**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 September 30, 2007





**OR**





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





For
      the
      transition period from ___________ to _____________





Commission
      file number 333-145953




**WORLD
      OF TEA, INC.**




**Nevada**
                ****(state
                  or other jurisdiction of incorporation or
                  organization)****
              
              **20-8383706**
                  **(I.R.S.
                    Employer Identification
                    No.)**







World
      of
      Tea, Inc.


c/o
      Israel Morgenstern


111
      Castlewood Rd N16 6DJ


UK


Tel:
      011-44-7837706436




Check
      whether the issuer (1) filed all reports required to be filed by Section 13
      or
      15(d) of the Securities Exchange Act of 1934 during the past 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  ̈  No x





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act).


Yes x No o





As
      of
      November 2, 2007, 3,800,000 shares of Common Stock, par value $0.001 per share,
      were outstanding.





Transitional
      Small Business Disclosure Format (Check One): Yes  ̈  No x







**Table
      of Contents**





Item
            Description
            
            Page**PART
                I - FINANCIAL INFORMATION**Item
                1.
            Financial
                Statements
            
            F-1Item
                2.
            Management's
                Discussion and Analysis or Plan of Operation
            
            2Item
                3.
            Control
                and Procedures
            
            4**PART
                II - OTHER INFORMATION**
            
            4Item
                1.
            Legal
                Proceedings
            
            4Item
                2.
            Unregistered
                Sales of Equity Securities and Use of Proceeds
            
            4Item
                3.
            Defaults
                Upon Senior Securities
            
            4Item
                4.
            Submission
                of Matters to a Vote of Security Holders
            
            4Item
                5.
            Other
                Information
            
            4Item
                6.
            Exhibits
            
            4Signatures
            
            5





1


**PART
      I**


**FINANCIAL
      INFORMATION**





**Item
      1. Financial Statements**




**WORLD
        OF TEA, INC.**
 **(A
        DEVELOPMENT STAGE COMPANY)**
 **INDEX
        TO FINANCIAL STATEMENTS**
 **SEPTEMBER
        30, 2007**
 **(Unaudited)**
  Financial Statements-Balance
                  Sheet as of September 30, 2007
              F-2Statements
                  of Operations for theThree-Months
                  and Period Ended
                September
                  30, 2007, and Cumulative from Inception
              F-3Statements
                  of Cash Flows for the Period Ended September 30, 2007,
                and
                  Cumulative from Inception
              F-4Notes
                  to Financial Statements September 30, 2007
              F-5
 
 F-1
  **WORLD
        OF TEA, INC.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **BALANCE
          SHEET (NOTE 2)**
 **AS
          OF SEPTEMBER 30, 2007**
 **(Unaudited)**
 **2007****ASSETS****Current
                    Assets:**Cash
                    in bank
                
                $
                33,669Total
                    current assets
                
                
                33,669**Total
                    Assets**
                
                $
                33,669**LIABILITIES
                    AND STOCKHOLDERS' EQUITY****Current
                    Liabilities:**Accounts
                    payable - Trade
                
                $
                1,773Accrued
                    liabilities
                
                
                10,500Total
                    current liabilities
                
                
                12,273Total
                    liabilities
                
                
                12,273**Commitments
                    and Contingencies****Stockholders'
                    Equity:**Preferred
                    stock, par value $0.001 per share, 5,000,000 sharesauthorized;
                    no shares issued and outstanding
                
                
                -Common
                    stock, par value $0.001 per share, 100,000,000 sharesauthorized;
                    3,800,000 shares issued and outstanding
                
                
                3,800Additional
                    paid-in capital
                
                
                61,200(Deficit)
                    accumulated during the development stage
                
                
                (43,604
                )Total
                    stockholders' equity
                
                
                21,396**Total
                    Liabilities and Stockholders' Equity**
                
                $
                33,669
 The
            accompanying notes to the financial statements are
 an
            integral part of this balance sheet.
 F-2
  **WORLD
          OF TEA, INC.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **STATEMENTS
          OF OPERATIONS (NOTE 2)**
 **FOR
          THE THREE-MONTHS AND PERIOD ENDED SEPTEMBER 30, 2007,**
 **AND
          CUMULATIVE FROM INCEPTION (FEBRUARY 2, 2007)**
 **THROUGH
          SEPTEMBER 30, 2007**
 **(Unaudited)**
 **Three-Months**
                  **Ended**
                  **September
                    30,**
                  **2007**
                
                
                **Period**
                  **Ended**
                  **September
                    30,**
                  **2007**
                
                
                **Cumulative**
                  **From**
                  **Inception****Revenues**
                
                $
                -
                
                $
                -
                
                $
                -**Expenses:**General
                    and administrative-Professional
                    fees
                
                
                34,615
                
                
                40,815
                
                
                40,815Officers'
                    compensation paid by issued shares
                
                
                -
                
                
                2,000
                
                
                2,000Incorporation
                    fees
                
                
                -
                
                
                498
                
                
                498Other
                
                
                110
                
                
                291
                
                
                291Total
                    general and administrative expenses
                
                
                34,725
                
                
                43,604
                
                
                43,604**(Loss)
                    from Operations**
                
                
                (34,725
                )
                
                (43,604
                )
                
                (43,604
                )**Other
                    Income (Expense)**
                
                
                -
                
                
                -
                
                
                -**Provision
                    for Income Taxes**
                
                
                -
                
                
                -
                
                
                -**Net
                    (Loss)**
                
                $
                (34,725
                )
                $
                (43,604
                )
                $
                (43,604
                )**(Loss)
                    Per Common Share:**(Loss)
                    per common share - Basic and Diluted
                
                $
                (0.01
                )
                $
                (0.01
                )**Weighted
                    Average Number of Common Shares****Outstanding
                    - Basic and Diluted**
                
                
                3,800,000
                
                
                3,133,527
  The
        accompanying notes to the financial statements are
 an
        integral part of these statements.
  F-3
 **WORLD
          OF TEA, INC.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **STATEMENT
          OF CASH FLOWS (NOTE 2)**
 **FOR
          THE PERIOD FROM INCEPTION (FEBRUARY 2, 2007)**
 **THROUGH
          SEPTEMBER 30, 2007**
 **(Unaudited)**
 **Period
                    Ended**
                  **September
                    30,**
                  **2007**
                
                
                **Cumulative**
                  **From**
                  **Inception****Operating
                    Activities:**Net
                    (loss)
                
                $
                (43,604
                )
                $
                (43,604
                )Adjustments
                    to reconcile net (loss) to net cash(used
                    in) operating activities:Common
                    stock issued for officers' compensation
                
                
                2,000
                
                
                2,000Changes
                    in net liabilities-Accounts
                    payable - Trade
                
                
                1,773
                
                
                1,773Accrued
                    liabilities
                
                
                10,500
                
                
                10,500**Net
                    Cash (Used in) Operating Activities**
                
                
                (29,331
                )
                
                (29,331
                )**Investing
                    Activities:**Cash
                    provided by investing activities
                
                
                -
                
                
                -**Net
                    Cash Provided by Investing Activities**
                
                
                -
                
                
                -**Financing
                    Activities:**Issuance
                    of common stock for cash
                
                
                63,000
                
                
                63,000**Net
                    Cash Provided by Financing Activities**
                
                
                63,000
                
                
                63,000**Net
                    Increase in Cash**
                
                
                33,669
                
                
                33,669**Cash
                    - Beginning of Period**
                
                
                -
                
                
                -**Cash
                    - End of Period**
                
                $
                33,669
                
                $
                33,669**Supplemental
                    Disclosure of Cash Flow Information:**Cash
                    paid during the period for:Interest
                
                $
                -
                
                $
                -Income
                    taxes
                
                $
                -
                
                $
                -
  On February 15, 2007, the Company issued 700,000 shares
          of its
          common stock to its Director, President and Treasurer at par
          value for services rendered. The transaction was valued at
          $700.
  On February 19, 2007, the Company issued 1,300,000
          shares of
          its common stock to its Director and Corporate Secretary at
          par value for services rendered. The transaction was valued
          at $1,300.
  The
            accompanying notes to the financial statements are
 an
            integral part of these statements.
 F-4
  **WORLD
        OF TEA, INC.**
 **(A
        DEVELOPMENT STAGE COMPANY)**
 **NOTES
        TO FINANCIAL STATEMENTS**
 **SEPTEMBER
        30, 2007**
 (Unaudited)
   **1.**  **Summary
        of Significant Accounting Policies**
  **  *Basis
        of Presentation and Organization*
 
 World
        of
        Tea Inc. (the “Company”) is a Nevada corporation in the development stage and
        has not commenced operations. The Company was incorporated under the laws
        of the
        State of Nevada on February 2, 2007. The business plan of the Company is
        to
        develop various tea and herbal blends which offer consumers high health and
        flavor qualities. The Company intends to develop and differentiate its tea
        and
        herbal products based on four main qualities: (i) the taste and aroma qualities
        of long leaf tea; (ii) the extraction qualities of the nylon mesh pyramid
        tea
        bag; (iii) luxury packaging design and gift sets; and (iv) health qualities
        of
        its various tea types and blends. The accompanying financial statements of
        the
        Company were prepared from the accounts of the Company under the accrual
        basis
        of accounting.
 
 In
        March
        2007, the Company began a capital formation activity through a Private Placement
        Offering (“PPO”), exempt from registration under the Securities Act of 1933, to
        raise up to $63,000 through the issuance of 1,800,000 shares of its common
        stock, par value $0.001 per share, at an offering price of $0.035 per share.
        As
        of June 30, 2007, the Company had received $63,000 in proceeds from the PPO.
        The
        Company also commenced an activity to submit a Registration Statement on
        Form
        SB-2 to the Securities and Exchange Commissions (“SEC”) to register 1,800,000 of
        its outstanding shares of common stock on behalf of selling stockholders.
        The
        Registration Statement on Form SB-2 was filed with the SEC on September 10,
        2007, and declared effective on September 24, 2007. The Company did not receive
        any of the proceeds of this registration activity on behalf of selling
        stockholders from the sale of the related shares of common stock.
  *Unaudited
        Interim Financial Statements*
 
 The
        interim financial statements of the Company as of September 30, 2007, and
        for
        the period ended September 30, 2007, and cumulative from inception, are
        unaudited. However, in the opinion of management, the interim financial
        statements include all adjustments, consisting only of normal recurring
        adjustments, necessary to present fairly the Company’s financial position as of
        September 30, 2007, and the results of its operations and its cash flows
        for the
        period ended September 30, 2007, and cumulative from inception. These results
        are not necessarily indicative of the results expected for the calendar year
        ending December 31, 2007. The accompanying financial statements and notes
        thereto do not reflect all disclosures required under accounting principles
        generally accepted in the United States. Refer to the Company’s audited
        financial statements contained in its Registration Statement on Form SB-2
        filed
        with the SEC for additional information, including significant accounting
        policies.
  F-5
  **WORLD
          OF TEA, INC.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **NOTES
          TO FINANCIAL STATEMENTS**
 **SEPTEMBER
          30, 2007**
 (Unaudited)
 *Cash
        and Cash Equivalents*
 
 For
        purposes of reporting within the statement of cash flows, the Company considers
        all cash on hand, cash accounts not subject to withdrawal restrictions or
        penalties, and all highly liquid debt instruments purchased with a maturity
        of
        three months or less to be cash and cash equivalents.
 
 *Revenue
        Recognition*
 
 The
        Company is in the development stage and has yet to realize revenues from
        operations. Once the Company has commenced operations, it will recognize
        revenues when delivery of goods or completion of services has occurred provided
        there is persuasive evidence of an agreement, acceptance has been approved
        by
        its customers, the fee is fixed or determinable based on the completion of
        stated terms and conditions, and collection of any related receivable is
        probable.
 
 *Loss
        per Common Share*
 
 Basic
        loss per share is computed by dividing the net loss attributable to the common
        stockholders by the weighted average number of shares of common stock
        outstanding during the period. Fully diluted loss per share is computed similar
        to basic loss per share except that the denominator is increased to include
        the
        number of additional common shares that would have been outstanding if the
        potential common shares had been issued and if the additional common shares
        were
        dilutive. There were no dilutive financial instruments issued or outstanding
        for
        the period ended September 30, 2007.
 
 *Income
        Taxes*
 
 The
        Company accounts for income taxes pursuant to SFAS No. 109, “ *Accounting
        for Income Taxes”* (“SFAS
        109”). Under SFAS 109, deferred tax assets and liabilities are determined based
        on temporary differences between the bases of certain assets and liabilities
        for
        income tax and financial reporting purposes. The deferred tax assets and
        liabilities are classified according to the financial statement classification
        of the assets and liabilities generating the differences.
 
 The
        Company maintains a valuation allowance with respect to deferred tax assets.
        The
        Company establishes a valuation allowance based upon the potential likelihood
        of
        realizing the deferred tax asset and taking into consideration the Company’s
        financial position and results of operations for the current period. Future
        realization of the deferred tax benefit depends on the existence of sufficient
        taxable income within the carryforward period under the Federal tax
        laws.
 
 Changes
        in circumstances, such as the Company generating taxable income, could cause
        a
        change in judgment about the realizability of the related deferred tax asset.
        Any change in the valuation allowance will be included in income in the year
        of
        the change in estimate.
  F-6
 **WORLD
          OF TEA, INC.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **NOTES
          TO FINANCIAL STATEMENTS**
 **SEPTEMBER
          30, 2007**
 (Unaudited)
 *Fair
        Value of Financial Instruments*
 
 The
        Company estimates the fair value of financial instruments using the available
        market information and valuation methods. Considerable judgment is required
        in
        estimating fair value. Accordingly, the estimates of fair value may not be
        indicative of the amounts the Company could realize in a current market
        exchange. As of September 30, 2007, the carrying value of accounts payable
        -
        trade and accrued liabilities approximated fair value due to the short-term
        nature and maturity of these instruments.
 
 *Deferred
        Offering Costs*
 
 The
        Company defers as other assets the direct incremental costs of raising capital
        until such time as the offering is completed. At the time of the completion
        of
        the offering, the costs are charged against the capital raised. Should the
        offering be terminated, deferred offering costs are charged to operations
        during
        the period in which the offering is terminated.
 
 *Concentration
        of Risk*
 
 As
        of
        September 30, 2007, the Company maintained its cash account at one commercial
        bank. The balance in the account was subject to FDIC coverage.
 
 *Common
        Stock Registration Expenses*
 
 The
        Company considers incremental costs and expenses related to the registration
        of
        equity securities with the SEC, whether by contractual arrangement as of
        a
        certain date or by demand, to be unrelated to original issuance transactions.
        As
        such, subsequent registration costs and expenses are reflected in the
        accompanying financial statements as general and administrative expenses,
        and
        are expensed as incurred.
 
 *Lease
        Obligations*
 
 All
        noncancellable leases with an initial term greater than one year are categorized
        as either capital leases or operating leases. Assets recorded under capital
        leases are amortized according to the methods employed for property and
        equipment or over the term of the related lease, if shorter.
 
 *Estimates*
 
 The
        financial statements are prepared on the basis of accounting principles
        generally accepted in the United States. The preparation of financial statements
        in conformity with generally accepted accounting principles requires management
        to make estimates and assumptions that affect the reported amounts of assets
        and
        liabilities as of September 30, 2007, and expenses for the periods ended
        September 30, 2007, and cumulative from inception. Actual results could differ
        from those estimates made by management.
  F-7
 **WORLD
          OF TEA, INC.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **NOTES
          TO FINANCIAL STATEMENTS**
 **SEPTEMBER
          30, 2007**
 (Unaudited)
 **2.**  **Development
        Stage Activities and Going Concern**
 
 The
        Company is currently in the development stage, and has no operations. The
        business plan of the Company is to develop various tea and herbal blends
        which
        offer consumers high health and flavor qualities. The Company intends to
        develop
        and differentiate its tea and herbal products based on four main qualities:
        (i)
        the taste and aroma qualities of long leaf tea; (ii) the extraction qualities
        of
        the nylon mesh pyramid tea bag; (iii) luxury packaging design and gift sets;
        and
        (iv) health qualities of its various tea types and blends.
 
 During
        the period ended September 30, 2007, the Company was incorporated and commenced
        a capital formation activity to raise up to $63,000 from the sale of 1,800,000
        shares of common stock through a PPO to various stockholders. As of June
        30,
        2007, the Company had raised $63,000 in proceeds from the PPO. The Company
        prepared a Registration Statement on Form SB-2 which was filed with the SEC
        on
        September 10, 2007, and declared 1,800,000 shares of its common stock for
        selling stockholders effective on September 24, 2007. No proceeds will be
        received by the Company from the sale of common stock by selling stockholders.
        The Company also intends to conduct additional capital formation activities
        through the issuance of its common stock and to commence
        operations.
 
 The
        accompanying financial statements have been prepared in conformity with
        accounting principles generally accepted in the United States of America,
        which
        contemplate continuation of the Company as a going concern. The Company has
        not
        established any source of revenues to cover its operating costs, and as such,
        has incurred an operating loss since inception. Further, as of September
        30,
        2007, the cash resources of the Company were insufficient to meet its current
        business plan. These and other factors raise substantial doubt about the
        Company’s ability to continue as a going concern. The accompanying financial
        statements do not include any adjustments to reflect the possible future
        effects
        on the recoverability and classification of assets or the amounts and
        classification of liabilities that may result from the possible inability
        of the
        Company to continue as a going concern.
 
 **3.**  **Common
        Stock**
 
 On
        February 15, 2007, the Company issued 700,000 shares of its common stock
        to its
        Director, President, and Treasurer at par value for services rendered. The
        transaction was valued at $700.
  On
        February 19, 2007, the Company issued 1,300,000 shares of its common stock
        to
        its Director and Corporate Secretary at par value for services rendered.
        The
        transaction was valued at $1,300.
 
 On
        March
        5, 2007, the Board of Directors of the Company approved a PPO, exempt from
        registration under the Securities Act of 1933, to raise up to $63,000 through
        the issuance of 1,800,000 shares of its common stock, par value $0.001 per
        share, at an offering price of $0.035 per share. The PPO had an offering
        period
        of 180 days. As of June 30, 2007 the Company had fully subscribed the PPO
        and
        raised a total of $63,000 in proceeds.
  F-8
 **WORLD
          OF TEA, INC.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **NOTES
          TO FINANCIAL STATEMENTS**
 **SEPTEMBER
          30, 2007**
 (Unaudited)
  The
        Company also commenced
        an activity to submit a Registration Statement on Form SB-2 to the SEC to
        register 1,800,000 of its outstanding shares of common stock on behalf of
        selling stockholders. The Registration Statement on Form SB-2 was filed with
        the
        SEC on September10, 2007, and declared effective on September 24, 2007.
        The Company will not receive any of the proceeds of this registration activity
        once the shares of common stock are sold.
 
 **4.**  **Income
        Taxes**
 
 The
        provision (benefit) for income taxes for the period ended September
        30, 2007, were as follows (assuming a 15% effective tax rate):
  **Three-Months**
                  **Ended**
                  **September
                    30,**
                  **2007**
                
                
                **Period
                    Ended**
                  **September
                    30,**
                  **2007**Current
                      Tax Provision:Federal-Taxable
                    income
                
                $
                -
                
                $
                -Total
                    current tax provision
                
                $
                -
                
                $
                -Deferred
                    Tax Provision:Federal-Loss
                    carryforwards
                
                $
                5,209
                
                $
                6,541Change
                    in valuation allowance
                
                
                (5,209
                )
                
                (6,541
                )Total
                    deferred tax provision
                
                $
                -
                
                $
                -
   The
          Company had deferred income tax assets as of September 30, 2007, as
          follows:
  **2007**Loss
                    carryforwards
                
                $
                6,541Less
                    - Valuation allowance
                
                
                (6,541
                )Total
                    net deferred tax assets
                
                $
                -
  F-9
  **WORLD
          OF TEA, INC.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **NOTES
          TO FINANCIAL STATEMENTS**
 **SEPTEMBER
          30, 2007**
 (Unaudited)
 The
        Company provided a valuation allowance equal to the deferred income tax assets
        for the period ended September 30, 2007 because it is not presently known
        whether future taxable income will be sufficient to utilize the loss
        carryforwards.
 
 As
        of
        September 30, 2007, the Company had approximately $43,604 in tax loss
        carryforwards that can be utilized in future periods to reduce taxable income,
        and expire in the year 2027.
 
 **5.**  **Related
        Party Transactions**
 
 As
        described in Note 3, the Company has issued 700,000 shares of its common
        stock
        to its Director, President, and Treasurer at par value for services rendered.
        The transaction was valued at $700.
 
 As
        described in Note 3, the Company has entered into a transaction with its
        Director and Corporate Secretary at par value for services rendered, and
        has
        issued a total of 1,300,000 shares of its common stock at a value of
        $1,300.
 
 **6.**  **Recent
        Accounting Pronouncements**
 
 In
        September 2006, the Financial Accounting Standards Board (“FASB”) issued
        Statement of Financial Accounting Standards (“SFAS”) No. 157, “ *Fair
        Value Measurements* .”
This
        statement defines fair value, establishes a framework for measuring fair
        value
        in generally accepted accounting principles, and expands disclosure about
        fair
        value measurements. This statement applies under other accounting pronouncements
        that require or permit fair value measurement, the FASB having previously
        concluded in those accounting pronouncement that fair value is the relevant
        measurement attribute. This statement does not require any new fair value
        measurements. However, for some entities, the application of the statement
        will
        change current practice. This statement is effective for financial statements
        issued for fiscal years beginning after November 15, 2007, and interim periods
        within those fiscal years. The management of the Company does not expect
        the
        adoption of this pronouncement to have a material impact on its financial
        statements.
  In
        September 2006, the FASB issued SFAS No. 158, “ *Employers’
        Accounting for Defined Benefit Pension and Other Postretirement Plans - an
        amendment of FASB Statements No. 87, 88, 106 and 132(R).* ”
This
        statement improves financial reporting by requiring an employer to recognize
        the
        overfunded or underfunded status of a defined benefit postretirement plan
        (other
        than a multi-employer plan) as an asset or liability in its statement of
        financial position and to recognize changes in that funded status in the
        year in
        which the changes occur through comprehensive income of a business entity
        or
        changes in unrestricted net assets of a not-for-profit organization. This
        statement also improves financial reporting by requiring an employer to measure
        the funded status of a plan as of the date of its year-end statement of
        financial position, with limited exceptions. The requirement to measure plan
        assets and benefit obligations as of the date of the employer’s fiscal year-end
        statement of financial position is effective for fiscal years ending after
        December 15, 2008. The management of the Company does not expect the adoption
        of
        this pronouncement to have a material impact on its financial
        statements.
  F-10
 **WORLD
          OF TEA, INC.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **NOTES
          TO FINANCIAL STATEMENTS**
 **SEPTEMBER
          30, 2007**
 (Unaudited)
 In
        February 2007, the FASB issued SFAS No. 159, " *The
        Fair Value Option for Financial Assets and Financial Liabilities - Including
        An
        Amendment of FASB Statement No. 115* ,"
        which
        permits entities to choose to measure many financial instruments and certain
        other items at fair value that are not currently required to be measured
        at fair
        value. An entity would report unrealized gains and losses on items for which
        the
        fair value option has been elected in earnings at each subsequent reporting
        date. The objective is to improve financial reporting by providing entities
        with
        the opportunity to mitigate volatility in reported earnings caused by measuring
        related assets and liabilities differently without having to apply complex
        hedge
        accounting provisions. The decision about whether to elect the fair value
        option
        is applied instrument by instrument, with a few exceptions; the decision
        is
        irrevocable; and it is applied only to entire instruments and not to portions
        of
        instruments. SFAS No. 159 requires disclosures that facilitate comparisons
        (a)
        between entities that choose different measurement attributes for similar
        assets
        and liabilities and (b) between assets and liabilities in the financial
        statements of an entity that selects different measurement attributes for
        similar assets and liabilities. SFAS No. 159 is effective for financial
        statements issued for fiscal years beginning after November 15, 2007. Early
        adoption is permitted as of the beginning of a fiscal year provided the entity
        also elects to apply the provisions of SFAS No. 157. Upon implementation,
        an
        entity shall report the effect of the first re-measurement to fair value
        as a
        cumulative-effect adjustment to the opening balance of retained earnings.
        Since
        the provisions of SFAS No. 159 are applied prospectively, any potential impact
        will depend on the instruments selected for fair value measurement at the
        time
        of implementation. The management of the Company does not expect the adoption
        of
        this pronouncement to have a material impact on its financial
        statements.
 
 F-11




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





As
      used
      in this Form 10-QSB, references to the “Company,” “we,” “our” or “us” refer to
      World of Tea, Inc. unless the context otherwise indicates.




This
      Management’s Discussion and Analysis or Plan of Operations should be read in
      conjunction with the financial statements and the notes thereto included
      elsewhere in this report and with the Management's Discussion and Analysis
      or
      Plan of Operations and the audited financial statements and the notes thereto
      included in our Registration Statement on Form SB-2 (Registration No.
      333-145953) for the period ended June 30, 2007.





**Forward-Looking
      Statements**





This
      Management’s Discussion and Analysis or Plan of Operations 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. These forward-looking statements are based on current expectations,
      estimates, forecasts and projections about us, our future performance, the
      industry in which we operate, our beliefs and our management’s assumptions. In
      addition, other written or oral statements that constitute forward-looking
      statements may be made by us or on our behalf. Words such as “expects,”
“anticipates,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,”
“seeks,” “estimates,” variations of such words and similar expressions are
      intended to identify such forward-looking statements. These statements are
      not
      guarantees of future performance and involve certain risks, uncertainties and
      assumptions that are difficult to assess. Therefore, actual outcomes and results
      may differ materially from what is expressed or forecasted in such
      forward-looking statements.





For
      a
      description of such risks and uncertainties refer to our Registration Statement
      on Form SB-2 (Registration No. 333-145953) filed with the Securities and
      Exchange Commission on September 10, 2007. Except as required under the federal
      securities laws and the rules and regulations of the Securities and Exchange
      Commission, we do not have any intention or obligation to update publicly any
      forward-looking statements or risk factors included herein, whether as a result
      of new information, future events, changes in assumptions or otherwise.





**Plan
      of Operation**





Over
      the
      next twelve months, the Company intends to focus on the following activities:





·
            the
                Company will locate and enter into agreements with one or more
                professional tea blending and packaging companies to develop its
                tea
                products and produce its products;





·
            the
                Company will also locate and enter into agreements with distributors
                for
                the sale of its products to each of its market segments and with
                third
                party logistics providers to provide order fulfillment services;
                and





·
            the
                Company will also locate and enter into an agreement with a web developer
                for the purpose of developing its website for direct sales to
                consumers.




2





The
      Company estimates that it will require approximately $123,000 in the next 12
      months to implement its activities. Such funds will be needed for the following
      purposes:







Purpose
            
            
            AmountWeb
                Site
            
            $
            10,000Marketing
                Study
            
            
            15,000Travel
            
            
            20,000Trade
                Show
            
            
            40,000Package
                Design
            
            
            6,000Printing
                and Labeling
            
            
            12,000Inventory
            
            
            20,000**Total**
            
            **$**
            **123,000**





*Development
      of Products* .
      The
      Company currently has no products. It intends to develop specifications for
      its
      products and retain a professional tea blending and packaging company to
      develop, manufacture, and package products based on such specifications. The
      Company has not yet entered into any agreements with any such tea blending
      and
      packaging company.





The
      Company may thereafter develop additional products by engaging consultants
      having expertise in tea blending. It will identify market needs in terms of
      flavors and preferred blends through market studies and surveys, and implement
      this information in proprietary blends and formulations developed by the
      consultants it may retain at such time.





*Development
      of Packaging Design* .
      The
      Company also intends to focus over the next twelve months on developing
      appropriate packaging design for its future products. Such packaging design
      serves an important role in brand positioning. The Company intends to design
      its
      packaging through professional packaging designers in order to develop a luxury
      high class design that will fit the Company's positioning and attract
      prospective buyers. Special attention will be given to the design of the pyramid
      tea bag and the box packaging of the luxury gift sets. The packaging design
      will
      allow foodservice customers to put their own label in addition to the Company's
      brand name. The Company will offer its foodservice clients to co-design
      dedicated packaging subject to a long-term commercial agreement. The Company
      has
      not yet retained or otherwise entered into any agreements with any packaging
      designers or foodservice
      customers.




**Liquidity
      and Capital Resources**





As
      of
      September 30, 2007, the Company had a cash balance of $33,669. The Company
      does
      not believe that such funds will be sufficient to fund its expenses over the
      next twelve months. The Company raised $63,000 in a fully subscribed private
      placement between March 2007 and May 2007. There can be no assurance that
      additional capital will be available to the Company. The Company currently
      has
      no agreements, arrangements or understandings with any person to obtain funds
      through bank loans, lines of credit or any other sources. Since the Company
      has
      no such arrangements or plans currently in effect, its inability to raise funds
      for the above purposes will have a severe negative impact on its ability to
      remain a viable company.





**Going
      Concern Consideration**





The
      financial statments contained herein have been prepared on a "going concern"
      basis, which contemplates the realization of assets and the satisfaction of
      liabilities in the normal course of business.  For the reasons discussed
      herein and in footnote 2 to the financial statements, there is a significant
      risk that we will be unable to continue as a going concern.  Our audited
      financial statements included in our Registration Statement on Form SB-2
      (Registration No. 333-145953) for the period ended June 30, 2007, contain
      additional note disclosures describing the circumstances that lead to this
      disclosure by our independent auditors.





3




**Off-Balance
      Sheet Arrangements**




We
      have
      no off-balance sheet arrangements.





**Item
      3. Controls and Procedures**





**Evaluation
      of Disclosure Controls and Procedures**





Our
      disclosure controls and procedures are designed to ensure that information
      required to be disclosed in reports that we file or submit under the Securities
      Exchange Act of 1934 is recorded, processed, summarized and reported within
      the
      time periods specified in the rules and forms of the United States Securities
      and Exchange Commission. Our principal executive officer and principal financial
      officer has reviewed the effectiveness of our "disclosure controls and
      procedures" (as defined in the Securities Exchange Act of 1934 Rules 13a-14(c)
      and 15d-14(c)) as of the end of the period covered by this report and has
      concluded that the disclosure controls and procedures are effective to ensure
      that material information relating to the Company is recorded, processed,
      summarized, and reported in a timely manner. There were no significant changes
      in our internal controls or in other factors that could significantly affect
      these controls subsequent to the last day they were evaluated by our principal
      executive officer and principal financial officer.





**Changes
      in Internal Controls**





There
      have been no changes in the Company's internal control over financial reporting
      during the last quarterly period covered by this report that have materially
      affected, or are reasonably likely to materially affect, the Company's internal
      control over financial reporting.





**PART
      II**


**OTHER
      INFORMATION**





**Item
      1.  Legal Proceedings**





There
      are
      no pending legal proceedings to which the Company is a party or in which any
      director, officer or affiliate of the Company, any owner of record or
      beneficially of more than 5% of any class of voting securities of the Company,
      or security holder is a party adverse to the Company or has a material interest
      adverse to the Company. The Company’s property is not the subject of any pending
      legal proceedings.





**Item
      2. Unregistered Sales of Equity Securities and Use of Proceeds**





None.





**Item
      3. Defaults upon Senior Securities**





None.





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





There
      was
      no matter submitted to a vote of security holders during the fiscal quarter
      ended September 30, 2007.





**Item
      5. Other Information**





None.





**Item
      6. Exhibits**





ExhibitNumber
            
            Description31.1
            
            Certification
                pursuant to Section 302 of the Sarbanes-Oxley Act of 200232.1
            
            Certification
                pursuant to Section 906 of the Sarbanes-Oxley Act of 2002




4








**SIGNATURES**





Pursuant
      to the requirements of the Securities Exchange Act of 1934, the registrant
      has
      duly caused this quarterly report on Form 10-QSB to be signed on its behalf
      by
      the undersigned thereunto duly authorized.




WORLD
                OF TEA, INC.Date: November
                6, 2007
            By:
            /s/ Israel
                MorgensternName:
                Israel Morgenstern
              Title:
                President, Treasurer, and Director
                (Principal
                  Executive, Financial, and Accounting Officer)




5