`SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-QSB/A
                               Amendment Number 1

 X  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
    ACT OF 1934.    For the quarterly period ended August 31, 2002.

                                       OR

 __ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
    EXCHANGE ACT OF 1934.  NOT APPLICABLE.

                                               Commission File Number: 333-84934

                         WORLD HEALTH ALTERNATIVES, INC.
             (Exact name of registrant as specified in its charter)

            Florida                                        04-3613924
   (State or other jurisdiction                (IRS Employer Identification No.)
 of incorporation or organization)

        155 Lime Kiln Road, Darlington, Pennsylvania             16115
          (Address of principal executive offices)            (Zip Code)

                                 (724) 891-6618
              (Registrant's telephone number, including area code)

                             All correspondence to:
                           Brenda Lee Hamilton Esquire
                         Hamilton, Lehrer & Dargan P.A.
                          2 East Camino Real Suite 202
                            Boca Raton Florida 33432
                                  561-416-8956

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 reports), and (2) has been subject to such filing
requirements for the past 90 days.   X Yes   ___ No

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: 51,487,400



                         PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

                         World Health Alternatives, Inc.
                          (A Development Stage Company)
                                  Balance Sheet
                                 August 31, 2002
                                    Restated
                                   (Unaudited)

                        Assets

Current assets
  Cash                                                $       81
                                                      ----------
Other assets:
  Web site                                                 4,540
                                                      ----------
                                                      $    4,621
                                                      ==========


                        Liabilities and Stockholders' Equity

Current liabilities
  Total current liabilities                           $        -
                                                      ----------
Stockholders' equity
  Preferred Stock, $.0001 par value,
    100,000,000 shares authorized                              -
  Common stock, $.0001 par value,
    200,000,000 shares authorized,
    51,487,400 shares issued and outstanding               5,149
  Additional paid-in capital                             207,922
  Deferred compensation                                  (75,000)
  (Deficit) accumulated during the development stage    (133,450)
                                                      ----------
                                                           4,621
                                                      ----------

                                                      $    4,621
                                                      ==========

             See the accompanying notes to the financial statements.

                                       F-1




                         World Health Alternatives, Inc.
                          (A Development Stage Company)
                            Statements of Operations
              Three Months and Six Months Ended August 31, 2002 and
          Period From Inception (February 13, 2002) to August 31, 2002
                                    Restated
                                   (Unaudited)


                                                  Three Months      Six Months
                                                     Ended             Ended        Inception to
                                                 August 31, 2002  August 31, 2002  August 31, 2002
                                                 ---------------  ---------------  ---------------

Revenue                                           $           -    $           -    $           -
                                                  -------------    -------------    -------------
Operating Costs and Expenses:
  Non cash stock compensation                            37,500           75,000           77,410
  General and administrative                             14,494           39,834           56,040
                                                  -------------    -------------    -------------
                                                         51,994          114,834          133,450
                                                  -------------    -------------    -------------

Net (loss)                                        $     (51,994)   $    (114,834)   $    (133,450)
                                                  =============    =============    =============

Per Share Information - basic and fully diluted:

Weighted average common shares outstanding           51,487,400       51,487,400       50,677,150
                                                  =============    =============    =============

(Loss) per share                                  $       (0.00)   $       (0.00)   $       (0.00)
                                                  =============    =============    =============




             See the accompanying notes to the financial statements.

                                       F-2




                         World Health Alternatives, Inc.
                          (A Development Stage Company)
                            Statements of Cash Flows
                      Six Months Ended August 31, 2002 and
          Period From Inception (February 13, 2002) to August 31, 2002
                                    Restated
                                   (Unaudited)


                                                   Six Months
                                                     Ended          Inception to
                                                August 31, 2002   August 31, 2002
                                                ---------------   ---------------

Cash flows from operating activities:
  Net cash (used in) operating activities         $   (28,224)      $   (28,230)
                                                  -----------       -----------

Cash flows from investing activities:
  Net cash (used in) investing activities              (1,150)           (1,150)
                                                  -----------       -----------

Cash flows from financing activities:
  Net cash provided by financing activities            28,411            29,461
                                                  -----------       -----------

Increase (decrease) in cash and cash equivalents         (963)               81

Cash and cash equivalents, beginning of period          1,044                 -
                                                  -----------       -----------

Cash and cash equivalents, end of period          $        81       $        81
                                                  ===========       ===========


Supplemental cash flow information:
   Cash paid for interest                         $         -       $         -
                                                  ===========       ===========
   Cash paid for income taxes                     $         -       $         -
                                                  ===========       ===========



            See the accompanying notes to the financial statements.

                                       F-3



                         World Health Alternatives, Inc.
                          (A Development Stage Company)
                          Notes to Financial Statements
                                 August 31, 2002
                                   (Unaudited)


(1)  Basis Of Presentation

The accompanying unaudited financial statements have been prepared in accordance
with accounting principles generally accepted in the United States of America
("GAAP") for interim financial information. They do not include all of the
information and footnotes required by GAAP for complete financial statements. In
the opinion of management, all adjustments (consisting only of normal recurring
adjustments) considered necessary for a fair presentation have been included.
The results of operations for the periods presented are not necessarily
indicative of the results to be expected for the full year. For further
information, refer to the financial statements of the Company as of February 28,
2002 and the period from inception to February 28, 2002 including notes thereto.

(2)  Earnings Per Share

The Company calculates net income (loss) per share as required by SFAS No. 128,
"Earnings per Share." Basic earnings (loss) per share is calculated by dividing
net income (loss) by the weighted average number of common shares outstanding
for the period. Diluted earnings (loss) per share is calculated by dividing net
income (loss) by the weighted average number of common shares and dilutive
common stock equivalents outstanding. During the periods presented common stock
equivalents were not considered as their effect would be anti dilutive.

(3)  Stockholders' Equity

During October 2002 the Company affected a 2 for 1 forward stock split. All
share and per share amounts have been restated to reflect this split.

During the period from March 1, 2002 through March 24, 2002 the Company issued
241,000 shares of common stock for cash aggregating $12,050 and collected
receivables for stock issued aggregating $970.

During March 2002 a shareholder directly paid certain obligations of the Company
aggregating $14,000 for legal fees. This amount was contributed to the capital
of the Company.

During the period ended August 31, 2002 a shareholder contributed $15,391 in
cash and $1,500 in services to the capital of the Company.

On March 5, 2002 the Company entered into two one year consulting agreements. As
compensation the consultants received a total of 3,000,000 shares of common
stock valued at the fair market value of the shares issued of $150,000. This
amount will be classified as deferred compensation and charged to operations
over the period in which the services are provided. During the period ended
August 31, 2002 the Company charged $75,000 to operations related to these
services.

(4)  Going Concern

The Company's financial statements are presented on a going concern basis, which
contemplates the realization of assets and satisfaction of liabilities in the
normal course of business.

The Company has experienced a significant loss from operations as a result of
its investment necessary to achieve its operating plan, which is long-range in
nature. For the period from inception to August 31, 2002, the Company incurred a
net loss of $133,450 and has no revenue generating operations.

The Company's ability to continue as a going concern is contingent upon its
ability to attain profitable operations and secure financing. In addition, the
Company's ability to continue as a going concern must be considered in light of
the problems, expenses and complications frequently encountered by entrance into
established markets and the competitive environment in which the Company
operates.

The Company is pursuing equity financing for its operations. Failure to secure
such financing or to raise additional capital or borrow additional funds may
result in the Company depleting its available funds and not being able pay its
obligations.

The financial statements 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 may result from the possible inability of
the Company to continue as a going concern.

(5)  Correction of an Error

During January 2003 the Company determined that during March 2002 it had
incorrectly capitalized a cash disbursement of $4,300 as a cost associated with
its web site.

The accompanying financial statements have been restated to reflect the above
correction. The adjustment decreased the net loss for the six months and three
months ended August 31, 2002 and the period from inception to August 31, 2002 as
previously reported from $(115,194), $(52,354) and $(133,810) to $(114,834),
$(51,994) and $(133,450) or $(.00), $(.00) and $(.00) per share and reduced the
capitalized costs associated with the web site and reduced additional paid in
capital by $4,300 in the accompanying balance sheet.


                                      F-4


Item 2. Plan of Operations.

Forward-Looking Statements.

This report on Form 10-QSB/A for the quarterly period ending August 31, 2002
contains forward-looking statements. The words "we," "us," and "our" refer to
World Health Alternatives, Inc. The words or phrases "would be," "will allow,"
"intends to," "will likely result," "are expected to," "will continue," "is
anticipated," "estimate," "project," or similar expressions are intended to
identify "forward-looking statements." Actual results could differ materially
from those projected in the forward-looking statements as a result of a number
of risks and uncertainties, including: (a) lack of demand for our products; (b)
competitive products and pricing; (c) limited amount of resources devoted to
advertising; (d)federal, state, and local government regulations which may lead
to increased costs and decreased revenues, both of which may negatively affect
our potential profitability; (e) our management has no experience in selling
vitamins, minerals, herbs, spices, homeopathic, and aromatherapy products and as
such, we may be unsuccessful in generating revenues; (f) we face brand name
recognition risks which may adversely affect our revenues; (g) our ability to
continue as a going concern is dependent on our ability to obtain financing for
our operations for which we may be unable to obtain; (h) because we are a
development stage company with a limited operating history and a poor financial
condition, you will be unable to evaluate our business prospects or determine
whether we will become profitable; (i) we have experienced delays in our Plan of
Operations as noted below on pages 5 to 10; and (j) we may not meet the National
Association of Securities Dealers Bulletin Board Exchange ("BBX") listing
requirements which may lead to increased investment risk and inability to sell
your shares.

Statements made herein are as of the date of the filing of this Form 10-QSB with
the Securities and Exchange Commission and should not be relied upon as of any
subsequent date. Unless otherwise required by applicable law, we do not
undertake, and we specifically disclaim any obligation, to update any
forward-looking statements to reflect occurrences, developments, unanticipated
events or circumstances after the date of such statement. We cannot continue to
satisfy our current cash requirements for a period of twelve (12) months through
our existing capital. We anticipate total estimated capital expenditures of
approximately $6,700 for our plan of operations, in the following areas:
o    Entering into agreements with suppliers;
o    Updating design, graphics and function of website;
o    Establishing database of products on website;
o    Advertising;
o    Offering incentives to customers to establish repeat business;
o    Establishing a database of articles regarding products offered on our
     website;
o    Conducting viral marketing; and
o    Introducing our homeopathic lines.



                                       -5-


Our current cash of $81 will not satisfy our cash requirements pertaining to any
aspect of our plan of operations which requires cash expenditures, as
specifically noted below.

If our cash and/or revenues are insufficient to conduct our operations, our
President Edward G. Siceloff, plans to loan us funds through non-interest
bearing loans; however, we have no agreement with our President to do so and our
President is under no obligation to do so. Accordingly, there are no assurances
that we will receive loans from our President. As of August 31, 2002, we had
only $81 of cash assets, however, we will need an additional $6,619 ($6,700 -
$81 = $6,619) to accomplish the following operational goals at a total cost of
$6,700:
o    $2,000 - Enter into agreements with suppliers for products;
o    $3,500 - Update the design, graphics, and functional aspects of our website
     (other categories included as part of this estimated cost include
     "Establish database of our products" and "Establish database of articles");
     and
o    $1,200 - Advertising.

Accordingly, we will be unable to fund our expenses through our existing assets
or cash. If our President is unable or unwilling to make loans to us necessary
to implement our plan of operations, we will need additional financing through
traditional bank financing or a debt or equity offering; however, because we are
a development stage company with no operating history and a poor financial
condition, we may be unsuccessful in obtaining such financing or the amount of
the financing may be minimal and therefore inadequate to implement our plan of
operations. In addition, if we only have nominal funds by which to conduct our
operations, we may have to curtail advertising or be unable to conduct any
advertising, both of which will negatively impact development of our brand name
and reputation. We have no alternative plan of operations. In the event that we
do not receive financing, our financing is inadequate, or if we do not
adequately implement an alternative plan of operations that enables us to
conduct operations without having received adequate financing, we may have to
liquidate our business and undertake any or all of the following actions:
o    Sell or dispose of our assets, if any;
o    Pay our liabilities in order of priority, if we have available cash to pay
     such liabilities;
o    If any cash remains after we satisfy amounts due to our creditors,
     distribute any remaining cash to our shareholders in an amount equal to
     the net market value of our net assets;
o    File a Certificate of Dissolution with the State of Florida to dissolve
     our corporation and close our business;
o    Make the appropriate filings with the Securities and Exchange Commission
     so that we will no longer be required to file periodic and other required
     reports with the Securities and Exchange Commission, if, in fact, we are a
     reporting company at that time; and
o    Make the appropriate filings with the National Association of Security
     Dealers to affect a delisting of our common stock, if, in fact, our common
     stock is trading on the Over-the-Counter Bulletin Board at that time.



                                       -6-

Based upon our current assets, however, we will not have the ability to
distribute any cash to our shareholders.

If we have any liabilities that we are unable to satisfy and we qualify for
protection under the U.S. Bankruptcy Code, we may voluntarily file for
reorganization under Chapter 11 or liquidation under Chapter 7. Our creditors
may also file a Chapter 7 or Chapter 11 bankruptcy action against us. If our
creditors or we file for Chapter 7 or Chapter 11 bankruptcy, our creditors will
take priority over our shareholders. If we fail to file for bankruptcy under
Chapter 7 or Chapter 11 and we have creditors, such creditors may institute
proceedings against us seeking forfeiture of our assets, if any.

We do not know and cannot determine which, if any, of these actions we will be
forced to take. If any of these foregoing events occur, you could lose your
entire investment in our shares.

OUR PLAN OF OPERATIONS FROM OUR INCEPTION TO DATE
We were incorporated on February 13, 2002. Since our inception to August 31,
2002, we have accomplished the following in our plan of operations:

Raised Capital
We raised $14,070 for our operations through the sale of a private placement
of our securities.

Established Website
On March 25, 2002, our website, www.worldhealthalternatives.com, became
operational.

Agreement with Ecoquest
April 8, 2002 - We entered into an agreement with EcoQuest International which
allows us to become an authorized dealer of EcoQuest's home environmental
products.

Authorized Independent Representatives for Global Health Trax
April 25, 2002 - We became an Authorized Independent Representative for the
sale of Global Health Trax products.

Research
April 2002 through August 2002 - Our president, Edward Siceloff, has been
researching organizations that conduct research and publish articles pertaining
to vitamins, minerals and herbs and their effects. We intend to publish such
articles on our website; however, to date we have not done so. There is no cost
associated with this research; however, there will be costs if we enter into
agreements or arrangements with such research organizations. We have not yet
determined the specific amount or nature of such costs. In addition, our
president conducted research on price competition pertaining to the type of
products we sell to ensure that the products we offer are competitively priced.
There is no cost associated with this research.



                                       -7-


OUR FUTURE PLAN OF OPERATIONS
We will attempt to accomplish the following aspects of our plan of operations
over the next twelve (12) months. As indicated below, certain aspects of our
plan of operations have been delayed due to our lack of financial resources.

Enter into Agreements with Suppliers for Products
Throughout our plan of operations, in order to select additional product
suppliers, our president will conduct Internet research and review various
nutritional wholesaler publications. Based on this research, our president will
contact various companies and make supplier selection based upon:
o    cost;
o    delivery requirements; and
o    product selection.

Our president will also purchase wholesale catalogues and discuss with company
representatives pertinent factors such as product availability, quality,
selection, and delivery.

Update Design, Graphics and Functional Aspects of Website
We plan to update the design, graphics and functional aspects of our website on
an ongoing continuous basis. To accomplish this objective, our president plans
to hire website consultants. We will select website consultants based on:
o    cost and available funds to pay for consultants;
o    determining the quality of past website projects; and
o    comparing such projects among website consultants.

We estimate that a $3,500 cost will be affiliated with hiring website
consultants. We do not anticipate completing this aspect of our plan of
operations until January 2003.

Advertise our Website
Throughout our plan of operations, we plan to advertise; however, due to our
limited cash resources, we plan to seek low cost advertising of $50 to $150 per
month through local publications such as local newspapers. To date, we have not
begun to advertise in any publications. We plan to begin advertising in March
2003.



                                       -8-

Incentives to Our Existing Customers
Originally we planned to commence this aspect of our plan of operations in June
2002; however, this aspect of our plan of operations has been delayed because we
have not yet generated revenues. We now anticipate that beginning in March 2003
if we have revenues at that time, we will provide the following incentives to
our customers:
o    Customers that obligate themselves to order a monthly supply of a product
     on an annual basis will receive discounts of up to ten percent (10%); and
o    Promote some of our products by offering a free bottle of vitamins or herbs
     with the purchase of one such identical product.

Because we will provide free bottles of vitamins or herbs, our costs will
increase; however, at the present time the amount of that increased cost is
indeterminable. However, we plan to attempt to obtain samples of small
quantities of vitamins from suppliers at no charge or at a minimal cost to offer
our customers. At this time, we are unaware if we will be able to obtain these
samples.

Establish Database of Specific Product Ingredients, Benefits, and Harmful
Effects
Beginning February 2003 and throughout our plan of operations, we plan to
establish and update a database of products and information about products on
our website, including information pertaining to: (a) a listing of the
ingredients of our products; (b) the potential health benefits of our products;
and (c) the potential harmful effects of our products. The cost affiliated with
this aspect of our plan of operations is related to the $3,500 cost for hiring
website consultants.

Establish Database of General Articles of Interest
Originally we planned to commence with this aspect of our plan of operations in
June 2002. This aspect of our plan of operations has been delayed because our
president has been unable to complete a sufficient database of articles, and our
president's search for these articles has been more time consuming than we
originally anticipated. We now anticipate that an initial database of articles
about our products will not be established on our website until February or
March of 2003. Thereafter, we anticipate the database will include general
subjects pertaining to:
o    Vitamins;
o    Minerals;
o    Herbs;
o    Spices;
o    Homeopathy; and
o    Aromatherapy.

Our president will conduct Internet searches for articles written on the
products we offer, as well as the above-mentioned general subject areas. Our
president will also seek permission from product suppliers that have written
articles on the products we offer to post such articles on our website at no
cost. The cost affiliated with this aspect of our plan of operations is part of
the expected $3,500 to hire website consultants.

Viral Marketing
Originally we planned to commence with this aspect of our plan of operations in
July 2002; however, this aspect of our plan of operations has been delayed due
to our inability to accomplish other aspects of our plan of operations. We now
anticipate that our president will not attempt to exchange advertising with
other websites until April 2003. Because we plan to pursue equal exchanges of
like advertising services between us and other websites, we do not anticipate
any costs affiliated with this aspect of our plan of operations.



                                       -9-


Introduce our Homoeopathic Product Line
Our president will attempt to establish agreements with suppliers of homeopathic
products and to offer such products on our website. Originally, we planned to
commence this aspect of our plan of operations in July 2002. This aspect of our
plan of operations has been delayed until we complete the updating of our
website. We now anticipate these products will not be offered until May 2003. We
do not anticipate any costs affiliated with this aspect of our plan of
operations.

GOING CONCERN
We have experienced significant losses from our operations. From our inception
to August 31, 2002, we have incurred a net loss of $133,450 and we have been
unsuccessful in generating any revenues. Our ability to continue as a going
concern is contingent upon our ability to attain profitable operations and
secure financing. In addition, our ability to continue as a going concern must
be considered in light of the problems, expenses and complications frequently
encountered by entrance into established markets and the competitive environment
in which we operate. Failure to secure financing or to raise additional capital
or borrow additional funds may result in depleting our available funds and being
unable to pay our obligations.

REVENUES
Since our inception to August 31, 2001, we have generated no revenues. We cannot
determine whether our revenues will ever be sufficient to produce a positive
cash flow or result in net profits. You should carefully consider the discussion
appearing below under "Liquidity and Capital Resources". We do not expect to
earn significant operating revenue in the foreseeable future. Our losses are
expected to continue, principally as a result of general and administrative
expenses and advertising costs.

LIQUIDITY AND CAPITAL RESOURCES.
As of August 31, 2002, we had limited cash capital resources of only $81. Other
than our existing working capital, we do not have any other internal sources of
working capital.

We expect to make the following expenditures totaling $6,700 over the next
twelve (12) months:

o    $2,000 - Enter into agreements with additional suppliers for products;
o    $3,500 - Update the design, graphics, and functional aspects of our website
     (other categories included as part of this estimated cost include
     "Establish database of our products" and "Establish database of articles");
     and
o    $1,200 - Advertising (calculated based on average estimated monthly expense
     of $100 for 12 months)

Because we only have $81 of cash resources, we will need an additional $6,619
($6,700 - $81 = $6,619) to accomplish our operational goals.



                                      -10-


Our current cash of $81 will not satisfy our cash requirements pertaining to any
aspects of our plan of operations which require cash expenditures.

If our cash and/or revenues are insufficient to conduct our operations, our
President Edward G. Siceloff, plans to loan us funds through non-interest
bearing loans; however, we have no agreement with our President to do so and our
President is under no obligation to do so. As reflected above, we will be unable
to fund our expenses through our existing assets or cash. If our President is
unable or unwilling to make loans to us necessary to implement our plan of
operations, we will need additional financing through traditional bank financing
or a debt or equity offering; however, because we are a development stage
company with no operating history and a poor financial condition, we may be
unsuccessful in obtaining such financing or the amount of the financing may be
minimal and therefore inadequate to implement our plan of operations. In
addition, if we only have nominal funds by which to conduct our operations, we
may have to curtail advertising or be unable to conduct any advertising, both of
which will negatively impact development of our brand name and reputation. We
have no alternative plan of operations. In the event that we do not receive
financing, our financing is inadequate, or if we do not adequately implement an
alternative plan of operations that enables us to conduct operations without
having received adequate financing, we may have to liquidate our business and
undertake any or all of the following actions:
o    Sell or dispose of our assets, if any;
o    Pay our liabilities in order of priority, if we have available cash to pay
     such liabilities;
o    If any cash remains after we satisfy amounts due to our creditors,
     distribute any remaining cash to our shareholders in an amount equal to
     the net market value of our net assets;
o    File a Certificate of Dissolution with the State of Florida to dissolve
     our corporation and close our business;
o    Make the appropriate filings with the Securities and Exchange Commission so
     that we will no longer be required to file periodic and other required
     reports with the Securities and Exchange Commission, if, in fact, we are a
     reporting company at that time; and
o    Make the appropriate filings with the National Association of Security
     Dealers to affect a delisting of our common stock with the Over-the-Counter
     Bulletin Board at that time.

Based upon our current assets, however, we will not have the ability to
distribute any cash to our shareholders. If we have any liabilities that we are
unable to satisfy and we qualify for protection under the U.S. Bankruptcy Code,
we may voluntarily file for reorganization under Chapter 11 or liquidation under
Chapter 7. Our creditors may also file a Chapter 7 or Chapter 11 bankruptcy
action against us. If our creditors or we file for Chapter 7 or Chapter 11
bankruptcy, our creditors will take priority over our shareholders. If we fail
to file for bankruptcy under Chapter 7 or Chapter 11 and we have creditors, such
creditors may institute proceedings against us seeking forfeiture of our assets,
if any.

We do not know and cannot determine which, if any, of these actions we will be
forced to take. If any of these foregoing events occur, you could lose your
entire investment in our shares.



                                      -11-


Item 3. Controls and Procedures.

The Company's Chief Executive Officer/Chief Financial Officer evaluated the
Company's disclosure controls and procedures within the 90 days preceding the
filing date of this quarterly report. Based upon this evaluation, the Chief
Executive Officer/Chief Financial Officer concluded that the Company's
disclosure controls and procedures are effective in ensuring that material
information required to be disclosed is included in the reports that it files
with the Securities and Exchange Commission.

There were no significant changes in the Company's internal controls or, to the
knowledge of the management of the Company, in other factors that could
significantly affect these controls subsequent to the evaluation date.


                           PART II - OTHER INFORMATION

Item 1. Legal Proceedings.
Not applicable.

Item 2. Changes In Securities.
On September 27, 2002, our Board of Directors unanimously approved a forward
stock split of our common stock at a ratio of two (2) shares for every one (1)
share held. The forward stock split became effective on October 7, 2002. After
the forward stock split, we had 51,487,400 shares of common stock issued and
outstanding. Prior to the forward stock split, we had 25,743,700 shares of
Common Stock outstanding. stock. We increased our authorized capital shares in
proportion to the forward stock split so that after the effective date of the
forward stock split, we are authorized to issue 200,000,000 shares of common
stock. Prior to the forward stock split, we were authorized to issue 100,000,000
shares of common stock. Our preferred shares were not affected by the forward
stock split and we will remain authorized to issue 100,000,000 shares of
preferred stock.

Item 3. Defaults Upon Senior Securities.
Not applicable.

Item 4. Submission of Matters to a Vote of Security Holders.
Not applicable.

Item 5. Other Information.
Not applicable.

Item 6. Exhibits and Reports on Form 8-K.
     (a) Exhibits

EXHIBIT NUMBER            DESCRIPTION
    3.1            Articles of Incorporation*
    3.1.1          Amendment to Articles of Incorporation****
    3.2            Bylaws*
   10.1            Agreement with Barry Gewin**
   10.2            Agreement with Tommi Ferguson**
   10.3            Agreement with Global Health Trax, Inc.*
   10.4            Global Health Trax Correspondence dated April 25, 2002*
   10.5            Agreement with EcoQuest International***
   15              Letter on unaudited interim financial information
   99.1            Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
                    Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

* Denotes previously filed exhibits to Form SB-2 filed on March 28, 2002,
hereby incorporated by reference.
** Denotes previously filed exhibits to Form SB-2 filed on April 26, 2002,
hereby incorporated by reference.
*** Denotes previously filed exhibits to Form SB-2 filed on May 24, 2002,
hereby incorporated by reference.
**** Denotes previously filed exhibits to Form 8-K filed on September 30, 2002,
hereby incorporated by reference.



                                      -12-


     (b) Reports on Form 8-K.

On September 3, 2002, we filed a Form 8-K regarding Item 9 of Form 8-K,
"Regulation FD Disclosure". Specifically, in that Form 8-K, and in connection
with the new legislation that requires our Chief Executive Officer to certify
periodic reports that contain financial statements, we attached as Exhibit 99.1
to the Form 8-K Current Report, the Certification of Edward G. Siceloff, our
President,Chief Executive Officer, Chief Financial Officer, and Principal
Accounting Officer. This Certification pertained to our Form 10-QSB for the
period ending May 31, 2002.

On September 30, 2002, we filed a Form 8-K regarding Item 5 of Form 8-K, "Other
Events and Regulation FD Disclosure" and Item 7 of Form 8-K, "Financial
Statements, Pro Forma Financial Information and Exhibits". Specifically, in that
Form 8-K, we disclosed under Item 5 that our common stock had been approved by
the National Association of Securities Dealers for quotation on the Over the
Counter Bulletin Board under the symbol "WHAI" and that our Board of Directors
had unanimously approved a forward stock split. In addition, under Item 7, we
filed as an exhibit, an amendment to our Articles of Incorporation regarding the
forward stock split.



                                   SIGNATURES*

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                         WORLD HEALTH ALTERNATIVES, INC.
                                  (Registrant)


January 20, 2003


/s/ Edward G. Siceloff
Edward G. Sicleoff, President, Chief Executive Officer, Chief Financial Officer,
and Principal Accounting Officer


                                      -13-



CERTIFICATION ACCOMPANYING PERIODIC REPORT PURSUANT TO SECTION 302 OF THE
SARBANES-OXLEY ACT OF 2002

I, Edward G. Siceloff, certify that:

1. I have reviewed this amended quarterly report on Form 10-QSB/A of World
Health Alternatives, Inc.;

2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of World
Health Alternatives, Inc. as of, and for, the periods presented in this
quarterly report.

4. I am responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for World Health
Alternatives, Inc. and have:
a) designed such disclosure controls and procedures to ensure that material
information relating to World Health Alternatives, Inc., including its
consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this quarterly report is being prepared;
b) evaluated the effectiveness of World Health Alternatives, Inc.'s disclosure
controls and procedures as of a date within 90 days prior to the filing date of
this quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report our conclusions about the effectiveness of
the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;

5. I have disclosed, based on my most recent evaluation, to World Health
Alternatives, Inc.'s auditors and the audit committee of World Health
Alternatives, Inc.'s board of directors (or persons performing the equivalent
functions):
a) all significant deficiencies in the design or operation of internal controls
which could adversely affect World Health Alternatives, Inc.'s ability to
record, process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in World Health Alternatives, Inc.'s
internal controls; and

6. I have indicated in this quarterly report whether there were significant
changes in internal controls or in other factors that could significantly affect
internal controls subsequent to the date of our most recent evaluation,
including any corrective actions with regard to significant deficiencies and
material weaknesses.


Date: January 20, 2003

/s/Edward G. Siceloff
Edward G. Siceloff
President, Chief Executive Officer, Chief Financial Officer, and Principal
Accounting Officer



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