SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)

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

                For the quarterly period ended September 30, 2001

                                       OR

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934

              For the transition period from__________to__________.

                         Commission File Number 0-27929

                         WATERFORD STERLING CORPORATION
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

         Nevada                                          62-1655508
-------------------------------              -----------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

                    200 Knowles Avenue, Winter Park, FL 32789
                    -----------------------------------------
                    (Address of principal executive offices)

                                 (407) 622-2040
                            -------------------------
                           (Issuer's telephone number)

                                       N/A
              ----------------------------------------------------
              (Former name, former address and formal fiscal year,
                          if changed since last report)

         Check whether the issuer (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  twelve (12) months (or such shorter  period that the  Registrant  was
required  to file  such  reports)  and  (2)  has  been  subject  to such  filing
requirements for the past ninety (90) days. Yes X No

         As of  November  10,  2001,  20,887,815  shares of Common  Stock of the
issuer were outstanding.

<PAGE>
                             SKREEM.COM CORPORATION
                                   FORM 10-QSB

                                      INDEX
                                                                           Page
                                                                          ------
PART I - FINANCIAL INFORMATION

ITEM 1 .  Financial Statements

          Consolidated Balance Sheets as of September 30, 2001 .............. 3

          Consolidated Statements of Operations-for the three months
          and nine months ended September 30, 2001 and 2000 and from
          inception to September 2001........................................ 4

          Consolidated Statements of Cash Flows- for the nine months ended
          September 30, 2001 and 2000 and from inception to September
          30, 2001........................................................... 5

          Notes to Consolidated Financial Statements......................... 6

ITEM 2.  Management's Discussion and Analysis or Plan of Operations..........10


<PAGE>
                         WATERFORD STERLING CORPORATION
                         (A Development Stage Company)
                           CONSOLIDATED BALANCE SHEET
                               September 30, 2001

                                     ASSETS

CURRENT ASSETS:
  Cash                                                            $     4,243
  Prepaid expenses (Note 4)                                           116,345
                                                                    ----------
   Total current assets                                               120,588

EQUIPMENT:
  Office equipment                                                     40,761
  Accumulated depreciation                                            (17,825)
                                                                    ----------
                                                                       22,936
OTHER ASSETS:
  Prepaid expenses - long term (Note 4)                                14,802
  Organization costs net of amortization                                  437
                                                                    ----------
                                                                  $   158,763
                                                                    ==========
                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
  Accrued expenses                                                     13,703
  Notes payable - related parties (Note 6)                            339,467
                                                                    ----------
   Total current liabilities                                          353,170

STOCKHOLDERS EQUITY (Deficit):
  Common stock, par value $.01;
   authorized 30,000,0000 shares; issued
   and outstanding 20,887,815 shares                                  208,878
  Capital in excess of par                                          1,353,049
  Deficit accumulated during the
   development stage                                               (1,756,334)
                                                                   ----------
   Total stockholders' deficit                                       (194,407)
                                                                   ----------
                                                                  $   158,763
                                                                   ==========

                 See accompanying notes to financial statements


                                       3
<PAGE>
                         WATERFORD STERLING CORPORATION
                          (A Development Stage Company)
                      Consolidated Statements Of Operations
             For The Three Months Ended September 30, 2001 and 2000
              For The Nine Months Ended September 30, 2001 and 2000
           And May 17, 1989 (Date Of Inception) To September 30, 2001

<TABLE>

                                                                                                      Inception
                                           Three Months Ended              Nine Months Ended             To
                                       Sept. 30,      Sept. 30,        Sept. 30,       Sept. 30,      Sept. 30,
                                         2001           2000             2001             2000          2001
                                     ----------------------------     ----------      ----------     -----------
<S>                                  <C>              <C>              <C>            <C>            <C>
REVENUE:
 Sales of software                   $       -     $  606,234       $       -        $  651,234      $  652,458
 Sales of furniture                        221              -          77,370                 -          77,370
 Interest income                         1,922          6,098           5,946            23,157          56,890
                                     -----------    -----------     -----------       ----------      -----------
                                         2,143        612,332          83,316           674,391          786,718
COST AND EXPENSES:
 Cost of furniture sold                      -              -          70,072                 -           70,072
 Selling, general and
   administrative                       60,551        138,821         562,574           393,170        1,791,399
 Interest                                5,791              -          13,961               581           17,558
 Depreciation and
  amortization                           2,319          1,630           6,956             4,553           23,698
 Loss (gain) on sale of
 investments                                 -              -           9,825                 -            9,825
                                    ------------    -----------    ------------       ----------       ----------
  Total expenses                        68,661        140,451         663,388           398,304        1,912,552
                                    ------------    -----------    ------------       ----------       ----------

INCOME (LOSS) BEFORE
 EXTRAORDINARY ITEM                    (66,518)       471,881        (580,072)          276,087       (1,125,834)
                                    ------------    -----------    ------------       ----------       ----------

EXTRAORDINARY ITEM
 Non-temporary loss
 on securities                               -              -        (630,500)               -          (630,500)
                                    ------------    -----------    ------------     ------------      ------------
NET INCOME (LOSS)                     ( 66,518)       471,881      (1,210,572)         276,087        (1,756,334)

OTHER COMPREHENSIVE
 INCOME
   Unrealized gain on available
     for sale securities                     -        211,265         200,000          173,765                 -
                                    ------------    -----------    ------------     ------------      ------------
COMPREHENSIVE
INCOME (LOSS)                        $( 66,518)     $ 683,146     $(1,010,572)       $ 449,852       $(1,756,334)
                                    ============    ===========    ============     ============       ===========
Income (loss) per common share
 before extraordinary item           $       -      $     .03     $      (.03)       $    (.03)
Extraordinary loss per
 common share                                -              -            (.03)               -
                                    ------------    -----------    ------------    -------------
Net income ( loss)
 per common share                    $       -      $     .03     $      (.06)       $     (03)
                                    ============    ===========    ============    =============
Weighted average
 shares outstanding                 20,887,815       13,545,315      20,092,943       13,679,987
                                    ============    ===========    ============    =============
</TABLE>
                 See accompanying notes to financial statements

                                       4
<PAGE>


                         WATERFORD STERLING CORPORATION
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
              For The Nine Months Ended September 30, 2001 and 2000
             May 17, 1989 (date of Inception) To September 30, 2001
<TABLE>

                                                                            Inception
                                                                               To
                                                 Sept. 30,      Sept. 30,   Sept. 30,
                                                    2001          2000        2001
                                                ----------     -----------  ----------
<S>                                             <C>            <C>          <C>

 CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                    $(1,210,572)     $ 276,087   $(1,756,334)
  Adjustment to reconcile net loss to
  net cash used by operating activities:
  Loss on sale of investments                       9,824             -          9,824
  Depreciation and amortization                     7,096         4,553         18,325
  (Increase)in accounts receivable                     -         (8,615)             -
  Bad debt                                             -              -         12,074
  Decrease in prepaid expenses                    39,406              -         39,406
  Increase (decrease) in accounts payable        (53,134)         1,215         13,703
  Revenue in non-cash transaction                      -       (650,000)      (650,000)
  Nontemporary loss on securities                630,500              -        630,500
  Expenses paid and debts settled
   with common stock                             263,082              -        443,348
  Loss on exchange of notes receivable
   for prepaid rent                                    -              -         45,200
  Other expenses incurred in
   non-cash transactions                               -              -         44,248
                                                ----------      --------      --------
Net cash (Used) by operations                   (313,798)      (376,760)    (1,149,706)
                                                ----------      --------      --------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Sale of securities available for sale           59,676              -         59,676
  Issuance of notes receivable                         -        (62,075)      (290,733)
  Collections on notes receivable                      -         78,658         78,658
  Purchase of marketable securities                    -              -        (50,000)
  Purchase of equipment                                -        (13,359)       (40,761)
  Increase in organization costs                       -              -           (936)
                                                ----------      --------      --------
Net cash provided (used)
  by investing activities                         59,676          3,224       (244,096)
                                                ----------      --------      --------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from issuance of common
   stock for cash                                      -              -      1,009,344
  Loans from related parties                     245,701         50,000        388,701
                                                ----------      --------      --------
Net cash provided from
  financing activities                           245,701         50,000      1,398,045
                                                ----------      --------      --------
NET INCREASE IN CASH                              (8,421)      (323,536)         4,243
Cash, beginning                                   12,664        377,089              -
                                                ----------      --------       --------
Cash, ending                                   $   4,243      $  53,553     $    4,243
                                                ==========      ========       ========
</TABLE>

See (Note 8) for supplemental disclosures.

                 See accompanying notes to financial statements

                                       5
<PAGE>


                         WATERFORD STERLING CORPORATION
                          (A Development Stage Company)
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               September 30, 2001


1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BUSINESS ACTIVITY

Business activity

The Company,  a Delaware  corporation  was  incorporated on May 17, 1989, and is
currently in the development  stage.  The Company intends to acquire and develop
high technology  software firms,  and to engage in the sourcing and marketing of
furniture and accessories to the hospitality and time share market.

In April 1999 the Company changed its name from Commerce Centers  Corporation to
Skreem.com  Corporation  and  approved  a  reverse  stock  split of 3 shares  of
outstanding  stock for 5 shares.  The report has been  prepared  as if the stock
split had occurred at inception.

In January  2001 the Company  changed its name from  Skreem.com  Corporation  to
Waterford Sterling Corporation.

Accounting method

The Company's  financial  statements  are prepared  using the accrual  method of
accounting.

Principles of consolidation

The  consolidated  financial  statements  include  the  accounts  of  Skreem.com
Corporation and Waterford Florida, Inc., both Nevada corporations.  All material
intercompany transactions have been eliminated.

Computer software costs

The  Company  expenses  research  and  development  costs  related  to  software
development  that  has  not  reached   technological   feasibility  and  started
production  for sale.  Thereafter  costs are  capitalized  and amortized  over a
maximum of five years or expected life of the product, whichever is less.

Income (loss) per share

The  computation  of income  (loss)  per  share of common  stock is based on the
weighted average number of shares outstanding, after the stock split.

Statement of cash flows

The Company  considers  all highly  liquid  debt  instruments  purchased  with a
maturity  of three  months or less to be cash  equivalents  for  purposes of the
statement of cash flows.

Financial instruments

The  Company  estimates  that the fair  value of all  financial  instruments  at
September 30, 2001 do not differ  materially from the aggregate  carrying values
of its financial instruments recorded in the accompanying balance sheets.

Dividend policy

The Company has not yet adopted a policy regarding payment of dividends.

                                       6
<PAGE>


                         WATERFORD STERLING CORPORATION
                          (A Development Stage Company)
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               September 30, 2001


Estimates and assumptions

Management uses estimates and assumptions in preparing  financial  statements in
accordance with generally accepted  accounting  principles.  Those estimates and
assumptions  affect the  reported  amounts of the  assets and  liabilities,  the
disclosure of contingent  assets and liabilities,  and the reported revenues and
expenses.  Actual  results  could vary from the  estimates  that were assumed in
preparing these financial statements.

Marketable securities:

Certain  equity  securities  are  classified as available for sale as defined by
SFAS 115. In accordance with that Statement, they are reported at aggregate fair
value with unrealized  gains and losses excluded from earnings and reported as a
separate component of stockholders' equity.

1.       INCOME TAXES

The Company complies with Statement of Financial  Accounting  Standards No. 109,
Accounting  for Income  Taxes.  At  September  30,  2001 the  Company  had a net
operating  loss ("NOL")  carry  forward for United States income tax purposes of
approximately  $1,109,500.  The NOL carryforward expires in increments beginning
in 2004.  The Company  also had a net capital loss  carryover  of  approximately
$640,000.  The Company's  ability to utilize its net NOL carryforward is subject
to the  realization  of  taxable  income in  future  years,  and  under  certain
circumstances,  the Tax Reform Act of 1986 restricts a corporation's  use of its
NOL carryforward.  The Company believes that there is at least a 50% chance that
the carryforward  will expire unused,  therefore,  any tax benefit from the loss
carryforward has been fully offset by a valuation reserve.

2.       ACQUISITION OF SUBSIDIARIES

In April  1999 the  Company,  Skreem.com  Corporation,  a  Delaware  corporation
("SCD")  acquired all of the  outstanding  stock of  Skreem.com  Corporation,  a
Nevada  corporation  ("SCN")  through a stock for  stock  exchange  in which the
stockholders of SCN received 9,600,000 post stock split
 common  shares  of the  SCD in  exchange  for  all of  the  stock  of the  SCN.
Skreem.com  Corporation  ("SCN") was  incorporated in Nevada on January 29, 1999
for the purpose of developing high technology software.

For reporting  purposes,  the  acquisition  is treated as an  acquisition of the
Company   ("SCD")  by  Skreem.com   Corporation  of  Nevada   ("SCN")   (reverse
acquisition)  and a  recapitalization  of  SCN  with  its  historical  financial
statements being combined with the Company's.  No proforma  statements have been
included since the acquisition is considered to be a reverse acquisition.

On January 31,  2001,  the  Company  executed  and  Exchange  Agreement  for the
acquisition of all of the issued and  outstanding  shares of Waterford  Florida,
Inc. in exchange for 7,000,000  share of the Company's  common stock.  Waterford
Florida,  Inc. is currently  engaged in the sourcing and  marketing of furniture
and accessories to the hospitality and time share market,  however,  at the date
of acquisition it had not commenced this activity.

3.       PREPAID EXPENSES

The Company leases office space under a noncancellable operating lease agreement
effective  January 1, 2001 which  expires  December  31,  2002.  The Company has
prepaid  the  rent  for  the  two  years  specified  in  the  lease   agreement.
Consideration  for the prepayment was based on the present value of 24 months at
$5,000 per month,  discounted  at 8% or  $110,553.  The Company has also prepaid
$60,000 to its legal  counsel,  which  represents  an  estimate  of  anticipated
expenses for one year. Prepaid expenses at September 30, 2001 are as follows:


                                       7
<PAGE>

                         WATERFORD STERLING CORPORATION
                          (A Development Stage Company)
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               September 30, 2001

                           Prepaid rent                  $ 71,147
                           Prepaid legal                   60,000
                                                         --------
                                                         $131,147

                               Current                   $116,345
                           Non current                     14,802
                                                         --------
                                                         $131,147

4.       MARKETABLE SECURITIES

The Company owned 650, 000 shares of Grand Slam  Treasures with an original cost
of $650,000  based on the market value of the stock at the date of  acquisition.
During the period ended March 31, 2001 Grand Slam Treasures changed its name and
adopted a reverse stock split of 100 to 1 for its common shares. The approximate
market  value of this  security  at March  31,  2001 was  $19,500.  The  Company
considered this change in value to be of a non-temporary  nature and accordingly
recorded a loss of $630,500,  thereby  establishing a new cost basis of $19,500.
The  Company  sold the shares  during May and June for  $46,438  resulting  in a
realized gain of $26,938.

Proceeds from the sale of securities  available for sale totaled $59,676 for the
nine months  ended  September  30,  2001,  on which gross  losses of $9,825 were
realized.

6.       RELATED PARTY TRANSACTIONS

During  February 1998,  the Company issued  1,585,258 post stock split shares to
five major  stockholders  and two persons who were both officers and  directors.
The  consideration  for the issuance was  assumption  of the  Company's  accrued
liabilities in the amount of $21,920 by the above  mentioned  shareholders,  and
the  agreement  by them to fund  future  Company  expenditures  in the amount of
$4,500.

The shares issued pursuant to the  acquisition  agreement as described in note 3
were  issued  to four  individuals  who  collectively  represent  a  controlling
interest of the Company.

During May 2000,  the Company  borrowed  $50,000 from its  President  payable on
demand at 8%.
On September 26, 2000,  the Company  issued 75,000 shares of its common stock in
settlement of the $50,000 note including accrued interest.

The Company has borrowed additional funds from related parties payable on demand
and  bearing  interest  at 8% and 10%  resulting  in notes  payable  and accrued
interest at September 30, 2001 as follows:

                  Notes payable - Stockholder of the Company           $121,680
                  Notes payable - Market Management, a company
                   in which a major stockholder has an interest         203,360
                  Accrued interest                                       14,427
                                                                       --------
                                                                       $339,467
7.       GOING CONCERN

The accompany financial  statements have been prepared assuming that the Company
will continue as a going concern. The Company has suffered recurring losses from
operations from its inception. Continuation of the Company as a going concern is
dependent  upon  obtaining  additional  working  capital for any future  planned
activity  and  management  of the Company will be required to develop a strategy
which will accomplish this objective. There can be no assurance that the Company
can be successful in this effort.


                                       8
<PAGE>

8.   SUPPLEMENTAL CASH FLOW DISCLOSURES

                                                                    Inception to
                                              Sept. 30,   Sept. 30,    Sept. 30,
                                               2001         2000         2001
                                              ---------   ---------- -----------
Non-cash operating and financing activities:
 Non-cash sales                               $      -    $  650,000   $650,000
                                              =========    =========   =========
 Other non-cash operating expenses            $      -    $        -   $ 89,448
                                              =========    =========   =========
 Issuance of common stock for expenses        $263,082    $        -   $443,348
                                              =========    =========   =========
 Issuance of common stock for note payable    $      -    $   50,000   $ 50,000
                                              =========    =========   =========

9.       COMMITMENTS

The Company leases office space under a noncancellable operating lease agreement
effective  January  1, 2001 which  expires  December  31,  2002.  Minimum  lease
payments  of $60,000  per year for 2001 and 2002 are  required.  The Company has
prepaid this obligation (refer to note 4).

                                       9
<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

This report contains  forward looking  statements  within the meaning of Section
27A of the  Securities Act of 1933, as amended and Section 21E of the Securities
Exchange Act of 1934,  as amended.  The  Company's  actual  results could differ
materially from those set forth on the forward looking statements as a result of
the risks set forth in a Company's  filings  with the  Securities  and  Exchange
Commission in general economic conditions and changes in the assumptions used in
making such forward looking statements.

Material Changes in Results of Operations
Three Months Ended Sep 30, 2001 Compared to the Three Months Ended Sep 30, 2000

         Revenues  for the three months ended  September  30, 2001  decreased to
$2,143 from  $612,332  for the three  months  ended  September  30,  2000.  This
decrease  resulted from lack of software sales which  totalled  $606,234 for the
three  months  ended  September  30, 2000  compared to $0 for the  corresponding
period of the current year. In addition, the company reported interest income of
$1,922 for the three months ended  September 30, 2001, a decrease of $4,176 from
the interest income of $6,098 from the corresponding period of 2000.

         General and  administrative  expenses  decreased by $78,270 or 56.4% to
$60,551 for the three  months  ended  September  30, 2001 from  $138,821 for the
corresponding  period of the prior year. This decrease resulted from a reduction
in expenditures made by the Company in the development of its software products.

         For the three months ended  September  30, 2001,  the Company  incurred
interest  expenses of $5,791 on funds  borrowed from its principal  shareholder.
The Company  incurred no interest  expense for the  corresponding  period of the
prior year.

         Depreciation  and  amortization  expense  increased by $689 or 42.3% to
$2,319  for the three  months  ended  September  30,  2001 from  $1,630  for the
corresponding  period  of the prior  year.  The  increase  in  depreciation  and
amortization  expense resulted from increased  amortization  expenses related to
software.

         As a result of the foregoing, the Company incurred a net operating loss
of $66,518 the three months ended  September  30,  2001.  For the  corresponding
period of the prior year, the Company had income before  extraordinary  items of
$471,881.

         For the three months ended  September  30, 2001,  the Company  reported
other   comprehensive   income,  net  of  taxes,  of  $211,265.   There  was  no
comprehensive  income for the corresponding  period of the current year. Because
of the foregoing,  the Company reported comprehensive income of $683,146 for the
three  months  ended  September  30, 2000  compared to a loss of $66,518 for the
corresponding three months of the current year.

Nine Months Ended September 30, 2001 Compared to the Nine Months Ended September
30, 2000

         Revenues  for the nine months  ended  September  30, 2001  decreased by
$591,075 to $83,316 from $674,391 for the nine months ended  September 30, 2000.
This  increase in revenues  resulted  from a decrease in the sale of software of
$651,234  and  interest  of $17,211  which was  partially  offsetr by $77,370 of
furniture sales. The cost of goods sold on such furniture was $70,072, producing
a gross margin of 9.43%.

         General and  administrative  expenses increased by $169,404 or 43.1% to
$562,574  for the nine months  ended  September  30, 2001 from  $393,170 for the
corresponding  period of the prior year. This increase resulted from development
costs of getting the U.S. and Hong Kong offices ready to take furniture  orders.
The Company also incurred interest expenses of $13,961 for the nine months ended
September  30, 2001 compared to interest  expense of $581 for the  corresponding
period of the prior year.

         Depreciation and amortization  expense  increased by $2,403 or 52.8% to
$6,956  for the nine  months  ended  September  30,  2001  from  $4,553  for the
corresponding  period  of the prior  year.  The  increase  in  depreciation  and
amortization  expense  resulted  from  increased  amortization  of the Company's
software.


                                       10
<PAGE>

         For the nine months ended September 30, 2001, the Company also incurred
a loss of $9,825  from the sale of certain  investments.  There was no such loss
for the corresponding period of the prior year.

         As a result of the foregoing, the Company incurred a net operating loss
of $580,072 for the nine months ended  September  30, 2001.  This  compares with
operating income of $276,087.

         The  Company  incurred a loss of  $630,500  for the nine  months  ended
September 30, 2001 from the non-temporary loss on securities.  There was no such
loss during the corresponding period of the prior year.

         In addition,  the Company reported other  comprehensive  income, net of
taxes,  of $200,000 from unrealized gain on securities for the nine months ended
September 30, 2001 compared  to$173,765 for the nine months ended  September 30,
2000. As a result of the foregoing, the Company incurred a comprehensive loss of
$1,010,572   for  the  nine  months  ended   September   30,  2001  compared  to
comprehensive income of $449,852 for the nine months ended September 30, 2000.

CHANGES IN FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES

         Since  inception,  the  Company has funded its  operations  and met its
capital  requirements  through the sale of stock.  As of September 30, 2000, the
Company had a cash balance of $4,243 and a working capital deficit of $232,582.

         Net cash used in  operating  activities  decreased  to $313,798 for the
nine months  ended  September  30, 2001 from  $376,760 for the nine months ended
September 30, 2000. The decrease in cash used in operations principally resulted
from  non-cash  transactions  of  $630,500  from  the  non-temporary  loss  from
securitres  and the  $263,082  of  expenses  paid with  common  stock  which was
partially offset by the increased loss in the current years.

         Cash flows  used in  investing  activities  for the nine  months  ended
September  30,  2000  increased  to $59,676  from $3,224  increase in  investing
activities for the prior years. This increase resulted entirely from the sale of
securities available for sale in the current year.

         Net cash  provided by financing  activities  increased to $245,701 from
$50,000 for the nine months ended September 30, 2001 and 2000, respectively. The
entire amount of proceeds for both periods come from loans from related parties.

         The Company has experienced an operating loss since inception,  but was
profitable  for both the three months and nine months ended  September 30, 2000.
However,  the Company  will require  substantial  funds to continue in business.
Therefore, the Company's ability to survive is dependent on its ability to raise
capital through the issuance of stock or borrowing of additional funds.  Without
the success of one of these options,  the Company will not have  sufficient cash
to satisfy its working capital and investment  requirements  for the next twelve
months.

                           PART II - OTHER INFORMATION


Item 6. Exhibits and Reports on Form 8-K

(a)  Exhibits

     None

(b)  Reports on Form 8-K



                                       11
<PAGE>

                                   SIGNATURES

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


                                                WATERFORD STERLING CORPORATION


Date: November 13, 2001               By:/s/ Jacob Nugyen
                                          --------------------------------------
                                          Jacob Nugyen
                                          President and Chief Executive Officer


Date: November 13, 2001               By:/s/ Michael J. Reynolds
                                          --------------------------------------
                                          Michael J. Reynolds
                                          Treasurer and Chief Financial Officer