________________________________________________________________________________


                       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: September 30, 1998

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

Commission File Number: 0-24682

                            WORLDWIDE PETROMOLY, INC.
             (Exact name of registrant as specified in its charter)

             Colorado                                           84-1125214
  (State or other jurisdiction                                (IRS Employer
 of incorporation or organization)                          Identification No.)

                       1300 Post Oak Boulevard, Suite 1985
                              Houston, Texas 77056
          (Address of principal executive offices, including zip code)

                                 (713) 892-5823
              (Registrant's telephone number, including area code)
                                _________________


      Check whether the issuer (1) has 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 [ ]

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

      Check whether the registrant  filed all documents and reports  required to
be filed by Section 12, 13 or 15(d) of the Exchange  Act after the  distribution
of securities under a plan confirmed by court. Yes [ ] No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS

      At November 16, 1998,  17,317,500  shares of common  stock,  no par value,
were outstanding.

      Transitional Small Business Disclosure Format (check one);  Yes [ ] No [x]
________________________________________________________________________________

<PAGE>
                              WORLDWIDE PETROMOLY, INC.


                                    CONTENTS
                                    --------

                                                                         Page(s)
                                                                         -------
PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

         Consolidated Balance Sheets as of September 30, 1998 
               (unaudited) and June 30, 1998                                   3

         Consolidated Statements of Operations for the three months 
               ended September 30, 1998 and 1997 ( both unaudited)             4

         Consolidated Statements of Cash Flows for the three months
               ended September 30, 1998 and 1997 ( both unaudited)             5

         Notes to Consolidated Financial Statements                        6 - 8

Item 2.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations                                        9 - 11


PART II - OTHER INFORMATION
---------------------------


Item 6.  Exhibits and Reports on Form 8-K                                     12

      (a)  Exhibits

      (b)  Reports on Form 8-K

SIGNATURES                                                                    12
----------

                                       2
<PAGE>
                            WORLDWIDE PETROMOLY, INC.
                           CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
                                                           September 30,     June 30,
                                                               1998           1998
                                                           -------------  ------------
                                                            (Unaudited)
<S>                                                        <C>            <C>
                       ASSETS
---------------------------------------------------------

Current Assets:
     Cash and Cash Equivalents                             $     12,786   $    34,375
     Certificates of Deposit-Restricted                               -       276,579
    Accounts Receivable:
     Trade                                                       42,447       107,720
     Affiliated Companies                                        56,922        38,807
    Notes Receivable-Related Parties                             99,151       111,151
    Inventories                                                  73,522        45,394
     Prepaid Expense and Other                                   28,957        10,840
                                                           -------------  ------------


Total Current Assets                                            313,785       624,866
                                                           -------------  ------------

Property and Equipment, Net (Note 3)                             119,653      121,419
                                                           -------------  ------------

Total Assets                                               $    433,438  $    746,285
                                                           =============  ============


          LIABILITIES AND STOCKHOLDERS' EQUITY
---------------------------------------------------------

Current Liabilities:
    Accounts Payable and Accrued Expenses                  $    306,994   $   173,592
    Notes Payable                                                     -       160,000
                                                           -------------  ------------

    Total Current Liabilities                                   306,994       333,592

Advances From Stockholder                                       186,263       116,263
                                                           -------------  ------------

          Total Liabilities                                     493,257       449,855
                                                           -------------  ------------

Stockholders' Equity:
     Preferred stock, no par value, 10,000,000 shares
          authorized, none issued                                   --             --
     Common stock, no par value, 800,000 shares
          authorized; 16,747,500 issued and outstanding;
          2,835,000 reserved for stock options                7,493,228     7,493,228
     Accumulated Deficit                                     (7,433,409)   (7,196,798)

Total Stockholders' Equity                                       59,819       296,430
                                                           -------------  ------------

Total Liabilities and Stockholders' Equity                 $    433,438   $   746,285
                                                           =============  ============

See accompanying notes to consolidated financial statements
</TABLE>

                                       3
<PAGE>
                            WORLDWIDE PETROMOLY, INC.
                      CONSOLIDATED STATEMENT OF OPERATIONS


                                                        Three Months Ended
                                                           September 30,
                                                        1998           1997
                                                   -------------  --------------
                                                    (Unaudited)     (Unaudited)

Net Sales                                          $     53,136   $      91,273
Cost of Sales                                            37,122          65,163
                                                   -------------  --------------

Gross Profit                                             16,014          26,110

Selling, Administrative and General Expenses            372,263         416,058
                                                   -------------  --------------

Loss From Operations                                   (356,249)       (389,948)

Other Income, Net                                             0           3,109
                                                   -------------  --------------

Net Loss                                           $   (356,249)   $   (386,839)
                                                   =============  ==============

Net Loss per Common Share                          $       (.02)   $       (.02)
                                                   =============  ==============

Weighted Average Common Shares Outstanding           17,317,500      17,317,500
                                                   =============  ==============

           See accompanying notes to consolidated financial statements

                                       4
<PAGE>
<TABLE>
<CAPTION>
                            WORLDWIDE PETROMOLY, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS


                                                            Three Months Ended
                                                                September 30,
                                                             1998           1997 
                                                         ------------  -------------
                                                         (Unaudited)    (Unaudited)
<S>                                                      <C>            <C>
Cash Flows from Operating Activities:
  Net Loss                                               $  (356,249)   $  (386,839)
  Adjustments to reconcile
    Net Loss to Net Cash used in Operating Activities
      Depreciation                                             6,142          5,000
      Changes in Assets and Liabilities
         Accounts Receivable                                  47,158        (22,866)
         Inventories                                         (28,128)        31,907
         Prepaid Expense and Other Assets                     18,117         (4,808)
        Accounts Payable and Accrued Expenses                133,402        (63,192)
                                                         ------------  -------------

Net Cash used in Operating Activities                       (215,792)      (431,182)
                                                         ------------  -------------

Cash Flows from Investing Activities:
      Certificates of Deposit                                276,579         (4,620)
      Capital Expenditures                                    (4,376)       (11,487)
      Related Party Loan-Repayments                           12,000         32,960
      
                                                         ------------  -------------

      Net Cash provided by Investing Activities              284,203         16,853

Cash Flows from Financing Activities:
      Borrowing/repayment of shareholder loans                70,000             --
      Repayments of Notes Payable                           (160,000)            --
                                                         ------------  -------------

      Net Cash Used in Financing Activities                  (90,000)            --

Net decrease in Cash and Cash Equivalents                    (21,589)      (414,329)

Cash and Cash Equivalents, Beginning of Period                34,375        864,555
                                                         ------------  -------------

Cash and Cash Equivalents, End of Period                 $    12,786    $   450,226
                                                         ============  =============

</TABLE>

See accompanying notes to consolidated financial statements

                                       5
<PAGE>
                            WORLDWIDE PETROMOLY, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

NOTE 1 - ORGANIZATION AND BUSINESS

      Worldwide  PetroMoly,  Inc.  (the  "Company"),  a  publicly-held  Colorado
corporation,  is engaged in the marketing and  distribution  of a line of engine
lubrication products under the tradename "PetroMoly".  The Company was formed as
a result of a reverse  merger on July 22, 1996,  between Ogden,  McDonald &
Company ("Ogden  McDonald" the former name of the Registrant with the Securities
and Exchange  Commission) and Worldwide  PetroMoly  Corporation  ("WPC").  Ogden
McDonald  was  incorporated  in the state of  Colorado on October  13,1989,  and
became a public "shell" company for the purpose of engaging in selected  mergers
and  acquisitions.  WPC was incorporated in the state of Texas on April 1, 1993,
and prior to the reverse  acquisition,  was engaged in the same line of business
as the Company.  In  connection  with the reverse  merger,  Ogden  McDonald
acquired all of the outstanding  common stock of WPC, and  subsequently  changed
its name to Worldwide  PetroMoly,  Inc. WPC is now a wholly owned  subsidiary of
the Company.

The Company contracts with independent parties for the blending of its lubricant
products.

NOTE 2 - BASIS OF PRESENTATION

     The  accompanying  unaudited  financial  statements  of the Company and its
wholly-owned   subsidiary  WPC  have  been  prepared  in  accordance   with  the
instructions and requirements of Form 10-QSB and, therefore,  do not include all
information  and  footnotes  necessary  for a  fair  presentation  of  financial
position,  results of  operations,  and cash flows in conformity  with generally
accepted  accounting  principles.  In the opinion of management,  such financial
statements  reflect  all  adjustments   (consisting  only  of  normal  recurring
accruals)  necessary for a fair  presentation  of the results of operations  and
financial position for the interim periods presented.  Operating results for the
interim  periods  are not  necessarily  indicative  of the  results  that may be
expected  for the  full  year.  These  financial  statements  should  be read in
conjunction with the Company's annual report on Form 10-KSB.

NOTE 3 - PROPERTY AND EQUIPMENT

      Property and equipment  consists of the following as of September 30, 1998
      and June 30, 1998:

                                             September 30   June 30
                                             ------------  ----------

           Office furnishings and equipment  $   136,277   $ 134,536
           Machinery and equipment                16,370      13,735
           Vehicles                               12,062      12,062
                                             ------------  ----------
                                                 164,709     160,333
           Less accumulated depreciation         (45,056)    (38,914)
                                             ------------  ----------

           Net property and equipment        $   119,653   $ 121,419
                                             ============  ==========

                                       6
<PAGE>
                            WORLDWIDE PETROMOLY, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


NOTE 4 - INCOME TAXES

     Deferred taxes are determined  based on temporary  differences  between the
financial  statement and income tax basis of assets and  liabilities as measured
by the enacted tax rates which will be in effect when these differences reverse.

     Deferred tax assets are comprised of the following at September 30, 1998:

         Net operating loss carryforwards                     $ 1,955,000
         Stock options granted to non-employees                   567,000
         Amortization expense                                      25,500
         Bad debt expense                                           7,000
                                                              ------------
         Gross deferred tax asset                               2,554,500
                                                              ------------
         Valuation allowance                                   (2,554,500)
                                                              ------------
         Net deferred tax asset                               $         -
                                                              ============


      The Company has recorded a full valuation  allowance  against all deferred
tax assets  because it could not  determine  whether it was more likely than not
that the deferred tax asset would be realized against future income.

      At September 30, 1998,  the Company had net operating  loss  carryforwards
totaling  approximately  $5,750,000  available to reduce future  taxable  income
through the year 2014 (see table).  

                                       7
<PAGE>
                            WORLDWIDE PETROMOLY, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


The net operating loss carryforwards expire as follows:

              Years ended December 31,                 Amount
              ----------------------------------  ---------------

              2008                                    $    70,000
              2009                                        263,000
              2010                                        112,000
              Eighteen months ended June 30, 2012       2,753,000
              Year ended June 30 2013                   2,202,000
              Year ended June 30, 2014                    350,000
                                                      -----------
              Total                                   $ 5,750,000
                                                      ===========

Note 5 - LOSS PER SHARE

     Using  the  principles  set  forth  in  SFAS  128, basic earnings per share
includes  no  dilution  and  is  computed by dividing income available to common
stockholders  by  the weighted average  number of common shares  outstanding for
the  period.  Dilutive  earnings  per  share  reflects the potential dilution of
securities  that  could  share  in the earnings of the company.  The company was
required to adopt this standard in the second fiscal quarter of 1998.  Using the
principles  set  forth  in  SFAS  128,  basic and diluted earnings per share are
identical.

                                       8
<PAGE>
MANAGEMENT'S   DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION  AND  RESULTS
OPERATIONS.

RESULTS  OF  OPERATIONS  -WORLDWIDE  PETROMOLY  INC.  ("THE  COMPANY")

The  following  discussion  should  be  read  in  conjunction with the Company's
consolidated  financial statements and related notes. See Consolidated Financial
Statements.  Certain  statements  contained  herein  are not based on historical
facts, but are forward looking  statements that are based upon assumptions about
future  conditions  that  could  prove  not  to  be  accurate.   Actual  events,
transaction  and results may  materially  differ  from the  anticipated  events,
transactions or results  described in such statements.  The Company's ability to
consummate  such  transactions  and achieve such events or results is subject to
certain  risks and uncertainties.  Such risks and uncertainties include, but are
not limited to, the  existence  of demand for and  acceptance  of the  Company's
products  and  services,   regulatory   approvals  and  developments,   economic
conditions,  the impact of competition and pricing, results of financing efforts
and other factors affecting the Company's business that are beyond the Company's
control.  The  Company  undertakes  no obligation and does not intend to update,
revise or  otherwise  publicly  release  the  result of any  revisions  to these
forward-looking  statements that may be made to reflect events or circumstances.


RESULTS  OF  OPERATIONS  -GENERAL

During  the  fiscal  quarter  ended  September 30, 1998 (also referred to as the
first fiscal quarter or the third calendar quarter), the Company has invested in
independent laboratory product testing,  additional research and development for
new products, creating retail sales brochures, purchasing lab equipment, and web
site  modifications.  The Company also did additional extensive field-testing in
an  effort  to expand the Company's  industrial  customer base, while continuing
to  ascertaining  specific  avenues  and  alliances  for  launching a retail and
industrial  on using  an infomercial. The two areas of focus have been primarily
the  commercial  and industrial market, and secondarily the retail/passenger car
market.  Also,  a  specially  formulated moly racing-oil designed for NASCAR and
INDY  style  motors  is  presently  being tested by world class racecar drivers.

During  this  quarter,  the  Company has added to its customer base, including a
municipality  in  Florida,  The  City  of  Coral  Springs.  to service their 660
vehicles, including  police cars, fire/rescue trucks and public works fleet. The
Company  also  began  new trial periods with several more "fortune 500" firms to
convert  their  fleets  to the Company's lubrication products. Additionally, the
company  also  signed  an  agreement with a new distributor, Mooney Oil, a large
independent  oil  distributor based in Lansing, Michigan to market the Company's
products  to  their  500  plus  customers  throughout Michigan. The Company also
performed  more due diligence on the direct marketing infomercial format for its
oil  additive  called  "PetroMoly Oil Treatment" and has determined that similar
products  in  this  category  have  achieved tremendous success.  Bringing a new
technology  to  a  proven  category,  with  what  the  Company  believes to be a
superior  product  with  an  environmental  impact,  is  expected  to  increase
the  Company's  revenues.  Additionally,  the  infomercial format will also give
the  Company  an  opportunity  to  educate  the  general  public  about  its
patent-approved  lubrication  technology. The same technology for suspending and
stabilizing molybdenum is used in both PetroMoly Oil Treatment and PetroMoly. As
The  Company  is  now  entering  the  retail arena, this format can help build a
demand  for  prospective  customers  and  increase  sales  for  both  products.

QUARTER  ENDED  SEPTEMBER  30, 1997 COMPARED TO QUARTER ENDED SEPTEMBER 30, 1996

Total  net  sales for the quarter ended September 30, 1998, was $53,136 compared
to  $91,273  for  the  quarter  ended  September 30, 1997, a 41%  decrease. This
decrease  by  comparison is due to the European orders that stocked up last year
were  not  yet ready to reorder more invetory, however, the disparity in cost of
sales  is  also  notable.  Cost  of sales as a percentage of net sales decreased
from  71%  for the quarter ended  September  30, 1997, to 69% for the year ended
September 30, 1998.  This percentage change was results from improved agreements
with  suppliers,   freight  carriers  and  toll  blenders,   along  with
streamlining  procedures  in  manufacturing.  The  Company  is  continuing  its
testing of various new products and  interviewing  various vendors to see if the
products can be made more cost  effectively,  thus reducing the cost of sales in
the  future.  Additionally,  the  projected  increase  in sales volume will also
reduce  cost  of  sales  due  to  economies  of  scale.  Management  expects the
following  quarters  to  begin a greater trend that reflects the retail campaign
sales,  along  with  the  maturing  marketing efforts, scheduled to begin at the
beginning  of  the  1999  calendar  year.  In the past, the sales focus has been
securing  commitments  and  endorsements  from  several  large  national  and
multinational  corporations  that  are  considered  leaders  in  their  various
industries.  As  the  analysis  of  the  product  utilization  by  these various
customers  continues  to  be  extremely  positive  and  resolute,  the  sales
volume  and  relative  margins  remain  low  due  to the promotional  prices and
practices  allowed  by  management. The Company expects sales volume to increase
significantly  during  in  the  first  or second calendar  quarter  of  1999  as
the  promotional  activities  and  advertising  campaigns  come  to  fruition.

Selling,  General  and  Administrative  expenses decreased from $416,058 for the
quarter ended  September  30, 1997, to $372,263 for the quarter ended  September
30, 1998, a 10.5% decrease.  The primary reason for the decrease in expenses for
the  compared  quarters  was  the  downsizing  of  the  corporate structure, and
relocating  of  the  some  of the company's offices in both Houston and Florida.
Management  expects  that  next quarter Selling, General and Administrative will
show a more significant drop due to continued practices of expense cutting where
ever  possible,  with  out  sacrifice  quality  or  the  Company's  image.

                                       9
<PAGE>

LIQUIDITY  AND  CAPITAL  RESOURCES

On  September 30, 1998, the Company had a working capital of $6,791, compared to
$291,274at  June  30,1998.  The  change  in working capital was primarily due to
normal  general  and  administrative  expenses,  as  net  cash used in Operating
activities  for  yearly  compared  quarters  was  $215,792  for  ended September
30,1998  a  significant  drop  compared to $431,182 for ended September 30,1996,
being  a  50%  decrease.     From  time to time, the Company's Chairman, Gilbert
Gertner, has loaned money and continues to provide capital to Company as needed.
At  this  time  there has not been a formal agreement on how Mr. Gertner will be
reimbursed  and awarded for his contribution, but it is understood that when the
Company  has  the  ability  to  pay him back and award his support that it will.

     At  September  30,  1998,  the Company had net operating loss carryforwards
totaling  approximately  $5,750,000  available to reduce future  taxable  income
through  the year  2012 as  described  in note 4 to the  consolidated  financial
statements.

     Management  has  been  reviewing  various  financial  vehicles  and  the
possibilities  for  a  capital  infusion through equity or debt financing.  Some
structures  that have been presented by outside parties are more attractive than
others,  and  Management  wants  to  ensure  that the chosen vehicle is the most
beneficial  one  for  the  Company's  long  and  short  term goals.  These goals
consider  the  need  for  corporate  developments  through implementation of its
business  plan  as well as Shareholder benefits and market conditions.  Assuming
the  Company  does  not  find agreeable financing in the foreseeable future, the
Company's  significant  operating  losses  and  working  capital  deficit  raise
substantial  doubt  about  its  ability  to  continue  as  a going concern.  The
financial  statements  do not include any adjustments that might result from the
outcome  of  this  uncertainty


OUTLOOK

     In  the  year  ended June 30 1998,the Company's strategic focus was on both
consummating  relationships  with  a  group  of  leaders  in  the industrial and
retail markets, which are known as opinion leaders of new technologies or have a
high  visibility  in the market.  Management foresees the "testing periods" that
the Company has invested with these groups coming to a natural end during fiscal
1999,  followed  by  significant revenue producing contracts,  and  testimonials
that  will  attract  other  companies  in  the  similar industries for a greater
market  share.  Any  one  of  the  substantial  customers  that  the  Company is
presently  working  with is capable  of  increasing  the volume production  to a
much  greater  economies  of  scale.  These savings will decrease cost of sales,
and  possibly  decrease  the  cost  to  the  customers  as  well.


                                       10
<PAGE>

     In  1998,  the  Company  trademarked  the name "molytech" that embodies the
Company's proprietary technology that the US patent office accepted and is ready
to be patented.  Management is actively pursuing licensing agreements with major
oil  companies  to  utilize  molytech in their existing lines, where the Company
would  receive  royalty  income  with  pre-negotiated  minimum  volumes.

     Management  is  extremely  eager to begin marketing the newly developed oil
additive, PetroMoly Oil Treatment, which uses the same proprietary technology to
suspend  molybdenum  in  motor  oil  for  cars and light trucks.  An advertising
campaign is planned for this particular product beginning with an infomercial to
create consumer awareness and educate the general public about the Company's new
technology.  This  exposure  will  possibly  facilitate  a  demand for the other
PetroMoly  products  as  well.  During  this  campaign,  distribution  will  be
maintained  through  fulfillment  houses.  Later a full-scale retail campaign is
planned  as  the  product  is  sold  in  the auto after-market stores and retail
chains.  Reports  to  management  show  this  oil  additive product, being a new
technology  in  a  proven  direct  response  category,  is projected to carry an
enormous  demand.

     With  a  proper  financing,  along with the progressing sales relationships
maturing and the new product lines being marketed, the Company expects operating
margins  and  revenues  to  improve  appreciably  during  fiscal  1999.


NEW  ACCOUNTING  PRONOUNCEMENTS

Statement  of  Financial Accounting Standards No. 129, Disclosure of Information
about  Capital  Structure  ("SFAS  129"),  effective  for  periods  ending after
December  15,  1997,  establishes  standards for disclosing information about an
entity's  capital  structure.  SFAS  129  requires  disclosure  of the pertinent
rights  and  privileges  of  various  securities  outstanding  (stock,  options,
warrants, preferred stock, debt and participating rights) including dividend and
liquidations  preferences, participant rights, call prices and dates, conversion
or exercise prices and redemption requirements.  Adoption of SFAS 129 has had no
effect  on  the  Company  as  it  currently discloses the information specified.

In June 1997, the Financial Accounting Standards Board issued two new disclosure
standards.  Results  of  operations  and  financial  position  are unaffected by
implementation  of  these  new  standards.

Statement of Financial Accounting Standards (SFAS) 130, "Reporting Comprehensive
Income",  establishes  standards  for  reporting  and  display  of comprehensive
income,  its  components  and  accumulated  balances.  Comprehensive  income  is
defined to include all changes in equity except those resulting from investments
by  owners  and  distributions  to  owners.  Among  other  disclosures, SFAS 130
requires  that  all  items  that  are  required  to  be recognized under current
accounting  standards  as  components  of  comprehensive income be reported in a
financial  statement  that  is  displayed  with  the  same  prominence  as other
financial  statements.

SFAS  131,  "Disclosure  about  Segments  of a Business Enterprise", establishes
standards for the way that public enterprises report information about operating
segments  in  annual  financial  statements  and  requires reporting of selected
information  about  operating segments in interim financial statements issued to
the  public.  It  also  establishes standards for disclosures regarding products
and  services, geographic areas and major customers.  SFAS 131 defines operating
segments  as  components  of  an  enterprise  about  which  separate  financial
information  is  available  that  is  evaluated regularly by the chief operating
decision  maker  in  deciding  how  to  allocate  resources  and  in  assessing
performance.  The  Company  only  operates  in  one  segment  of  business,  the
marketing  and  distribution  of  engine  lubrication  products.


                                       11
<PAGE>


                                     PART II

                                OTHER INFORMATION

Item  6.

Exhibits  and  Reports  on  Form  8-K

     (a)  Exhibits  --  Financial  Data  Schedule

     (b)  Reports  on  Form  8-K  --  None





                                   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 PETROMOLY, INC.



Date: November 23, 1997     By:  /s/  Gilbert  Gertner
                               -----------------------
                                      Gilbert  Gertner,  Chairman,  and  Chief
                                      Executive  Officer


                            By:  /s/  Lance  Rosmarin
                            -------------------------
                                      Lance  Rosmarin,  President,  and  Chief
                                      Financial and Accounting  Officer


                                       12
<PAGE>