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

                                   FORM 10-QSB

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


                         For Quarter Ended June 30, 1999
                        Commission File Number 333-51683


                         World House Entertainment, Inc.
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)


             Nevada                                      87-0567884
-------------------------------              ----------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)


                1200 South Mount Juliet Road, Nashville, TN 37229
                -------------------------------------------------
               (Address of principal executive offices) (Zip code)


                                 (615) 773-7166
               --------------------------------------------------
              (Registrant's telephone number, including area code)

                  2831 Dogwood Place Nashville, Tennessee 37204
              ------------------------------------------------------
             (Former name, former address and former fiscal year, if
                           changed since last report.)


Indicate by check 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
common stock, as of the latest practicable date.

Common Stock $.001 par value                         12,250,000
----------------------------                         ----------

          Class                    Number of shares outstanding at July 28, 1999


                    This document is comprised of 13 pages.


<PAGE>



                                   FORM 10-QSB
                                  1ST QUARTER

                         WORLD HOUSE ENTERTAINMENT, INC.

                                  June 30, 1999
                                   (Unaudited)


                                      INDEX

                                                                           Page



PART I - FINANCIAL INFORMATION

     Item 1.  Financial Statements *

     Condensed, consolidated balance sheet - June 30, 1999 (Unaudited)...... 3

     Condensed, consolidated statements of operations - Six months
       ended June 30, 1999 and June 30, 1998  (Unaudited)................... 4

     Condensed, consolidated statements of cash flows - Six months
       ended June 30, 1999 and June 30, 1998 (Unaudited).................... 5

     Notes to condensed, consolidated  financial statements (Unaudited)..... 6

     Item 2.  Management's Discussion and Analysis of Financial
                Condition and Results of Operations......................... 8


PART II - OTHER INFORMATION................................................. 11

     Item 1. Legal Proceedings
     Item 2. Changes In Securities
     Item 3. Defaults Upon Senior Securities
     Item 4. Submission of Matters To A Vote of Security Holders
     Item 5. Other Information
     Item 6. Exhibits and Reports on Form 8-K

     Signatures ............................................................ 12





     *    The   accompanying   financial   statements  are  not  covered  by  an
          independent Certified Public Accountant's report.


                                        2


<PAGE>



Part I.  Item 1.  Financial information

                         WORLD HOUSE ENTERTAINMENT, INC.

                      Condensed, Consolidated Balance Sheet
                                  June 30, 1999
                                   (Unaudited)

                                     ASSETS

CURRENT ASSETS
    Cash ......................................................       $   1,502
    Other current assets ......................................             450
                                                                      ---------

                  TOTAL CURRENT ASSETS ........................           1,952

PROPERTY AND EQUIPMENT, NET ...................................          14,005
                                                                      ---------


                                                                      $  15,957
                                                                      =========





                                   LIABILITIES

CURRENT LIABILITIES
   Accounts payable and accrued liabilities ...................       $  31,643
   Short-term debt ............................................          12,500
   Indebtedness to related party - short-term .................           2,248
                                                                      ---------

                   TOTAL CURRENT LIABILITIES ..................          46,391
                                                                      ---------





                              SHAREHOLDERS' DEFICIT

   Common stock ...............................................             780
   Additional paid-in capital .................................         213,782
   Retained deficit ...........................................        (244,996)
                                                                      ---------

                    TOTAL SHAREHOLDERS' DEFICIT ...............         (30,434)
                                                                      ---------


                                                                      $  15,957
                                                                      =========



     See accompanying notes to condensed, consolidated financial statements


                                       3
<PAGE>



                         WORLD HOUSE ENTERTAINMENT, INC.

                Condensed, Consolidated Statements of Operations
                                   (Unaudited)




                                                         Six Months Ended
                                                              June 30,
                                                      -------------------------
                                                         1999           1998
                                                      ---------       ---------


REVENUES .......................................      $   5,394       $  10,417
                                                      ---------       ---------



COSTS AND EXPENSES
   General and administrative ..................         38,466          33,834
   Provision for bad debts .....................          2,500           5,000
   Related party expenses ......................          9,000           9,000
                                                      ---------       ---------

                                                         49,966          47,834
                                                      ---------       ---------


             OPERATING (LOSS) ..................        (44,572)        (37,417)

OTHER INCOME (EXPENSE)
   Interest Income .............................          5,000           5,000
   Interest Expense ............................           (728)         (8,460)
                                                      ---------       ---------

             LOSS BEFORE INCOME TAXES ..........        (40,300)        (40,877)

INCOME TAXES ...................................           --              --
                                                      ---------       ---------


             NET (LOSS) ........................      $ (40,300)      $ (40,877)
                                                      =========       =========



Basic loss per common share ....................      $    (.05)      $    (.06)
                                                      ---------       ---------


Basic common shares outstanding ................        770,000         700,000
                                                      =========       =========




     See accompanying notes to condensed, consolidated financial statements

                                        4



<PAGE>



                         WORLD HOUSE ENTERTAINMENT, INC.

                Condensed, Consolidated Statements of Cash Flows
                                   (Unaudited)



                                                           Six Months Ended
                                                               June 30,
                                                         ---------------------
                                                           1999         1998
                                                         ---------    --------

                   NET CASH (USED IN)
                   OPERATING ACTIVITIES ..............   $ (53,741)   $ (27,531)


CASH FLOWS FROM INVESTING ACTIVITIES
   Purchase of property and equipment ................      (1,244)        (965)
                                                         ---------    ---------

                    NET CASH (USED IN)
                    INVESTING ACTIVITIES .............      (1,244)        (965)
                                                         ---------    ---------


CASH FLOWS FROM FINANCING ACTIVITIES
    Repayment of notes payable .......................    (150,000)        --
    Proceeds from issuance of notes payable ..........       5,000       26,250
    Shareholder advance ..............................       2,117          130
    Proceeds from sale of stock ......................     200,000         --
    Cash paid for offering costs .....................      (1,208)      (4,336)
                                                         ---------    ---------

                   NET CASH PROVIDED BY
                   FINANCING ACTIVITIES ..............      55,909       22,044
                                                         ---------    ---------


                   NET INCREASE (DECREASE) ...........         924       (6,452)

CASH, BEGINNING OF PERIOD ............................         577        7,709
                                                         ---------    ---------

                    CASH, END OF PERIOD ..............   $   1,501    $   1,257
                                                         =========    =========



Supplemental disclosures of cash flows information:
Interest paid ........................................   $  18,921    $     962
                                                         =========    =========

Income taxes paid ....................................   $    --      $    --
                                                         =========    =========




     See accompanying notes to condensed, consolidated financial statements

                                        5


<PAGE>



                         WORLD HOUSE ENTERTAINMENT, INC.

              Notes to Condensed, Consolidated Financial Statements
                                   (Unaudited)

                                  June 30, 1999


Note A: Management's Statement


In the opinion of management, the accompanying unaudited condensed, consolidated
financial  statements  contain  all  adjustments  (all of which are  normal  and
recurring in nature) necessary to present fairly the financial position of World
House  Entertainment,  Inc. and Subsidiary (the "Company") at June 30, 1999, and
the results of  operations  and cash flows for the six month  periods ended June
30, 1999 and 1998. The Notes to the Consolidated  Financial Statements which are
contained  in the 1998 Form  10-KSB  should be read in  conjunction  with  these
Condensed, Consolidated Financial Statements.

Note B: Related party transactions


During  the six  month  period  ended  June  30,  1999,  the  Company  paid  off
shareholders,  which had previously made bridge loans to the Company, out of the
proceeds  from its  initial  public  offering.  The total  debt paid  during the
quarter was $150,000 plus related accrued interest.

An officer of the Company  contributed his services and provided workspace at no
charge to the  Company  during the six month  period  ended June 30,  1999.  The
transactions   are   reflected  in  the   accompanying   unaudited,   condensed,
consolidated financial statements as charges to compensation and rent expense in
the amounts of $6,000 and $3,000,  respectively  with  corresponding  credits to
paid-in capital.

Note C: Shareholders' deficit


The following table summarizes  transactions affecting shareholders' deficit for
the six month period ended June 30, 1999:

<TABLE>
<CAPTION>


                                                                             Additional                  Total
                                              Common stock        Paid-in     Offering    Retained   Shareholders'
                                           Shares     Amount      Capital      Costs       Deficit      Deficit
                                           ------     ------      -------      -----       -------      -------

<S>                                         <C>       <C>         <C>         <C>          <C>          <C>
Balance, December 31, 1998 ...........     700,000   $     700   $  31,800   $ (25,731)   $(204,696)   $(197,927)

Sale of common stock, at $2.50 per
  share, pursuant to initial public
  offering, net of offering costs ....      80,000          80     199,920      (1,207)        --        198,793

Services and rent contributed by
  corporate officer ..................        --          --         9,000        --           --          9,000

Net loss for the quarter ended
  June 30, 1999 .....................        --          --          --          --        (40,300)     (40,300)
                                           -------   ---------   ---------   ---------    ---------    ---------

               BALANCE, JUNE 30, 1999      780,000   $     780   $ 240,720   $ (26,938)   $(244,996)   $ (30,434)
                                           =======   =========   =========   =========    =========    =========
</TABLE>


                                                                  6



<PAGE>



                         WORLD HOUSE ENTERTAINMENT, INC.

              Notes to Condensed, Consolidated Financial Statements
                                   (Unaudited)

                                  June 30, 1999



Note D: Income taxes


The Company  records its income taxes in accordance  with Statement of Financial
Accounting Standard No. 109, "Accounting for Income Taxes". The Company incurred
net operating  losses  during the six months ended June 30, 1999  resulting in a
deferred tax asset,  which was fully allowed for,  therefore the net benefit and
expense result in $-0- income taxes.



                                        7


<PAGE>



Part I.  Item 2.

                     Management's Discussion and Analysis of
                  Financial Condition and Results of Operations


                         WORLD HOUSE ENTERTAINMENT, INC.


RESULTS OF OPERATIONS

The  Company  recorded a net loss of  $40,300  for the first six months of 1999,
while a loss of $40,877 was reported for the first six months of 1998.

Net sales  declined by $5,023 or 48 percent when  compared with the year earlier
period  because the  President of the Company had to take a leave of absence due
to medical reasons.

Total  operating  expenses  increased  by only $2,132 or 4 percent over the year
earlier period.

Interest  expense  decreased by $7,732 or 91 percent during the six months ended
June 30, 1999 when  compared  with the same  period in 1998  because the Company
extinguished a substantial portion of its debt during the period.

FINANCIAL CONDITION

The Company sold 80,000  shares of its common stock during the first  quarter of
1999. The shares were sold shortly after the Securities and Exchange  Commission
declared  its  registration  statement on Form SB-2  effective.  The shares were
priced at $2.50  each.  Net  proceeds,  after  deducting  costs  related  to the
offering, were approximately $173,000.

The  Company  used  substantially  all of the  proceeds  from  its  offering  to
extinguish bridge loans totaling $150,000, and related accrued interest.

At June 30,  1999,  the Company  continued  to have  negative  working  capital.
Current assets equaled $1,952 while current liabilities equaled $46,391.

As of June 30, 1999, the Company experienced  operating losses and negative cash
flow from  operations.  In the aggregate,  these indicators  raised  substantial
doubt about the Company's ability to continue as a going concern.


                                       8

<PAGE>


THE OUTLOOK AND SUBSEQUENT EVENTS

Form 8-K, dated July 15, 1999, Item 2. Acquisition or Disposition of Assets

On July 9, 1999 the Company merged with 800 America,  Inc.  ("America") pursuant
to an Agreement  and Plan of Merger (the "Merger  Agreement")  and issued in the
aggregate  10,000,000  shares  of its  restricted  common  stock  to  the  three
shareholders  of  America.  Pursuant to the terms of the Merger  Agreement,  the
Company remains as the surviving  corporation and,  following the closing of the
Merger,  is now in the process of  changing  its name to 800  AMERICA.COM,  Inc.
Following  completion of the Merger,  the new  shareholders of the Company owned
10,000,000  out of  11,950,000  total shares issued and  outstanding,  or 83.7%.
Under the terms of the Merger  Agreement which was approved by the  shareholders
of the Company, the Company's wholly owned and only operating subsidiary,  Songs
For The Planet,  Inc. was purchased by Elizabeth  Peters,  the Company's  former
President,  for Ten Dollars and other good and  valuable  consideration  and all
debt owed by Songs For The Planet,  Inc.  to the Company was  forgiven as of the
closing date of the Merger.

Closing of the  transaction  was  subject to  shareholder  approval  of both the
Company and America.  Proxies were not  solicited by the Company.  Instead,  the
Company  obtained  shareholder  approval by written  consent as  provided  under
Section 78.320 of the Nevada General  Corporation Law. The current  shareholders
of the Company who did not join in the above  described  consent may dissent and
obtain fair value for their shares as provided by the Nevada General Corporation
Law. The Company does not expect any  shareholders  of Company to exercise their
dissenter's  rights.  No  registration  statement  will be  filed  covering  the
issuance of shares to the America shareholders because the Company believes such
issuance is exempt from the  registration  requirements of the Securities Act of
1933 by virtue of Rule 506 and Section 4(2) of the Act.

America was formed as a Delaware  corporation  on March 26, 1999 for the purpose
of operating a shopping mall web site. America derives revenue from two sources:
(1) an annual  $10.00  membership  fee is charged to members that  entitles such
members to shop  on-line at  America's  web site.  The web site  allows  members
access to over one hundred fifty stores,  including  many  nationally  known and
recognized  retailers,  and  offers  such  members a rebate of from 3% to 10% on
purchases  made  through  the web site;  (2) rent and  commission  fees from the
merchants  and  retailers  whose stores are  represented  at America's web site.
Rents vary  between one hundred and two hundred  dollars per month per  retailer
and  commissions  are based  upon the volume of sales  from  members.  America's
assets consist of a web site,  equipment,  fixtures and a  membership/subscriber
base that numbers approximately 70,000.  America's executive offices are located
at 1200 South Mount Juliet Road (mailing address P.O. Box 291029), Nashville, TN
37229, (888) 855-9872.

The  Company  determined  that  the  proposed  transaction  with  America  would
significantly increase the Company's revenue and income generating potential and
gain the Company access to the exploding internet market for on-line shopping.

There is no  relationship  between  the Company or its  affiliates,  officers or
directors and America or its affiliates, officers and directors.

The exchange  ratio provided for in the Merger  Agreement of 6,666.67  shares of
the Company's common stock for each share of America common stock was arrived at
by arms length  negotiation  based upon the  revenues,  income and potential for
growth of America as of the time the transaction was negotiated.

The Company  intends to continue  the  business of America in the same manner as
prior to the Merger.

Subsequent  to the merger,  the Company  obtained  $500,000 for working  capital
through the sale and issuance of 300,000 shares of its
restricted common stock.

                                       9

<PAGE>


PRO FORMA FINANCIAL STATEMENTS

The following  condensed pro forma financial  statements dated June 30, 1999 are
provided to illustrate  the effect of the above merger and the sale and issuance
of additional  common stock. At the time of the merger and after the sale of its
operating subsidiary,  the Company had no operating assets or liabilities.  This
merger  will  be  accounted  for  as a  reverse  acquisition.  Accordingly,  the
operating  subsidiary is not  considered a significant  constituent  part of the
combined  entity and historic  financial  statements  for the prior year are not
included in these condensed proforma financial statements. 800 America, Inc. was
incorporated in March 1999 and at June 30, 1999 had  approximately  three months
of  operating  history  which will be reflected  in  financial  statements  from
inception.  The pro forma  adjustments  illustrate  the changes to the  historic
balance  sheet as if the events had taken place on June 30, 1999 and  illustrate
the changes to the historic income statement as if the events had taken place on
January 1, 1999.

<TABLE>
<CAPTION>


Condensed Pro Forma Balance Sheet         World House   800 America   Post Merger  Post Merger
                                         Entertainment   Adjustment   Stock Sale    Pro Forma
                                         -------------   ----------   ----------    ---------
<S>                                          <C>          <C>           <C>          <C>
Current Assets                                             57,748       500,000       557,748
Property and Equipment                                    184,616          --         184,616
   Total assets                                           242,364       500,000       742,364

Current Liabilities                                       138,192          --         138,192
Stockholders Equity
  Common Stock                                  780        11,170           300       12,250
  Additional Paid In Capital                194,371       (11,170)      499,700      682,901
  Retained Earnings                        (195,151)      104,172          --        (90,979)
    Total Equity                               --         104,172       500,000      604,172
    Total Liabilities and Equity               --         242,364       500,000      742,364


Condensed Pro Forma Income Statement
For the Six Months ended June 30, 1999

                             World House   800 America  Post Merger  Post Merger
                            Entertainment   Adjustment  Stock Sale    Pro Forma
                            -------------   ----------  ----------    ---------

Income                           --           406,585       -          406,585

Operating Expense               9,114         261,348       -          270,462

Net Income from Operations     (9,114)        145,237       -          139,123

Income Tax Expense               --            41,365       -           41,365

Net Income                     (9,114)        103,872       -           94,758


                                       10
</TABLE>

<PAGE>



Part II. - Other Information


                         WORLD HOUSE ENTERTAINMENT, INC.



OTHER INFORMATION


Items 1 Through 5 - No response required.

Item 6 - Exhibits and reports on Form 8-K.

         (a) Exhibits

             27* Financial Data Schedule

         (b) Reports on Form 8-K - Filed July 15, 1999  regarding  the merger of
the Company with 800 America, Inc.



                                       11

<PAGE>



                                   SIGNATURES



The  financial   information  furnished  herein  has  not  been  audited  by  an
independent accountant;  however, in the opinion of management,  all adjustments
(only consisting of normal recurring accruals) necessary for a fair presentation
of the results of  operations  for the six months  ended June 30, 1999 have been
included.

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




                                WORLD HOUSE ENTERTAINMENT, INC.
                                        (Registrant)


DATE: July 28, 1999             BY: /s/ Elie Rabi
                                    --------------------------------------------
                                    Elie Rabi
                                    President and Principal Executive Officer



                                       12









<PAGE>
                                 EXHIBIT INDEX
EXHIBIT                                              METHOD OF FILING
-------                                        -----------------------------
  27.    FINANCIAL DATA SCHEDULE               Filed herewith electronically