SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

 [X]       Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
         Exchange Act of 1934; for the Quarterly Period Ended: March 31, 2000

 [ ]    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 CORPORATE ISSUERS

        At May 25, 2000, 22,243,080 shares of common stock, no par value,
                               were  outstanding.
   Transitional Small Business Disclosure Format  (check one):  Yes [ ] No [x]



<PAGE>
                            WORLDWIDE PETROMOLY, INC.


CONTENTS                                                                   PAGES
--------                                                                   -----



PART  I  -  FINANCIAL  INFORMATION

Item  1.  Financial  Statements
-------------------------------

Consolidated  Balance  Sheets  as  of  March  31,  2000  (unaudited)
 and  June  30,  1999                                                       3

Consolidated  Statements  of  Operations  for  the
  three months and nine months ended  March  31,  2000
  and  1999  (both  unaudited)                                              4


Notes  to Consolidated Financial Statements                             6 - 8


Item  2.  Management's  Discussion  and  Analysis
-------------------------------------------------
of  Financial  Condition  and  Results  of  Operations                 8 - 11
------------------------------------------------------


PART  II  -  OTHER  INFORMATION


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

      (a)  Exhibits

      (b)  Reports  on  Form  8-K

SIGNATURES                                                                 13


                                       2
<PAGE>
                           WORLDWIDE  PETROMOLY,  INC.
                           CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
                                                                          March 31,        June 30,
                                                                            2000             1999
                                                                         --------------  ------------
                                                                                         (Unaudited)
                         ASSETS
------------------------------------------------------
Current Assets:

<S>                                                                      <C>             <C>
Cash and Cash Equivalents . . . . . . . . . . . . . . . . . . . . . . .  $   449,831     $   603,336
Accounts Receivable:
  Trade . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      512,763         270,794
  Affiliated Companies. . . . . . . . . . . . . . . . . . . . . . . . .        6,513          20,383
Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      227,081         115,694
  Prepaid Expense and Other . . . . . . . . . . . . . . . . . . . . . .      524,366         936,340
                                                                        --------------  -------------
Total Current Assets. . . . . . . . . . . . . . . . . . . . . . . . . .    1,720,554       1,946,543
                                                                        --------------  ------------
Property and Equipment, Net . . . . . . . . . . . . . . . . . . . . . .       80,536         102,523
                                                                        --------------  ------------
Total Assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    1,801,090     $ 2,049,066
                                                                        ==============  ============


       LIABILITIES AND STOCKHOLDERS' EQUITY
- ------------------------------------------------------
Current Liabilities:
Accounts Payable and Accrued Expenses . . . . . . . . . . . . . . . . .  $  362,481      $   496,173
Notes Payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                        3,625
                                                                        --------------  ------------
Total Current Liabilities . . . . . . . . . . . . . . . . . . . . . . .     362,481          499,798
Advances From Stockholder . . . . . . . . . . . . . . . . . . . . . . .   1,004,538          233,636
                                                                        --------------  ------------
Total Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . .   1,367,019          733,434
                                                                        --------------  ------------
Stockholders' Equity:
Preferred stock, no par value, 10,000,000 shares
authorized, none issued . . . . . . . . . . . . . . . . . . . . . . . .           --            --
Common stock, no par value, 800,000 shares
authorized; 22,243,080 issued and outstanding;
3,000,000 reserved for stock options. . . . . . . . . . . . . . . . . .  12,457,561       11,454,871
Accumulated Deficit . . . . . . . . . . . . . . . . . . . . . . . . . . (12,023,490)     (10,139,239)
                                                                        --------------  ------------


Total Stockholders' Equity. . . . . . . . . . . . . . . . . . . . . . .     434,071        1,315,632
                                           --------------  ------------
Total Liabilities and Stockholders' Equity. . . . . . . . . . . . . . .   1,801,090       $2,049,066
                                                                        ==============  ============

</TABLE>


See  accompanying  notes  to  consolidated  financial  statements

                                                    3
<PAGE>
                           WORLDWIDE PETROMOLY,  INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
                                      THREE  MONTHS  ENDED           NINE  MONTHS  ENDED
                                            MARCH  31,                    MARCH  31,
                                     2000            1999            2000           1999
                                 ------------    ------------    ------------    ------------
                                  (UNAUDITED)     (UNAUDITED)     (UNAUDITED)    (UNAUDITED)

<S>                             <C>             <C>             <C>             <C>
NET  SALES                      $     248,755   $     170,653   $     748,298   $     363,474

COST  OF  SALES                       212,689         104,966         509,339         234,427
                                 ------------    ------------    ------------    ------------

GROSS  PROFIT                          36,066          65,687         238,959         129,047

SELLING,  ADMINISTRATIVE
AND  GENERAL  EXPENSES              1,401,740         451,684       2,268,844       1,038,194
                                 ------------    ------------    ------------    ------------

(LOSS)  FROM  OPERATIONS           (1,367,674)       (385,997)     (2,029,885)       (909,147)

OTHER  INCOME,  NET                    34,814         186,315         145,634         186,315
                                  ------------    ------------    ------------    ------------

NET  (LOSS)                     $  (1,330,860)  $    (199,682)  $  (1,884,251)  $    (722,832)
                                    ==========     ===========     ===========     ===========

NET  (LOSS)  PER  SHARE         $        (.06)  $        (.01)  $        (.09)  $        (.04)
                                    ==========     ===========     ===========     ===========

WEIGHTED  AVERAGE  NUMBER  OF
COMMON  SHARES  OUTSTANDING        21,763,080      17,537,237      21,350,581      17,925,147
                                    ==========     ===========     ===========     ===========
</TABLE>

       SEE  ACCOMPANYING  NOTES  TO  CONSOLIDATED  FINANCIAL  STATEMENTS


                                                  4
<PAGE>
                            WORLDWIDE PETROMOLY, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                                    NINE  MONTHS  ENDED
                                                                         MARCH  31,
                                                                    2000          1999
                                                               -------------  ------------
                                                                (UNAUDITED)    (UNAUDITED)
<S>                                                               <C>         <C>
CASH  FLOWS  FROM  OPERATING  ACTIVITIES:
  NET  LOSS                                                       (1,884,251) $  (722,832)
  ADJUSTMENTS  TO  RECONCILE
      NET  LOSS  TO  NET  CASH  USED
      IN  OPERATING  ACTIVITIES:
  DEPRECIATION                                                        33,629       22,633

 COMMON STOCK ISSUED FOR SERVICES                                    902,690           --
  CHANGES  IN  ASSETS  AND  LIABILITIES:
  ACCOUNTS  RECEIVABLE                                              (228,099)     (20,229)
  INVENTORIES                                                       (111,391)      (9,069)
  PREPAID  EXPENSE  AND  OTHER  ASSETS                               411,972     (284,704)
  ACCOUNTS  PAYABLE  AND  ACCRUED  EXPENSES                         (137,317)     253,368
                                                                   ----------  -----------


NET  CASH  USED  IN  OPERATING  ACTIVITIES                        (1,012,765)    (760,833)
                                                                   ----------  -----------

CASH  FLOWS  FROM  INVESTING  ACTIVITIES:
  CERTIFICATES  OF  DEPOSIT                                            --         276,579
  CAPITAL  EXPENDITURES                                              (11,642)      (6,276)
  RELATED  PARTY  LOAN REPAYMENTS                                      --          12,000
                                                                   ----------  -----------
  NET  CASH  PROVIDED (USED)  BY  INVESTING  ACTIVITIES              (11,642)     282,303

CASH  FLOWS  FROM  FINANCING  ACTIVITIES:
  PROCEEDS  FROM  OPTIONS  EXERCISED                                     --       527,300
  PROCEEDS  FROM  SALE  OF  COMMON STOCK                             100,000      359,664
  BORROWING FROM SHAREHOLDER  LOANS                                  770,902      232,373
  PAYMENT  OF  NOTES  PAYABLE                                          --        (160,000)

  NET  CASH  PROVIDED  BY  FINANCING  ACTIVITIES                     870,902      959,337
                                                                     -------      -------


NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                (153,505)     480,807

CASH  AND  CASH  EQUIVALENTS,  BEGINNING  OF  PERIOD                 603,336       34,375
                                                                   ----------  -----------

CASH  AND  CASH  EQUIVALENTS,  END  OF  PERIOD                     $ 449,831   $  515,182
                                                                   ----------  -----------

</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  -  LOSS  PER  SHARE

     Using  the  principles set forth in SFAS 128, basic loss per share includes
no dilution and is computed by dividing loss 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.


ITEM  2.      MANAGEMENT'S  DISCUSSION  AND  ANALYSIS OF FINANCIAL CONDITION AND
RESULTS  OF  OPERATIONS

Information Regarding and Factors Affecting Forward-looking Statements of future
events  or  circumstances.

     The  Company  is  including the following cautionary statement in this Form
10-QSB to make applicable and take advantage of the safe harbor provision of the
Private  Securities  Litigation  Reform  Act  of  1995  for  any forward-looking
statements  made  by,  or  on behalf of, the Company. Forward-looking statements
include  statements  concerning  plans,  objectives,  goals,  strategies, future
events  or performance and underlying assumptions and other statements which are
other  than  statements  of  historical  facts.


<PAGE>
Certain  statements  in  this Form 10-QSB are forward-looking statements.  Words
such  as  "expects",  "anticipates",  "estimates"  and  similar  expressions are
intended to identify forward-looking statements.  Such statements are subject to
risks  and  uncertainties  that  could cause actual results to differ materially
from  those  projected.  Such  risks and uncertainties are set forth below.  The
Company's  expectations, beliefs and projections are expressed in good faith and
are  believed  by  the  Company  to  have  a reasonable basis, including without
limitation,  management's  examination  of  historical  operating  trends,  data
contained  in the Company's records and other data available from third parties,
but  there  can  be  no  assurance  that  management's  expectation,  beliefs or
projections  will result, be achieved, or be accomplished.  In addition to other
factors  and  matters  discussed  elsewhere  herein, the following are important
factors  that,  in the view of the Company, could cause material adverse affects
on  the  Company's  financial  condition  and  results  of  operations:  market
acceptance  and  demand  for  the  Company's  products, competitive factors, the
ability of the Company to obtain acceptable forms and amounts of financing.  The
Company  has  no obligation to update or revise these forward-looking statements
to  reflect  the  occurrence


RESULTS  OF  OPERATIONS  -GENERAL

     In  the  third fiscal quarter of the year 2000's operation, the Company has
continued to refocus various aspects of its marketing approach and the Company's
infrastructure.  The focus has been on expanding and improving the product lines
and  developing  retail  lines of distribution to enhance sales volume, spending
the  appropriate  and  necessary  amount  of  capital  for  additional  product
certification  and quality control, and continuing its new concepts that further
display  the  Company's  technology  and product lines in new markets as well as
strengthen  existing markets.   The two areas of primary focus have shifted from
last  year's  concentrated  strategy,  which  was  the commercial and industrial
market,  to  the  retail/passenger  car  market.

Management's  strategy to gain retail acceptance and credibility was launched in
1999  by  its  specially  formulated  Moly  racing-oil,  designed for INDY style
motors,  which  was tested last year, and used by veteran driver Robby Unser who
introduced  PetroMoly's  successful  debut in the 1999 Indy Racing League (IRL),
including  an  eighth  place  finish at the Indianapolis 500, and a second place
finish  at  the league's Atlanta race.  This quarter, the racing activities have
continued  in  an  attempt  to  enhance the Company's image in the retail market
place,  by  setting the tone of which the Company's top of the line products are
to  be  exposed  to  the  market.  Also,  the  Company  continued  its  product
development  by  successfully focusing on applying the proprietary technology to
market  new  products  such  as high performance gear oil treatment and straight
track  oil  for  competition drag racing engines.  The company has continued its
development  of  cutting  oils  for  threading, armament oil to private label, a
two-cycle  engine  oil  additive  for  motorcycles  and  outboard  motors,  a


<PAGE>
moly-grease,  an  emissions  reducing  fuel  treatment,  and  now has nationwide
distribution  of  its very effective oil additive called PetroMoly Oil Treatment
designed  for  automobiles  and  light  trucks.  The  Company  presently  has  a
distribution/purchase  agreement  with PEP Boys; "the nations leading automotive
retail  and  service  chain" for the oil treatment, and the Company has plans to
introduce  its family of products through this same distribution channel. So far
the  sales  results  have  been  slow  to  mature.  This quarter the Company has
invested  in  advertising  spots  for  various  strategic  markets  by  airing
sixty-second  radio  ads that are aimed at creating brand awareness.  Management
believes  that  the  awareness that is anticipated will aide the company to gain
market  share  in  both  the  retail  and commercial/industrial sectors in these
strategic  markets.

This  quarter the Company has invested in additional research and development to
further  test  the  limits  of  its  proprietary technology in the areas of fuel
savings,  engine metal ware reduction, and various environmental benefits.   The
Company has continued field testing and objective independent lab testing of its
fully  formulated  engine  oils,  while  several  major  multinational customers
continue  evaluation  tests  of the PetroMoly products on their complex high-end
machinery and fleet vehicles.  These tests have been complex and time consuming,
and  the  results  have established the effectiveness of the PetroMoly products.
Management  continues  to  anticipate  increases  in revenue and the size of the
customer  base  related  to  contracts and agreements in the foreseeable future.

THREE  MONTHS ENDED MARCH 31,2000, COMPARED TO THREE MONTHS ENDED MARCH 31, 1999
--------------------------------------------------------------------------------

Total  net  sales  for  the  three  months ended March 31, 2000 were $248,755 as
compared  to  $  170,653  for  the  three  months  ended  March  31, 1999, a 45%
increase.  The  reason  for the increase is credited to Management's decision to
expand  into  retail markets in the last three quarters of fiscal 1999 versus an
earlier  strategy  to  concentrate  the sales resources on procuring a few large
industrial  customers  that  are  known  industry  leaders.  Sales discounts and
selective  sampling  of  products,  together with long attentive testing periods
continued  to  be  practiced  to  educate  the strategic customers about the new
lubricant  technology.  Year  to  date  sales for this period in fiscal 2000 are
$748,  298  compared to $363,474 for this same nine-month period in fiscal 1999.
The  Company  continued  to  benefit  from  publicity  from its association with
Continental  Airlines,  and  this  has led to discussions and testing with other
industry  related  companies.  This  quarter,  the  Company's  distributor  in
California,  EFFS, has ordered additional bulk shipments at discounted cost in a
continuing  joint  effort  with  the  Company  to  expand  its  market  share in
industrial  fleets as well as retail shipments. The Company continued to receive
a  considerable  amount of attention from the IRL racing sponsorship, and racing
results  of  racecars  using  PetroMoly  products.  Management believes that the
present  sales  and  marketing  strategy  will reward the Company with increased
revenues,  PetroMoly  product  awareness  and  fiscal  commitments.


<PAGE>
Cost  of sales as a percentage of net sales was increased from 61% for the three
months  ended March 31, 1999, to 86 % for the three months ended March 31, 2000.
This  quarter's  gross  margins'  average  were significantly skewed down by the
temporary  promotional  bulk  discounts  with  the  Company's distributors in an
effort  to  expand  to  new industrial markets. The margins consisted of several
factors  which  include:  the  Company's negotiated costs of production with its
suppliers  as  well as freight rates for distribution; profit margins on its oil
treatment  products;  and expanded services to its customers such as promotional
activities  in  the racing market, that generate revenue with a very low cost of
sales.  A  more  consistent margin is seen in the nine months ended comparisons,
which  are  68%  for  the  nine  months ended March 2000 versus 65% for the same
period  in  1999.  A  drop  in  costs  is  expected in future periods due to the
economies  of  scale  with  management's anticipated increased volume production
runs.  The  demand associated with the caliber of customers that the Company has
been  targeting,  as  well  as  the projected increase in retail demand from the
anticipated brand awareness campaign could qualify the Company for a decrease in
the  cost  of production runs with only a few, or in some cases one, consummated
commitment.

     Selling, general and administrative expenses increase to $1,401,740 for the
three  months  ended  March 31, 2000, from  $ 451,684 for the three months ended
March  31,  1999.  The  increase  in  expenses  was  mainly  due to research and
development,  promotional and racing expenses, along with the marketing expenses
associated  with the advertising and awareness campaign and common shares issued
for  services  during  the  period.


LIQUIDITY  AND  CAPITAL  RESOURCES.

     At  March  31, 2000, the Company had positive working capital in the amount
of  $1,358,073,  including  $524,366  in prepaid expense, as compared to working
capital  of  $1,446,745  at  June  30,  1999.

Operating  activities  for  the  six  months  ended  March 31, 2000 used cash of
$1,012,765  compared  to  $760,833  for  the six months ended December 31, 1998.
This  use of cash was principally the result of the Company's net loss, less the
modification  for  the  changes in operating assets and liabilities, principally
prepaid  expenses  and  accounts payable.  Also the payment of notes payable was
$160,000  in  March  ended  1999  compared  to  $-  in  March  ended  2000.

As  of  March  31,  2000,  the  Company  had no material commitments for capital
expenditures.

At  March  31, 2000, the Company has recorded a full valuation allowance against
all  deferred  tax  assets  because  it  could not determine whether it was more
likely  or  not  that  the  deferred  tax  asset  would  be  utilized.

     For  the  three  months ended March 31, 2000 and 1999, the Company incurred
net losses totaling $1,330,860 and $199,682 respectively.  In the event that the
Company  is unable to generate sufficient revenues from operations, or is unable
to  obtain  additional  financing,  it  may be unable to continue to develop and
support its present cost levels and continue as a going concern.  The Company is
presently  seeking  to  raise  additional  equity through the sale of its common
stock  for  financing  to  develop  a  professionally  developed brand awareness
advertising  campaign  and  to expand its marketing efforts in order to generate
additional  revenues.  No  assurance  can  be  given  that  the  Company will be
successful  in  achieving  its  revenue  growth strategy; or that it will obtain
financing  at  terms  that  are  acceptable  to  the  Company.


<PAGE>
THE  YEAR  2000  ISSUE

     The  Year  2000  issue is the result of computer programs and hardware with
embedded  date  technology  (embedded  chips)  using  two  digits  to define the
applicable year rather than four digits.  Any programs or hardware that are time
sensitive and have not been determined to be Year 2000 compliant may recognize a
date  using "00" as the year 1900 rather than the year 2000.  Such improper date
recognition  could,  in  turn,  result  in  erroneous processing of data, or, in
extreme  situations,  system  failure.

The  Company  is  currently  implementing  a Year 2000 program which encompasses
performing an inventory of information technology and non-information technology
systems,  assessing  the  potential  problem areas, testing the systems for Year
2000  readiness,  and  modifying  systems  that  are  not  Year  2000 compliant.

To  date, inventory and assessment are in progress for all core systems that are
essential for business operations.  The Company believes all of its core systems
are  Year 2000 compliant.  The Company's management estimates that the work they
have  completed  represents  more than seventy-five percent of the work involved
preparing  the  Company's  systems  for  the  Year  2000.

     Although  the Company was and remains ready to continue business activities
without interruption by a "Year 2000 problem", Company management recognizes the
general  ongoing uncertainty inherent in the Year 2000 issue, in part because of
the  uncertainty about the Year 2000 readiness of third parties.  Under a "worst
case  Year  2000  scenario",  it may be necessary for the Company to temporarily
interrupt  normal business activities or operations.  The Company has begun, but
not  yet  completed,  development  of  a  contingency plan to deal with the most
likely  worst  case  Year  2000  scenario".

     Based  on  a  current assessment, the Company's total cost of becoming Year
2000  compliant  is  not  expected  to be significant to its financial position,
results  of  operations  or cash flows and is estimated to be less than $10,000.

     There  can  be  no assurances that the Company will not experience serious,
unanticipated  negative  consequences and/or material costs caused by undetected
errors  or  defects  in  the  technology  used in its internal systems or in the
technology  used  by  its  venders  or  customers.  The occurrence of any of the
foregoing  could  have  a  material  adverse  effect  on the Company's business,
operating  results  or  financial  condition.  The  Company has taken additional
steps  in  sending  out  questionnaires  to  its  vendors  and  major  customers
concerning  their  respective  Year  2000  compliance  status.  So far all major
accounts,  both  vendors and customers have reported that they do not anticipate
any  material  adverse effect on the Company's on-going servicing relationships.


<PAGE>
To  date  the company has not experienced any problems associated with Year 2000
programming  issues.

OUTLOOK

     During  the  past two quarters the Company has laid the groundwork to begin
its  strategic  focus  of expanding to the development of a retail approach that
encompasses a brand and product awareness campaign in key markets. This approach
is  expected to increase sales volumes and promote relationships with automotive
after-market  chains  while  enhancing  our  presence  with  the  leaders in the
industrial  markets,  which  are end users, or already have established lines of
distribution  and  marketing  capital.  The  brand awareness began with the INDY
race  car/Robby  Unser  sponsorship  and  it  has been very well received by the
various  automotive  retail chains that the Company wants to carry its PetroMoly
Products.  The media campaign has already began in several key markets, and will
roll  out  to  other markets over the next two quarters providing the capital is
available.

Management  also  continues  to  plan  for  its  technology  to be used by other
existing brands, in the form of licensing, additive supplier or otherwise.  This
plan  requires  an  additional  investment  in  both  time  and  finances as the
completed  packages  have  demands  that  extensively  demonstrate  answers  to
marketability,  and  liability  concerns.   The  Company  is presently exploring
various  methods to satisfy various issues that a strategic alliance may present
in  effort  to enhance the plausibility of such.  Management believes the issues
at  hand are easily resolved and also believe that a potential alliance would be
viewed  positively  by  the  investment  community and likewise may translate to
greater  shareholder  value.

     With the progressing sales relationships maturing and the new product lines
being  marketed,  the  Company expects operating margins and revenues to improve
during  fiscal  2000.


<PAGE>
                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS



Board  of  Directors  and  Stockholders
      Worldwide  Petromoly,  Inc.  and  Subsidiaries

We  have  reviewed  the accompanying balance sheets of Worldwide Petromoly, Inc.
and  Subsidiaries as of March 31, 2000, and the related statements of income for
the  three  month  and  nine  month periods then ended and the statement of cash
flows  for  the nine month period then ended. These financial statements are the
responsibility  of  the  Company's  management.

We conducted our review in accordance with standards established by the American
Institute  of  Certified  Public  Accountants.  A  review  of  interim financial
information  consists  principally of analytical procedures applied to financial
data  and  making  inquiries of persons responsible for financial and accounting
matters.  It  is  substantially  less  in scope than an audit in accordance with
generally  accepted auditing standards, the objective of which is the expression
of an opinion regarding the financial statements taken as a whole.  Accordingly,
we  do  not  express  such  an  opinion.

Based on our reviews, we are not aware of any material modifications that should
be  made  to  the  accompanying  financial statements in order for them to be in
conformity  with  generally  accepted  accounting  principles.

We  have  previously  audited,  in  accordance  with generally accepted auditing
standards, the balance sheet of Worldwide Petromoly, Inc. and Subsidiaries as of
June  30,  1999, and the related statements of operations and cash flows for the
year  then  ended  (not  presented  separately  herein), and in our report dated
September  17,  1999,  we  expressed  an  unqualified opinion on those financial
statements.  In  our  opinion,  the  information  set  forth in the accompanying
balance  sheet  as of June 30, 1999, is fairly stated, in all material respects,
in  relation  to  the  balance  sheet  from  which  it  has  been  derived.


                                        Jackson  &  Rhodes  P.C.


Dallas,  Texas
May  21,  2000


<PAGE>
PART  II  -  OTHER  INFORMATION

Item  2.  Changes  in  Securities

     During the three months ended December 31, 1999, there were no transactions
that  were effected by the Company in reliance upon exemptions from registration
under the Securities Act of 1933 as amended  (the  "Act") as provided in Section
4(2)  thereof.

                                   SIGNATURES

     In  accordance with the requirements of Section 13 of 15(d) of the Exchange
Act,  the  Registrant  has  caused this report to be signed on its behalf by the
undersigned,  thereunto  duly  authorized,  on  May  22,  2000


                               Worldwide PetroMoly, Inc.
 2000      By:  /s/  Gilbert  Gertner
                     Gilbert  Gertner
                     Director  and
                     Chairman  of  the  Board

     Pursuant  to  the  requirements  of  the Exchange Act, this report has been
signed  below  by  the  following  persons  in  the  capacities and on the dates
indicated:


2000      By:  /s/  Gilbert  Gertner
                    Gilbert  Gertner
                    Director  and
                    Chairman  of  the  Board

2000      By:  /s/  Lance  Rosmarin

                       Lance  Rosmarin
                       Director,  President,
                       Secretary  and
                       Chief  Financialand  Accounting  Officer


<PAGE>