FORM 10-QSB

                        SECURITY AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549

(Mark  One)

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

For  the  quarterly  period  ended  September  30,  2002.


     (  )     TRANSITION  REPORT  PURSUANT  TO  SECTION  13  OR  15(d)  OF  THE
SECURITIES  EXCHANGE  ACT  OF  1934  (NO  FEE  REQUIRED)

For  the  transition  period from ___________________ to ______________________.

Commission  file  number:   0-27627


                             WORLD DIAGNOSTICS, INC.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

DELAWARE                                               65-0742342
--------------------------------------------------------------------------------
State  or  other  jurisdiction  of                    (I.R.S.  Employer
incorporation  or  organization                    Identification  No.)

     16250 N.W. 59th Avenue                          Miami Lakes, Florida 33014
--------------------------------------------------------------------------------
 (Address  of  principal  executive  offices)               (Zip  Code)


Registrant's  telephone  number,  including  area  code:     (305)  827-3304


     Indicate  by  check  mark  whether the registrant (1) has filed all reports
required  to  be  filed by section 13 or 15(d) of the Securities Exchange Act of
1934  during  the  preceding  12  months  (or  for  such shorter period that the
Registrant  was  required  to  file such report(s), and has been subject to such
filing  requirements  for  the  past  90  days.

Yes         X          No
        --------           -------


                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity,  as of the latest practicable date. As of September 30, 2002, 14,330,762
shares  of  $.001  par  value  common  stock  were  outstanding.


<PAGE>
                             WORLD DIAGNOSTICS, INC.



                                      INDEX




Part  I.     Financial  Information.


Item  1.     Financial  Statements  (Unaudited).


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


Part  II.     Other  Information.





<PAGE>
                     WORLD DIAGNOSTICS, INC. AND SUBSIDIARY

                      Condensed Consolidated Balance Sheets
                                   (unaudited)



                     WORLD DIAGNOSTICS, INC. AND SUBSIDIARY

                      CONDENSED CONSOLIDATED BALANCE SHEET
                                   (unaudited)
<TABLE>
<CAPTION>
<S>                                                                             <C>


                                      A S S E T S

                                                                       At September 30, 2002

CURRENT  ASSETS:


Cash and cash equivalents                                                  $   135,031
 Accounts receivable                                                            59,155
 Inventory                                                                     136,445
 Other current assets                                                           93,646
                                                                           ------------
   Total Current Assets                                                        424,277
Property and Equipment, net of accumulated depreciation                        442,095
Other Assets                                                                    42,530
                                                                           ------------
            Total Assets                                                   $   908,902
                                                                           ============

LIABILITIES AND SHAREHOLDERS' DEFICIT

CURRENT LIABILITIES

 Accounts payable and accrued expenses                                     $ 1,398,991
 Current portion of deferred rent                                               15,000
 Notes payable                                                                 500,000
 Current portion of obligation under capital leases                             20,266
                                                                           ------------
   Total Current Liabilities                                                 1,934,257
Deferred rent, net of current portion                                          111,250
Obligations under capital leases, net of current portion                        42,399
                                                                           ------------
            Total Liabilities                                                2,087,906

Shareholders' Deficit
 Common stock, $.001 par value, 25,000,000 shares authorized,
  14,330,762 shares issued and outstanding and additional paid in capital    7,109,313
Unearned Services                                                             (225,214)
 Accumulated Deficit                                                        (8,063,103)
                                                                           ------------
    Total Shareholders' Deficit                                             (1,179,004)
                                                                           ------------
     Total Liabilities and Shareholders' deficit                           $   908,902
                                                                           ============
</TABLE>


The accompanying notes are an integral part of these financial statements.

<PAGE>
                     WORLD DIAGNOSTICS, INC. AND SUBSIDIARY

                 Condensed Consolidated Statements of Operations
                                   (unaudited)
<TABLE>
<CAPTION>

                              Three Months Ended     Three Months Ended     Six Months Ended     Six Months Ended
                             September 30, 2002    September 30, 2001    September 30, 2002    September 30, 2002
                            --------------------  --------------------  --------------------  --------------------
<S>                                 <C>                   <C>                   <C>                   <C>
Revenues                    $           216,147   $           757,436   $           534,456   $         1,502,512

Cost of goods sold                      170,604               632,375               421,083             1,222,187
                            --------------------  --------------------  --------------------  --------------------

Gross profit                             45,543               125,061               113,373               280,325

Selling, general and
 administrative expenses                455,404               490,109             1,014,501             1,225,514

Loss from operations before
Interest expense                       (409,861)             (365,098)             (901,128)             (945,189)
                            --------------------  --------------------  --------------------  --------------------

Interest expense                        (75,605)             (224,497)             (125,571)             (226,129)
                            --------------------  --------------------  --------------------  --------------------

Net Loss                    $          (485,466)  $          (589,545)  $        (1,026,699)  $       (1,171,318 )
                            ====================  ====================  ====================  ====================

Basic and diluted loss per
 Common Share               $             (0.04)  $             (0.06)  $             (0.09)  $             (0.14)

Weighted Average Number
 of Common Shares
 Outstanding                         12,604,064             9,110,433            12,053,851             8,194,913

</TABLE>

The accompanying notes are an integral part of these financial statements.

<PAGE>
                     WORLD DIAGNOSTICS, INC. AND SUBSIDIARY

                 Condensed Consolidated Statements of Cash Flows
                  Six Months Ended September 30, 2002 and 2001
                                   (unaudited)
<TABLE>
<CAPTION>
                                                                                2002           2001
                                                                           --------------  ------------
<S>                                                                             <C>             <C>
Cash Flows from Operating Activities:
 Net (loss)                                                                $(1,026,699  )  $(1,171,318)
 Adjustments to reconcile net loss income to net cash
  used in operating activities:
   Common stock issued to extend debt                                            102,000           ---
   Common stock issued for services                                                9,000       241,848
   Common stock issued for interest                                                2,865       118,481
   Common stock issued for compensation                                            8,500           656
   Options issued for services                                                    40,548      68,162
   Options issued for interest                                                      ---        94,211
   Depreciation                                                                   34,237        39,745
   Loss on Disposal of proper       ty and equipment                                ---           (36)
   Amortization of unearned services                                            339,957           ---
   Bad debt expense                                                              52,489        48,296
Changes in operating assets and liabilities
      Accounts receivable                                                         78,405      (243,223)
      Inventory                                                                   46,532       (87,028)
      Other current assets                                                       (52,712)      (39,337)
      Other assets                                                                (2,500)      (43,656)
      Accounts payable and accrued expenses                                      169,146       524,415
      Deferred rent                                                               (7,500)      (7,500 )
                                                                           --------------  ------------
Net cash used in operating activities                                           (205,732)     (456,284)
Investing Activity
      Purchase of property and equipment                                          (4,000)     (24,315 )
                                                                           --------------  ------------

Financing Activities
   Proceeds from notes payable                                                   102,245       394,226
   Proceeds from interim bridge loan                                                 ---       200,000
   Repayment of interim bridge loan                                                  ---       200,000
   Payments under capital lease obligations                                      (13,658)      (10,232)
   Net proceeds from issuance of common stock                                    150,000           ---
   Proceeds from issuance of warrants                                             33,333           ---
                                                                           --------------  ------------
          Net cash provided by financing activities                              271,920       383,994
                                                                           --------------  ------------
    Net increase (decrease) in cash and cash equivalents                          62,188       (96,605)
    Cash and cash equivalents, beginning of quarter                               72,843       283,429
                                                                           --------------  ------------
    Cash and cash equivalents, end of quarter                              $     135,031   $   186,824
                                                                           ==============  ============

Supplemental disclosures of cash flow information:
    Cash paid during the period for interest                               $       3,194   $     1,632

Supplemental disclosures of non-cash investing and financing activities:
 Issuance of common stock for the extinguishments of debt                  $     152,245   $       ---
Issuance of common stock for other current assets                          $         ---   $    81,519
</TABLE>

The accompanying notes are an integral part of these financial statements.

<PAGE>


                             WORLD DIAGNOSTICS, INC.

                   Notes to Consolidated Financial Statements

1.          BASIS OF PRESENTATION

The  condensed  consolidated  financial statements include the accounts of World
Diagnostics,  Inc.  and  its  wholly  owned  subsidiary,  GLOBALeMED.com,  Inc.

The  accompanying unaudited condensed consolidated financial statements of World
Diagnostics Inc. (the "Company") have been prepared in accordance with generally
accepted  accounting  principles  for interim financial information and with the
instructions  to  Form  10-QSB.  Accordingly,  they  do  not  include all of the
information  and  footnotes required by generally accepted accounting principles
for  complete  financial  statements.  In  the  opinion  of  management,  the
accompanying  unaudited  condensed consolidated financial statements include all
normal  and  recurring  adjustments  considered  necessary  to  present  a  fair
statement  of results of operations and cash flows for the interim periods ended
September 30, 2002 and 2001, and the financial position as of September 30,2002.
The  financial  statements  should  be  read  in  conjunction with more complete
disclosures contained in the Company's annual report on Form 10-KSB for the year
ended  March  31,  2002.  The  results of operations for interim periods are not
necessarily  indicative  of  the  results  of  operations  for  the entire year.

2.          SIGNIFICANT  ACCOUNTING  POLICIES

There have been no changes in accounting policies used by the Company during the
six  months  ended  September  30,  2002.


3.          GOING  CONCERN  -  UNCERTAINTY

As  shown in the accompanying consolidated financial statements, the Company has
incurred  recurring  operating  losses,  negative  cash  flows  from  operating
activities,  negative  working  capital  and  has a shareholders' deficit. These
conditions  raise substantial doubt about the Company's ability to continue as a
going  concern.

The  Company  has  initiated  several  actions  to  generate working capital and
improve  operating  performances,  including  equity  and debt financing and has
instituted  cost  reduction  measures.

There  can  be  no  assurance  that  the  Company  will  be able to successfully
implement  its  plans,  or  if such plans are successfully implemented, that the
Company  will  achieve  its  goals

Furthermore, if the Company is unable to raise additional funds, the Company may
be  required  to  reduce  its  work  force,  reduce  compensation levels, reduce
dependency  on  outside  consultants, modify its growth and operating plans, and
even  be  forced  to  terminate  operations  completely.


<PAGE>

The accompanying consolidated financial statements have been prepared assuming
that the Company will continue as a going concern and do not include any
adjustments to reflect the possible future effects on the recoverability and
classification of assets or the amounts and classification of liabilities that
might result from the outcome of this uncertainty.

4.          COMMON STOCK

In  May  2002,  the  Company  issued  250,000  shares  of  common  stock  to two
shareholders  of  the  Company to pay off two loans totaling $42,500.The Company
valued  this  transaction based on the fair market value of the shares issued at
$0.17  per  share.

In  May  2002, the Company issued 600,000 shares of common stock to shareholders
of  the  Company  to satisfy a loan of $21,250 and in consideration of financing
agreements  to  extend  or  waive  registration requirements of securities.  The
Company  valued  this  transaction  based on the fair market value of the shares
issued  at  $0.17  per  share and recorded an expense of  $80,750 during the six
months  ended  September  30,  2002.

In  May 2002, the Company issued 294,118 shares of common stock to a shareholder
of the Company to pay off a loan of $50,000. The Company valued this transaction
based  on  the  fair  market  value  of  the  shares  issued at $0.17 per share.

In  May  2002,  the  Company  issued options to acquire 174,000 shares of common
stock  at  prices ranging from $0.15 to $0.50 per share expiring between January
2005  and  January  2007.  The  fair  value of the options on the grant date was
$40,548  calculated using the Black-Scholes Option Pricing Model and is included
in  expense  during  the  six  months  ended  September  30,  2002.

In  July  2002,  the  Company  issued  50,000  share  of common stock to outside
attorneys  for  services  associated  with  the  organizational  and operational
matters  necessary for the continuation of the business. The Company valued this
transaction  based  on  the  fair market value of the shares issued at $0.18 per
share  and  recorded  an expense of $9,000 during the six months ended September
30,  2002.

In August 2002, the Company issued options to acquire 3,333,333 shares of common
stock  at  $0.15 per share expiring in January 2003. The shares underlying these
options  may  not  be issued except upon completion of an effective registration
statement  that has not yet occurred. The Company received $33,333 for the issue
of  these  options. These options were issued to entities under the control of a
company  which  has  a  consulting  agreement  with  the  Company.

In  September  2002,  the  Company  issued  1,500,000 shares of common stock for
$150,000 under an agreement that allows for the purchaser to put the shares back
to  the  Company  at  $0.15 per share on the earlier of 150 days or other events
occurring. The put expires in March 2003. The Company has a call option at $0.15
per  share  that  expires  in  April  2003.


<PAGE>

In  September  2002,  the  Company  issued  93,985  shares  of common stock to a
shareholder  of  the  Company  to  pay  off a loan totaling $31,015. The Company
valued  this  transaction based on the fair market value of the shares issued at
$0.33  per  share.

In  September  2002,  the  Company  issued 185,850 shares of common stock to two
shareholders  of  the Company to pay off two loans totaling $25,350. The Company
valued  this  transaction based on the fair market value of the shares issued at
$0.17  per  share  and recorded an expense of $6,245 during the six months ended
September  30,  2002.

In  September  2002,  the  Company  issued  50,000  shares of common stock to an
executive  employee  of  the  Company  in  respect  of compensation for services
rendered.  The Company valued this transaction based on the fair market value of
the  shares  issued  at $0.17 per share and recorded an expense of $8,500 during
the  six  months  ended  September  30,  2002.


5.          STOCK BASED COMPENSATION


In  October 2000, the Company issued options to acquire 296,000 shares of common
stock  to  employees of the Company.  These options are exercisable at $1.22 per
share,  the  market  price  on  the date of the grant and vest over a three-year
period  commencing  October  2001. The options expire in October 2005.  The fair
value  of  the  options  on  the  grant  date  was $255,554 calculated using the
Black-Scholes  Option  Pricing  Model.

In  October 2001, the Company issued options to acquire 120,000 shares of common
stock  to  employees  of the Company. These options are exercisable at $0.28 per
share,  the  market  price on the date of grant and vest over a one-year period.
The  options  expire in October 2004. The fair value of the options on the grant
date  was  $19,858  calculated  using  the  Black-Scholes  Option Pricing Model.

In  May  2002,  the  Company  issued options to acquire 170,000 shares of common
stock  to  employees  of the Company. These options are exercisable at $0.25 per
share,  the  market  price  on the date of grant and vest from a six-month to an
eleven-month  period.  The  options  expire  in  May 2005. The fair value of the
options  on the grant date was $22,048 calculated using the Black-Scholes Option
Pricing  Model.

The  Company applies Accounting Principles Board Opinion No. 25, "Accounting for
Stock  Issued to Employees," in accounting for stock-based employee compensation
arrangements  whereby  no compensation cost related to stock options is deducted
in  determining  net loss.  Had compensation cost for stock option grants to the
Company's  employees  been  determined pursuant to SFAS No. 123, "Accounting for
Stock-Based  Compensation,"  the Company's net loss would have increased for the
six  and  three months ended September 30, 2002 as presented in the table below.
Using  the  Black-Scholes option pricing model, the Company's pro forma net loss
and  pro  forma  net  loss  per share, with related assumptions, are as follows:


<PAGE>

<TABLE>
<CAPTION>
<S>                                                <C>                 <C>
                                      For The Six Months Ended   For the Three Months Ended
                                            September 30, 2002   September 30, 2002

                  Pro forma Net Loss           $   (1,083,228)   $     (541,995)
                  Pro forma Loss Per Share     $        (0.09)   $        (0.04)
                  Risk Free Interest Rates     5.00% to 6.11%     5.00% to 6.11%
                  Expected Lives                    3-5 Years          3-5 Years
                  Expected Volatility          85.47%-132.28%     85.47%-132.28%

</TABLE>



For  purposes  of  these  pro forma disclosures, the estimated fair value of the
options  granted  is  amortized  to  expense  over  the options' vesting period.

6.          SUBSEQUENT  EVENTS

The  Company issued 60,000 options to employees of the Company to acquire common
stock  at  $0.25  per  share  vesting  over  a  one-year  period.

A shareholder loaned the Company $100,000 for inventory purchases, the terms of
which include a participating interest in the gross profit of product sales
relating to the inventory purchased.





<PAGE>

                             WORLD DIAGNOSTICS, INC.

                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL

                       CONDITION AND RESULTS OF OPERATIONS


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


GENERAL
-------

Management's  Discussion  and  Analysis  contains  various  "forward  looking
statements"  within the meaning of Section 21E of the Securities Exchange Act of
1934, as amended, regarding future events or the future financial performance of
the Company that involve risks and uncertainties. Certain statements included in
this  Form  10-QSB,  including,  without  limitation,  statements  related  to
anticipated  cash flow sources and uses, and words including but not limited to,
"anticipates",  "believes",  "plans", "expects", "future" and similar statements
or  expressions,  identify  forward  looking  statements.  Any  forward-looking
statements  herein  are  subject  to  certain  risks  and  uncertainties  in the
Company's  business, including but not limited to, reliance on key customers and
competition  in  its  markets, market demand, product performance, technological
developments,  maintenance  of relationships with key suppliers, difficulties of
hiring  or  retaining key personnel and any changes in current accounting rules,
all  of  which  may  be  beyond the control of the Company. The Company's actual
results  could differ materially from those anticipated in these forward-looking
statements  as  a  result  of certain factors, including those set forth herein.

Management's  Discussion  and  Analysis  of  Financial  Condition and Results of
Operations  ("MD&A")  should  be  read  in  conjunction  with  the  consolidated
financial  statements  included herein. Further, this second quarterly report on
Form  10-QSB  should  be  read  in  conjunction  with the Company's Consolidated
Financial  Statements and Notes to Consolidated Financial Statements included in
its  fiscal  2002  Annual  Report  on  Form 10-KSB filed with the Securities and
Exchange  Commission  on July 15, 2002.  In addition, you are urged to read this
report  in  conjunction  with  the  risk  factors  described  herein.

GENERAL
-------

World  Diagnostics Inc. (the "Company" or "WDI"), based in Miami Lakes, Florida,
was  incorporated  in  February  1997,  for  the  purpose  of  servicing  the
international  market  for  medical  diagnostic test kits and related laboratory
products.  The test kits contain the essential components needed to diagnose the
level  of  a  particular  illness  or  disorder  in  a  human.

In  March  1998, the Company began to market its products by providing a limited
number  of  medical  diagnostic  tests that the Company offered for sale through
international  distributors  serving particular countries.  In July of 1999, the
Company  received  certificates  of  registration for its product sales from the
United  States  government,  including  a  Certificate  of  Foreign  Government
and  a  Certificate  of  Exportability 801(e) from the U.S. Department of Health

<PAGE>
                             WORLD DIAGNOSTICS, INC.

                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL

                       CONDITION AND RESULTS OF OPERATIONS


and  Human Services.  Each of these certificates recognizes the Company as being
FDA  compliant  with  regard  to those of its products each certificates covers.
The  Certificate  of Foreign Government provides that the products are certified
for  sale in the United States and for export.  The Certificate of Exportability
provides  that  the  products  are  certified  for  export  only.

In  September  1999,  the  Company  began  the  design  of  the  WDI  GLOBALeMED
interactive  transactional  and  informational  website  (predecessor  to  the
Company's  initial  website,  www.labtestkits.com, initially intended to recruit
new  distributors),  which  became  operational  in  November  1999
(www.GLOBALeMED.com).   Local  distributor  sites were launched internationally,
encompassing  countries  within  including  South  America,  Europe, the Eastern
European  Common  Market,  Africa,  the  Middle  East,  Asia, and the Caribbean.
(collectively,  the  "GLOBALeMED system").  The GLOBALeMED system is designed to
permit  participants in each country to purchase the Company's product offerings
online  and  to obtain technical information, product support and training.  The
Company  continues  implementation  of  its  GLOBALeMED  system  on  a
country-by-country  basis. Enhancements have been made to the GLOBALeMED system,
to  improve functionality, navigability and ease of use. Although currently less
than  10%  of  the  Company's  sales  are derived from direct purchases over the
Internet,  the  GLOBALeMED system serves as a significant lead generator for new
business,  recruitment  of  new  country  distributors, and existing distributor
sales.  The  continuing implementation and rollout of WDI's GLOBALeMED system is
dependent  upon  WDI's  ability  to  continue  to  raise additional financing or
increase  revenues.  No assurances can be given that the Company will be able to
continue  to  implement  or  support  the  GLOBALeMED  system.

Management  intends  to  continue  to  develop  the Company's www.GLOBALeMED.com
website.  While  management  has  provided  certain information for shareholders
within  the  website,  management  intends  to limit the website to commerce and
revenue  producing  information.  For  example, after updating the press release
section of the website, the Company will discontinue this section.  Shareholders
should  be  aware  that,  following modification of the website to exclude press
releases,  WDI  shall  no  longer  use  the website for investor relations or to
update  any  publicly  released information for potential and current investors.


<PAGE>

                             WORLD DIAGNOSTICS, INC.

                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL

                       CONDITION AND RESULTS OF OPERATIONS

BUSINESS  STRATEGY
------------------

The  Company  is  a  single  source supplier and exporter of approximately 1,000
Company branded medical diagnostic test kits and related laboratory products, of
which  approximately  110  of  these  products  produce approximately 85% of the
Company's  revenues. The remaining 15% of the Company's revenue are derived from
the  sale of  secondary miscellaneous products that would otherwise be purchased
from  related market suppliers.  The sale of these secondary products allows WDI
to  be  a  single  source  supplier  for primary as well as secondary laboratory
product  needs. The Company primarily sells its medical diagnostic test kits and
related  laboratory  products  through a network of 125 distributors covering 85
countries  as well as the Company's website, www.GLOBALeMED.com.   Approximately
71% of sales are to distributors and 29% of sales are direct to end-users (i.e.,
clinics,  laboratories,  hospitals,  physicians'  offices).

Currently,  the Company's focus is on emerging markets since management believes
that  the  emerging  markets  will  provide the greatest source of revenue.  The
United  States  market  has rapidly consolidated down to five (5) major entities
comprising  90%  control  of  the United States diagnostic product sales, Bayer,
Johnson  &  Johnson,  Abbott,  Beckman/Coulter  and Roche.  As a result of their
dominance  in  the  marketplace,  these companies present a more than formidable
obstacle  to  market  entry  in the United States similar to trying to enter the
automobile  market.  These  five competitors have established a product delivery
system  that  severely  limits  the  use  of any other entity's products.  Their
business  strategy  consists  of providing expensive sophisticated equipment for
use  based on paying a fee for each test run on the system (similar to a company
providing  copiers  and the end consumer paying for each usage). Our competitors
method  of  marketing  provides  hospitals with the latest technology in capital
equipment  with  no  capital outlay on the part of the hospital and the cost per
tests are funded by the reimbursement system present in the United States health
care system that is regulated by HCFA (Health Care Finance Administration). As a
result,  more  than  90% of United States health care facilities are locked into
one  of  these  five  major  competitors systems.  Without sufficient financing,
estimated  by  management to be in the hundreds of millions of dollars, there is
very  little  opportunity  for  competing  entities in the United States market.

The  United  States diagnostics industry is dominated by those five competitors,
which  thrive  in a controlled mature market.  Conversely, mature market systems
will not easily integrate into the third world developing countries, as there is
no  western  built  infrastructure for general population reimbursement systems,
nor  are  there  readily  available  legal  means available in these third world
markets  to  secure  such  loaned capital equipment for retrieval due to lack of
payments  to  equipment  manufacturer  placing  such  equipment  at  no  charge.


<PAGE>
                             WORLD DIAGNOSTICS, INC.

                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL

                       CONDITION AND RESULTS OF OPERATIONS


Accordingly,  management's business strategy is to focus on and develop revenues
in  such  foreign  markets. Approximately 85% of WDI's revenues are derived from
South  and  Central  America,  the  Caribbean,  the  Middle  East,  and  Africa.
Approximately 15% of WDI's revenues are derived from Western and Eastern and the
Asia  Pacific  region.

  The  following  table  details  the  sales break down  by  geographic  region:

                            For The Six Months Ended September 30,
                                    2002               2001
                            ----------------     --------------
South America                          214              789
U.S. Export*                            40               90
Pacific Rim                             27               50
Caribbean                               91              292
Western Europe                          21               56
Middle East and Africa                  53               76
Eastern Europe                          30              103
Central America                         58               47
                             ----------------   ----------------
                                       534            1,503
                             =================  ================

*  Represents  sales  in  Africa  through  Domestic  Distributors

The  Company's  sales  decreased  for the six months because of numerous factors
including  but  not  limited  to:

     -    The general economic conditions in a number of WDI's key markets
          resulting in fewer sales;
     -    The uncertainties in the financial markets in South America, which
          represents over 40% of WDI's sales, resulting in contraction in
          purchases by WDI's customers;
     -    The lack of inventory financing which has a negative impact on WDI's
          ability to fill orders and ship products;
     -    Non-recurring costs, including the costs of the abandoned registration
          statement, requiring resources being reallocated from revenue
          producing activities;
     -    Impediments regarding exports and imports as a result of 9/11
          restrictions on movement of cargo in and out of United States ports;
          and
     -    Changes in United States FDA regulations regarding reclassification of
          certain medical devices which have increased the cost of distribution
          and personnel.

<PAGE>
                             WORLD DIAGNOSTICS, INC.

                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL

                       CONDITION AND RESULTS OF OPERATIONS

In  response  to  the reduction in sales, and, accordingly, revenue, the Company
has  initiated several actions to generate working capital and improve operating
performances,  including  changing its terms of sale of goods so as to no longer
provide  credit  to  customers,  (except for certain government related business
that  cannot be changed to a cash basis, which represents less than 20% of total
annual  revenues),  renegotiating  outstanding  obligations  with  the Company's
creditors,  and initiating inventory financing arrangements with MedPharm LLC, a
strategic  investor  in  the Company, which would enable the Company to increase
its  sales  and  cash  flow.  In addition, the Company plans to reduce its fixed
overhead  by  considering a possible relocation to a lower cost facility, and to
reduce its work force.  The Company also plans to increase marketing efforts and
utilize  its extensive database to sell more products through its website to end
users,  as  compared to distributors, in order to raise its gross profit margins
and  increase  cash flow, as well as, lower administrative and processing costs.
Where  appropriate, the Company plans to change its product pricing structure to
increase  gross  profit  margins  and  cash flow. Finally, the Company may raise
additional capital, and is presently in negotiation with certain shareholders to
increase  their  investment  in  the  Company, either through equity and/or debt
financing.  There  can  be  no  assurance  that  the  Company  will  be  able to
successfully implement its plans, or if such plans are successfully implemented,
that  the  Company  will  achieve  its  goals.


<PAGE>
                             WORLD DIAGNOSTICS, INC.

                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL

                       CONDITION AND RESULTS OF OPERATIONS


FINANCIAL  CONDITION  AND RESULTS OF OPERATIONS COMPARISON OF THREE MONTHS ENDED
SEPTEMBER  30,  2002  TO  THREE  MONTHS  ENDED  SEPTEMBER  30,  2001

GROSS  REVENUES,  COSTS  OF  GOODS  SOLD  AND  GROSS  PROFITS

Gross  revenues decreased from $757,436 for the three months ended September 30,
2001  to  $216,147  for the three months ended September 30, 2002, a decrease of
$541,289.  The  decrease  in  gross revenues is a result of the reduction in the
sales  of  the  Company's products due to unfavorable economic conditions in the
South  American  market,  which market accounts for over 40-50% of the Company's
sales  and  a  decrease in the Company's financial resources, which prevents the
Company  from filling and shipping customer orders and, consequently, generating
ongoing  revenues.

Cost  of Goods Sold decreased from $632,375 for the three months ended September
30,  2001  to $170,604 for the three months ended September 30, 2002, a decrease
of  $461,771, primarily as a consequence of the decrease in costs resulting from
the  reduction  in  sales.

Gross  profits  decrease  from $125,061 for the three months ended September 30,
2001  to  $45,543  for  the three months ended September 30, 2002, a decrease of
$79,518,  primarily  as  a result of the decrease in revenues, not offset by the
relative  decrease  in  the  cost  of  good  sold.

SELLING,  GENERAL AND ADMINISTRATIVE EXPENSES, INCOMES FROM OPERATIONS AND OTHER
INCOME  EXPENSES

Selling,  General  and  Administrative  Expenses decreased from $490,109 for the
three  months  ended  September  30, 2001 to $455,404 for the three months ended
September  30,  2002,  a  decrease  of  $34,705,  primarily as a result of  cost
cutting  measures  previously  implemented  and intended to offset the Company's
increase  in  overhead.

Net  Loss decreased from a loss of ($589,545) or ($0.06) per share for the three
months  ended  September  30, 2001 to a loss of ($485,466) ($0.04) per share for
the  three months ended September 30, 2002, a decrease of $104,079, primarily as
a  result  of a $148,892 reduction in interest expense offset by the decrease in
gross  profits.

<PAGE>
                             WORLD DIAGNOSTICS, INC.

                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL

                       CONDITION AND RESULTS OF OPERATIONS


FINANCIAL  CONDITION  AND  RESULTS  OF OPERATIONS COMPARISON OF SIX MONTHS ENDED
SEPTEMBER  30,  2002  TO  SIX  MONTHS  ENDED  SEPTEMBER  30,  2001

GROSS  REVENUES,  COSTS  OF  GOODS  SOLD  AND  GROSS  PROFITS

Gross  revenues decreased from $1,502,512 for the six months ended September 30,
2001  to  $534,456  for  the  six months ended September 30, 2002, a decrease of
$968,056.  The  decrease  in  gross revenues is a result of the reduction in the
sales  of  the  Company's products due to unfavorable economic conditions in the
South American market, which market accounts for over 40% of the Company's sales
and  a decrease in the Company's financial resources, which prevents the Company
from  filling and shipping customer orders and, consequently, generating ongoing
revenues.

Cost  of Goods Sold decreased from $1,222,187 for the six months ended September
30,  2001 to $421,083 for the six months ended September 30, 2002, a decrease of
$810,104, primarily as a consequence of the decrease in costs resulting from the
reduction  in  sales.

Gross profits decrease from $280,325 for the six months ended September 30, 2001
to $113,373 for the six months ended September 30, 2002, a decrease of $166,952,
primarily as a result of the decrease in revenues, not offset by the relative
decrease in the  cost  of  good  sold.

SELLING,  GENERAL  AND  ADMINISTRATIVE  EXPENSES  AND  NET  LOSS

Selling,  General  and Administrative Expenses decreased from $1,225,514 for the
six  months  ended  September  30,  2001  to $1,014,501 for the six months ended
September  30,  2002,  a  decrease  of  $211,013, primarily as a result of  cost
cutting  measures  previously  implemented  and intended to offset the Company's
increase  in  overhead.

Net  Loss decreased from a loss of ($1,171,318) or ($0.14) per share for the six
months  ended September 30, 2001 to a loss of ($1,026,699) ($0.09) per share for
the  six  months ended September 30, 2002, a decrease of $123,69, primarily as a
result  of  a  $144,619  reduction in interest expense offset by the decrease in
gross  profits.


<PAGE>

                             WORLD DIAGNOSTICS, INC.

                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL

                       CONDITION AND RESULTS OF OPERATIONS


LIQUIDITY  AND  CAPITAL  RESOURCES

The  Company  has financed its operations and other working capital requirements
principally  from  debt  and  equity financing and from operating cash flow.  In
July,  2002,  the  Company  entered  into  agreements  for equity financing with
several  of  its  investors.  The  financing  was  contingent  upon  the Company
completing  an  effective  registration  statement.  On  October  15,  2002, the
registration  statement  was  withdrawn by the Company due to unfavorable market
conditions,  the  Company's  inability  to  fund  the  cost  of  completing  the
registration  statement,  and  other concerns. It is uncertain as to whether the
Company  will  have  the  resources to pursue the registration statement and the
financing  associated  with  it. Management of the Company believe that it is in
the  best  interests  of  the  shareholders  of  the  Company to concentrate the
Company's  resources  on  improving  the  Company's  operations  and  generating
profits.  As  described  above  under  "Business  Strategy",  the  Company  has
implemented  several  actions  to generate working capital and improve operating
performances.  There  can  be  no  assurance  that  the  Company will be able to
successfully implement its plans, or if such plans are successfully implemented,
that  the  Company  will  achieve  its  goals.

CURRENT  ASSETS

Cash  and  short-term investments increased from $72,843 as of March 31, 2002 to
$135,031  for  the  six  months  period ended September 30, 2002, an increase of
$62,188.

Accounts receivable decreased from $190,049 at March 31, 2002 to $59,155 for the
six months period ended September 30, 2002, a decrease of $130,849. The decrease
in  accounts  receivables  is  a  result  of  decrease in sales of the Company's
products,  particularly  in the South American market, which market accounts for
over  40-50%  of  the  Company's sales and a decrease in the Company's financial
resources, which prevents the Company from filling and shipping customer orders,
consequently  reducing  the  Company's  accounts  receivables.

Inventory  and other current assets increased from $223,911 as of March 31, 2002
to  $230,931  for the six months period ended September 30, 2002, an increase of
$6,180.

Total  current  assets decreased from $486,803 at March 31, 2002 to $424,277 for
the  six months period ended September 30, 2002 a decrease of $62,526, primarily
as  a  consequence  of  the  decrease  in  accounts  receivable.


<PAGE>

                             WORLD DIAGNOSTICS, INC.

                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL

                       CONDITION AND RESULTS OF OPERATIONS

Property  and  equipment, net of accumulated depreciation decreased from
$472,332 at March 31, 2002 to $442,095 for the six months period ended September
30,  2002,  a  decrease  of  $48,237.

Other  assets  increased  from  $40,030 at March 31, 2002 to $42,530 for the six
months  period  ended  September  30,  2002,  an  increase  of  $2,500.

Total  assets  decreased from $999,165 at March 31, 2002 to $908,902 for the six
months  period  ended  September 30, 2002, a decrease of $90,263, primarily as a
consequence  of  the  decrease  in  accounts  receivable.

LIABILITIES

Total  current  liabilities  increased  from  $1,821,113  at  March 31, 2002, to
$1,934,257  for  the  six  months period ended September 30, 2002 an increase of
$113,144,  primarily as a consequence of a $175,396 increase in accounts payable
and  accrued  expenses.

Total  liabilities  increased from $1,989,918 at March 31, 2002 to $2,087,906 at
the  six  months  period  ended  September  30,  2002,  an  increase of $97,988,
primarily  as  a  consequence  of  a  $175,396  increase in accounts payable and
accrued  expenses  offset  by  a  decrease  in  deferred  rent and a decrease in
obligations  under  capital  leases,  net  of  current  portion.

GOING  CONCERN

The  reports  of  independent  auditors  on  financial statements at and for the
quarter  ended  September  30,  2002,  contain  an explanatory paragraph raising
substantial  doubt of the Company's ability to continue as a going concern.  The
Company  has  incurred  recurring  operating  losses,  negative  cash flows from
operating  activities, negative working capital and has a shareholders' deficit.
Note  3  to the consolidated financial statements describes the conditions which
raise this doubt and management's plans.   The Company anticipates that its cash
requirements  will  continue to increase as it continues to expend its resources
to  build  its  infrastructure,  develop its business strategy and establish its
sales  network  operations  and  customer  support.  As  discussed  in "Business


<PAGE>

                             WORLD DIAGNOSTICS, INC.

                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL

                       CONDITION AND RESULTS OF OPERATIONS

Strategy"  above,  the Company has initiated several actions to generate working
capital and improve operating performances, including changing its terms of sale
of  goods  so  as  to no longer provide credit to customers, (except for certain
government  related  business  that  cannot  be  changed  to a cash basis, which
represents  less  than  20% of total annual revenues), renegotiating outstanding
obligations  with  the  Company's  creditors, and initiating inventory financing
arrangements.   If  the  Company is unable to raise additional funds, or improve
margins  and  cash  flow,  the  Company  may be required to reduce its staff and
compensation levels, reduce dependency on outside consultants, modify its growth
and  operating  plans,  and  could  even  be  forced  to  terminate  operations
completely.





<PAGE>
                             WORLD DIAGNOSTICS, INC.



PART  II


OTHER  INFORMATION


ITEM  1.          LEGAL  PROCEEDINGS

                  None.


ITEM  2.          CHANGES  IN  SECURITIES

                  None.


ITEM  3.          DEFAULTS  UPON  SENIOR  SECURITIES

                  None.


ITEM  4.          SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS

                  None.


ITEM  5.          OTHER  INFORMATION

                  None.

ITEM  6.          EXHIBITS  AND  REPORTS  ON  FORM  8-K

(a)     The following Exhibits are filed as part of the Quarterly Report on Form
10-QSB

               99.1 Certification  Pursuant  to  18  U.S.C  Section  1350, as
Adopted Pursuant  to  Section  302 and 906  of  the  Sarbanes-Oxley  Act of
2002.

               99.2 Certification  Pursuant  to  18  U.S.C  Section  1350, as
Adopted  Pursuant  to  Section  302 and 906  of  the  Sarbanes-Oxley  Act of
2002.


(b)     Reports  on  Form  8-K:

        None.

<PAGE>
                             WORLD DIAGNOSTICS, INC.



                                   SIGNATURES

In  accordance  with  the  requirements  of the Exchange Act, the Registrant has
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.




                                                         WORLD DIAGNOSTICS, INC.





                             /s/ Ken Peters
                             ----------------------------------
                             Ken Peters, President







Date:     November  19,  2002



<PAGE>