**Washington, D.C.  20549**

**FORM 10-QSB/A**

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

******For the quarterly period ended September 30, 2003**

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



******Commission file number:  0-31761**

|**Colorado**                                                   | **84-1536519**                      
|-------------------------------------------------------------- | ------------------------------------
|(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.)

|**1142 Cherry Avenue****San Bruno, CA**  | ****

****

**94066-6523**
|---------------------------------------- | --------------------------
|(Address of principal executive offices) | (Zip  Code)               

Registrant's telephone number, including area code: (650) 794-9888

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

Indicate the number of shares outstanding of each of the issuer's classes of stock, as of the latest practicable date.

|Class of Securities        | Shares  Outstanding at December 30, 2003
|-------------------------- | ----------------------------------------
|Common Stock, no par value | 30,000,000                              



Transitional Small Business Disclosure Format

Yes         No  X

---

INDEX

PART I.	FINANCIAL INFORMATION

|Item 1.	Financial Statements                                                                                       | 
|------------------------------------------------------------------------------------------------------------------ | 
|Consolidated Balance Sheet (Unaudited)

 September 30, 2003                                                        | 
|Consolidated Income Statements (Unaudited) for the three and nine month periods
ended 	September 30, 2003 and 2002 | 
|Consolidated Statements of Cash Flows (Unaudited) for the nine months ended
September 30, 2003 and 2002            | 
|Notes to financial statements                                                                                      | 
|Item 2.   Management's Discussion and Analysis of Financial Condition and Results of
Operations                    | 
|Item 3.  Controls and Procedures                                                                                   | 
|PART II.	OTHER INFORMATION                                                                                         | 
|Signatures                                                                                                         | 
|Certifications                                                                                                     | 

---



|**Worldwide Manufacturing USA Inc. and Subsidiaries**     
|----------------------------------------------------------
|**CONSOLIDATED BALANCE SHEET**                            
|**September 30, 2003**                                    
|**(Unaudited)**                                           
|****                                                      
|**ASSETS**                                                
|****CURRENT ASSETS                                        
|Cash & cash equivalents                                   
|Accounts receivable                                       
|Inventories                                               
|Other current assets                                      
|                                                          
|Total Current Assets                                      
|                                                          
|INVESTMENTS AND LONG-TERM RECEIVABLES                     
|Advances to suppliers                                     
|Other long-term receivables                               
|                                                          
|                                                          
|Total Property and Equipment                              
|Total Assets                                              
|                                                          
|**LIABILITIES AND STOCKHOLDERS' EQUITY**                  
|                                                          
|CURRENT LIABILITIES                                       
|Lines of credit                                           
|Current maturities of installment debt                    
|Accounts payable                                          
|Accrued expenses                                          
|Other current liabilities                                 
|                                                          
|Total Current Liabilities                                 
|                                                          
|Long-term debt, less current maturities                   
|Deferred compensation payable                             
|                                                          
|STOCKHOLDERS' EQUITY                                      
|Common stock, no par value; 100,000,000 shares authorized;
|30,000,000 shares issued and outstanding                  
|Retained earnings                                         
|                                                          
|Total Stockholders' Equity                                
|                                                          
|Total Liabilities and Stockholders' Equity                
|                                                          

The accompanying notes are an integral part of the financial statements

---

|**Worldwide Manufacturing USA Inc. and Subsidiaries**                
|---------------------------------------------------------------------
|**CONSOLIDATED INCOME STATEMENTS**                                   
|**For the three and nine months ended September 30, 2003 and 2002**  
|**(Unaudited)**                                                      
|****                                                                 
|                                                                     
|****                                                                 
|****                                                                 
|                                                                     
|Net sales                                                            
|                                                                     
|Cost of goods sold                                                   
|                                                                     
|Gross profit                                                         
|Other operating revenue                                              
|                                                                     
|                                                                     
|Operating expenses                                                   
|General & administrative                                             
|                                                                     
|                                                                     
|Operating income(loss)                                               
|                                                                     
|Financial income (expenses)                                          
|Interest income                                                      
|Interest expense                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|Net Income (loss)                                                    
|                                                                     
|Retained Earnings                                                    
|Balance, beginning of period                                         
|Less shareholder distributions                                       
|                                                                     
|Balance, end of period                                               
|                                                                     
|Earnings per share - basic                                           
|                                                                     
|Weighted average shares outstanding (1)                              
|(1) gives effect to acquisition by Tabatha III on September 30, 2003.

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

---

|
|

|**Worldwide Manufacturing USA Inc. and Subsidiaries**    
|---------------------------------------------------------
|**CONSOLIDATED STATEMENTS OF CASH FLOW**                 
|**For the nine months ended September 30, 2003 and 2002**
|**(Unaudited)**                                          
|                                                         
|                                                         
|                                                         
|Cash Flows From Operating Activities                     
|Net income                                               
|Adjustments to reconcile net income to net               
|cash provided (used) by operating activities             
|Depreciation                                             
|(Increase) decrease in accounts receivable               
|(Increase) decrease in notes receivable                  
|(Increase) decrease in installment debt                  
|(Increase) decrease in prepaid assets                    
|(Increase) decrease in inventories                       
|Increase (decrease) in accounts payable                  
|Increase (decrease) in other accrued liabilities         
|                                                         
|Net Cash Provided (Used) by Operating Activities         
|                                                         
|Cash Flows From Investing Activities                     
|Purchases of fixed assets                                
|                                                         
|Net Cash Provided (Used) by Investing Activities         
|                                                         
|Cash Flows From Financing Activities                     
|Proceeds from long-term debt                             
|Line of credit                                           
|Repayment of short-term debt                             
|Shareholders distributions                               
|                                                         
|Net Cash Provided (Used) by Financing Activities         
|                                                         
|                                                         
|NET INCREASE (DECREASE) IN CASH                          
|                                                         
|CASH AND CASH EQUIVALENTS BEGINNING OF PERIOD            
|                                                         
|CASH AND CASH EQUIVALENTS END OF PERIOD                  
|                                                         
|Supplemental Disclosures                                 
|Cash Paid During the Year for:                           
|Interest                                                 

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

---



**Worldwide Manufacturing USA, Inc. and Subsidiaries**

****



1.	**Management's Representation of Interim Financial Information**

****The accompanying financial statements have been prepared by Worldwide Manufacturing USA, Inc. without audit
pursuant to the rules and regulations of the Securities and Exchange Commission.  Certain information and
disclosures normally included in financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted as allowed by such rules and regulations, and management believes that
the disclosures are adequate to make the information presented not misleading.  These financial statements include
all of the adjustments which, in the opinion of management, are necessary to a fair presentation of financial
position and results of operations.  All such adjustments are of a normal and recurring nature.  These financial
statements should be read in conjunction with the audited financial statements at December 31, 2002 as filed in the
Company's 8-K filed with the Commission on October 14, 2003.



2. 	Share Exchange Transaction

On September 30, 2003, the Company, formerly known as Tabatha III, Inc., acquired all of the issued and
outstanding common stock of Worldwide Manufacturing USA, Inc. ("Worldwide USA"), a privately held operating
company, in a share exchange transaction. The Company issued 27,900,000 shares in the share exchange
transaction for 100% or 10,000 of the issued and outstanding shares of Worldwide USA's common stock. As a
result of the share exchange transaction, Worldwide USA became a wholly-owned subsidiary of the Company.  The
parent company, Tabatha III, Inc., changed its name to Worldwide Manufacturing USA, Inc. in November 2003.

The former stockholders of Worldwide USA acquired a majority of our issued and outstanding common stock as a
result of completion of the share exchange transaction. Therefore, although Worldwide USA became our wholly-owned subsidiary, the transaction was accounted for as a recapitalization of Worldwide USA, whereby Worldwide
USA is deemed to be the accounting acquirer and is deemed to have adopted our capital structure.  Likewise, the
Company will adopt the fiscal reporting year of the accounting acquirer, which is December 31.  The
accompanying financial statements reflect the financial position and operating results of Worldwide USA for all
periods presented.



3.	Segment Information

**Segmental Data - 9 months ended September 30, 2003**

|                         | **Reportable Segments** | ********              | ********           
|------------------------ | ----------------------- | --------------------- | -------------------
|*(amounts in thousands)* | ********                | ************          | ********           
|                         | **WWMUSA**              | **********Intech**    | **********Total**  
|External revenue         | $ 4,641****             | ************$  9****  | ************$ 4,650
|Intersegment revenue     | -****                   | ************1,994**** | ************1,994  
|Interest income          | 12                      | -                     | 12                 
|Interest expense         | 14                      | 2                     | 16                 
|Depreciation             | 10                      | 29                    | 39                 
|Net profit (loss)        | 347                     | 62                    | 388 (1)            
|Assets                   |                         |                       |                    
|Expenditures for         |                         |                       |                    
|Long-lived assets        | 44                      | 31                    | 75                 



(1)	$21,000 in intercompany profit was eliminated in consolidation.

****

**Segmental Data - 9 months ended September 30, 2002**

|                         | **Reportable Segments** |        |         
|------------------------ | ----------------------- | ------ | --------
|*(amounts in thousands)* |                         |        |         
|                         | WWMUSA                  | Intech | Total   
|                         |                         |        |         
|External revenue         | $  3,042                | $   27 | $  3,069
|Intersegment revenue     | -                       | 1,087  | 1,087   
|Interest income          | 3                       | -      | 3       
|Interest expense         | 14                      | 1      | 15      
|Depreciation             | 7                       | 16     | 23      
|Net profit (loss)        | 373                     | -      | 373(2)  
|Assets                   |                         |        |         
|Expenditures for         |                         |        |         
|Long-lived assets        | 11                      | 23     | 34      

(2)  Less than $1,000 in intercompany profit was eliminated in consolidation.







---

**ITEM 2.**	**MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL**

**CONDITION AND RESULTS OF OPERATIONS**

DISCLAIMER REGARDING FORWARD LOOKING STATEMENTS

Certain statements in this prospectus which are not statements of historical fact are what are known as "forward-looking statements," which are basically statements about the future. For that reason, these statements involve risk
and uncertainty since no one can accurately predict the future. Words such as "plans," "intends," "hopes," "seeks,"
"anticipates," "expects, "and the like, often identify such forward looking statements, but are not the only
indication that a statement is a forward-looking statement. Such forward-looking statements include statements
concerning our plans and objectives with respect to our present and future operations, and statements which
express or imply that such present and future operations will or may produce revenues, income or profits. These
and other factors may cause our actual results to differ materially from any forward- looking statement.  We
caution you not to place undue reliance on these forward-looking statements.  Although we base these
forward-looking statements on our expectations, assumptions, and projections about future events, actual events
and results may differ materially, and our expectations, assumptions, and projections may prove to be inaccurate.
The forward-looking statements speak only as of the date hereof, and we expressly disclaim any obligation to
publicly release the results of any revisions to these forward-looking statements to reflect events or circumstances
after the date of this filing.

REPORTING ENTITY

On September 30, 2003, Tabatha III, Inc. completed the acquisition of all of the issued and outstanding common
stock of Worldwide Manufacturing USA, Inc. ("Worldwide USA") in a share exchange transaction. We issued
27,900,000 shares in the share exchange transaction for 100% of the issued and outstanding shares of Worldwide
USA's common stock.   As a result of the share exchange transaction, Worldwide USA became our wholly-owned
subsidiary.  On November 3, 2003, we changed the corporate name from Tabatha III, Inc. to Worldwide
Manufacturing USA, Inc.

The reverse acquisition described above has been treated as a recapitalization of Worldwide USA and the
accompanying financial statements reflect the financial condition, results of operations and cash flows of
Worldwide USA, the acquired company, for all periods presented.  Unless otherwise indicated, references herein to
the Company consist of Worldwide Manufacturing USA, Inc., formerly Tabatha III, Inc., its wholly owned
subsidiary Worldwide Manufacturing USA, Inc., a California corporation, and its wholly owned subsidiary,
Shanghai Intech Electro-Mechanical Products Co., an entity operating within the People's Republic of China.

RESULTS OF OPERATIONS

Net sales for the nine months ending September 30, 2003 to September 30, 2002 increased $1,580,547, or
approximately 51%.  This increase was due to the sale to Grinm Semiconductor for $859,000 plus an increase in
additional sales to other customers in the ordinary course of business.  The sale made to Grinm Semiconductor was
done in hopes of attracting more lucrative contracts from that company.  Worldwide's management provided a bid
price with a 10% gross profit margin in order to obtain the business.  At this time, there was considerable
weakness in the semiconductor industry and competition was intense with profit margins of approximately 10 to
12%.  Since that time, profit margins have increased and there has been a rebound in the semiconductor industry.
Gross profit increased slightly by $14,158, from $1,407,869 (46% of sales) in 2002 to $1,422,827, (31% of sales).
It is not anticipated that gross profit margin will decline in the future.  The Company continues to concentrate on
obtaining orders that will provide a targeted 40% plus gross margin, similar to that experienced in the years
ending 2002 and 2001.  Gross Margins in those periods were 43% and 42% respectively.



Cost of goods sold for the nine months ended Sept 30, 2003 was 3,227,240 compared to 1,662,580 for the nine
months ended September 30, 2002.  This increase of $1,564,660 was the result of higher sales along with the sale
to Grinm Semiconductor as described above where only a ten percent gross profit margin was realized.



Net profit for the nine months ending September 30, 2003 was $388,416 compared to $373.757 for the nine
months ended  September 30, 2002.   The increase of $14,659 or 4% was due to higher sales in the nine months
ending September 30, 2003.  General and administrative expenses for the nine months ending September 30, 2003
was $1,030,161 versus $1,021,881 for the nine months ending September 30, 2002  The increase of $8,280  was
due to increased personnel costs and expenses associated with the Company becoming a public company.  Upon
consummation of the stock transfer and exchange with Tabatha III, effective September 30, 2003, the election by
Worldwide Manufacturing USA, Inc. to be taxed at the shareholder level was terminated.  The termination of the
Company's selection will affect profitability and result in increased liabilities in future periods as compared with
historical financial statements since federal and state income income will become a corporate expense.  There will
be a lesser impact on net equity in future periods since the historical financial statements include dividend
distributions taken by the Company's shareholders to offset income taxes attributable to corporated earnings taxed
on their personal returns.

LIQUIDITY

If a significant increase in demand for the Company's products should arise, the Company has established a
$250,000 line of credit with Citibank on February 22, 2002 to be available for working capital needs.  Under the
terms of the revolving line of credit with Citibank Worldwide may borrow  to $250,000 at 1.5% above the bank's
prime interest rate through March 5, 2004.  (5.5% at September 30, 2003.)  There is an annual fee of $1,250.  The
funds from this borrowing may be used for any purpose.  The revolving line of credit is secured by all assets of
Worldwide Manufacturing USA, Inc. and guaranteed by its officers.  At September 30, 2003, $211,315 was
available on this line of credit at an interest rate of 5.5%.



In addition, net profits of the Company will be used in order to provide capital for the expansion of inventory held
for the convenience of customers, and for acquiring additional equipment, if needed.

During the nine month periods ending September 30, 2003, net cash provided by operations was $174,446, as
compared with $152,978 used in the comparative period of 2002.  This reflects the Company's increased volume
resulting in larger receivables and payables and an overall increase in inventory levels in 2003. The Company has
funded this through increased payment terms with its vendors.

PLAN OF OPERATION

The Company is currently increasing its Marketing Distribution Channels through contacts with local
manufacturing representatives.  Only preliminary discussions have taken place with several factories; however no
agreements, commitments or further discussions have taken place.



**Item 3. CONTROLS AND PROCEDURES**



We have carried out an evaluation, under the supervision and with the participation of our management, including
our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and
procedures pursuant to Exchange Act Rule 13a-15 as of September 30, 2003. Based upon the foregoing, our Chief
Financial Officer concluded that our disclosure controls and procedures are effective in timely alerting them to
material information relating to Worldwide Manufacturing USA, Inc. (and its consolidated subsidiaries) required
to be included in our Exchange Act reports.

Changes in Internal Controls Over Financial Reporting

The evaluation referred to above did not identify any significant changes in our internal controls over financial
reporting that occurred during our quarter ended September 30, 2003 that has materially affected, or is reasonably
likely to materially affect, our internal controls over financial reporting.



**PART II.  OTHER INFORMATION**

******

****************Item 1.	Legal Proceedings**

None

**************
**Item 2.	Changes in Securities**

On June 15, 2003, there two issuances of stock for services in the amount of 799,500 shares at $0.005, or
$3862.50, to Diane Thelen and John Ballard then officers and directors of Tabatha III. The shares were issued
under the terms of consulting  agreements dated June 1, 2003, pursuant  to which  Tabatha  III  engaged  John
Ballard  and  Diane  Thelen  as consultants to assist in the structuring and  negotiations  for a target company
suitable  to be  merged  into  Tabatha  III.  The value of these services was $3,862.50.

It was also agreed in the consulting agreements that each consultant would be required to pay their own traveling
expenses;  however,  when the Share Exchange  Agreement  was  executed,  these  consulting  agreements  were
mutually cancelled by Tabatha III, John Ballard and Diane  Thelen.  Pursuant to the Share Exchange  Agreement
dated  September  30, 2003,  Tabatha III issued  27,900,000 shares  of its  common  stock to Jimmy and Mindy
Wang in  exchange  for 100% or 10,000  shares  of  the  outstanding  shares  of  Worldwide.  This issuance of
27,900,000 shares represented 93% of Tabatha III's outstanding shares.

Under the terms of the Share Exchange Agreement, Tabatha III was to have  outstanding 2,100,000 shares, or 7%
of the outstanding shares post acquisition.  Since prior to the Share Exchange  Agreement Tabatha III had
10,735,000 shares  outstanding, certain control persons,  officers and directors of Tabatha III who included John
Ballard, Diane Thelen and Robert Smith voluntarily surrendered 8,635,000 shares as of September 30, 2003.  As
part of this surrender of common stock, John Ballard and Diane Thelen agreed to cancel the 799,500 shares
issuable under the June 1, 2003 consulting  agreements.  The services provided by John Ballard and Diane Thelen
to Tabatha III were donated to the company.  Additionally  John Ballard  paid all travel  expenses  from his
personal  resources,  as well as a $3,000 for legal  services  to a  non-affiliated  law firm for the review of the Share
Exchange Agreement. The directors, officers and control persons of Tabatha III cancelled their shares without any
additional consideration being paid to them in order to avoid effecting a reverse stock split and reducing the shares
held by non-control shareholders of Tabatha III for the best interests of such shareholders.

On December 4, 2000, Kip Pedrie, then a director of Tabatha III, was issued warrants to purchase 2,660,000 shares
of common stock at $.05 per share.  On March 23, 2003 Kip Pedrie resigned from the Board of Directors of
Tabatha III due to increase job and family responsibilities.  He voluntarily cancelled these warrants since he could
not fulfill his duties to Tabatha III.

The above  shares and  warrants  were issued in reliance on the  exemption  from registration  provided  by
Section  4(2)  of  the  1933  Securities  Act as not involving any public offer or sale. No underwriter was involved,
and there was no public solicitation. In addition, Mr. and Ms. Wang are accredited investors and the issuance of
shares to them as well as to Diane Thelen  and Kip Pedrie (both then directors and also therefore  accredited
investors) are exempt under Section 4(6) of the Securities Act.

****Purchasers signed a subscription agreement acknowledging they were purchasing shares for their own account, and
acknowledging that the securities were not registered under the Securities Act of 1933 and cannot be sold unless
they are registered or unless an exemption is available.  In addition, a restrictive legend was placed on all share
certificates representing the shares.

************************Item 3.	Defaults Upon Senior Securities**

********************

********************	None

********************

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

********************

********************	None

********************

****************Item 5.	Other Information**

********None

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

************

****        
(a)        Exhibits

10.5        
	 Revolving Credit Agreement with Citibank F.S.B. dated March 5, 2002.  Incorporated
by reference to such exhibit as filed with amendment number 1 to the registration statement on
form SB-2, file number 333-1105634.



31.1        Certification pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange
Act of 1934, as amended.



32.1        
	Certification of Chief Executive Officer and President of the Company, pursuant to 18
U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.



(b)        	Reports on Form 8-K

None

---

**Signatures**



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

******WORLDWIDE MANUFACTURING USA, INC.**

By:  /s/ John D. Ballard****
Chief Financial Officer and Principal Accounting Officer

************

Date:  February 11, 2004