U.S. 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
                           JUNE 30, 1999

                                OR

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

                    Commission File No. 0-27454
                              -----

              WORLD WIDE MOTION PICTURES CORPORATION
          (Name of small business issuer in its charter)

            MICHIGAN                   33-0081215
(State or other jurisdiction       (I.R.S. Employer
incorporation or organization)     Identification No.)

      2120 MAIN STREET, SUITE 180, HUNTINGTON BEACH, CA 92648
       (Address of principal executive offices)  (Zip Code)

                          (714) 960-7264
                    (Issuer's telephone number)

     Indicate by check mark whether the registrant (1) filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 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 [ ]

     Indicate the number of shares outstanding of each of the
Issuer's classes of common stock as of the latest practical date:
48,012,890 shares of Common Stock (par value $.001 per share)
outstanding on July 1, 1999.


                  Part I.  Financial Information

Item 1.   Financial Statements

<TABLE>
Consolidated Balance Sheets
<CAPTION>
     WORLD WIDE MOTION PICTURES CORPORATION AND SUBSIDIARIES
                   CONSOLIDATED BALANCE SHEETS

                                          June 30,      Dec 31,
                                              1999         1998
                                         ---------     --------
                                                  (Unaudited)      (Audited)
Assets
<S>                                            <C>          <C>
Cash                                       $24,179      $28,726
Accounts receivable                         56,752       28,382
Note receivable                            150,000      150,000
Work in process                            438,606      438,606
Completed motion pictures/Television productions 12,491,11112,491,111
Film properties (screenplays/teleplays)  1,680,967    1,680,967
Property and equipment                      49,937       49,937
Other assets                                54,500       54,500
Less accumulated depreciation          (1,480,493)  (1,480,493)
Total Assets                           $13,465,559  $13,441,736

Liabilities
Accounts payable                            18,511        3,246
Common stock payable                            11           61
Preferred stock payable                         80           80
Notes payable                               16,300       16,300
Deferred credit to production costs        150,000      150,000
Total Liabilities                          184,902      169,687

Stockholders' Equity
Common Stock $.001 Par Value,
100,000,000 shares authorized
48,012,890 and 47,882,890 shares issued     48,013       47,629
Preferred Stock $.01 Par Value, 1,100,000
shares authorized, 121,217 issued            1,212        1,212
Additional paid-in capital              14,868,058   14,835,152
Retained-earnings deficit              (1,636,626)  (1,611,944)
Total Stockholders' Equity              13,280,657   13,272,049
Total Liabilities and Stockholder's Equity      $13,465,559$13,441,736
<FN>
<F1>
The accompanying 1998 yearend notes are an integral part of these
financial statements.
</FN>
</TABLE>

<TABLE>
Consolidated Statements of Income
<CAPTION>
WORLD WIDE MOTION PICTURES CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)


                                        Three months ended
                                              June 30,
                                        -------------------
                                        1999      1998
                                        ----      ----
<S>                                         <C>     <C>
Revenues                               $      0 $     0
Operating expenses:
     Administrative                       6,852   4,526
     Depreciation (allocated annually)      -       -
        Total operating expense           6,852   4,526
     Net income (loss)                 $(6,852)$(4,526)
Earnings available to common stockholders    $0      $0
Earnings per common share, assuming full dilution      $0      $0
<FN>
<F1>
The accompanying 1998 yearend notes are an integral part of these
financial statements.
</FN>
</TABLE>

<TABLE>
Consolidated Statement of Cash Flows
<CAPTION>
WORLD WIDE MOTION PICTURES CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
(unaudited)

                                               Three months ended
                                              June 30,
                                               -------------------
                                           1999    1998
                                           ----    ----
<S>                                         <C>     <C>
Cash flows from operating activities:

Net Income (loss)                      $(6,852)$(4,526)

Adjustments to reconcile net income (loss) to
net cash provided by or used in operating activities:

Depreciation - allocated annually

Changes in assets and liabilities:
  (Increase) Decrease in accounts receivable     $      0$(1,000)
  Increase (Decrease) in accounts payable  265   $(393)

Net cash provided by (used in) operating
activities:                                265 $(1,393)

Investing activities:

  Investment work-in-process                 0        0

  Net cash used in investing activities:     0        0

Financing activities:

  Proceeds from issuance of stock         6,500   7,000

  Net cash provided by financing activities:6,500 7,000

Net increase/decrease in cash              (87)  $1,082

Cash balance - beginning of quarter      24,266  23,877

Cash balance - end of quarter          $ 24,179$ 24,959
<FN>
<F1>
The accompanying 1998 yearend notes are an integral part of these
financial statements.
<F2>
During the second quarter ending June 30, 1999, 130,000 common
shares and 0 preferred shares were issued for product and
services provided by or provided to the Company.
</FN>
</TABLE>

<TABLE>
Consolidated Statement of Stockholder's Equity
<CAPTION>
WORLD WIDE MOTION PICTURES CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF STOCKHOLDER'S EQUITY
DECEMBER 31, 1998 THROUGH END OF QUARTER JUNE 30, 1999
(unaudited)


              Number of
              Outstanding          Additional    Retained
              Shares    Par        Paid-In  Earnings
         Common   Preferred Amount Capital  (Deficit) Total
         -------- ----- ---  -----------    --------- -----

<S>            <C>     <C>    <C>       <C>         <C>        <C>
Balances
Dec. 31,
1998    47,629,290 121,217 48,84114,835,152$(1,611,944)$13,272,049
Balances,
March 31,
1999    47,882,890 121,217$49,09514,861,638$(1,629,774)$13,280,959

Shares
issued     130,000       0    130     6,420                  6,550

Net loss                                          6,852    (6,852)

Balances,
June 30,
1999    48,013,890 121,217 49,22514,868,058$(1,636,626) 13,280,657
<FN>
<F1>
The accompanying 1998 yearend notes are an integral part of these
financial statements.
<F2>
</TABLE>

REED & TAYLOR
CERTIFIED PUBLIC ACCOUNTANTS
PROFESSIONAL CORPORATION
561 E. JEFFERSON AVE.
DETROIT, MI 48226-4324


INDEPENDENT AUDITOR'S REPORT


To the Shareholders and Board of Directors
World Wide Motion Pictures Corporation

We have audited the accompanying consolidated balance sheets of World
Wide Motion Pictures Corporation and subsidiaries as of December 31,
1998 and 1997, and the related statements of income, stockholders'
equity, and cash flows for the years then ended.  These financial
statements and accompanying notes are the responsibility of the
Company's management.  Our responsibility is to express an opinion on
these financial statements based on our audits.

We conducted our audits in accordance with generally accepted
standards.
Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of
material misstatement.  An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements.  An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation.  We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above
and accompanying notes present fairly, in all material respects, the
financial position of World Wide Motion Pictures Corporation and
subsidiaries as of December 31, 1998 and 1997, and the results of its
operations and its cash flows for the years then ended in conformity
with generally accepted accounting principles.

Reed & Taylor, CPAs, P.C.
Detroit, Michigan
April 12, 1999

WORLD WIDE MOTION PICTURES CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(To be read in conjunction with Consolidated Financial
Statements for the year 1998)

NOTE 1   DESCRIPTION AND HISTORY OF THE BUSINESS

     The Company was founded in July 1977 and incorporated December
     9, 1980 under the laws of the state of Michigan.  In March
     1981, the Company acquired G.L. Productions Inc. which  was a
     production and distribution company for short subjects,
     docudramas, documentaries and industrial films, many of which
     were made in conjunction with the U.S. Government.  As a
     result of the transaction, the Company acquired a film and
     television completed product library and related film
     production equipment.  The transaction was facilitated by the
     exchange of two million (2,000,000) shares of the Company's
     common stock class of securities for 100% of the common stock
     of G.L. Productions Inc. The Company has also acquired other
     completed motion picture and television productions and
     acquired marketing/distribution interest in additional motion
     picture and television productions.  The Company's total
     completed product library of live action motion pictures and
     videotaped productions consists of 277 works of various
     lengths and subject matter applicable for marketing through
     various media in foreign and/or  domestic markets.

     In November 1983 the Company merged with the National Power
     Corporation, a publicly-held corporation.  The National Power
     Corporation's common stock class of securities was traded on
     the over-the-counter market with registered broker/dealers
     throughout the United States making a market in its stock.
     The merger process resulted in a change in the Company's
     number of shares issued, outstanding, and authorized and a
     change in par value.

     The Company operates and/or maintains nine wholly-owned
     subsidiaries, three of which are currently active, to enhance
     the operation of its core business and diversified
     enterprises. The Company has an active Board of Directors
     which currently consists of eighteen members with staggered
     terms, all of whom are either a chairperson or a member of one
     or more of the four Board designated committees: executive,
     finance, audit, and personnel.  The Company also maintains
     four operating committees which are production and product
     development, special projects, minorities, and standards.

NOTE 2    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     These consolidated financial statements include the accounts
     of the Company and its wholly-owned subsidiaries.  Because the
     commercial potential of individual motion pictures and
     television programming varies dramatically, and does not bear
     any relationship to their production, acquisition or marketing
     costs, it is impossible to predict or project a trend of the
     Company's income or loss.  However, the likelihood of the
     Company reporting losses in the short term is increased by the
     industry's general method of accounting which requires the
     early recognition of the entire loss (through increased
     amortization) in instances where a motion picture or
     television program produced or acquired is not expected to
     recover the Company's investment.  On the other hand, the
     profit from a successful film or television production is
     recognized over the entire period that revenues are generated
     by that motion picture or television program.  This method of
     accounting may also result in significant fluctuations in
     reported income or loss, particularly on a quarterly basis,
     depending on the Company's release of product into the
     marketplace and overall domestic/international marketing
     schedule and the performance of individual motion pictures or
     television programs.

     The Company's revenue is derived from a variety of sources.
     Currently the most significant of these sources are its fees
     as packager and/or the managing production company of various
     film and television projects (including feature length motion
     pictures, documentaries, docudramas, and television
     productions), film and television marketing & distribution
     fees, fees from the licensing and/or rental of its completed
     film and television product library and related entertainment
     industry consultation fees.

     A significant portion of the Company's assets was purchased
     with the issuance of shares of its common and preferred stock.
     Twelve million four hundred ninety one thousand one hundred
     and eleven ($12,491,111) of the assets is represented by the
     Net Realizable Value (prior to depreciation) of its completed
     film and television product library.  In the absence of a
     consistent market for the securities issued, the value of the
     film and television product purchased by the Company was
     agreed to by the sellers and the purchaser in arms length
     transactions in accordance with generally accepted accounting
     standards and, additionally, internal evaluation and auditing
     procedures. The films and television productions in the
     Company's completed product library have uncertain future
     revenues that may be expected to grow or diminish along with
     all of the ancillary markets now and in the future that are
     available for marketing.  In some cases, individual films or
     television productions may be timeless and irreplaceable; in
     many cases their book value is zero having been fully
     amortized based on revenues received several years ago and the
     inability to estimate a market value or reasonable expected
     revenue.   Certain of the inventory product without book value
     produce income and, in light of new and emerging technology,
     the Company expects additional revenue from these sources.

     The Company's film and television completed product library
     consists of newly produced and historical film and videotaped
     product and rights thereto purchased as an investment and/or
     to be marketed by leasing and/or rental to a wide variety of
     domestic and international outlets.  Many film and television
     libraries such as the Company's that were purchased for
     investment over a span of many years, have appreciated
     considerably in value as a direct result of new and emerging
     technologies, revived or newly created public appeal for a
     certain performer or genre, unique applications of particular
     production process (special digital effects) and standard and
     newly developed non-theatrical ancillary markets throughout
     the world.  New technological advances such as DVD (Digital
     Video Disk), HDTV (High Definition Television), CD-ROM, DVD
     ROM, DVD Audio and Internet applications have enhanced and are
     greatly expanding resale and leasing potential of film or
     television product.

     The film and television product inventory of the Company is
     regularly reviewed and evaluated on a film-by-film basis by
     the Company's management and periodicaly appraised by outside
     independent appraisal.  Forecasting any film or television
     project's future revenues is a difficult and uncertain art,
     even for major film distributors and television syndicators.
     The accounting principles and industry practices in these
     areas leave unusual discretion with the film and/or television
     company executives and often result in "unusual" changes in
     individual periods. There is no generally accepted definitive
     industry consensus for valuing motion picture and television
     inventory, the value may be buried among films currently in
     release, television productions currently in broadcast, film
     and television productions under development or in production,
     distribution/syndication contracts, participation agreements,
     performer and production related contracts, and the ubiquitous
     "other".  FASB Statement of Financial Accounting Standards No.
     53, paragraph entitled "Inventory Valuation" states "16.
     Unamortized production and exploitation costs shall be
     compared with 'net realizable value' for each reporting period
     on a film-by-film basis;" and in the paragraph entitled "Net
     Realizable Value" it states, "Net Realizable Value" is the
     estimated selling price (rental value) in the ordinary course
     of business less estimated cost to complete and exploit in a
     manner consistent with realization of that income".  The
     accounting profession is currently reviewing the problem of
     how to fairly report film inventory on financial statements.
     Since the FASB guidelines do not apply directly to the
     Company's particular situation, in an effort to conform as
     closely as possible to the guidelines and in accordance with
     management's recent receipt of commentary from the Securities
     and Exchange Commission, the Company has revalued its
     inventory of film and television product, resulting in a
     reduction of net realizable value of four million and ninety
     one thousand nine hundred and fifty dollars ($4,091,950) in
     the stated value of such inventory on the December 31, 1997
     balance sheet. Also, a depreciation policy has been adopted to
     amortize the film and television inventory over a 10-year
     period. The Company has instituted a 10-year depreciation
     schedule which will result in the amortization of 33-1/3% of
     the film and television product inventory to be marketed over
     the next three years.  Although the Company has on its Board
     of Directors and professional staff personnel qualified to
     estimate the value of its film and television inventory, for
     internal verification purposes, it retained the services of an
     independent appraiser who reviewed the Company's film and
     television completed product library, ensuring a greater
     measure of objectivity as regards the carrying amount of such
     inventory on the Company's December 31, 1998 balance sheet.

     The Company is continually negotiating with various potential
     lessors, both foreign and domestic, of portions of its film
     and television product library.  The Company currently
     utilizes certain state-of-the-art exploitation  venues such as
     Pay-Per-View, satellite transmission, and the Internet to
     expose its catalog of library product to the public.  Full
     marketing of the Company's investment in its film and
     television product inventory is dependent on the acquisition
     of additional capital.  The Company depreciates each film or
     television program starting with its specific marketing by the
     Company.

     The Company presents an "unclassified" balance sheet.  Cash
     includes cash on deposit in checking and savings accounts with
     no cash equivalents at December 31, 1998 and 1997.

     The Company reviews the current pronouncements of the
     accounting, government and industry professionals.  In that
     regard, it continually analyzes its accounting policies to
     ensure that it is current in the presentation of its financial
     statements, particularly FASB Statement No. 53 referred to
     above, and No. 86, 89 and 121, and the Emerging  Issues Task
     Force No. 96-6, regarding development costs incurred after May
     26, 1996, and the possible substantial impairment of assets.
     The Company believes it is not materially affected by any
     current issues at this time.

NOTE 3    EARNINGS PER SHARE

     As a result of a net loss from operations for years ended
     December 31, 1997 and 1998, there are no earnings per Common
     share for such periods.  As a result of such net losses, there
     are no fully diluted earnings per Common share after potential
     conversion of all convertible Preferred shares.

NOTE 4    TAXES

     The Company presents its accounting statements on an accrual
     basis.  Certain state and local tax filings may differ from
     the federal returns to take advantage of beneficial local tax
     law.  As of December 31, 1998, the Company and its
     subsidiaries have sustained a cumulative net operating loss
     which can be offset against future taxable income.  As a
     result of recorded net operating losses, the Company has not
     recognized any state and federal income tax liability.  The
     Company does not use or expect to utilize the accelerated
     depreciation option available under the U.S. Tax Code.

NOTE 5    LEGAL PROCEEDINGS

     There are no material pending legal proceedings to which the
     Company is a party or to which any of its assets are subject.
     However, the Company is currently in ongoing negotiations for
     the reimbursement of lost material which consists of eight 1"
     and/or 3/4" and/or digital betacam videotape and 35mm film
     submaster copies of feature length motion picture and
     television productions, owned or controlled by the Company,
     which were maintained at a post production film and video
     facility.  The Company's attorneys are preparing litigation
     and related processes relative to the lost material in the
     event the results of the negotiations are unsatisfactory.  In
     this regard, the Company is seeking damages in the amount of
     three hundred ninety seven thousand five hundred dollars
     ($397,500) for the loss of its "stored material".  Further,
     the co-producers with the Company's subsidiary, World Wide
     Films Inc., pertaining to a feature length film, have
     commenced litigation to attempt to dissolve the co-production
     agreement which exists between the Co-Producer and the
     Subsidiary relative to the production processes of that
     feature length film. The Company's management and attorneys
     believe the lawsuit to be groundless, therefore ultimately
     resulting in a favorable judgment or settlement for the
     Company.

     Although no litigation is contemplated or forseeable, various
     legal actions, governmental investigations and proceedings and
     claims may be instituted or asserted in the future by the
     Company to protect its interest or against the Company and/or
     its subsidiaries including those arising out of alleged
     deficiencies in the Company's products; governmental or
     industry regulations relating to safety, financial services;
     employment-related matters; distributor, exhibitor,
     co-producer, vendor, supplier, or other contractual
     relationships; intellectual property rights; product
     warranties and environmental matters.  Some of the foregoing
     matters involve or may involve compensatory, punitive or
     anti-trust or other treble damage claims in varying amounts,
     environmental remediation programs, sanctions or other relief
     which, if granted, would require varying expenditures.

     Litigation is subject to many uncertainties, and the outcome
     of individual litigated matters is not predictable with
     assurance.  The Company does not reasonably expect, based on
     its analysis, that any adverse outcome from such matters would
     have a material effect on future consolidated financial
     statements for a particular year, although such an outcome is
     possible.

NOTE 6    SUMMARY OF CORPORATE SECURITIES MATTERS AND
          STOCK ISSUANCE

     At December 31, 1998, all general voting power was vested in
     the holders of the common stock class of securities of the
     Company.  At that date, the holders of common stock were
     entitled to one vote per share and in that aggregate, had 100%
     of the general voting power provided in the Company's Restated
     Certificate of Incorporation.  The Restated Certificate of
     Incorporation provides that all shares of common stock share
     equally in dividends (other than dividends declared with
     respect to any outstanding preferred stock), except that any
     stock dividends are payable in shares of common stock to
     holders of that class of securities.  Upon liquidation, all
     shares of common stock are entitled to share equally in the
     assets of the Company available for distribution to the
     holders of such shares.  The preferred stock class of
     securities of the Company ranks (and any other oustanding
     preferred stock of the company would rank) senior to the
     common stock in respect of dividends and liquidation rights.

     Since November 1983, the Company's shares of Common Stock have
     traded on the over-the-counter market.  The Company is
     currently a fully reporting Rule 144 Regulation D
     publicly-held corporation.  The Company's NQB (National Quotations
     Bureau) call symbol is WWMP and its Standard & Poors Cusip no.
     is 981536 10 5.  The Company has advised its stockholders and
     the public that it expects to apply for NASDAQ quotation
     and/or quotations on other primary and/or secondary
     exchanges.
     The Company's common stock is thinly traded at this printing
     primarily through "inter-dealer trades".  The Company has
     previously been quoted on the OTC (Over-The-Counter)
     Electronic Bulletin Board.  Castle Securities Inc., located in
     New York, the Company's most recent active primary
     marketmaker, went into bankruptcy resulting in the Company's
     temporary removal from quotation on the Electronic Bulletin
     Board.  The Company has recently filed its Registration
     Statement on Form 10SB with the U.S. Securities and Exchange
     Commission and accordingly, files annual, periodic, and
     current reports required pursuant to Section 12(g) of the
     Exchange Act.  It is anticipated that substantial trading of
     the Company's Common Stock will not commence until no further
     comments have been received from the Commission relative to
     the filing of the  Registration Statement.

          The following illustrates the Company's common and preferred
     stock authorized, issued, and outstanding at December 31, 1998.

Common Stock:

     Par Value                           $.001
     Shares Authorized                      100,000,000
     Shares Issued and Outstanding                 47,629,592

Preferred Stock:

     Par Value (Stated Value .01)                $      10.00
     Shares Authorized                      100,000
     Shares Issued And Outstanding                     20,000

     Par Value                           $.01
     Shares Authorized                      1,000,000
     Shares Issued And Outstanding                    101,217

NOTE 7 SUMMARY OF SUBSIDIARIES

    The Company operates and/or maintains 9 wholly-owned
    subsidiaries.  Certain of these subsidiary corporations are
    used to produce and/or market individual motion pictures or
    television productions.  Currently, three of the motion
    picture production subsidiary corporations are active.
    World Wide Productions, Inc., for the purpose of producing
    the specialty television production tentatively entitled
    "Classic Car" (in production) and the feature length motion
    picture tentatively entitled "Along for the Ride" (in
    development); World Wide Entertainment, Inc., for the
    purpose of producing the feature length motion picture
    tentatively entitled "Mr. Corklesby" (in development); and
    World Wide Films Inc., which has recently completed the
    production of the feature length motion picture entitled
    "Shattered Illusions" (in distribution). The Company
    operates two diversified subsidiaries, one of which is
    related to the Company's core industry, World Wide Film and
    Television Institute, Inc.  The Institute's business is the
    development, production, marketing, and implementation of
    educational symposiums, workshops, lectures and forums in
    areas covering the entertainment industry, specifically film
    and television financing, packaging, production,
    marketing/distribution, and the networking process that
    accompanies the entertainment business.  Revenue is created
    primarily from the sale of tickets to these events.  Primary
    symposiums are designed to be held annually and to
    accommodate 250 - 1000 people per event.  Workshops are
    designed to be held in between the primary symposiums and to
    accommodate a maximum of 15 individuals.  The symposium and
    workshop events are further designed to be duplicated in
    major cities around the country when and if appropriate.

    The Company has made preliminary plans to enter into the
    diversified business of providing medical home health care
    services to the general public and providing temporary
    nursing staff to hospitals and various other health care
    institutions through its subsidiary World Wide Medical
    Services Ltd.

NOTE 8   SUMMARY OF STOCK OPTIONS, EMPLOYMENT CONTRACTS,
     ASSOCIATES, POTENTIAL DILUTION,  CONTINGENT
     LIABILITY AND ACCRUED PROFESSIONAL FEES

     The Company has provisions for the issuance of options
     to purchase shares of its Common Lettered Stock and
     certain of its Preferred Stock now issued has
     conversion provisions wherein the holder may convert
     his/her Preferred shares to Common Lettered Stock under
     certain conditions.  There are one hundred and twenty
     one thousand two hundred seventeen (121,217) shares of
     Preferred Stock outstanding that is potentially
     convertible to shares of Common, dependent upon the
     market price of the Common Stock as determined by one
     or more exchanges.   (See table below for potential
     conversion of Preferred Stock to Common Stock.)  The
     Company, from time to time, has entered into agreements
     to issue its Common Lettered Stock for certain goods
     and services and arrangements beneficial to the ongoing
     activities of the Company.  Further, various employee
     contracts, non-exclusive associates agreements, and
     service or purchase contracts contain provisions for
     stock issuance.  The Company expects to continue to
     enter into such agreements subject to all applicable
     securities law.  The potential contingent dilution from
     the issuance of the above Common Stock for these
     purposes is nine million four hundred and ninety eight
     thousand three hundred forty (9,498,340) shares.  At
     December 31, 1998, the Company had an unpaid contingent
     salary liability to its President and Chief Executive
     Officer, Paul D. Hancock.  Mr. Hancock has waived this
     accumulated back salary of three million eighty
     thousand dollars ($3,080,000).  However, the
     corporation expects to approve either the issuance of
     Preferred and/or Common Stock or stock options as
     compensation therefor. Payment of accrued and
     previously expensed professional fees of two hundred
     and sixty nine thousand one hundred ninety one dollars
     ($269,191) (including legal, accounting and financial
     advisory services) have been waived by the providers of
     those services, who are also stockholders, and
     accounted for as contributed capital.

<TABLE>
OUTSTANDING CONVERSION RATIO FROM PREFERRED TO COMMON:
<CAPTION>
                  Preferred Stock
                       Price per Share Conversion
Common
     Par       No. of    Conversion   Market Shares
Series   Value     Shares     Ratio*   Price   After Exchange

<C>  <C>        <C>           <C>      <C>       <C>
A    $10.00  20,000     1x1     $10.00 20,000
B    .01        717           1x20 10.00    14,340
C    .01        1,000   1x20  3.00 20,000
D&E  .01        26,000  1x20  5.00 520,000
F&G  .01        51,000  1x2     5.00   102,000
H&I  .01        15,000  1x10  5.00 150,000
J    .01        7,500   1x20  .10      150,000
     Totals        121,217         976,340
     </TABLE>

* Preferred to Common

NOTE 9   COMMON STOCK RESTRUCTURING

     Pursuant to recent shareholder action (Annual Shareholder's
     Meeting of January 30, 1999) to approve management
     recommendations, on September 24, 1998, the corporation's
     Board of Directors adopted resolutions (a) "to amend Article
     3 of the Articles of Incorporation of the Company to add
     Section (12) stating that "the Board of Directors may effect
     a stock combination restructuring (reverse stock split) of the
     Corporation's outstanding shares of Common Stock class of
     securities if the Board of Directors in their sole judgment
     believe such restructuring is in the best interest of the
     Corporation" and (b) "file the foregoing amendment with the
     State of Michigan Securities Bureau, THE COMPANY'S STATE OF
     INCORPORATION, to restate the Company's certificate of
     incorporation."   This action, if taken by the Company's Board
     of Directors, would amend the Company's Restated Certificate
     of Incorporation and Articles of Incorporation (the
     'Amendment') to: (i) effect a stock combination restructuring
     (reverse stock split) of the Company's outstanding shares of
     the Common Stock class of securities (the 'Reverse Split'),
     and (ii) to provide for the payment of cash in lieu of
     fractional shares otherwise issuable in connection therewith.
     In this regard, the Reverse Split, if effected, will not
     change the number of the Company's authorized shares of Common
     Stock or the par value of the Common Stock.

NOTE 10    NOTE RECEIVABLE, NOTE PAYABLE, LETTERS OF CREDIT,
         LINES OF CREDIT, PROMISSORY NOTE

     The Company holds a Promissory Note for one hundred fifty
     thousand dollars ($150,000)  from Mr. Gary T. Wittman
     payable to the Company in annual installments of twenty
     five thousand dollars ($25,000) each beginning April 30,
     2000.  The Note is secured by a pledge of high grade
     stocks comprising a portion of the Dow Jones Industrial
     average or similar quality securities and are valued at
     December 31, 1998 at two hundred and fifty thousand
     dollars ($250,000) or greater.

     The Company has a note payable in the amount of sixteen
     thousand three hundred dollars ($16,300).  The note
     holder holding the note payable has agreed to waive
     payment until such time that the Company has sufficient
     working capital to accomplish its objectives.

     The Company was issued a standby irrevocable Letter of
     Credit from the Huntington Bank, Cleveland, Ohio (now
     Society Bank), in the amount of fifty thousand dollars
     ($50,000) to serve as a secondary standby line of credit.
     The terms of the Huntington Bank Letter of Credit
     required that, if utilized, the Company would pledge as
     collateral a portion of its film and television product
     library.  If the Letter of Credit were exercised, the
     resultant loan would be secured by a commensurate portion
     of the Company's film and television product library.
     The Huntington Bank terms also provided that the Company
     would continue to be able to sell or lease any portion of
     the product library as long as it retained sufficient
     material to secure any loans made as a result of the
     Letter of Credit.

     The Company currently utilizes a fifty thousand dollars
     ($50,000) primary line of credit with the Wells Fargo
     Bank of California to accommodate its daily cash flow
     needs and occasionally uses its credit lines at other
     financial institutions and with its vendors and
     suppliers.

NOTE 11  RECLASSIFICATION OF DEFERRED CREDIT

    The Promissory Note in the amount of one hundred fifty
    thousand dollars ($150,000) referred to above in Note 10 was
    received in 1997 and represents a credit to production costs
    to be incurred for motion pictures and/or television projects
    expected to be made in the near future.  Upon receipt of the
    Promissory Note for one hundred fifty thousand dollars
    ($150,000) in 1997, income in like amount was recorded at that
    time rather than being recognized as a deferred credit to
    future production costs.  This amount has been reclassified as
    a deferred credit in the 1997 financial statements herein and
    income previously shown for 1997 has been reduced accordingly
    with an offsetting increase in retained-earnings deficit at
    December 31, 1997.

NOTE 12  YEAR 2000 ISSUE

     The Year 2000 issue is the result of computer programs being
     written using two digits instead of four to define the
     applicable year. Any of the Company's computer programs that
     have time-sensitive software or facilities or equipment
     containing embedded micro-controllers may recognize a date
     using "00" as the year 1900 rather than the Year 2000. This
     could cause a system failure or miscalculations resulting in
     potential disruptions of operations, including, among other
     things, a temporary inability to process transactions, send
     invoices or engage in similar normal business activities.

     The Company has assessed its hardware and software systems,
     which are comprised solely of an internal personal computer
     network and commercially available software products. Based on
     this assessment, the Company believes that its hardware and
     software systems are Year 2000 compliant. The Company has
     begun to assess the embedded system contained in its leased or
     expected to be leased equipment and expects to finish this
     assessment by the end of June 1999. At this time, the Company
     is uncertain whether the embedded systems contained in its
     leased or expected to be leased equipment are ready  for the
     Year 2000.  In addition, the Company is contacting its key
     vendors, suppliers,customers and other third parties to
     determine if there are any significant Year 2000 exposures
     which would have a material effect on the Company.

     The Company is not yet aware of any Year 2000 issues relating
     to those vendors, suppliers, customers and other third parties
     with which the Company has a material relationship. There can
     be no assurance, however,that the systems of those vendors,
     suppliers, customers and other third parties on which the
     Company or its systems rely will not present Year 2000
     problems that could have a material adverse effect on the
     Company.

     The Year 2000 issue presents a number of other risks and
     uncertainties that could impact the Company, such as
     disruptions of service from critical third parties such as
     utilities providing electricity, water or telephone service.
     If such critical third party providers experience difficulties
     resulting in disruption of service to the Company, a shutdown
     of the Company's operations at individual facilities could
     occur for the duration of the disruption.  The Year 2000
     project cost has not been material to date and, based on
     preliminary information, is not currently anticipated to have
     a material adverse effect on the Company's financial
     condition, results of operations or cash flow in future
     periods. However, if the Company, its vendors, suppliers,
     customers or other third parties are unable to resolve any
     Year 2000 compliance problems in a timely manner, there could
     result a material financial impact on the Company.

     Accordingly, management plans to devote the resources it
     considers appropriate to resolve all significant Year 2000
     problems in a timely manner. This assessment is estimated to
     be completed no later than mid-1999.  After completion of its
     Year 2000 assessment, the Company will develop contingency
     plans to reduce its Year 2000 exposure and expects to have
     such contingency plans in place by September 1999. Readers
     should understand that the dates on which the Company believes
     the Year 2000 project will be completed are based upon
     management's best estimates, which were derived utilizing
     assumptions of future events, including the availability of
     certain resources, third-party modification plans and other
     factors. However, there can be no guarantee that these
     estimates will be achieved, or that there will not be a delay
     in, or increased costs associated with, the implementation of
     the Company's Year 2000 compliance project. A delay in
     specific factors that might cause differences between
     estimates and actual results include, but are not limited to,
     the availability and cost of personnel trained in these areas,
     the ability of locating and correcting all relevant computer
     codes, timely responses to and corrections by third parties
     and suppliers, the ability to implement interfaces between the
     new systems and the systems not being replaced, and similar
     uncertainties.Due to the general uncertainty inherent in the
     Year 2000 problem, resulting in part from the uncertainty of
     the Year 2000 readiness of third parties and the
     interconnection of national and international businesses, the
     Company cannot ensure that its ability to timely and cost
     effectively resolve problems associated with the Year 2000
     issue will not affect its operations and business, or expose
     it to third party liability.

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

Management's discussion and analysis of financial condition and
results of operation should be read in conjunction with the
consolidated financial statements and related notes.  In fiscal
1997 and 1998 the Company continued its involvement in a variety of
film and television projects relative to development, acquisitions,
packaging, production and marketing/distribution activities. The
Company also continued to pursue potential diversified business
opportunities that have cash flow possibilities.  The generation of
revenue in the motion picture and television industry is highly
competitive and may have a material impact on the Company's
financial statements.  Management believes that a film or
television production's economic success is dependent upon
overlapping factors including general public appetite of a
potential genre or performer at the time of release, domestic and
international marketing philosophy, applicable usage of existing
and new and emerging technology, advertising strategy with
resultant penetration and the overall quality of the finished
production. The Company's film and television productions may
compete for sales with numerous independent and foreign productions
as well as projects produced and distributed by a number of major
domestic and foreign companies, many of which are units of
conglomerate corporations with assets and resources substantially
greater than the Company's.  Management of the Company believes
that in recent years there has been an increase in competition in
virtually all facets of the Company's business.  Specifically, the
motion picture industry competes with television and other forms of
leisure-time entertainment.  Since the Company may for certain
undetermined markets and products distribute its product to all
markets and media worldwide, it is not possible to determine how
its business as a whole will be affected by these developments and
accordingly, the resultant impact on the financial statements.  The
Company has currently obtained the investment capital to produce
and distribute a minimum of two full length feature films or
specialty television productions within the next two years.

In addition to the development, financing, production, and
distribution of motion picture and television product, the Company
expects to continue to exploit a portion or portions of the
Company's completed film and television library to a wide variety
of distribution outlets including network television, cable
television, satellite broadcast, pay-per-view,  and home video
sales.  Specifically, live action motion pictures are generally
licensed for broadcast on commercial television following limited
or wide release distribution to theatrical outlets (theaters), home
video and pay television.  Licensing to commercial television is
generally accomplished pursuant to agreements which allow a fixed
number of telecasts over a prescribed period of time for a
specified license fee.  Television license fees vary widely, from
several thousand to millions of dollars depending on the film or
television production, the number of times it may be broadcast,
whether it is licensed to a network or a local station and, with
respect to local stations, whether the agreement provides for
prime-time or off-time telecasting.  Licensing to domestic and
foreign television stations (syndication) is an important potential
source of revenue for the Company, although in recent years the
prices obtainable for individual film and television product in
domestic syndication have declined as pay television licensing has
grown.  The growth of pay television and home video technologies,
i.e. DVD (Digital Video Disk) and HDTV (High Definition
television), has had an adverse effect on the fees obtainable from
the licensing of film and television product to networks and local
television stations.  Thereby potentially effecting the Company's
ability to generate substantive revenue from this particular venue;
however increasing revenue potential in other areas.

Conversely, the Company may derive revenue from the marketing and
sale, either directly or through licensees, of motion pictures and
other filmed or videotaped product on videocassette or Digital
Video Disk for playback on a television set or monitor through the
use of videocassette recorders ("VCRs"), digital video disk
recorders and continued advancements of pay television (cable),
satellite broadcast technologies, and Internet applications
domestically and internationally.  The Company currently holds the
distribution rights to 277 motion picture and television titles.

The revenue competition relative to existing or pending
exploitation agreements of the Company's film and television
product library and current and future production and distribution
of projects is volatile due to the many technological and
innovative changes in the industry and also changes regularly
occurring in the international economy.

LIQUIDITY AND CAPITAL RESOURCES

Management's discussion and analysis of financial condition and
results of operation should be read in conjunction with the
consolidated financial statements and related notes.  In fiscal
1997 and 1998 the Company continued its involvement in a variety of
feature film and television projects relative to development,
acquisitions, packaging, production and marketing/distribution
activities.  The Company also continued to pursue potential
diversified business opportunities that have cash flow
possibilities.  In order to finance its operations, working capital
needs and capital expenditures, the Company utilized revenue from
licensing fees, loans, proceeds from the private sale of equity
securities, deferred compensation, profit participation, and equity
in exchange for services and product.  In accordance with the
Securities and Exchange Commission "Regulation D", and subject to
Rule 144 restrictions, during the second quarter ending June 30,
1998, the Company issued 130,000 shares of common stock and 0
shares of preferred stock for cash and 36,430 shares of common
stock and 0 shares of preferred stock for product and services
provided by or provided to the Company.  During the second quarter
ending June 30, 1999, the Company issued 130,000 shares of common
stock and 0 shares of preferred stock for cash and 0 shares of
common stock and 0 shares of preferred stock for product and
services provided by or provided to the Company. Further, in 1994,
the Company entered into a loan agreement with Huntington National
Bank whereby the Company obtained a letter of credit in the
aggregate maximum amount of $50,000.  The letter of credit was for
a period of 12 months and the agreement expired in February, 1995.
The Company did not find it necessary to borrow under that
agreement.   This credit arrangement remains available to the
registrant under the same above terms and conditions.  The Company
uses its primary business loan ($50,000) line of credit provided by
Wells Fargo Bank  for current cash flow needs and occasionally its
credit lines at other financial institutions, and with its
suppliers.

The Company's principal liquidity at June 30, 1998 included cash of
$24,959 and net accounts receivable of $25,706 and at June 30, 1999
included cash of $24,179 and net accounts receivable of $56,752.
The Company's liquidity position has remained sufficient enough to
support on-going general administrative expense, pilot programs,
strategic position, and the garnering of contracts, relationships
and film and television product for addition to the Company's
library, and the financing, packaging, development and production
of two feature films and two television projects.  Although the
Company during 1997 and 1998 experienced revenue, unless the
Company has an influx of additional capital, the Company will not
be able to accomplish its planned objectives and revenue
projections.  Accordingly, the Company intends to resolve and
provide for its liquidity needs as well as provide for the needed
capital resources to expand its operations through a future
proposed public offering of its common shares to the public.  It is
anticipated that such an offering will commence within the next 24
months for an amount to be determined by the Company and
underwriter(s).

To meet the Company's interim liquidity and capital resources needs
while the Company's contemplated public offering is being prepared
and examined, the Company is presently investigating the
possibilities of future loans and is considering future sales of
unregistered common equity to accredited investors under one or
more exemptions that provide for the same.  In the event a loan is
obtained, one of the terms may provide that the same be repaid from
the proceeds derived from the Company's contemplated public
offering.  A primary use of public offering proceeds would be the
further exploitation of the Company's current film, television
library, participations in completed films, and the continued
development, production and marketing/distribution of new film and
television production opportunities.

RESULTS OF OPERATIONS

The Company has presented a consolidated balance sheet which
includes three active wholly-owned subsidiaries: World Wide Films
Inc., World Wide Productions Inc., and World Wide Film & Television
Institute.  The Company's charter allows it to branch into
diversified fields of enterprise provided management concludes
there is a significant potential for profit.  It is the decision of
management to continue the major portion of the Company's
operations in the motion picture and television industry, but since
the primary business objective of the Company is to increase the
value of its stockholders' equity, if and when opportunities arise
to make profits for the corporation in a diversified industry, the
Company shall investigate and pursue such opportunities.

The Company's motion picture and television participation strategy
has been to expend its resources and to set in place relationships
and contracts in preparation for the continued development,
acquisitions, production and/or marketing/distribution of quality
moderate budget feature length motion pictures and television
productions.  The strategy additionally includes the acquisition of
screenplays and teleplays suitable for development and completed
motion pictures and television projects for licensing and
marketing/distribution opportunities for all applicable sales
territories throughout the world.

At such time that the above-referred to additional working capital
is secured, it is the Company's opinion that substantial revenue
will be generated by the existing film and television library and
future distribution of potential new product, ultimately realizing
its projected return on investment.  Arrangements for participation
by the Company in various feature film and television productions
for the last 24-month period include gross and net revenue
participations in the following feature film and television
production ranging between 2-60% of worldwide revenue potential
including all markets and all media that the particular production
is distributed in.

(1)  In 1997, post production and distribution of the documentary
entitled THE OUTLAW TRAIL, 100 YEARS REVISITED, in association with
Western Sunset Films.  (2) In 1998, development and production of
the television production entitled CLASSIC CAR, in association with
SLIM, Inc.

Other arrangements include marketing and distribution of a feature
length film acquired by the Company entitled CITIZEN SOLDIER
originally produced by M&D Productions, purchased by the Company in
1995 and providing a 60% gross revenue participation to the Company
in perpetuity.  Also, in 1995, the Company purchased thirty-seven
feature film submaster (videotape) prints from Stanley Pappas
providing 20% of any gross revenue of the product in perpetuity,
and the television production series entitled TIPS FOR BETTER
HEALTH and MARKET PLACES OF THE WORLD, both owned and produced by
Pacific Pictures Inc. and providing 5% gross revenue co-production
participation to the Company in perpetuity.  Additionally in 1995,
the Company licensed to Media One Broadcasting for $71,000 and 40%
of net revenue the right to telecast four feature motion pictures
and seventeen television productions which the Company owns as part
of its completed product library.  In 1996 the Company licensed to
Wittman Productions Inc. twenty feature films and television
productions for $75,000 and 40% of net revenue for the right to
telecast and exploit those productions which the Company owns as
part of its library.  In 1995 and 1996, certain other film and
television participations of the Company included development and
packaging arrangements, the Company's review and in certain cases,
advice and counsel on screenplays and screenplay development
scenarios for the subsequent possible packaging and production and
distribution of a particular project.  The most significant of
these productions, their production companies, and percentage of
future gross revenue allocated to the Company, were the feature
length film entitled CHOICE offered by production company Best
Pictures Inc. (50%); and the feature length film entitled ALONG FOR
THE RIDE offered by production company Wittman Productions Inc.
(50%).

In 1999 and 2000, the Company expects to produce and/or distribute
two full length feature films or specialty television projects for
theatrical and ancillary worldwide exploitation.  The productions
will be entirely or in large part under the responsibility, control
and ownership of the Company.  All financing for the completion of
the recently completed feature length production entitled SHATTERED
ILLUSIONS featuring Morgan Fairchild, Bruce Weitz, Richard Lynch
and Dan Monahan was secured and the production was completed and is
now in distribution.  The feature length production, ALONG FOR THE
RIDE and/or MR. CORKLESBY, has approximately 50% of the financing
secured and negotiations for the remainder in process.

Relative to the Company's completely diversified subsidiary
activity in health care, the federal government has temporarily
placed a moratorium on certain businesses in the home health care
industry which will adversely effect the Company's projected
revenues of this subsidiary, World Wide Medical Services Ltd.

Part II.  Other Information

Item 1.  Legal Proceedings

INVOLVEMENT IN CERTAIN LEGAL PROCEEDINGS

There are no material pending legal proceedings to which the
Company is a party or to which any of its assets are subject.
However, the Company is currently in ongoing negotiations for the
reimbursement of lost material which consists of eight 1" and/or
3/4" and/or digital betacam videotape and 35mm film submaster
copies of feature length motion picture and television productions,
owned or controlled by the Company which were maintained at a post
production film and video facility.  The Company's attorneys are
preparing litigation and related processes relative to the lost
material in the event the results of the negotiations are
unsatisfactory.  The Company is seeking damages in the amount of
three hundred ninety seven thousand five hundred ($397,500) dollars
for the loss of its "stored material".  Further, the co-producers
with the Company's subsidiary, World Wide Films Inc., pertaining to
a feature length film have commenced litigation to attempt to
desolve the Co-Production Agreement which exists between the
Co-Producer and the Subsidiary relative to the production
processes of
that feature length film. The Company's management and attorneys
believe the lawsuit to be groundless, therefore ultimately
resulting in a favorable Judgment for the Company.

Various legal actions, governmental investigations and proceedings
and claims may be instituted or asserted in the future by the
Company or against the Company and/or its subsidiaries including
those arising out of alleged deficiencies in the company's
products; governmental or industry regulations relating to safety,
financial services; employment-related matters; distributor,
exhibitor, co-producer, vendor, supplier, or other contractual
relationships; intellectual property rights; product warranties and
environmental matters.  Some of the foregoing matters involve or
may involve compensatory, punitive or anti-trust or other treble
damage claims in varying amounts, environmental remediation
programs, sanctions or other relief which, if granted, would
require varying expenditures.

Litigation is subject to many uncertainties, and the outcome of
individual litigated matters is not predictable with assurance.
The Company does not reasonably expect, based on its analysis, that
any adverse outcome from such matters would have a material effect
on future consolidated financial statements for a particular year,
although such an outcome is possible.

Item 2. Changes in Securities

None

Item 3. Defaults Upon Senior Securities

N/A

Item 4. Submission of Matters to a Vote of Security Holders

N/A

Item 5. Other Information

N/A

Item 6. Exhibits and Reports on Form 8-K

N/A


                         INDEX TO EXHIBITS

EXHIBIT
NUMBER DESCRIPTION
---------   -----------
27.1        Financial Data Schedule


                             SIGNATURE

  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 thereto duly authorized.


                      WORLD WIDE MOTION PICTURES CORPORATION

August 25, 1999       /s/       A. Robert Sobolik

                                A. Robert Sobolik
                                Executive Vice President/Treasurer