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

                                   FORM 10-QSB

  [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2003

                                       OR

  [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM _____ TO _____

                        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                       (I.R.S. Employer
 of incorporation or organization)                   Identification No.)

             300 Penn Center Boulevard, Suite 201
                 Pittsburgh, Pennsylvania                  15235
          (Address of principal executive offices)       (Zip Code)

                                  412-829-7800
              (Registrant's telephone number, including area code)

                                 Not applicable
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)

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. Yes [X]   No [ ]

As of August 12, 2003, there were 40,513,900 shares of the registrant's common
stock outstanding.

Transitional Small Business Disclosure Format:  Yes [ ]   No [X]


                                       1
World Health Alternatives, Inc. and Subsidiary

                                      INDEX

Part I. Financial Information

Item 1. Consolidated Financial Statements and Notes to
Consolidated Financial Statements                                   3

Item 2. Plan of Operations and Management's Discussion and
Analysis of Financial Condition and Results of Operations           4

Item 3. Controls and Procedures                                    15


Part II. Other Information

Item 1. Legal Proceedings                                          16

Item 2. Changes in Securities                                      16

Item 3. Defaults upon Senior Securities                            16

Item 4. Submission of Matters to a Vote of Security Holders        16

Item 5. Other Information                                          16

Item 6. Exhibits and Reports on Form 8-K                           16


                                       2
PART I. FINANCIAL INFORMATION



                         WORLD HEALTH ALTERNATIVES, INC.

                         CONDENSED FINANCIAL STATEMENTS

                     FOR THE SIX MONTHS ENDED JUNE 30, 2003
                                   (UNAUDITED)


                                TABLE OF CONTENTS

Condensed Financial Statements:

     Condensed Balance Sheets at June 30, 2003 (Unaudited)
       and December 31, 2002 (Audited).......................................1

     Condensed Statements of Income for the three and six
       months ended June 30, 2003 and 2002 (Unaudited).......................2

     Condensed Statement of Changes in Shareholders' Equity
       (deficit) for the six months ended June 30, 2003 (Unaudited)..........3

     Condensed Statements of Cash Flows for the six months
       ended June 30, 2003 and 2002 (Unaudited)..............................4

Notes to Condensed Financial Statements......................................5


                                       3
WORLD HEALTH ALTERNATIVES, INC.
CONDENSED BALANCE SHEETS
JUNE 30, 2003 (UNAUDITED) AND DECEMBER 31, 2002 (AUDITED)

                                                       June 30,       December 31,
                                                         2003             2002*
                                                   --------------    --------------
                                     ASSETS
Current assets:
   Cash                                            $       38,374    $       64,864
   Accounts receivable                                    158,708           157,957
                                                   --------------    --------------
        Total current assets                              197,082           222,821
                                                   --------------    --------------

Property, plant and equipment, net                         59,446            43,360

Non-current assets:
   Other current assets                                    29,304               515
                                                   --------------    --------------

        Total assets                               $      285,832    $      266,696
                                                   ==============    ==============

                      LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
   Accounts payable                                $        6,150    $       38,720
   Accrued liabilities                                     93,646            40,222
   Loan Related Party                                      96,350               -
   Income taxes payable                                       -              27,000
                                                   --------------    --------------
        Total current liabilities                         196,146           105,942
                                                   --------------    --------------
Long Term Liabilities:
   Note Payable                                           250,000               -
                                                   --------------    --------------
        Total long term liabilities                       250,000               -
                                                   --------------    --------------

Commitments and contingencies

Shareholders' equity (deficit):
   Preferred stock, $.0001 par value,
     100,000,000 shares authorized, none
     issued and outstanding                                   -                 -
   Common stock,  $.0001 par value,
     200,000,000 shares authorized;
   39,332,900 and 33,000,000 shares issued
     and outstanding, respectively                          3,933             3,300
   Additional paid in capital                              92,300            12,558
   Retained earnings (deficit)                           (256,547)          144,896
                                                   --------------    --------------
        Total shareholders' equity (deficit)             (160,314)          160,754
                                                   --------------    --------------

        Total liabilities and shareholders'
          equity (deficit)                         $      285,832    $      266,696
                                                   ==============    ==============

*The balance sheet at December 31, 2002 has been derived from the audited
financial statements at that date but does not include all of the information
and footnotes required by generally accepted accounting principles for complete
financial statements.

                 See accompanying notes to financial statements
                                      F-1




WORLD HEALTH ALTERNATIVES, INC.
CONDENSED STATEMENT OF OPERATIONS
FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2003 AND 2002
(UNAUDITED)

                                           Three months ended            Six months ended
                                                June 30,                     June 30,
                                           2003          2002           2003          2002
                                       ------------  ------------   ------------  ------------
Sales                                  $    842,352  $    674,423   $  1,785,239  $  1,301,497
Cost of sales                               510,038       438,505      1,135,647       832,307
                                       ------------  ------------   ------------  ------------
Gross profit                                332,314       235,918        649,592       469,190
Selling, marketing, warehouse
  and administrative expenses               327,973       183,225      1,007,380       433,288
                                       ------------  ------------   ------------  ------------

Operating income n(loss)                      4,341        52,693       (357,788)       35,902
Other income (expense):
   Interest expense                         (37,787)      (15,404)       (70,787)      (34,220)
   Interest income                               19           309            132           831
                                       ------------  ------------   ------------  ------------

        Total other income (expense)        (37,768)      (15,095)       (70,655)      (33,389)
                                       ------------  ------------   ------------  ------------
Income (loss) before income taxes           (33,427)       37,598       (428,443)        2,513
                                       ------------  ------------   ------------  ------------

Income tax provision                         27,000           -           27,000           -
                                       ------------  ------------   ------------  ------------
Net income loss                        $     (6,427) $     37,598   $   (401,443) $      2,513
                                       ============  ============   ============  ============
Net income loss per share - basic
  and diluted                          $      (0.00) $       0.00   $      (0.01) $       0.00
                                       ============  ============   ============  ============
Weighted average number of shares
  - basic and diluted                    38,986,704    33,000,000     38,909,046    33,000,000
                                       ============  ============   ============  ============

          See the accompanying notes to condensed financial statements
                                      F-2




WORLD HEALTH ALTERNATIVES, INC.
CONDENSED STATEMENT OF CHANGES IN SHAREHOLDERS'EQUITY DEFICIT
FOR THE SIX MONTHS ENDED JUNE 30, 2003
(UNAUDITED)

                                                                            Retained
                                          Common Stock       Additional     Earnings
                                      Shares      Amount   Paid-in Capital  (Deficit)    Total
                                   ------------  --------  ---------------  ---------  ---------
Balance, December 31, 2002           33,000,000  $  3,300       12,558      $ 144,896  $ 160,754

Common stock issued in
  share exchange                      4,725,400       473         (473)           -          -

Common stock issued for services      3,357,500       335      167,540            -      167,875

Common stock cancelled               (1,750,000)     (175)     (87,325)           -      (87,500)

Net loss - June 30, 2003                    -         -            -         (401,443)  (401,443)
                                   ------------  --------  ---------------  ---------  ---------

Balance, June 30, 2003               39,332,900  $  3,933       92,300       (256,547) $(160,314)
                                   ============  ========  ===============  =========  =========

            See accompanying notes to condensed financial statements
                                      F-3



WORLD HEALTH ALTERNATIVES, INC.
CONDENSED STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 2003 AND 2002
(UNAUDITED)

                                             2003            2002
                                         -----------     -----------
Cash flows from operating activities:
   Net income                            $  (401,443)    $     2,513
   Adjustments to reconcile net income
     to net cash used in operating
     activities:
        Depreciation of property,
         plant and equipment                   8,366           6,842
        Stock issued for services             80,375             -
        (Increase) decrease in:
           Accounts receivable                  (751)          2,911
           Other current assets              (28,789)          1,531
        Increase (decrease) in:
           Accounts payable                  (32,570)          7,734
           Accrued liabilities                53,424           9,849
           Income taxes payable              (27,000)         (6,737)
                                         -----------     -----------
Net cash provided by (used in)
  operating activities                      (348,388)         24,643
                                         -----------     -----------
Cash flows from investing activities:
   Purchases of property, plant
     and equipment                           (24,452)        (16,112)
                                         -----------     -----------
Cash flows from financing activities:
   Proceeds from note payable                250,000             -
   Loan proceeds, related party               96,350          35,200
                                         -----------     -----------
Net cash provided by financing activities    346,350          35,200
                                         -----------     -----------
Net increase (decrease) in cash and
  cash equivalents                           (26,490)         43,731
Cash and cash equivalents,
  beginning of year                           64,864           5,802
                                         -----------     -----------
Cash and cash equivalents,
  end of year                            $    38,374     $    49,533
                                         ===========     ===========

Supplementary disclosure of cash
activities:

   Cash paid for interest                $    70,787     $    34,220
                                         ===========     ===========
   Cash paid for income taxes            $       -       $       -
   Cancelled common stock                $    87,500     $       -
                                         ===========     ===========


            See accompanying notes to condensed financial statements
                                      F-4





WORLD HEALTH ALTERNATIVES, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS

NOTE 1 - BASIS OF PRESENTATION

The accompanying unaudited condensed financial statements of World Health
Alternatives, Inc. (the "Company") have been prepared in accordance with
generally accepted accounting principles for interim financial information and
Regulation S-B. Accordingly, they do not include all of the information and
footnotes required for complete financial statements.

In the opinion of management, all adjustments (consisting of normal recurring
adjustments) considered necessary for a fair presentation of the results for the
interim periods presented have been included.

These results have been determined on the basis of generally accepted accounting
principles and practices applied consistently with those used in the preparation
of the Company's Annual Financial Statements for the year ended December 31,
2002. Operating results for the three and six months ended June 30, 2003 are not
necessarily indicative of the results that maybe expected for the year ending
December 31, 2003.

It is recommended that the accompanying condensed financial statements be read
in conjunction with the financial statements and notes for the year ended
December 31, 2002, found in the Company's Form 10-KSB and Form 8-K.

NOTE 2 - RELATED PARTY LOAN

In the second quarter of 2003, a significant shareholder loaned the company
$96,350 to fund operations. The loan is non-interest bearing and has no formal
terms of repayment.

NOTE 3 - ACQUISITION OF BETTER SOLUTIONS, INC.

On February 20, 2003, the Company completed the acquisition of 100% of the
outstanding common stock of Better Solutions, Inc. in exchange for 33,000,000
newly issued shares of our common stock. For accounting purposes, the
acquisition was treated as a recapitalization of the Company. The value of the
net assets of the Companies after the acquisition was completed is the same as
their historic book value.

NOTE 4 - NOTE PAYABLE

On January 8, 2003, the Company entered into a promissory note agreement with
PNC Bank providing for a $250,000 revolving line of credit. Under the terms of
the agreement, the Company is required to pay a 6.25% per annum interest rate on
any unpaid principal balance. The note matures on January 8, 2005 and is secured
by the personal property of the two majority shareholders of the Company.

NOTE 5 - COMMON STOCK

During the six month period ending June 30, 2003, the Company issued 3,357,500
shares of common stock to consultants and attorneys. The Company valued the
shares at $0.05 per share and recorded stock based compensation of $167,875. The
Company then cancelled 1,750,000 shares of common stock issued to a consultant,
valued at $0.05 per share and recorded an adjustment to stock based compensation
of $87,500.

                                      F-5



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

The following is a discussion and analysis of a) our former and future Plan of
Operations pertaining to our website advertising business; and b) financial
condition and results of operations pertaining to our medical staffing business
which should be read in conjunction with our financial statements and related
notes appearing in this Form 10-QSB.

For purposes of this Management's Discussion and Analysis and Plan of
Operations, the words "we" or "our" or "the Company" refer to World Health
Alternatives, Inc. and its wholly owned subsidiary, Better Solutions, Inc. This
discussion and analysis contains forward-looking statements based on our current
expectations, assumptions, estimates and projections overview. The words or
phrases "believe," "expect," "may," "should," "anticipates," 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 pertaining to our
medical staffing and website advertising businesses, including those risk
factors contained in our Post Effective Registration Statement which may be
reviewed at www.sec.gov.



PLAN OF OPERATIONS PERTAINING TO OUR WEBSITE ADVERTISING BUSINESS

OUR FORMER AND FUTURE PLAN OF OPERATIONS PERTAINING TO OUR WEBSITE
From our inception until April 17, 2003, our Plan of Operations was to develop
our website based business of selling nutritional and related products. As
indicated below, we have modified our business and Plan of Operations to sell
website based advertising for companies involved in various markets, including
nutritional products such as vitamins, herbs, amino acids and minerals,
homeopathic products, sports clothing and equipment, organic and low
carbohydrate foods, and candles, incense, and aromatherapy products. We have
discontinued the sale of nutritional and related products.

Our Former Plan of Operations for Website Product Sales until April 17, 2003.

We had planned to accomplish the following aspects of our Plan of Operations as
indicated below in (1) - (8). We have also indicated below in (1) - (8), what
has been and what has not been accomplished with our former Plan of Operations,
the amount of funds which we devoted to each step, and why we failed to
accomplish a specific step in our former plan:

(1) Enter into Agreements with Suppliers
Throughout our Plan of Operations, in order to select product suppliers, we had
planned to conduct Internet research and review various nutritional wholesaler
publications. Based on this research, we had planned to contact various
companies and make supplier selections based upon cost, delivery requirements,
and product selection. We had also planned to purchase wholesale catalogues and
discuss with company representatives pertinent factors such as product
availability, quality, selection, and delivery. There was no cost affiliated
with this aspect of our Plan of Operations.

                                       4


We entered into agreements with four suppliers of products for our initial
website. During approximately March of 2002, we entered into verbal agreements
with Con Yeager Spice Company and Frontier Herb Co-Op to furnish us with
products on a per order basis. We also entered into written agreements with
Global HealthTrax, Inc. and EcoQuest International to furnish us with products
on an as-needed basis. We entered into a written agreement with EcoQuest
International, Inc. on April 8, 2002 and our former president entered into a
written agreement with Global HealthTrax, Inc. on October 10, 2001, which was
assigned to us on April 25, 2002.

We did not enter into agreements with any suppliers other than Con Yeager Spice
Company, Frontier Herb Co-Op, Global HealthTrax, Inc. and EcoQuest International
because (a) we did not have any customer orders; and (b) many suppliers required
that we agree to purchase a minimum amount of their products which we were not
able to accommodate or produce.

(2) Update Design, Graphics and Functional Aspects of Website
We had planned to update the design, graphics and functional aspects of our
website on an ongoing and continual basis. To accomplish this planned step in
our Plan of Operations, we planned to hire website consultants at an estimated
cost of $3,500. During early 2002, we had spent $3,800 to develop our initial
website and design, plus an additional $1,150 for further development; however,
we have not spent any funds to update our website since that time. We originally
planned to complete this aspect of our Plan of Operations by late January 2003;
however, in March 2003, we stated that we did not anticipate completing this
aspect until July 2003. We had contacted website consulting companies and
received quotations to update and maintain certain functional components of our
website; however, we did not complete this part of the Plan of Operations
because at the time we did not have adequate cash flow to cover the expense
associated with the updating and maintenance of the website.

(3) Advertise our Website
We had planned to seek low cost advertising of $50 to $150 per month through
local publications such as local newspapers. We stated that we would begin this
advertising in March 2003. We failed to accomplish anything regarding this
planned step, and we did not place any advertisements. The reason that we failed
to place such advertisements was our lack of financial resources to do so.

(4) Incentives to Our Existing Customers
We had planned to provide incentives to customers, such as free bottles of
vitamins or discounts on products based on ordering a monthly supply of a
product on an annual basis. We had planned to complete this aspect of our Plan
of Operations by June 2002, but this was further delayed because we had not
generated any revenues. We then anticipated that we would begin offering such
incentives in March 2003, if we had revenues at that time. We failed to
accomplish any aspect of this planned step because we never generated sufficient
revenues or established a sufficient customer base to develop such secondary
marketing efforts, upon which our accomplishment of this step was contingent.

                                       5


(5) Establish Database of Specific Product Ingredients, Benefits, and Harmful
Effects
We had planned 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. We had
planned to begin this planned aspect in February 2003 and continue throughout
our Plan of Operations. The cost affiliated with this former planned aspect of
our Plan of Operations is related to the $3,500 cost for hiring website
consultants to implement and organize such information into our website. Our
former President conducted Internet research on specific product ingredients,
benefits, and harmful effects; however, no steps were completed to make that
information available through the website nor were any funds spent for this
specific purpose. The reason our management did not accomplish everything
regarding this planned step is that we did not have the funds to do so.

(6) Establish Database of General Articles of Interest
We had planned to establish a database of general articles of interest
pertaining to vitamins, minerals, herbs, spices, homeopathy, and aromatherapy.
We had planned to commence this aspect of our Plan of Operations in June 2002;
however, this step had been further delayed until March 2003. Our former
President had conducted Internet research from which he collected articles to be
included; however, his research was more time consuming than originally
anticipated and he failed to establish a sufficient number of articles that
would provide a basis for a database of articles. The cost affiliated with this
planned aspect was part of the expected $3,500 to hire website consultants. We
have spent no funds to establish this database, and did not have sufficient
funds to do so.

(7) Viral Marketing
We had planned to conduct viral marketing, which would have involved an equal
exchange of like advertising services between us and other websites. We
originally planned to commence this aspect of our Plan of Operations in July
2002, but this planned aspect was further delayed to April 2003, due to our
inability to accomplish other aspects of our Plan of Operations. We did not
anticipate any cost with this planned aspect. Former management failed to
accomplish any aspect of this planned step in our Plan of Operations.

(8) Introduce our Homoeopathic Product Line
We had planned to attempt to establish agreements with suppliers of homeopathic
products and to offer these homeopathic 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 had been delayed until an anticipated date of
May 2003 or until such time that we completed the updating of our website. We
did not anticipate any direct costs affiliated with this aspect of our Plan of
Operations; however, since it was contingent upon updating our website, which
would have cost $3,500 for website consultants, we would have had indirect costs
affiliated with this step. Nonetheless, we failed to accomplish any aspect of
this planned step in our Plan of Operations.

                                       6


Why We Discontinued Product Sales on Our Website
Our current President, Richard E. McDonald, had conducted an initial evaluation
of the website product sales operation during December of 2002 when he was
negotiating with our then President, Mr. Siceloff, regarding our possible
acquisition of Better Solutions, Inc. At that time, our new President had not
completed an exhaustive evaluation of our website operations, and he anticipated
that we would continue to sell the same products which had been offered on our
website; however, after he conducted a thorough evaluation of the website
operations in March 2003, we decided to discontinue the website product sales
business.

Our Current Website Advertising Business
We plan to take none of our originally planned steps which had been directed
towards the sale of the approximately 1,500 nutritional and related products.
After reviewing the market conditions, cash flow and possible liability
associated with the sale of these products, we have decided to transform the
website into a hosting site for advertising within various markets, including
nutritional products such as vitamins, herbs, amino acids and minerals,
homeopathic products, sports clothing and equipment, organic and low
carbohydrate foods, and candles, incense, and aromatherapy products. We will
offer advertisement space for companies that offer these products for sale. We
will continue to maintain the domain name, www.worldhealthalternatives.com. We
determined that, although the market for these products is strong and emerging,
it carries too much potential liability for the direct sale of the products
themselves. A more conservative and less litigious route would be to aid other
companies in the direct distribution of these products by way of advertising
their sites on our website and helping drive traffic to their web sites.

Our Plan of Operations for our Website Advertising Business
Current management plans to attempt to locate companies that will purchase
advertising on our website for a monthly fee in the following product
categories: nutritional products, such as vitamins, herbs, amino acids and
minerals; homeopathic products; sports clothing and equipment; organic and low
carbohydrate foods; and candles, incense, and aromatherapy products. Because our
clients will be charged a flat fee per month based on the length of their
agreement and the size of their advertisement, our fees will be similar to print
or newspaper advertising. We anticipate charging between $65 to $120 per month
to be featured on our website. We believe that our advertising based business
will eliminate or vastly reduce the potential liability associated with selling
these products directly, but still allow us to do business in these popular
markets. Current management plans to organize the new website in such a way to
categorize different aspects within the various product lines to make it easy
for a consumer to be directed to a supplier or retailer that specializes in the
products they are searching for and also to help potential consumers gather and
research information on these products.

                                       7


From May 2003 to August 7, 2003, we accomplished the following in our website
advertising business related Plan of Operations:

From February 2003 to May 2003, Richard E. McDonald, our President spent
approximately 5 hours per week supervising the development of our renovated
website.

May 2003
Design of Website
Our healthcare staffing business has an in-house graphic designer who completed
the design of our renovated advertising website. We completed the new design of
our website in June of 2003 and made the site functional in July of 2003. Our
President and graphic designer will continuously evaluate the design of our
website and our graphic designer will update the design based on that
evaluation. Most of the content for our website will be derived from the actual
advertisements submitted to us by our clients. We will be providing the website
folder for our advertising clients to put their content material in, and our
programmers and web hosting company will be incorporating the advertisement into
the folder.

May 2003
Website Hosting and Maintenance
We contacted several web hosting and maintenance companies to host and maintain
our website for our advertising based business. On May 1, 2003, we began using
the services of Internic.com for our web posting and maintenance on a month to
month basis, at a cost of $19.95 per month. We do not have a written agreement
with Internic.com, nor are we required to do so to obtain their services.
Internic advertises and lists our website through 57 different search engines
and regularly updates and maintains the listing. We also entered into an
agreement with Infranet in May 2003 to provide the actual web hosting for the
website. We pay Infranet $297 every 3 months for the hosting service.

May 2003
Website Sales Brochure
Our sales presentation consists of a tri-fold brochure which can be requested on
our website or by calling our corporate office. The brochure is available in
both electronic and print formats. The brochure describes our services and
illustrates the advertising costs as well as our contract terms. Richard E.
McDonald, our President, completed the narrative content for the brochure in May
of 2003. In May of 2003, our graphic designer completed the final design of the
brochure. Because our employees accomplished the design and content of the
brochure, we did not have any material costs associated with this step in our
Plan of Operations.

June 2003
Advertisement Sales
During June of 2003, we began offering our advertising services for placement of
advertising on our website. We placed our first customer advertisement on our
website on July 31, 2003. In June 2003, we began using four of our sales
representatives that sell our healthcare staffing services to offer our website
advertising services, each of which spends approximately four hours per week to
offer these advertising services and to call upon our healthcare related
database of clients to obtain possible sales leads. Sales representatives are
compensated strictly on a 4% commission of the gross sales amount. We also plan
to contact similar suppliers and distributors of the former operating website to
offer our advertising services.

                                       8


June 2003
Advertising our Services and Increase Website Traffic
On June 30, 2003, we ceased negotiations of our proposed agreement with Ultimate
Promotion.com to list our website name on search engines. We were able to avoid
this expense by adding the additional service through Internic, who currently
lists our website name and address on 57 search engines. The additional cost to
be listed in all search engines was only $99.00 per year and was a substantial
savings compared to Ultimate Promotion.com's proposed services.

June 2003 - July 2003
Transformation of our Website into an Advertising Business
During June and July 2003, we transformed our website at www.worldhealth
alternatives.com into an advertising business. Our website became operational
on July 31, 2003. We used the services of Charactersink.com to accomplish this
transformation in accordance with our written agreement with Charactersink.com
dated May 1, 2003. Our total cost of the services of Charactersink was $1,400.

On July 1, 2003, we appointed Andy Harmon, one of our existing medical staffing
employees, to be the manager of our website advertising business. Mr. Harmon
will spend approximately five hours per week to oversee our website operations.
Mr. McDonald will no longer spend 5 hours per week on our website advertising
business, but instead will oversee Mr. Harmon's responsibilities in connection
with this business. Mr. McDonald will spend 2 hours per month on our website
operations. Mr. Harmon is currently an employee of our subsidiary, Better
Solutions, Inc. Mr. Harmon is responsible for:
     o    Overseeing the sales presentations of our sales representatives;
     o    Continually modifying the sales presentations to make necessary
          improvements;
     o    Reviewing possible agreements and services of website consultants and
          advertisers to promote our website advertising business; and
     o    Continually reviewing and evaluating our website content and design to
          make any necessary improvements.

We plan to do the following in our Plan of Operations over the 12 month period
from August 2003 through August 2004:

Continued Advertising Sales Efforts
From August 2003 through August 2004, we will attempt to obtain additional
advertising customers through our sales representatives and increase the number
of banner advertisements and other advertisements for the website. We will also
attempt to extend or renew our existing contracts with our website advertising
clients. We plan to attempt to cross sell our advertising services to our
existing medical staffing clients.

Increased Sales Effort
During October of 2003, we plan to increase the number of hours per week each
salesperson works selling our website advertising from four hours per week to 10
hours per week. In November 2003, we plan to hire a full time sales person to
work exclusively on our website advertising sales business.

                                       9


Added Website Feature
During the period from October to December of 2003, we plan to add a feature to
our website that will enable users to post questions and/or concerns to our
advertising clients about using natural products and allow our advertisers to
respond. This feature will be in the form of a website bulletin board.

Website Evaluation
From December of 2003 until December 2004, our management will evaluate the
design and operational functions of our website. Our management will make
appropriate adjustments based on that evaluation and feedback obtained from our
website users, employees, and clients. We plan to conduct an evaluation of our
website every 6 months; however, beginning in December 2003, Andy Harmon, our
website manager, and Richard E. McDonald, our President, will have a monthly
meeting to evaluate the design and functional/operational aspects of the
website, and based on this evaluation make appropriate adjustments to the
website on an ongoing basis.

Advertising Our Website
On December 1, 2003, we plan to place advertisements to promote the advertising
services of our website. Mr. Harmon will oversee the placement of our
advertisements as well as their design. We plan to place these advertisements on
non-computer media such as print, radio and cable media to locate more diverse
types of users to our website. We plan to use local and national radio
advertising in 30 and 15 second spots and local cable channel advertising in
major cities in 30 and 60 second spots. We also plan to advertise in monthly
magazines such as sports and health related publications. We plan to spend $7000
for advertisements from December 2003 through August 2004.

Database of Users/Visitors - Website Newsletter
During January of 2004, we plan to develop an email mailing list of users and
visitors to our website in order to offer a direct email newsletter. We plan to
distribute this newsletter in electronic format starting February 1, 2004, The
newsletter will be free to users but we plan to charge our clients and/or other
advertisers for space within the newsletter. The newsletter advertising space
will be priced similar to our website advertising space fees. Andy Harmon will
be responsible for drafting the newsletter which will contain information
pertaining to new client listings, background information that we will write in
the form of a news article on our clients , improvements to the website, and new
additions or features that may be added to the website from time to time.

Offering Additional Modes of Advertising to Existing and Prospective Clients
During February 2004, we plan to offer for sale additional types of advertising
for the newsletter as well as other direct marketing materials that can be sent
to the database of newsletter subscribers. We will sell column inches of
advertising space in the website newsletter to our clients at the rate of $55
per inch. We also plan to sell the database as a direct mail list of known
health care products to our clients so they can send an exclusive advertisement
brochure of their own to the clients. The cost of this program will be based on
the size of the database at the time of the direct mailing and will be priced at
15 cents per address plus printing costs. The client would provide their full
brochure or advertisement in any format to be delivered to our mailing list of
users. We will not have to accomplish any design or development of the
advertisements since our clients will provide all copy. Andy Harmon will develop
the design of the newsletter. Our current sales force will sell the newsletter
and no additional sales force or expense will be incurred as a result.

                                       10


Comment/Rating Feature to Website
June 2004 - We plan to develop a "comment" section for the website in which
users can review other users' comments pertaining to experiences with listed
advertisers and suppliers and enable users to generate a quality rating. Once we
accumulate fifty responses we will post the rating based on the consumer's
feedback.

Expanding Search Feature
July 2004 - We will expand and develop the search feature enabling users to
search advertisers by specific product ingredients, product name, manufacturer,
comment rating, product use or related keywords. Mr. Harmon will be responsible
for developing this search feature.

Additional Sales Efforts
Between April and May of 2004, we plan to add an additional sales person to the
website that will spend approximately  40  hours per week attempting to sell
website advertising.

Marketing Evaluation
Between June and August of 2004, our President and Mr. Harmon will re-evaluate
our marketing program and material for website and make adjustments based on
client demand, Internet related trends, and user feedback.

Estimated Expenses of our Website Advertising Business and Ability to Meet Those
Expenses
We believe that our cash balance of $38,374 as of June 30, 2003, together with
our existing credit lines totaling $500,000, and expected future cash flows from
our operating activities in the medical staffing business based on past cash
flow, will be sufficient for us to meet our estimated website advertising
related expenses of approximately $8,526 (excluding any salary or commission
related expenses), as well as to provide us with funds for working capital,
anticipated capital expenditures and other needs for at least the next 12 months
at our current growth rate. No assurance can be given, however, that this will
be the case. In the longer term, we may require additional equity and debt
financing to meet our working capital needs, or to fund our acquisition
activities and increased growth if any. There can be no assurance that
additional financing will be available when required or, if available, will be
available on satisfactory terms.

                                       11
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF
OPERATIONS PERTAINING TO OUR MEDICAL STAFFING BUSINESS

RESULTS OF OPERATIONS
Since February 20, 2003, as a result of our acquisition of Better Solutions,
Inc., we operate a medical staffing business under the name MedTech which
provides staffing services to hospitals and other healthcare related facilities.
Our clients' staffing needs include nurses, pharmacists, medical technicians,
and physicians. The following management's discussion of our financial condition
and results of operations pertains solely to our medical staffing business.

Three Months Ended June 30, 2003 and 2002

Sales. Sales for the three months ended June 30, 2003 increased by 25% to
$842,352 from $674,423 for the three months ended June 30, 2002. The increase
was due to revenue generated by new offices opened in Cleveland, Ohio and Boca
Raton, Florida which began generating hourly consulting service revenue in
November 2002 and January 2003, respectively.

Gross Profit. Gross profit is total revenues less cost of revenues. Gross profit
excludes general corporate expenses, finance expenses and income tax. For the
three months ended June 30, 2003 and 2002, respectively, our gross profit was
$332,314 and $235,918, which represented a 41% increase. The increase in gross
profit is due to the increased levels of revenues and additional permanent
placement fees received in the current quarter. Gross profit as a percentage of
sales increased to 39.5% for the three months ended June 30, 2003 from 35.0% for
the three months ended June 30, 2002. The 4.5% increase of gross profit as a
percentage of revenue is attributable to additional permanent placement fees
received in the current quarter.

Selling, Marketing and Administrative Expenses. Selling, marketing and
administrative expenses increased to $327,973 from $183,225 for the three months
ended June 30, 2003 and 2002, respectively, representing a 79% increase in these
expenses. The majority of this increase was due to $140,219 of operating costs
at our new offices in Cleveland, Ohio and Boca Raton, Florida.

Operating Income. Operating income decreased to $4,341 from $52,693 for the
three months ended June 30, 2003 and 2002, respectively. This 92% decrease in
our operating income is a direct result of our increased expenses discussed
above.

Interest Expense. Interest expense increased to $37,787 from $15,404 for the
three months ended June 30, 2003 and 2002, respectively. This 145% increase in
interest expense is due to: (a) additional use of a factoring arrangement to
fund our operations; and (b) borrowings on our line of credit during the current
quarter ended June 30, 2003.

                                       12


No federal or state income tax has been provided for the three months ended June
30, 2003 due to the current period loss. On January 1, 2002, Better Solutions,
Inc., with the consent of its shareholders, elected to be an S corporation under
the Internal Revenue Code. In lieu of corporation income taxes, the stockholders
of an S Corporation are taxed on their proportionate share of that corporation's
taxable income. Therefore, no provision for income taxes was made for the three
months ended June 30, 2002. The S Corporation election by Better Solutions, Inc.
ceased when it was acquired by the Company.

Six Months Ended June 30, 2003 and 2002

Sales. Sales for the six months ended June 30, 2003 increased by 37% to
$1,785,239 from $1,301,497 for the six months ended June 30, 2002. The increase
was primarily due to revenue generated by new offices opened in Cleveland, Ohio
and Boca Raton, Florida.

Gross Profit. Gross profit is total revenues less cost of revenues. Gross profit
excludes general corporate expenses, finance expenses and income tax. For the
six months ended June 30, 2003 and 2002, respectively, our gross profit was
$649,592 and $469,190, which represented a 38% increase. The increase in gross
profit is due to the increased levels of revenues and additional permanent
placement fees received in the current quarter. Gross profit as a percentage of
sales increased to 36.4% for the six months ended June 30, 2003 from 36.1% for
the six months ended June 30, 2002. The 0.3% increase of gross profit as a
percentage of revenue is attributable to additional permanent placement fees
received in the current six-month period partially offset by additional
negotiated contracts in the current six-month period, which are at a lower
margin.

Selling, Marketing and Administrative Expenses. Selling, marketing and
administrative expenses increased to $1,007,381 from $433,288 for the six months
ended June 30, 2003 and 2002, respectively, representing a 132% increase in
these expenses. The majority of this increase was due to $314,435 of operating
costs at our new offices in Cleveland, Ohio and Boca Raton, Florida.
Additionally, we incurred approximately $130,000 of legal and accounting related
expenses associated with our acquisition of Better Solutions and approximately
$80,000 of legal and accounting costs associated with the Better Solutions, Inc.
acquisition and related Securities and Exchange Commission filings. The
remaining $50,000 increase in selling, marketing and administrative expenses was
due to additional overhead costs associated with operating our existing
business.

Operating Income/(Loss). The $357,789 operating loss in the six months ended
June 30, 2003 compared to a $35,902 operating income for the six-months ended
June 30, 2002, which represents a $321,887 operating loss increase, is a direct
result of our increased expenses discussed above.

                                       13


Interest Expense. Interest expense increased to $70,787 from $34,220 for the six
months ended June 30, 2003 and 2002, respectively. This 107% increase in
interest expense is due to: (a) additional use of a factoring arrangement to
fund our operations; and (b) borrowings on our line of credit during the current
six-month period ended June 30, 2003.

No federal or state income tax has been provided for the six months ended June
30, 2003 due to the current period loss. On January 1, 2002, Better Solutions,
Inc., with the consent of its shareholders, elected to be an S corporation under
the Internal Revenue Code. In lieu of corporation income taxes, the stockholders
of an S Corporation are taxed on their proportionate share of that corporation's
taxable income. Therefore, no provision for income taxes was made for the six
months ended June 30, 2002. The S Corporation election by Better Solutions, Inc.
ceased when it was acquired by the Company.

Liquidity and Capital Resources

Cash decreased by $26,490 to $38,374 from $64,864 for the six months ended June
30, 2003 and 2002. The decrease in cash during the first six months of 2003 is
attributable to cash outflows from operations of $348,388 and $24,452 of cash
outflows associated with investing activities. These cash outflows were
partially offset by $346,350 of cash inflows from financing activities.

Cash used by operating activities totaled $348,388 in the six months ended June
30, 2003. Cash outflows included the $428,443 loss, a $28,789 increase in other
current assets due to rental deposits required at the newly opened Cleveland,
Ohio and Boca Raton, Florida offices, and a $32,570 decrease in accounts
payable. These cash outflows were partially offset by cash inflows, including
$80,375 of stock issued for services, a $53,424 increase in accrued liabilities
due to the timing of the Corporation's payroll payments, and $8,366 of
depreciation.

Cash used by investing activities totaled $24,452 in the six months ended June
30, 2003 and related to the purchase of property, plant and equipment to furnish
the Company's two new offices.

Cash inflows from financing activities were due to net borrowings of $250,000 on
the line of credit and $96,350 of loan proceeds from a related party.

Cash increased by $43,731 to $49,533 from $5,802 during the six months ended
June 30, 2002.

The increase in cash during the first six months of 2002 is attributable to cash
inflows from operations of $24,643 and $35,200 of cash inflows associated with
financing activities. These cash inflows were partially offset by $16,112 of
cash outflows from investing activities.

                                       14


Cash provided by operating activities totaled $24,643 in the six months ended
June 30, 2002. Cash inflows included $2,513 of net income, a $2,911 decrease in
accounts receivable, a $1,531 decrease in other current assets, a $7,734
increase in accounts payable, a $9,849 increase in accrued liabilities, and
$6,842 of depreciation. These cash inflows were partially offset by a $6,737
reduction in income taxes payable.

Cash inflows from financing activities were due to $35,200 of loan proceeds from
a related party.

Cash used by investing activities totaled $16,112 in the six months ended June
30, 2002 and related to the purchase of property, plant and equipment for the
Pittsburgh, Pennsylvania operation.

ITEM 3. CONTROLS AND PROCEDURES
As of June 30, 2003, an evaluation was performed under the supervision and with
the participation of our management, including our Chief Executive Officer and
Principal Financial Officer, of the effectiveness of the design and operation of
our disclosure controls and procedures. Based on that evaluation, our
management, including our Chief Executive Officer and Principal Financial
Officer, concluded that our disclosure controls and procedures were effective as
of June 30, 2003. There have been no significant changes in our internal
controls or in other factors that could significantly affect internal controls
subsequent to June 30, 2003.

                                       15
PART II-- OTHER INFORMATION

ITEM 1. Legal Proceedings
We are subject to dispute and litigation in the ordinary course of our business.
None of these matters, in the opinion of our management, is material or likely
to result in a material effect on us based upon information available at this
time.

ITEM 2. Changes in Securities
Not Applicable

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(1)
3.1(i)   Amendment to Articles of Incorporation(4)
3.2      Bylaws(1)
3.3      Executed Agreement between us and Better Solutions(7)
3.4      Plan of Share Exchange/Articles of Share Exchange(5)
4.       Specimen Stock Certificate(1)
10.1     Agreement with Barry Gewin(2)
10.2     Agreement with Tommi Ferguson(2)
10.3     Agreement with Global Health Trax, Inc(1)
10.4     Global Health Trax Correspondence dated April 25, 2002(2)
10.5     Agreement with EcoQuest International(3)
10.6     Agreement with Amerisource Funding, Inc.(5)
10.7     Agreement with C. Dillow & Company, Inc.(5)
10.8     Agreement with McGrow Consulting(5)
10.9     Agreement with PNC Bank, N.A.(5)
10.10    Agreement with Media 1 Financial Group LLC and David Wood(5)
10.11    Agreement between Better Solutions, Inc. and Barry Gewin(5)
10.12    Agreement between Better Solutions, Inc. and Tommi Ferguson(5)
10.13    Real property Lease agreement between Penn Center Management
         Corporation and Better Solutions, Inc.(5)
10.14    Real Property Lease agreement between HQ Global Workplaces and
         us doing business as MedTech for Glades Road Center in Boca Raton,
         Florida.(5)
10.15    Real Property Lease agreement between HQ Global Workplaces and
         us doing business as MedTech for Cleveland Ohio, Bank One Center
         Offices(5)
10.16    Automobile Lease Agreement between Better Solutions, Inc. and GMAC(5)
10.17    Automobile Lease Agreement between Better Solutions, Inc. and BMW
         Financial Services(5)
10.18    Amended Agreement with David Wood and Media 1 Group, LLC(6)
31.1     Certification Pursuant To Section 302 of the Sarbanes-Oxley Act of 2002
31.2     Certification Pursuant To Section 302 of the Sarbanes-Oxley Act of 2002
32.1     Certification Pursuant To 18 U.S.C. Section 1350, As Adopted
         Pursuant To Section 906 of the Sarbanes-Oxley Act of 2002
32.2     Certification Pursuant To 18 U.S.C. Section 1350, As Adopted
         Pursuant To Section 906 of the Sarbanes-Oxley Act of 2002
------------------
(1) Denotes exhibits filed with our Registration Statement on Form SB-2 on March
        28, 2002 and incorporated herein by reference.
(2) Denotes exhibits filed with our Registration Statement on Form SB-2 on
        April 26, 2002 and incorporated herein by reference.
(3) Denotes exhibits filed with our Registration Statement on Form SB-2 on May
        24, 2002 and incorporated by herein reference.
(4) Denotes exhibits filed with our Post Effective Amendment to our Registration
        Statement on Form SB-2 on October 10, 2002 and incorporated herein by
        reference.
(5) Denotes exhibits filed with our Post Effective Amendment 4 to our
        Registration Statement on Form SB-2 on February 27, 2003 and
        incorporated herein by reference.
(6) Denotes exhibits filed with our Post Effective Amendment 5 to our
        Registration Statement on Form SB-2 on March 3, 2003 and incorporated
        herein by reference.
(7) Denotes exhibits filed with our Post Effective Amendment 6 to our
        Registration Statement on Form SB-2 on April 30, 2003 and incorporated
        herein by reference.

                                       16


We hereby incorporate the following additional documents by reference: (a) our
Registration Statement on Form SB-2 and all amendments thereto which was filed
on March 36, 2002, and amended on April 26, 2002, May 24, 2002, June 10, 2002,
and post-effectively amended on October 10, 2002, October 23, 2002, January 13,
2003, February 27, 2003, March 3, 2003, April 30, 2003, May 19, 2003, and on May
29, 2003; (b) our Forms 10-QSB for the periods ended March 31, 2002 which was
filed on September 3, 2002 and amended on September 30, 2002 and January 21,
2003, August 31, 2002 which was filed on October 23, 2003 and amended on January
21, 2003, November 30, 2002 which was filed on January 21, 2003, and March 31,
2003 which was filed on May 16, 2003; and (c) our Form 8-K filings made on
January 6, 2003 and on February 26, 2003.


(b)  Reports on Form 8-K

     We filed Form 8-K on April 2, 2003 and Form 8-K/A on April 17, 2003 to
disclose our change in fiscal year end from November 30 to December 31,
effective April 2, 2003.




                                   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.

                                                 By /s/Richard E. McDonald
                                                       Richard E. McDonald
                                  Chairman and Principal Financial Officer


                                                        By /s/Marc D. Roup
                                                              Marc D. Roup
                                      Chief Executive Officer and Director

                                                     Date: August 13, 2003



                                       17`