10-Q/A

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-Q/A
                           AMENDMENT NO. 2 TO FORM 10-Q

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

For the quarter ended June 30, 1996             Commission File Number 000-18389

                          WORLD WIDE STONE CORPORATION
             (Exact Name of Registrant as specified in its Charter)

            NEVADA                                             33-0297934
(State or Other Jurisdiction of                             (I.R.S. Employer
Incorporation or Organization)                            Identification Number)


   5236 S. 40th Street , Phoenix, AZ                           85040
(Address of Principal Executive Offices)                     (Zip Code)

                                  602-438-1001
              (Registrant's Telephone Number, Including Area Code)

         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 period that the registrant was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.

                                Yes [X]  No [ ]

         As of June 30,  1996,  there  were  34,415,868  shares of common  stock
outstanding.


                   EXPLANATORY NOTE REGARDING AMENDMENT NO. 2:


     This  Amendment No. 2 is being filed solely to correct a "flawed"  Restated
Financial Data Schedule  previously filed as Exhibit No. 27.1 in Amendment No. 1
to Form 10-Q of World  Wide Stone  Corporation  for the  quarter  ended June 30,
1996.

                           PART II - OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS

        (a) Exhibit 27.1: Amended and  Restated Financial Data Schedule

        (b) Reports on Form 8-K: Not Applicable


                                    SIGNATURE

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

Date: December 3, 1998              World Wide Stone Corporation
                                      (Registrant)



                                    BY: /s/ Frank Cunningham
                                       --------------------------------
                                       Frank Cunningham, Chairman of 
                                       the Board, and President (Principal
                                       Executive Officer)


                                       -2-

EX-27.1

 

<ARTICLE>                     5
<LEGEND>
THIS  SCHEDULE  CONTAINS  SUMMARY  FINANCIAL   INFORMATION  EXTRACTED  FROM  THE
UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS OF WORLD WIDE STONE CORPORATION (THE
"COMPANY") FOR THE SIX MONTHS ENDED JUNE 30, 1996, AS RESTATED. THIS SCHEDULE IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH RESTATED FINANCIAL STATEMENTS. IN
ADDITION,  CERTAIN  ENTRIES ON THIS SCHEDULE HAVE BEEN AMENDED FROM THE PREVIOUS
FINANCIAL DATA SCHEDULE FILED FOR THIS PERIOD.  THIS EXHIBIT SHALL NOT BE DEEMED
FILED FOR THE PURPOSE OF SECTION 11 OF THE SECURITIES ACT OF 1933 AND SECTION 18
OF THE SECURITIES EXCHANGE ACT OF 1934, OR OTHERWISE SUBJECT TO THE LIABILITY OF
SUCH  SECTIONS,  NOR  SHALL  IT BE  DEEMED  A PART  OF ANY  OTHER  FILING  WHICH
INCORPORATES  THIS  REPORT BY  REFERENCE,  UNLESS  SUCH OTHER  FILING  EXPRESSLY
INCORPORATES THIS EXHIBIT BY REFERENCE.


<MULTIPLIER>                  1
<CURRENCY>                    U.S. DOLLARS
       
                             
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                              DEC-31-1996
<PERIOD-START>                                 JAN-01-1996
<PERIOD-END>                                   JUN-30-1996
<EXCHANGE-RATE>                                          1
<CASH>                                             135,320
<SECURITIES>                                             0
<RECEIVABLES>                                      115,789
<ALLOWANCES>                                             0
<INVENTORY>                                        398,118
<CURRENT-ASSETS>                                   738,633
<PP&E>                                           3,694,280
<DEPRECIATION>                                   (614,304)
<TOTAL-ASSETS>                                   3,925,756
<CURRENT-LIABILITIES>                              311,427
<BONDS>                                            924,387
<PREFERRED-MANDATORY>                                    0
<PREFERRED>                                              0
<COMMON>                                            44,386
<OTHER-SE>                                       2,645,556
<TOTAL-LIABILITY-AND-EQUITY>                     3,925,756
<SALES>                                            899,367
<TOTAL-REVENUES>                                   899,367
<CGS>                                              420,796
<TOTAL-COSTS>                                      420,796
<OTHER-EXPENSES>                                   364,917
<LOSS-PROVISION>                                         0
<INTEREST-EXPENSE>                                       0
<INCOME-PRETAX>                                    113,654
<INCOME-TAX>                                             0
<INCOME-CONTINUING>                                113,654
<DISCONTINUED>                                           0
<EXTRAORDINARY>                                          0
<CHANGES>                                                0
<NET-INCOME>                                       113,654
<EPS-PRIMARY>                                          .00
<EPS-DILUTED>                                          .00