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
                         SEPTEMBER 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:
48,216,940 shares of Common Stock (par value $.001 per share)
outstanding on September 30, 1999.

Part I.  Financial Information

Item 1.   Financial Statements

<TABLE>
Consolidated Balance Sheets
<CAPTION>
      WORLD WIDE MOTION PICTURES CORPORATION AND SUBSIDIARIES
                    CONSOLIDATED BALANCE SHEETS
           As of September 30, 1999 and December 31, 1998

                                      September 30,      Dec 31,
                                               1999         1998
                                        (Unaudited)    (Audited)
                                          ---------     --------
Assets
<S>                                             <C>          <C>
Cash                                    $    20,923  $    28,726
Accounts receivable                         106,752      28,382
Note receivable                             150,000      150,000
Work in process                             438,606      438,606
Completed motion pictures and
   television productions                 9,125,331    8,622,731
Film properties (screenplays and teleplays) 1,680,967  1,680,967
Equipment                                    49,937       49,937
Other assets                                 54,500       54,500
Less accumulated depreciation           (1,422,536)  (1,248,664)

Total Assets                            $10,204,480   $9,805,185

Liabilities and Deferred Credit

Accounts payable                        $    15,778  $     3,246
Common stock payable                             21           61
Preferred stock payable                          80           80
Notes payable                                16,300       16,300
Deferred credit to production costs         150,000      150,000

Total Liabilities and Deferred Credit       182,179      169,687

Stockholders' Equity

Common Stock $.001 Par Value,
100,000,000 shares authorized
48,216,940 and 47,629,290 shares issued      48,217       47,629
Preferred Stock $.01 Par Value, 1,100,000
shares authorized, 131,217 and 121,217 issued 1,312        1,212
Additional paid-in capital               19,498,724   18,927,102
Retained-earnings deficit               (9,525,952)  (9,340,445)
Total Stockholders' Equity               10,022,301    9,635,498

Total Liabilities, Deferred Credit
 and Stockholders' Equity               $10,204,480   $9,805,185
<FN>
<F1>
The accompanying Notes to December 31, 1998 Consolidated Financial
Statements 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
For the Nine Months Ended September 30, 1999 and 1998
(Unaudited)

                                        Nine months ended
                                              September 30,
                                        -------------------
                                        1999       1998
                                        ----       ----
<S>                                          <C>     <C>
Revenues                           $      50,000$    800

Operating expenses:
     Administrative                       21,635  10,870
     Film reproduction and marketing      40,000   - 0 -
     Provision for depreciation          173,872 224,503

        Total operating expenses         235,507 235,373

     Net income (loss)                $(185,507)$(234,573)

Earnings available to common stockholders   None    None

Earnings per common share,
     assuming full dilution                     None        None
<FN>
<F1>
The accompanying 1998 Notes to December 31, 1998 Consolidated
Financial Statements 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
For the Nine-Month Period Ended September 30, 1999 and 1998
(Unaudited)

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

Net Income (loss)                     $(185,507)$(234,573)

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

Depreciation                             173,872 224,503

Changes in assets and liabilities:
  (Increase) decrease in work in process  - 0 -      496
  (Increase) Decrease in accounts receivable(7,370)(1,981)
  Increase (Decrease) in accounts payable12,532   (1441)
  Operating expenses paid by stock issuance57,270  - 0 -

Net cash provided by (used in) operating
activities:                            (20,203) (12,998)

Financing activities:

  Proceeds from issuance
     (funds expended for buy-back) of stock12,400(23,100)

Net increase/decrease in cash            (7,803)(36,098)

Cash balances - beginning of year         28,726  56,541

Cash balances - end of nine month period
     ended September 30, 1999 and 1998 $  20,923$  20,445

Supplemental cash flow information
  Schedule of noncash transactions
    Restricted stock issued for services 308,000
    Restricted stock issued for product  140,650             0

<FN>
<F1>
The accompanying Notes to December 31, 1998 Consolidated Financial
Statements are an integral part of these financial statements.
<F2>
During the third quarter ending September 30, 1999, 157,000 common
shares and 10,000 preferred shares were issued for product and
services provided by or provided to the Company.
</FN>
</TABLE>

<TABLE>
Consolidated Statement of Stockholders' Equity
<CAPTION>
WORLD WIDE MOTION PICTURES CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
For the Nine Month Period Ended September 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>      <C>
Balances
Dec. 31,
199847,629,290       121,217$48,841$18,927,102$(9,340,445)$9,635,498

Stock
Issued                                                 572,310
Cash139,000              13912,261
Services308,000                308    56,962
Film140,650    10,000    241502,399

Net loss,                                     185,507(185,507)
9 mos. Ended
Sept. 30,1999

Balances,
September 30,
199948,216,940       131,217$49,529$19,498,724$(9,525,952) $10,022,301
<FN>
<F1>
The accompanying Notes to December 31, 1998 Consolidated Financial
Statements are an integral part of these financial statements.
<F2>
</TABLE>

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.  It is the opinion of
management that the accompanying statements and notes thereto
present fairly the financial position of the Company and do not
contain misleading information.  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 dollars
($12,491,111) of the assets is represented by the Net Realizable
Value (prior to depreciation and write-downs) 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. In 1998, management again revalued
its inventory based on management's recent receipt of commentary
from the Securities and Exchange Commission, with an additional
appraisal of potential resale value, worthiness as works of art, and
potential licensing capabilities, resulting in an additional
reduction of $3,868,380 in the stated value of the net realizable
value of such inventory at December 31, 1998.  The results of the
reevaluations effectuated in 1997 and 1998 resulted in a substantial
reduction in book value of approximately 51% for those items.  The
1997 revaluation and resulting reduction in value combined with the
1998 revaluation and its resulting reduction and value lowered the
balance sheet presentation of the asset identified as 'completed
motion pictures and television products'.  Also, a depreciation
policy has been adopted to amortize the film and television
inventory over a 10-year period. The Company has instituted a
maximum 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.

RESULTS OF OPERATIONS

The Company's revenue for the nine months ending September 30, 1999
was $50,000 as compared to $800 for the comparable period of 1998.
The nine month period ending September 30, 1999 net loss prior to
depreciation expense was $(11,635), and net loss before depreciation
for the comparable period ending 1998 of $(10,070), and after
allowance for depreciation the loss for September 1999 was
$(185,507) and $(234,573) for 1998.  For the nine months ending
September 30 1999, expenses for the Company's development,
production and distribution operations and its miscellaneous
operations totaled $61,635, compared to $10,870 for the comparable
period of 1998. The increase in operating expenses of 1999 was
primarily attributable to the marketing and distribution of the
feature length film entitled "Shattered Illusions", and the
reproduction of film and the marketing of the film project "Ninth
Street".  The increase in revenue attributable to the third quarter
1999 is due to receivables pursuant to the exploitation of the film
project "Ninth Street".  There were no resultant per share earnings
to common stockholders in June 30, 1999 and June 30, 1998. The
Company derives its revenues from the licensing of its newly created
film and television productions, the licensing of its inventory of
previously produced films or television productions and fees
received for professional services provided to the industry.  The
Company also receives revenue for the marketing and distribution of
product produced or owned by 3rd party producers and production
companies. The generation of revenue in the motion picture and
television industry is highly competitive which may have a material
impact on the Company's financial statements.

<TABLE>
The following table presents operations data and selected
statistical information for the periods indicated.
<CAPTION>
                              Nine Months Ended September 30,
                                   1999      1998
                                   ----      ----
<S>                                <C>       <C>
Revenues                           $50,000   $800
Costs and Expenses
     Operating &
     Administration expenses       21,635    10,870
     Depreciation and
        amortization               172,872*  224,503

Income (Loss)                      $(185,507)$(234,573)

*Reflects revaluation of net realizable value referred to below
</TABLE>

The Company has presented a consolidated balance sheet which
includes five wholly-owned active subsidiaries: World Wide Films
Inc., World Wide Productions Inc., World Wide Film & Television
Institute, World Wide Entertainment Inc. and Environmental Services
Corporation. 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 if appropriate, pursue such opportunities. The
motion picture and television segment of the Company's current or
planned operations is the only segment material to the Company's
financial statements or condition.

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, documentaries,
docudramas and television productions. The strategy additionally
includes the acquisition of screenplays and teleplays suitable for
development/packaging 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, an 8-year old Los Angeles based documentary production
company. (2) In 1998, development and production of the television
production entitled CLASSIC CAR, in association with SLIM, Inc., a
4-year old Los Angeles based television production company.  Other
arrangements include marketing and distribution of a feature length
film acquired by the Company entitled CITIZEN SOLDIER originally
produced by M&D Productions, a 7-year old Los Angeles based film
production company, 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., a
9-year old Los Angeles based film and television production company,
and providing 5% gross revenue co-production participation to the
Company in perpetuity. Additionally in 1995, the Company licensed to
Media One Broadcasting, a 12-year old television syndication
company, 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., a 4-year old
Los Angeles based film production company, 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., a
4-year old Los Angeles based production company, (50%); and the
feature length film entitled ALONG FOR THE RIDE offered by
production company Wittman Productions Inc., a 4-year old Los
Angeles based production company, (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.  In the month of August, the Company
entered into an agreement with Jaguar Entertainment, of Los Angeles,
California, for the purpose of marketing and distributing the
feature length motion picture entitled NINTH STREET featuring Martin
Sheen and Isaac Hayes to all domestic non-theatrical ancillary
markets including home video, pay television, network television,
satellite and DVD.

<TABLE>
The following is a table showing the comparison of balance sheet
data between 1998 and 1999.
<CAPTION>
                    Nine Months Ended September 30,

CATEGORY            1998           1999            % CHANGE
                    -----          -----           --------
<S>                      <C>            <C>        <C>
Net Profit (Loss)   (234,573)      (185,507)*      -21%
Assets              13,419,998     10,204,480*     -24%
Stockholders' Equity       13,399,147          10,022,301*  -25%
Liability           20,851         32,179          +56%
Net Revenues        800            50,000          +52,500%
Inventory           14,192,569     11,299,404*     -20%

*Reflects revaluing of net realizable value of inventory referred to
below.
</TABLE>

The Company experienced no material changes during the second
quarter of 1999 regarding its operations or its financial position
relative to second quarter 1998.  There are no seasonal or other
factors regarding the Company's intra-year operations that require
explanation of a percentile swing in inter-quarter reports.

GENERAL

In fiscal 1998 and the first half of 1999 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. Management believes that a film or television
production's economic success is dependent upon several 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/or 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

Although the Company experienced positive cash flow prior to
provisions for depreciation expense, the Company experienced net
losses and negative cash flow from operations for yearend 1998, and
also, as of the comparable period in 1997.   At September 30, 1999,
the Company had $20,923 in cash and no cash equivalents and in the
same period, 1998, the Company had $20,445 in cash and no cash
equivalents. The Company anticipates that its existing capital
resources may be adequate to satisfy its capital requirements for
the forseeable future. However, to accomplish the Company's planned
activities, it will need to raise additional funds through public or
private financings in the form of debt or equity.  The Company has
available substantial loss carry forwards for federal income tax
purposes. The exact amount of the loss carryforwards is uncertain
until the Company reaches an understanding with the Internal Revenue
Service in that regard.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, the Company
issued 59,000 shares of its common stock and no shares of its
preferred stock in third quarter period ending September 30, 1999
for cash and 157,000 shares of its common stock and 10,000 shares of
its preferred stock for product and services. For the comparable
period in 1998, the Company issued 40,000 shares of its common stock
and no shares of its preferred stock for cash and 103,000 shares of
its common stock and no shares of its preferred stock for product
and services acquired by or provided to the Company. No proceeds
from the sale of the corporation's common stock or preferred stock
has ever been used to pay compensation to employees or executives of
the Company.  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 ($50,000). 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 ($50,000) dollar 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. The Company holds
a Promissory Note for one hundred fifty thousand ($150,000) dollars
from Mr. Gary T. Wittman payable to the Company in annual
installments of twenty five thousand ($25,000) dollars 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 higher quality securities and are valued at two hundred
and fifty thousand ($250,000) dollars or greater.

The Company's principal liquidity in the period ending September 30,
1999, included cash of $20,923 and net accounts receivable of
$106,752 and in period ending September 30, 1998, included cash of
$20,445 and net accounts receivable of $27,207. 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 specialty 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) if any. 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 completed product film and television library,
participations in completed films, and the continued development,
production and marketing/distribution of new film and television
production opportunities.

<TABLE>
The following table presents equity and cash flow data for the
periods indicated.
<CAPTION>
                    Nine Months Ended September 30,
                         1999           1998
                         -----          ----
<S>                      <C>            <C>
Stockholders' Equity     $10,022,301*   $13,399,147
Common Stock Outstanding 48,216,940     47,419,290
Deficit (after
    depreciation)        185,507        234,573
Accumulated Deficit      9,525,952*     5,069,158
Cash                     20,923         20,445

* Reflects reduction in net realizable value referred to below.
</TABLE>
In 1998, management again revalued its inventory based on
management's recent receipt of commentary from the Securities and
Exchange Commission, with an additional appraisal of potential
resale value, worthiness as works of art, and potential licensing
capabilities, resulting in a reduction in management's estimate of
a net realizable value of $3,868,380.  The results of the
reevaluations effectuated in 1997 and 1998 resulted in a substantial
reduction in book value of approximately 51% for those items.

The Company expects its marketing operations to expand considerably
over the next three years.  The current inventory and contracts
acquired by the Company are now beginning to be more vigorously
exploited.  As the Company's focus moves from extensive accumulation
of product and contracts in an ownership capacity to capital
acquisition specifically for marketing purposes using recently
developed technologies.  A substantial increase in income and/or
receivables are anticipated to take place beginning in the last
quarter of 1999.  Although the Company is conservative regarding its
policy concerning the use of borrowed operating capital, it is now
in a position to use its reputation and contacts in the industry to
leverage operating funds profitably.

DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS AND MANAGEMENT'S
STATEMENT REGARDING INTERIM PERIOD ADJUSTMENTS

The statements which are not historical facts contained in this Form
10-QSB are "forward looking statements" within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended, that involve
risks and uncertainties.  The words "anticipate", "believes",
"expect", "intend", "may" or similar expressions used in this Form
10-QSB as they relate to the Company or its Management are generally
intended to identify such forward looking statements.  These risks
and uncertainties contained in this Form 10-QSB include but are not
limited to, product demand and market acceptance risks, the effect
of  economic conditions generally and retail/wholesale in the motion
picture and television industry and marketing conditions
specifically, the impact of competition, technological difficulties,
capacity and supply constraints or difficulties, the results of
financing efforts, changes in consumer preferences and trends, the
effect of the Company's accounting policies, weather conditions,
acts of God, and other risks detailed in the Company's Security and
Exchange Commission filings.  The Company's management has made all
the adjustments relative to the fiscal yearend statements and the
interim period herein, which in the opinion of management are
necessary in order to make the financial statements not misleading.

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
In August, the Company filed Proxy material with the Securities and
Exchange Commission in accordance with Rule 14(a).  The proxy
statement requested shareholders to approve a combination
restructuring of the outstanding stock of the Company (reverse
split).  The shareholders approved the restructuring as filed with
the Securities and Exchange Commission in accordance with Rule
14(a),  25,316,539 shares in favor, 75,000 shares opposed, and
35,000 shares abstained.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

November 29, 1999        /s/  A. Robert Sobolik

                              A. Robert Sobolik
                              Executive Vice President/Treasurer