 31, 2005.
                The
                increase was due to an increased marketing effort of Shaanxi and
                selling
                activities from Hua Yang and Ze An, majority owned subsidiaries the
                Company acquired on January 19,
                2006.


·
            For
                the three months ended March 31, 2006, we incurred research and
                development expense of $14,292 compared to $55,075 for the three
                months
                ended March 31, 2005, a decrease of $40,783 or (74.0%). The decrease
                was
                due to regulatory approval of certain major products of the
                Company.


·
            For
                the three months ended March 31, 2006, we incurred professional fees
                of
                $80,437 as compared to $28,861 for the three months ended March 31,
                2005,
                an increase of $51,576, or 178.7%. The increase was due to an increase
                in
                amounts paid to various consultants and professionals related to
                our
                patents, related legal matters and business acquisitions.


·
            Stock-based
                compensation expense decreased to $349,500 for the three months ended
                March 31, 2006 from $1,259,522 for the three months ended March 31,
                2005.
                The decrease in stock-based compensation expense was attributable
                to the
                decrease of stock granted for services.


·
            For
                the three months ended March 31, 2006, general and administrative
                expenses
                were $167,682 as compared to $73,037 for the three months ended March
                31,
                2005, an increase of $94,645, or approximately 129.6%. In the 2006
                period,
                we incurred additional marketing fees, travel-related expenses and
                other
                administrative expenses due to the acquisition of two pharmaceutical
                companies, Ze An and Hua Yang.





For
      the
      three months ended March 31, 2006, interest expense was $79,489 as compared
      to
      $47,031 for the three months ended March 31, 2005 and was related to an increase
      in borrowings.





As
      a
      result of these factors, we reported a net loss of $663,096 or $0.02 per share
      for the three months ended March 31, 2006, as compared to a net loss of
      $1,460,717 or $0.04 per share for the three months ended March 31,
      2005.








-10-






**LIQUIDITY
      AND CAPITAL RESOURCES**







At
      March
      31, 2006, we had cash of $97,746.





Net
      cash
      used in operating activities for the three months ended March 31, 2006 was
      $375,091 as compared to net cash used in operating activities of $240,709 for
      the three months ended March 31, 2005. For the three months ended March 31,
      2006, we used cash to fund our loss of $663,096 and to fund accounts receivable
      of $43,313, inventories of $49,049, and accounts payable and accrued expenses
      of
      $148,596 offset by non-cash items such as depreciation and amortization of
      $83,606 and stock-based compensation of $349,500, increases in prepayments
      and
      other current assets of $36,691 and increases in other current liabilities
      of
      $79,379. For the three months ended March 31, 2005, we used cash to fund our
      loss of $1460,717, to fund prepayments and other current assets of $166,281,
      to
      repay accounts payable of $74,623 offset by a non-cash item of depreciation
      and
      amortization of $17,396 and stock-based compensation of $1,259,522, and
      increases in other current liabilities of $34,748.





Net
      cash
      used in investing activities for the three months ended March 31, 2006 was
      $419,101 as compared to net cash used in investing activities for the three
      months ended March 31, 2005 of $246,661. For the three months ended March 31,
      2006, we used cash of $424,115 for business acquisitions, received cash of
      $13,745 from business acquisitions, and used cash for capital expenditures
      of
      $8,731. For the three months ended March 31, 2005, we used cash for capital
      expenditures of $264,661.




Net
      cash
      provided by financing activities for the three months ended March 31, 2006
      was
      $797,875 as compared to net cash used in financing activities for the three
      months ended March 31, 2005 of $224,591. For the three months ended March 31,
      2006, we received net proceeds of $424,115 from a stockholder in the form of
      note payable and $381,492 from related parties advances offset by the repayment
      of mortgages payable of $7,732. For the three months ended March 31, 2005,
      we
      received $238,092 from related parties advances offset by the repayment of
      mortgages payable of $12,976 and loan payable of $525.




We
      currently have no material commitments for capital expenditures.




We
      are
      not aware of any known trends, events or uncertainties that have, or reasonably
      likely to have material impact on this short-term or long-term liquidity. We
      have no internal source of liquidity at the present time, however, we intend
      to
      pursue internal sources of liquidity as explained above, through registration
      of
      various shares of stock on a registration statement to be filed with the
      Securities & Exchange Commission, or through traditional means of obtaining
      funds through various financial institutions. We are in need of additional
      funds
      to meet various anticipated capital expenditures which include research and
      development for drug-screening system for anti-HCV drugs and HCV vaccines,
      production of products for release into the market, mergers of companies that
      would align the Company’s business plans, and various funds to market our
      technology and products to create interest in the market place. We will need
      to
      raise funds either through traditional sources of financing or through the
      sale
      of stock to meet these commitments.




There
      are
      a number of trends, ventures, and uncertainties that are reasonably expected
      to
      have material impact on the net sales, revenues or income for continued
      operations. We will be unable to pursue continued research, development,
      production, and marketing of our product line in the event it is unable to
      raise
      sufficient funds to meet these expenses. There is no assurance that we will
      be
      able to raise sufficient funds to meet these goals. Further, we are not
      protected in all of its intellectual property rights and failure to do so,
      may
      allow others to infringe upon the patent.





Currently,
      the Peoples Republic of China (“PRC”) is in a period of growth and is constantly
      promoting business development in order to bring more business into China.
      Additionally, a Chinese corporation can be owned by and a United States
      corporation, however, the laws and regulations of China are subject to change
      and in the event said change occurs, it may affect the ability of Company to
      operate in the Peoples Republic of China.





The
      Company’s future success depends on the continued services of its executive
      management currently in place. The loss of any of their services could be
      detrimental to the Company and could have an adverse affect on business
      development. Future success is also dependent on the ability to identify, hire,
      train, or retain other qualified employees. Competition for these individuals
      is
      intense and increasing.





-11-


**Going
      Concern**





The
      report from our independent registered public accounting firm on our audited
      financial statements at December 31, 2005 contains an explanatory paragraph
      regarding doubt as to our ability to continue as a going concern. While a
      significant portion of our net loss for fiscal 2005 is non-cash, we do not
      presently generate sufficient revenue to fund our operations. The Company's
      limited financial resources have prevented it from aggressively advertising
      or
      developing its product to achieve consumer recognition. In order to sustain
      our
      current operations and satisfy our current obligations, as well as to obtain
      sales of our products and services we will require funds for working capital.
      The consolidated financial statements do not include any adjustments that might
      be necessary if the Company is unable to continue as a going concern. Management
      believes that the actions presently being taken to further implement its
      business plan and generate revenues provide the opportunity for the Company
      to
      continue as a going concern.




**Off
      Balance Sheet Arrangements**




The
      Company has no off balance sheet arrangements for the period ending March 31,
      2006.




**Impact
      of Recently Issued Accounting Pronouncements**





Management
      does not believe that any other recently issued, but not yet effective
      accounting pronouncements, if adopted, would have a material effect on the
      accompanying consolidated financial statements.





In
      June
      2003, the Securities and Exchange Commission (“SEC”) adopted final rules under
      Section 404 of the Sarbanes-Oxley Act of 2002 (“Section 404”). Commencing with
      our annual report for the year ended December 31, 2007, we will be required
      to
      include a report of management on our internal control over financial reporting.
      The internal control report must include a statement





·
            of
                management’s responsibility for establishing and maintaining adequate
                internal control over our financial reporting;





·
            of
                management’s assessment of the effectiveness of our internal control over
                financial reporting as of year end;





·
            of
                the framework used by management to evaluate the effectiveness of
                our
                internal control over financial reporting;
                and





·
            that
                our independent accounting firm has issued an attestation report
                on
                management’s assessment of our internal control over financial reporting,
                which report is also required to be
                filed.





**Item
      3. Controls and Procedures**





Our
      Chief
      Executive Officer and Chief Financial Officer (collectively, the "Certifying
      Officers") are responsible for establishing and maintaining disclosure controls
      and procedures for us. Based upon such officers' evaluation of these controls
      and procedures as of a date as of the end of the period covered by this
      Quarterly Report, and subject to the limitations noted hereinafter, the
      Certifying Officers have concluded that our disclosure controls and procedures
      are effective to ensure that information required to be disclosed by us in
      this
      Quarterly Report is accumulated and communicated to management, including our
      principal executive officers as appropriate, to allow timely decisions regarding
      required disclosure.





The
      Certifying Officers have also indicated that there were no significant changes
      in our internal controls or other factors that could significantly affect such
      controls subsequent to the date of their evaluation, and there were no
      corrective actions with regard to significant deficiencies and material
      weaknesses.








-12-





Our
      management, including each of the Certifying Officers, does not expect that
      our
      disclosure controls or our internal controls will prevent all error and fraud.
      A
      control system, no matter how well conceived and operated, can provide only
      reasonable, not absolute, assurance that the objectives of the control system
      are met. In addition, the design of a control system must reflect the fact
      that
      there are resource constraints, and the benefits of controls must be considered
      relative to their costs. Because of the inherent limitations in all control
      systems, no evaluation of controls can provide absolute assurance that all
      control issues and instances of fraud, if any, within a company have been
      detected. These inherent limitations include the realities that judgments in
      decision-making can be faulty, and that breakdowns can occur because of simple
      error or mistake. Additionally, controls can be circumvented by the individual
      acts of some persons, by collusion of two or more people or by management
      override of the control. The design of any systems of controls also is based
      in
      part upon certain assumptions about the likelihood of future events, and there
      can be no assurance that any design will succeed in achieving its stated goals
      under all potential future conditions. Over time, control may become inadequate
      because of changes in conditions, or the degree of compliance with the policies
      or procedures may deteriorate. Because of these inherent limitations in a
      cost-effective control system, misstatements due to error or fraud may occur
      and
      not be detected.





**PART
      II**





**Item
      1. Legal Proceedings**





A
      lawsuit
      has been filed by Coast to Coast Equity Group, Inc. ("Coast to Coast") in United
      States District Court for the Southern District of Florida on March 31, 2006.
       Coast to Coast is seeking damages allegedly arising from Worldwide's
      failure to file appropriate registration statements with the Securities and
      Exchange Commission and in turn Coast to Coast's purported inability to sell
      shares.    Coast to Coast claims that it has legally recoverable
      financial losses for an inability to sell on certain dates.




The
      Company denies Coast to Coast 's claim for various
      reasons ,  including that  Coast to Coast  as the
      consultant  was not entitled to shares and warrants in question
      as it  failed to perform pursuant to  a Consulting Agreement
      and related documents . The Company intends to vigorously defend this
      action. The Company has engaged with Preston Gates & Ellis LLP to vigorously
      defend the Adversary Proceeding and filed an Answer to  the
 Complain t on May 8, 2006.




At
      the
      same time, Daiying, the wholly owned  subsidiary of the
      Company,  intends to file a related complaint in
      intervention in  the same United States District Court for
      the Southern District of Florida against defendant Coast to Coast Equity Group,
      INC et al. The complaint will include causes of action for breach of
      contract, breach of the covenant of good faith and fair dealing, interference
      with contractual relations, conspiracy and fraud.




**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








-13-





**Item
      6. Exhibits**





The
      exhibits included in this report are indicated below.







**Exhibit
                No.**
            **Description
                of Exhibit**31.1
            Rule
                13a - 14(a)/15d-14(a) Certification of the Chief
                Executive Officer31.2
            Rule
                13a - 14(a)/15d-14(a) Certification of the Chief
                Financial Officer32.1
            Section
                1350 certification32.2
            Section
                1350
                certification





-14-


**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 hereunto
      duly authorized.




**Worldwide
              Biotech & Pharmaceutical Company**Date:
              May 25, 2006
            By:
            /s/
              Wenxia GuoChief
              Executive Officer, Director  Date: May
              25,
              2006
            By:
            /s/
              Peiyi TianVP,
              Treasurer, CFO, Director




Date: May
                25,
                2006
              By:
              /s/
                JianJun LiuDirector





Date: May
              25,
              2006
            By:
            /s/
              Huimin ZhangDirector


-15-