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                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549
                                    FORM 10-Q

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

     For the quarterly period ended        June 30, 2003
                                           --------------

                                       OR

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


     For the transition period from ______________ to ______________


                         Commission File Number 01-21617

                             THE QUIGLEY CORPORATION
                             -----------------------
             (Exact name of registrant as specified in its charter)


     Nevada                                                    23-2577138
- --------------------------------------------------------------------------------
(State or other jurisdiction of incorporation       (IRS Employer Identification
 or organization)                                    No.)


              (MAILING ADDRESS: PO Box 1349, Doylestown, PA 18901.)

   Kells Building, 621 Shady Retreat Road, Doylestown,            PA 18901
   ------------------------------------------------------------------------
   (Address of principle executive offices)                      (Zip Code)



   Securities registered under Section 12(g) of the Exchange Act: COMMON STOCK
   ($.0005 Par Value) COMMON SHARE PURCHASE RIGHTS

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.                                [X] Yes [ ] No

Indicate  by check mark  whether  the  registrant  is an  accelerated  filer (as
defined in Rule 12b-2 of the Securities Exchange Act of 1934).    [ ] Yes [X] No

Indicate the number of shares of each of the Registrant's  classes of securities
(all of one class of $.0005  par value  Common  Stock)  outstanding  on July 31,
2003: 11,476,617.




                                TABLE OF CONTENTS




                                                                        Page No.

      PART I - FINANCIAL INFORMATION


Item 1.   Consolidated Financial Statements                                 3-17

Item 2.   Management's Discussion and Analysis of
          Financial Condition and Results of Operations                    18-23

Item 3.   Quantitative and Qualitative Disclosure About
          Market Risk                                                         23

Item 4.   Controls and Procedures                                             23




       PART II - OTHER INFORMATION


Item 1.   Legal Proceedings                                                   23

Item 2.   Changes in Securities                                               23

Item 3.   Defaults Upon Senior Securities                                     24

Item 4.   Submission of Matters to a
          Vote of Security Holders                                            24

Item 5.   Other Information                                                   24

Item 6.   Exhibits and Reports on Form 8-K                                    24

Signatures                                                                    25

Certifications                                                             26-29



                                      -2-



                             THE QUIGLEY CORPORATION
                           CONSOLIDATED BALANCE SHEETS


                                  ASSETS                                        June 30, 2003      December 31, 2002
                                                                                 (Unaudited)
                                                                                ------------          ------------
CURRENT ASSETS:

    Cash and cash equivalents                                                   $ 12,384,572          $ 12,897,080
    Accounts receivable (less doubtful accounts of $792,008 and $737,782)          1,800,246             4,188,123
    Inventory                                                                      4,546,271             4,526,761
    Prepaid expenses and other current assets                                        794,319               490,117
    Assets of discontinued operations                                                   --                 374,007
                                                                                ------------          ------------
        TOTAL CURRENT ASSETS                                                      19,525,408            22,476,088
                                                                                ------------          ------------

PROPERTY, PLANT AND EQUIPMENT - net                                                2,233,047             2,336,736
                                                                                ------------          ------------
                                                                                ------------          ------------


OTHER ASSETS:
    Goodwill, net                                                                     30,763                30,763
    Other assets                                                                      80,365                 1,000
    Assets of discontinued operations                                                   --                  90,369
                                                                                ------------          ------------
        TOTAL OTHER ASSETS                                                           111,128               122,132
                                                                                ------------          ------------

TOTAL ASSETS                                                                    $ 21,869,583          $ 24,934,956
                                                                                ============          ============

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:

    Accounts payable                                                            $    683,059          $    394,675
    Accrued royalties and sales commissions                                          731,977             1,146,495
    Accrued advertising                                                              566,804             1,559,575
    Accrued consulting                                                             1,673,000             1,673,000
    Other current liabilities                                                      1,777,378             1,353,383
    Liabilities of discontinued operations                                              --                 385,011
                                                                                ------------          ------------
        TOTAL CURRENT LIABILITIES                                                  5,432,218             6,512,139
                                                                                ------------          ------------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY:

    Common stock, $.0005 par value; authorized 50,000,000;
        Issued: 16,122,670 and 16,102,670 shares                                       8,061                 8,051
    Additional paid-in-capital                                                    32,608,462            32,592,222
    Retained earnings                                                              9,009,001            11,010,703
    Less: Treasury stock, 4,646,053 and 4,646,053 shares, at cost                (25,188,159)          (25,188,159)
                                                                                ------------          ------------
        TOTAL STOCKHOLDERS' EQUITY                                                16,437,365            18,422,817
                                                                                ------------          ------------

        TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                              $ 21,869,583          $ 24,934,956
                                                                                ============          ============



                 See accompanying notes to financial statements


                                      -3-



                             THE QUIGLEY CORPORATION
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

                                                                     Three Months Ended                     Six Months Ended
                                                             June 30, 2003      June 30, 2002      June 30, 2003       June 30, 2002
                                                               ------------       ------------       ------------       ------------

SALES:
     Sales                                                    $  7,189,129       $  5,196,577       $ 15,777,283       $ 10,445,747
     Co-operative advertising promotions                          (184,549)          (142,954)          (581,611)          (407,594)
                                                               ------------       ------------       ------------       ------------

NET SALES                                                        7,004,580          5,053,623         15,195,672         10,038,153

LICENSING FEES                                                        --                 --                 --              148,866
                                                               ------------       ------------       ------------       ------------

TOTAL REVENUE                                                    7,004,580          5,053,623         15,195,672         10,187,019
                                                               ------------       ------------       ------------       ------------

COST OF SALES                                                    4,238,991          3,425,734          8,735,973          6,121,095
                                                               ------------       ------------       ------------       ------------

GROSS PROFIT                                                     2,765,589          1,627,889          6,459,699          4,065,924
                                                               ------------       ------------       ------------       ------------

OPERATING EXPENSES:
     Sales and marketing                                           815,824            643,116          2,343,354          1,729,546
     Administration                                              2,311,887          1,735,878          4,753,607          4,250,724
     Research and development                                      722,036            620,517          1,369,005          1,231,401
                                                               ------------       ------------       ------------       ------------
TOTAL OPERATING EXPENSES                                         3,849,747          2,999,511          8,465,966          7,211,671
                                                               ------------       ------------       ------------       ------------

LOSS FROM OPERATIONS                                            (1,084,158)        (1,371,622)        (2,006,267)        (3,145,747)

INTEREST AND OTHER INCOME                                           29,017             37,643             58,914             76,007
                                                               ------------       ------------       ------------       ------------

LOSS FROM CONTINUING OPERATIONS BEFORE TAXES
                                                                (1,055,141)        (1,333,979)        (1,947,353)        (3,069,740)
                                                               ------------       ------------       ------------       ------------
                                                                                                    ------------       ------------

INCOME TAXES                                                          --                 --                 --                 --
                                                               ------------       ------------       ------------       ------------

LOSS FROM CONTINUING OPERATIONS
                                                                (1,055,141)        (1,333,979)        (1,947,353)        (3,069,740)
                                                               ------------       ------------       ------------       ------------
                                                                                                    ------------       ------------

DISCONTINUED OPERATIONS:
 Loss from discontinued operations                                    --             (116,241)           (54,349)           (81,248)

                                                               ------------       ------------       ------------       ------------
NET LOSS                                                      ($ 1,055,141)      ($ 1,450,220)      ($ 2,001,702)      ($ 3,150,988)
                                                               ============       ============       ============       ============


Basic earnings per common share:
  Loss from continuing operations                             ($      0.09)      ($      0.12)      ($      0.17)      ($      0.28)
  Loss from discontinued operations                                   --                (0.01)              --                (0.01)
                                                               ------------       ------------       ------------       ------------

  Net Loss                                                    ($      0.09)      ($      0.13)      ($      0.17)      ($      0.29)
                                                               ============       ============       ============       ============

Diluted earnings per common share:
  Loss from continuing operations                             ($      0.09)      ($      0.12)      ($      0.17)      ($      0.28)
  Loss from discontinued operations                                   --                (0.01)              --                (0.01)
                                                               ------------       ------------       ------------       ------------
  Net Loss                                                    ($      0.09)      ($      0.13)      ($      0.17)      ($      0.29)
                                                               ============       ============       ============       ============

Weighted average common shares outstanding:
      Basic                                                     11,459,950         10,964,597         11,458,284         10,823,291
                                                               ============       ============       ============       ============


      Diluted                                                   11,459,950         10,964,597         11,458,284         10,823,291
                                                               ============       ============       ============       ============

                 See accompanying notes to financial statements

                                      -4-



                             THE QUIGLEY CORPORATION
                CONSOLIDATED STATEMENTS OF CASH FLOWS (CONDENSED)
                                   (Unaudited)


                                                                             Six Months Ended
                                                                   June 30, 2003             June 30, 2002
                                                                   -------------             --------------

NET CASH (USED IN) PROVIDED BY
  OPERATING ACTIVITIES                                              ($   553,314)              $    225,242
                                                                    ------------               ------------

INVESTING ACTIVITIES:
  Capital expenditures                                                  (109,158)                  (262,681)
                                                                    ------------               ------------

NET CASH FLOWS USED IN INVESTING
  ACTIVITIES                                                            (109,158)                  (262,681)
                                                                    ------------               ------------

FINANCING ACTIVITIES:
  Proceeds from exercise of options and warrants                          16,250                  3,250,000
                                                                    ------------               ------------

NET CASH FLOWS PROVIDED BY FINANCING
  ACTIVITIES                                                              16,250                  3,250,000
                                                                    ------------               ------------

NET CASH PROVIDED BY (USED IN)
  DISCONTINUED OPERATIONS                                                133,714                   (177,149)
                                                                    ------------               ------------


NET (DECREASE) INCREASE IN CASH                                         (512,508)                 3,035,412

CASH & CASH EQUIVALENTS, BEGINNING OF
  PERIOD                                                              12,897,080                  9,684,305
                                                                    ------------               ------------

CASH & CASH EQUIVALENTS,
  END OF PERIOD                                                      $12,384,572                $12,719,717
                                                                    ============               =============


                 See accompanying notes to financial statements


                                      -5-


                             THE QUIGLEY CORPORATION
                          NOTES TO FINANCIAL STATEMENTS

NOTE 1 - ORGANIZATION AND BUSINESS

The Quigley Corporation (WWW.QUIGLEYCO.COM,  the "Company"), organized under the
laws of the state of Nevada, is engaged in the development,  manufacturing,  and
marketing  of health  and  homeopathic  products  that are being  offered to the
general  public and the  research  and  development  of  potential  prescription
products. The Company is organized into three business segments, which are, Cold
Remedy, Health and Wellness, and Ethical Pharmaceutical.  For the fiscal periods
presented,  the  Company's  revenues  have come from the  Company's  Cold Remedy
business segment and the Health and Wellness business segment.

Darius International Inc.,  ("Darius") a wholly owned subsidiary of the Company,
the Health and Wellness  segment,  was formed in January  2000 to introduce  new
products  to the  marketplace  through a network  of  independent  distributors.
Darius is a direct selling  organization  specializing in proprietary health and
wellness  products,  which commenced  shipping product to customers in the third
quarter of 2000. On January 2, 2001,  the Company  acquired  certain  assets and
assumed certain  liabilities of a privately held company  involved in the direct
marketing and distribution of health and wellness products.

The formation of Darius has provided  diversification to the Company in both the
method of product  distribution  and the broader range of products  available to
the  marketplace  serving as a balance  to the  seasonal  revenue  cycles of the
Cold-Eeze(R) branded products.

In January 2001, the Company formed an Ethical  Pharmaceutical Unit which is now
Quigley Pharma Inc.  ("Pharma"),  a wholly-owned  subsidiary of the Company, the
Ethical  Pharmaceutical  segment,  that is under the  direction of its Executive
Vice President and Chairman of its Medical Advisory Committee.  The formation of
Pharma  follows  the Patent  Office of The  United  States  Commerce  Department
confirming the assignment to the Company of a Patent Application for the "Method
and  Composition  for the Topical  Treatment of Diabetic  Neuropathy"  which was
issued and extends  through  March 27, 2021.  The  establishment  of a dedicated
pharmaceutical   subsidiary  may  enable  the  Company  to  diversify  into  the
prescription drug market and to ensure safe and effective  distribution of these
important  potential new products  currently  under  development.  At this time,
three  patents  have been  issued and  assigned to the  Company  resulting  from
research activity of Quigley Pharma.

During 2000, the Company acquired a 60% ownership  position in Caribbean Pacific
Natural Products, Inc. ("CPNP"), a leading developer and marketer of all-natural
sun-care and  skincare  products for luxury  resorts,  theme parks and spas.  In
December  2002,  the Board of Directors  of the Company  approved a plan to sell
CPNP. On January 22, 2003,  the Company  completed the sale of the Company's 60%
equity interest in CPNP to Suncoast Naturals, Inc. ("Suncoast").  See discussion
in Notes to Financial Statements, Note 3 - Discontinued Operations.

COLD REMEDY
- -----------

Cold-Eeze(R),   a  zinc   gluconate   glycine   formulation   (ZIGG(TM))  is  an
over-the-counter  consumer  product  used to reduce the duration and severity of
the common cold and is sold in lozenge,  gum and  sugar-free  tablet  forms.  In
addition, during 2003 the Company plans to launch a Cold-Eeze(R) nasal spray and
Kidz-Eeze(TM)  Sore  Throat  Pop with  Pectin.  The  nasal  spray  product  is a
moisturizing nasal spray containing Aloe Vera gel and the active ingredient Zinc
Gluconate.

In May 1992,  the Company  entered into an  exclusive  agreement  for  worldwide
representation,  manufacturing,  marketing  and  distribution  rights  to a zinc
gluconate  glycine lozenge  formulation which was patented in the United States,
United Kingdom, Sweden, France, Italy, Canada, Germany, and is pending in Japan.
This  product is  presently  being  marketed  by the  Company  and also  through
independent  brokers and  marketers  in the United  States  under the trade name
Cold-Eeze(R).   Under  a  Food  and   Drug   Administration   ("FDA")   approved
Investigational  New Drug Application,  filed by Dartmouth College, a randomized
double-blind  placebo-controlled study, conducted at Dartmouth College of Health
Science,  Hanover,  New  Hampshire,   concluded  that  the  lozenge  formulation
treatment, initiated within 48 hours of symptom onset, resulted in a significant
reduction in the total duration of the common cold.

On May 22, 1992,  "Zinc and the Common Cold, a Controlled  Clinical  Study," was
published in England, in the "Journal of International Medical Research", Volume
20, Number 3, Pages 234-246. According to this publication,  (a) flavorings used
in  other  Zinc  lozenge  products  (citrate,   tartrate,   separate,   orotate,
picolinate,  mannitol or sorbitol)  render the Zinc inactive and  unavailable to
the patient's nasal passages,  mouth and throat,  where cold symptoms have to be
treated, (b) this patented formulation delivers  approximately 93% of the active
Zinc to the  mucosal  surfaces  and (c) the  patient  has the same  sequence  of
symptoms  as in the  absence of  treatment,  but goes  through  the phases at an
accelerated rate and with reduced symptom severity.


                                      -6-




On July 15, 1996,  results of a new randomized  double-blind  placebo-controlled
study on the common cold were published, which commenced at the Cleveland Clinic
Foundation  on October 3, 1994.  The study called "Zinc  Gluconate  Lozenges for
Treating the Common Cold" was  completed and published in the Annals of Internal
Medicine - Vol. 125 No. 2. Using a 13.3mg  lozenge  (almost half the strength of
the  lozenge  used in the  Dartmouth  Study),  the  result  still  showed  a 42%
reduction in the duration of the common cold symptoms.

In April 2002, the Company announced the statistical  results of a retrospective
clinical  study that suggests that  Cold-Eeze(R)  is also an effective  means of
preventing  the common cold.  This  adolescent  study  indicated that when taken
daily,  Cold-Eeze(R)  statistically  lessens  the number of colds an  individual
suffers per year,  reducing the median from 1.5 to zero.  These findings are the
result of analyzing three years of clinical data at the Heritage School facility
in Provo,  Utah.  The study also found that the use of  Cold-Eeze(R)  to treat a
cold statistically reduces the use of antibiotics for respiratory illnesses from
39.3% to 3.0%  when  Cold-Eeze(R)  is  administered  as a first  line  treatment
approach to the common cold.  Additionally,  the study  reinforces  the original
clinical trials,  concluding that Cold-Eeze(R)  reduces the median duration of a
cold by four days. In April 2002, the Company was assigned a Patent  Application
which was filed with the Patent Office of the United States Commerce  Department
for the use of  Cold-Eeze(R)  as a  prophylactic  for cold  prevention.  The new
patent  application  follows the results of the adolescent study at the Heritage
School facility.


In May 2003, the Company  announced the study  findings of a prospective  study,
conducted at the Heritage School  facility in Provo,  Utah, 178 children ages 12
to  18  years  were  given  Cold-Eeze(R)   lozenges  both   symptomatically  and
prophylactically  from  October 5, 2001 to May 30,  2002.  The study found a 54%
reduction in the most  frequently  observed cold  duration.  Those  subjects not
receiving  treatment most  frequently  experienced  symptom  duration at 11 days
compared with 5 days when lozenges were administered, a reduction of 6 days.

The study  also  found  that  there was a 25%  reduction  in the number of colds
experienced when  Cold-Eeze(R)  was  administered  once a day as a preventative.
With prophylaxis,  61% of the subjects  experienced one or fewer colds, far less
than the national  average of 6-10 colds a year in children,  as reported by the
National Institute of Allergy and Infectious Diseases.

In the second half of 1998, the Company  launched  Cold-Eeze(R)  in a sugar free
version of the product to benefit  diabetics and other consumers  concerned with
their sugar intake.

The business of the Company is subject to federal and state laws and regulations
adopted  for  the  health  and  safety  of  users  of  the  Company's  products.
Cold-Eeze(R)  is a homeopathic  remedy that is subject to regulations by various
federal,  state  and  local  agencies,  including  the FDA  and the  Homeopathic
Pharmacopoeia of the United States.

The Company competes with suppliers varying in range and size in the cold remedy
products arena.  Because  Cold-Eeze(R) has been clinically  proven,  it offers a
significant  advantage over other suppliers in the over-the-counter  cold remedy
market.  The  management  of the  Company  believes  there  should  be no future
impediment on the ability to compete in the marketplace now, or in the immediate
future,  since factors concerning the product,  such as price,  product quality,
availability,  reliability, credit terms, name recognition, delivery and support
are all properly  positioned.  The Company has several  Broker,  Distributor and
Representative  Agreements,  both nationally and internationally and the product
is distributed  through numerous  independent and chain drug and discount stores
throughout the United States.

The  Company  continues  to  use  the  resources  of  independent  national  and
international brokers complementing its own personnel to represent the Company's
over-the-counter products, thereby saving capital and other ongoing expenditures
that would otherwise be incurred.

HEALTH AND WELLNESS
- -------------------

Darius  is  a  direct  selling  company  specializing  in  the  development  and
distribution of proprietary  health and wellness  products  primarily within the
United States with the  commencement of international  business  activity during
the second quarter of 2003. The Company  develops and markets  products that are
suitable for  distribution  within a direct selling  business  environment.  The
products marketed and sold by Darius are herbal vitamins and dietary supplements
for the human condition, in the areas of health, immunity, energy and pain.


                                      -7-




Within the framework of a direct selling  business  environment the Company sell
its  products  through a network  of  independent  representatives,  who are not
employees of the Company.  These purchases by the  distributors  may be used for
personal  consumption  or used for  resale  to  consumers.  The  representatives
receive  compensation  for sales achieved by means of a commission  structure or
compensation  plan based on their  product  sales and those of personnel  within
their down-line distributor network. As the independent  representatives pay for
product in advance of shipments being made the accounts  receivable  balances at
any time are negligible.

The continued  success of this segment is dependent,  among other things, on the
Company's ability:

o    To maintain existing  independent  representatives  and recruit  additional
     successful  independent  representatives.  Additionally,  the  loss  of key
     high-level distributors could negatively impact future growth and revenues;

o    To continue to develop and make available new and desirable  products at an
     acceptable cost;

o    To maintain  safe and  reliable  multiple-location  sources for product and
     materials;

o    To  maintain  a  reliable   information   technology  system  and  internet
     capability.  The  Company  has  expended  significant  resource  on systems
     enhancements  in the past  and  will  continue  to do so to  ensure  prompt
     customer  response  times,   business  continuity  and  reliable  reporting
     capabilities.  Any  interruption to computer systems for an extended period
     of time could be harmful to the business;

o    To execute  conformity  with various  federal,  state and local  regulatory
     agencies both within the United States and abroad. With the commencement of
     international  business,  difficulties with foreign regulatory requirements
     could have a significant  negative  impact on future growth.  Any inquiries
     from  government  authorities  relating to our business and compliance with
     laws and regulations could be harmful to the Company;

o    To compete with larger more mature organizations  operating within the same
     market and to remain competitive in terms of product relevance and business
     opportunity;

o    To  successfully  implement  methods  for  progressing  the direct  selling
     philosophy internationally; and

o    To plan strategically for general economic conditions.

Any or all of the above risks could result in significant reductions in revenues
and profitability of the health and wellness segment.

ETHICAL PHARMACEUTICAL
- ----------------------

The  establishment  of Pharma  may  enable the  Company  to  diversify  into the
development of naturally derived prescription drugs, cosmeceuticals, and dietary
supplements.   Research  and  development  will  focus  on  the  identification,
isolation and direct use of active medicinal substances.  One aspect of Pharma's
research will focus on the combination of isolated active constituents and whole
plant  components.  The search for new natural  sources of medicinal  substances
will focus not only on world plants, fungi, and other natural substances, but an
intense investigation into traditional medicinals and historic therapeutics.

Pharma is currently  undergoing research and development  activity in compliance
with regulatory requirements. During the course of its research and development,
certain  formulas  have led to three  patents and several  patent  applications,
which the Patent Office of the United States  Commerce  Department has confirmed
the assignment to the Company.  The Company,  through Pharma,  is at the initial
stages of what may be a lengthy  process to  develop  these  patents  and patent
applications into commercial products.


                                      -8-



The areas of focus are:

     o    A Patent (No.  6,555,573 B2) entitled  "Method and Composition for the
          Topical Treatment of Diabetic  Neuropathy." The patent extends through
          March 27, 2021.

     o    A Patent (No. 6,592,896 B2) entitled "Medicinal Composition and Method
          of Using It" (for Treatment of Sialorrhea  and other  Disorders) for a
          product to relieve  sialorrhea  (drooling) in patients  suffering from
          Amyotrophic  Lateral Sclerosis (ALS),  otherwise known as Lou Gehrig's
          Disease. The patent extends through August 6, 2021.

     o    A Patent (No.  6,596,313  B2)  entitled  "Nutritional  Supplement  and
          Method of Using It" for a product to relieve sialorrhea  (drooling) in
          patients suffering from Amyotrophic Lateral Sclerosis (ALS), otherwise
          known as Lou Gehrig's  Disease.  The patent extends  through April 15,
          2022.

     o    A Patent Application entitled  "Composition and Method for Prevention,
          Reduction  and  Treatment  of  Radiation  Dermatitis"  with the Patent
          Office of The United States Commerce Department.


In September  2002,  the Company  filed a foreign  patent  application  entitled
"Method and  Composition  for the Topical  Treatment of Diabetic  Neuropathy" in
Europe and other foreign markets.

The  pre-clinical  development,   clinical  trials,  product  manufacturing  and
marketing  of Pharma's  potential  new products are subject to federal and state
regulation in the United States and other  countries.  Obtaining FDA  regulatory
approval for these pharmaceutical products can require substantial resources and
take several years.  The length of this process depends on the type,  complexity
and novelty of the product and the nature of the disease or other indications to
be  treated.  If the  Company  cannot  obtain  regulatory  approval of these new
products in a timely  manner or if the patents are not granted or if the patents
are subsequently challenged,  these possible events could have a material effect
on the business  and  financial  condition  of the Company.  The strength of the
Company's patent position may be important to its long-term  success.  There can
be no assurance  that these  patents and patent  applications  will  effectively
protect the Company's products from duplication by others.

In April 2002, the Company initiated a Phase II proof of concept study in France
for treatment of diabetic neuropathy,  which was concluded in 2003. It indicated
that  subjects  using  this  formulation  had  67% of  their  symptoms  improve,
suggesting   efficacy.   Because  the  Company's   formulation   for  relief  of
diabetes-related pain is a topical treatment and its ingredients are GRAS listed
(Generally  Regarded As Safe) as identified in the Code of Federal  Regulations,
FDA  approval  could  potentially  be  obtained  earlier  than what is  normally
required in the FDA process.

In July  2002,  the  Company  announced  the  commencement  of  testing on a new
formulation  being  developed  by the  Company  to  relieve  Sialorrhea  (excess
secretions of the salivary glands,  causing drooling) in patients suffering from
diseases including  Amyotrophic Lateral Sclerosis (ALS),  otherwise known as Lou
Gehrig's Disease, Cerebral Palsy, Parkinson's Disease, and Muscular Dystrophy.


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The Consolidated  Financial  Statements  include the accounts of the Company and
its wholly owned subsidiaries.  All inter-company transactions and balances have
been  eliminated.  These  financial  statements have been prepared by management
without audit and should be read in conjunction with the consolidated  financial
statements  and notes thereto  included in the  Company's  Annual Report on Form
10-K for the year ended  December 31, 2002.  In the opinion of  management,  all
adjustments  necessary for a fair  presentation  of the  consolidated  financial
position,  consolidated  results of operations and consolidated  cash flows, for
the  periods  indicated,   have  been  made.  Prior  period  amounts  have  been
reclassified to conform with this presentation.

On January 2, 2001,  the Company  acquired  certain  assets and assumed  certain
liabilities of a privately held company, located in Utah, involved in the direct
marketing and  distribution of health and wellness  products.  This  acquisition
required  cash  payments  that  approximated  $110,000 and 50,000  shares of the
Company's stock issued to the former owners of the net


                                      -9-




assets acquired.  The net assets acquired  included assets totaling $536,000 and
liabilities assumed approximating $416,000. Also required were payments totaling
$540,000 for the use of product formulations;  consulting; confidentiality and a
non-compete   agreement.   To  maintain  the  continuous  application  of  these
arrangements,  fees of 5% on net  sales  collected  must  be paid to the  former
owners.  The operating results have been included in the Company's  Consolidated
Statements of Operations from the date of acquisition. Prior to January 1, 2002,
the excess of cost over net assets  acquired had been subject to amortization on
a straight-line basis over a period of 15 years. Subsequent to 2001, the account
will only be reduced if the value becomes impaired.

During 2000, the Company acquired a 60% ownership  position in CPNP. In December
2002,  the Board of  Directors of the Company  approved a plan to sell CPNP.  On
January 22, 2003,  the Board of Directors of the Company  completed  the sale of
the Company's 60% equity interest in CPNP to Suncoast.  Results of CPNP prior to
January 22, 2003 are presented as  discontinued  operations in the  Consolidated
Statements of Operations and in the Consolidated  Balance Sheets. See discussion
in Notes to Financial Statements, Note 3 - Discontinued Operations.

GOODWILL AND INTANGIBLE ASSETS

Patent rights have been  amortized on a  straight-line  basis over the period of
the related licensing  agreements,  which  approximated 67 months and were fully
amortized as of March 2002. Amortization costs incurred for the six months ended
June 30,  2003  and  2002,  were  zero and  $21,940,  respectively.  Accumulated
amortization at both June 30, 2003 and December 31, 2002 was $490,000.

As of June 30, 2003 and December 31, 2002, intangible assets consist principally
of goodwill.  Goodwill is not amortized but reviewed for impairment  when events
and  circumstances  indicate the carrying amount may not be recoverable or on an
annual basis. In the fourth quarter of 2002, the Company  realized an impairment
loss  of  $296,047  relating  to  goodwill  in  CPNP,  which  was  reflected  in
discontinued operations.

CONCENTRATION OF RISKS

Financial  instruments  that  potentially  subject  the  Company to  significant
concentrations of credit risk consist  principally of cash investments and trade
accounts receivable.

The  Company  maintains  cash and cash  equivalents  with four  major  financial
institutions.  Since the  Company  maintains  amounts  in  excess of  guarantees
provided by the Federal Depository Insurance  Corporation,  the Company performs
periodic  evaluations  of  the  relative  credit  standing  of  these  financial
institutions and limits the amount of credit exposure with any one institution.

Trade accounts receivable  potentially  subjects the Company to credit risk. The
Company  extends  credit  to its  customers  based  upon  an  evaluation  of the
customer's financial condition and credit history and generally does not require
collateral.  The Company has historically  incurred  minimal credit losses.  The
Company's  broad  range of  customers  includes  many  large  wholesalers,  mass
merchandisers  and  multi-outlet  pharmacy  chains,  five of which account for a
significant  percentage  of sales  volume,  representing  15% for the six months
periods  ended  June 30,  2003 and 2002 and 12% and 15% of sales  volume for the
three months periods ended June 30, 2003 and 2002, respectively.

Customers  comprising the five largest accounts receivable balances  represented
44% of total trade  receivable  balances at both June 30, 2003 and  December 31,
2002,  respectively.  During  the six months  ended  June 30,  2003 98.5% of the
Company's revenues originated in the United States.

The Company uses three separate  suppliers to produce  Cold-Eeze(R)  in lozenge,
gum, and sugar-free tablet forms. The Company's revenues are currently generated
from the sale of the Cold-Eeze(R)  product, Cold Remedy, and from the Health and
Wellness segment. The lozenge form is manufactured by a third party manufacturer
a significant amount of whose revenues are from the Company. The other forms are
manufactured by third parties that produce a variety of other products for other
customers.  Should these relationships  terminate or discontinue for any reason,
the  Company  has  formulated  a  contingency  plan in  order  to  prevent  such
discontinuance  from  materially  affecting the Company's  operations.  Any such
termination  may,  however,  result in a temporary delay in production until the
replacement facility is able to meet the Company's production requirements.



                                      -10-




Raw material used in the  production  of the product is available  from numerous
sources. Currently, it is being procured from a single vendor in order to secure
purchasing economies. In a situation where this one vendor is not able to supply
the  contract  manufacturer  with  the  ingredients,  other  sources  have  been
identified.

Darius' product for resale is sourced from several suppliers.  In the event that
such sources were no longer in a position to supply Darius with  product,  other
vendors have been identified as reliable  alternatives with minimal adverse loss
of business.

LONG-LIVED ASSETS

The Company  reviews its long-lived  assets for impairment on an exception basis
whenever events or changes in circumstances indicate that the carrying amount of
the assets may not be recoverable through future cash flows. If it is determined
that an impairment loss has occurred based on the expected cash flows, a loss is
recognized in the  Statement of  Operations.  In the fourth  quarter of 2002, in
addition to its  impairment  loss in CPNP,  the Company  realized an  additional
impairment loss of $337,186 from its investment in CPNP,  which was reflected in
discontinued operations.  The total impairment loss of $633,233 was reflected in
discontinued operations.

REVENUE RECOGNITION

Sales are  recognized at the time  ownership and risk of loss is  transferred to
the  customer,  which is  primarily  the time the  shipment  is  received by the
customer.  Sales returns and  allowances are provided for in the period that the
related  sales  are  recorded.  Provisions  for  these  reserves  are  based  on
historical  experience.  Total  revenues  for the six months ended June 30, 2002
include an amount of $148,866  related to  licensing  fees,  which was the final
installment as a result of the settlement of the infringement  suit, against Gel
Tech,  LLC, the developer of Zicam(TM),  and Gum Tech  International,  Inc., its
distributor.

SHIPPING AND HANDLING

Product sales  relating to the Health and Wellness  products carry an additional
identifiable shipping and handling charge to the purchaser,  which is classified
as revenue.  For cold remedy  products,  such costs are  included as part of the
invoiced price. In all cases, costs related to this revenue are recorded in cost
of sales.

STOCK COMPENSATION

Stock options and warrants for purchase of the Company's  common stock have been
granted to both  employees  and  non-employees  since the date of the  Company's
public  inception.   Options  and  warrants  are  exercisable  during  a  period
determined  by the  Company,  but in no event later than ten years from the date
granted. Stock options granted to employees vest immediately.

The Company  applies  Accounting  Principles  Board Opinion No. 25 ("APB 25") in
accounting  for its grants of options to employees.  Under the  intrinsic  value
method  prescribed  by APB 25, no  compensation  expense  relating  to grants to
employees  has been  recorded by the Company in periods  reported.  Compensation
expense for awards made during any periods  presented would be determined  under
the fair value method of Statement of Financial  Accounting Standards (SFAS) No.
123, "Accounting for Stock-Based Compensation."

Expense relating to warrants granted to  non-employees  have been  appropriately
recorded,  which  have been based on either  fair  values  agreed  upon with the
grantees  or fair  values  as  determined  by the  Black-Scholes  pricing  model
dependent upon the circumstances relating to the specific grants.

There were no grants of stock  options to  employees  in the six months  periods
ended June 30, 2003 and 2002 and  therefore no  compensation  expense  under FAS
123.

ROYALTIES

The Company  includes  royalties  and founders  commissions  incurred as cost of
sales for the Cold Remedy segment and in administration  expenses for the Health
and Wellness segment based on agreement terms.

ADVERTISING

Advertising  costs are  expensed  within the period in which they are  utilized.
Advertising  expense is  comprised  of media  advertising,  presented as part of
sales and marketing expense; co-operative advertising, which is accounted for as
a deduction from sales; and free product, which is accounted for as part of cost


                                      -11-




of sales.  Advertising costs incurred for the six months ended June 30, 2003 and
2002 were $1,394,319 and $931,365,  respectively.  Included in prepaid  expenses
and other current assets was $225,000 and $236,875 at June 30, 2003 and December
31, 2002, respectively, relating to prepaid advertising expenses.

RESEARCH AND DEVELOPMENT

Research and development costs are charged to operations in the period incurred.
Expenditures for the six months ended June 30, 2003 and 2002 were $1,369,005 and
$1,231,401,  respectively.  Principally,  research  and  development  costs  are
related  to  Pharma's  areas  of  interest  and  study  costs   associated  with
Cold-Eeze(R).

INCOME TAXES

The  Company  utilizes  an asset  and  liability  approach  which  requires  the
recognition  of  deferred  tax  assets  and   liabilities  for  the  future  tax
consequences  of events that have been  recognized  in the  Company's  financial
statements or tax returns.  In estimating future tax  consequences,  the Company
generally  considers all expected future events other than enactments of changes
in the tax law or rates. See discussion in Notes to Financial Statements, Note 6
- - Income Taxes.

NOTE 3 - DISCONTINUED OPERATIONS

Effective  July 1, 2000, the Company  acquired a 60% ownership  position of CPNP
which is accounted for by the purchase method of accounting and accordingly, the
operating  results have been  included in the Company's  consolidated  financial
Statements  from the  date of  acquisition.  This  majority  ownership  position
required a cash investment that approximated $812,000 and the provision for a $1
million line of credit, collateralized by inventory, accounts receivable and all
other assets of CPNP. The net assets of CPNP at the acquisition date principally
consisted of a product license and  distribution  rights with no recorded value,
inventory  and fixed assets of $312,915  and $510,000 of working  capital with a
contribution to minority interest of $329,166.

In December 2002, the Board of Directors of the Company  approved a plan to sell
CPNP. On January 22, 2003,  the Board of Directors of the Company  completed the
sale of the Company's 60% equity  interest in CPNP to Suncoast.  In exchange for
its 60% equity  interest in CPNP,  the Company  received:  (i) 750,000 shares of
Suncoast's  common stock,  which Suncoast has agreed,  at its cost and within 60
days from the closing,  to register  for public  resale  through an  appropriate
registration  statement;   and  (ii)  100,000  shares  of  Suncoast's  Series  A
Redeemable  Preferred  Stock,  which bears interest at a rate of 4.25% per annum
and which is  redeemable  from time to time after March 31, 2003 in such amounts
as is equal to 50% of the free cash flow reported by Suncoast in the immediately
preceding  quarterly  financial  statements  divided by the redemption  price of
$10.00 per share.  The Company owns 19.5% of Suncoast's  issued and  outstanding
capital stock valued at $79,365,  representing  the Company's  share of the fair
value of  Suncoast  at the time the  transaction  was  recorded,  this amount is
included in Other Assets in the  Consolidated  Balance  Sheets.  As of August 6,
2003,  no  registration  statement  has been  filed.  The  disposal  of CPNP was
completed in order to allow the Company to focus  resources on other  activities
and clinical research and development.

Sales of CPNP for all periods  commencing on the date of  acquisition on July 1,
2000 up to date of disposal on January 22, 2003, were $5,075,472, cumulative net
losses  during  that  period  were  $2,232,620.  The loss  includes an amount of
$633,233  relating to the asset  impairment,  reported in the fourth  quarter of
2002. Revenues of CPNP for the three months periods ended June 30, 2003 and 2002
were zero and $675,450,  respectively, net losses for the same periods were zero
and  $116,241.  Revenues of CPNP for the six months  periods ended June 30, 2003
and 2002 were $59,824,  and  $1,200,324,  respectively,  net losses for the same
periods were $54,349 and $81,248.  Results of CPNP are presented as discontinued
operations in the Consolidated  Statements of Operations and in the Consolidated
Balance Sheets.

The major classes of balance sheet items of discontinued  operations at December
31, 2002 were inventory, accounts receivable,  property, plant and machinery and
accounts payable.

NOTE 4 - SEGMENT INFORMATION

The basis for  presenting  segment  results is consistent  with overall  Company
reporting.  The Company  reports  information  about its  operating  segments in
accordance  with  Financial   Accounting   Standard  Board  Statement  No.  131,
"Disclosure  About  Segments of an Enterprise  and Related  Information,"  which


                                      -12-




establishes  standards for  reporting  information  about a company's  operating
segments. All consolidating items are included in Corporate & Other.

The  Company  has  divided  its  operations  into three  reportable  segments as
follows:   The  Quigley  Corporation  (Cold  Remedy),   whose  main  product  is
Cold-Eeze(R),  a proprietary zinc gluconate glycine lozenge for the common cold;
Darius (Health and Wellness), whose business is the sale and direct marketing of
kla  range  of  health  and  wellness   products,   and  Quigley  Pharma  (Ethical
Pharmaceutical),  currently  involved in research  and  development  activity to
develop potential pharmaceutical products.

As discussed in Notes to Financial Statements, Note 3 - Discontinued Operations,
the Company disposed of its Sun-care and Skincare segment in January 2003.

Financial information relating to 2003 and 2002 operations, by business segment,
follows:

- -----------------------------------------------------------------------------------------------------------------
For the three                    Cold                                      Ethical       Corporate
months ended                    Remedy              Health and          Pharmaceutical      and
June 30, 2003                  Products              Wellness              Products        Other      Total
- -----------------------------------------------------------------------------------------------------------------


Net Sales
  Customers                    $ 1,561,494          $ 5,443,086                --           --         $7,004,580
Licensing fees                        --                   --                  --           --                --
Segment operating
  profit (loss)                ($  981,938)         $   573,519         ($  675,739)        --        ($1,084,158)

- -----------------------------------------------------------------------------------------------------------------
For the three                    Cold                                      Ethical       Corporate
months ended                    Remedy              Health and          Pharmaceutical      and
June 30, 2003                  Products              Wellness              Products        Other      Total
- -----------------------------------------------------------------------------------------------------------------


Net Sales
  Customers                    $ 4,819,761          $10,375,911                --           --         $15,195,672
Licensing fees                                             --                  --           --
Segment operating
  profit (loss)                 (2,001,023)           1,236,772         ($1,242,016)        --          (2,006,267)
Total Assets                   $20,110,387          $ 2,433,950                --       ($674,754)     $21,869,583

- -----------------------------------------------------------------------------------------------------------------
For the three                    Cold                                      Ethical       Corporate
months ended                    Remedy              Health and          Pharmaceutical      and
June 30, 2003                  Products              Wellness              Products        Other      Total
- -----------------------------------------------------------------------------------------------------------------


Net Sales
  Customers                    $ 1,113,717          $ 3,939,906                --           --         $ 5,053,623
Licensing fees                        --                   --                  --           --
Segment operating
  profit (loss)               ($ 1,417,941)         $   369,533         ($  337,440)     $ 14,226     ($ 1,371,622)

- -----------------------------------------------------------------------------------------------------------------
For the three                    Cold                                      Ethical       Corporate
months ended                    Remedy              Health and          Pharmaceutical      and
June 30, 2003                  Products              Wellness              Products        Other      Total
- -----------------------------------------------------------------------------------------------------------------


Net Sales
  Customers                    $ 3,743,640          $ 6,294,513                --           --         $10,038,153
Licensing fees                     148,866                 --                  --           --             148,866
Segment operating
  profit (loss)                 (2,945,105)             421,592        ($   648,481)     $ 26,247       (3,145,747)
Total Assets                   $23,548,015          $ 1,539,252                --     ($1,476,355)     $23,610,912


                                      -13-




NOTE 5 - TRANSACTIONS AFFECTING STOCKHOLDERS' EQUITY

On  September 8, 1998,  the  Company's  Board of  Directors  declared a dividend
distribution of Common Stock Purchase Rights (the "Rights"),  thereby creating a
Stockholder  Rights  Plan  (the  "Plan").   The  dividend  was  payable  to  the
stockholders   of  record  on  September  25,  1998.  Each  Right  entitles  the
stockholder  of record to purchase from the Company that number of Common Shares
having a combined  market value equal to two times the Rights  exercise price of
$45. The Rights are not exercisable  until the distribution  date, which will be
the earlier of a public  announcement  that a person or group of  affiliated  or
associated persons has acquired 15% or more of the outstanding common shares, or
the announcement of an intention to make a tender or exchange offer resulting in
the  ownership of 15% or more of the  outstanding  common  shares by a similarly
constituted  party.  The dividend has the effect of giving the stockholder a 50%
discount on the share's  current market value for exercising  such right. In the
event of a cashless  exercise of the Right,  and the acquirer has acquired  less
than a 50% beneficial  ownership of the Company,  a stockholder may exchange one
Right for one common share of the Company.  The Final  Expiration of the Plan is
September 25, 2008.

Since the inception of the stock buy-back program in January 1998, the Board has
subsequently  increased  the  authorization  on  five  occasions,  for  a  total
authorized  buy-back of 5,000,000  shares or  approximately  38% of the previous
shares  outstanding.  Such shares are  reflected  as treasury  stock and will be
available for general corporate purposes.  From the initiation of the plan until
June 30, 2003,  4,159,191  shares have been repurchased at a cost of $24,042,801
or an average cost of $5.78 per share. No shares were repurchased during 2002 or
2003 to date.

As a result of the  litigation  relating to the case against  Nutritional  Foods
Corporation,  in March of 1998, a subsequent  order of the Court of Common Pleas
of Bucks County  modified the decree of January 23, 1997 to provide for a return
to treasury of 604,928  shares to the  Company.  As payment for legal  services,
118,066 of these  shares  were  reissued  with a market  value of  approximately
$1,145,358.  This value, the cost of reacquiring  these shares,  then became the
value of the net treasury stock ($2.35 per share)  represented by 486,862 shares
returned to treasury.

On April 9,  2002,  The  Quigley  Corporation  entered  into an  agreement  with
Forrester  Financial  LLC,  ("Forrester")  providing  for  Forrester to act as a
financial  consultant to the Company.  The consulting  agreement commenced as of
March 7, 2002 for a term of twelve months,  but may be terminated by the Company
in its sole discretion at any time. As compensation  for services to be provided
by Forrester to the Company, the Company granted to Forrester, or its designees,
warrants to purchase up to a total of 1,000,000  shares of the Company's  common
stock. The Company's financial  statements reflect a $700,000 non-cash charge in
first  quarter  of 2002  resulting  from the  granting  of these  warrants.  The
warrants have three exercise prices,  500,000 warrants  exercisable at $6.50 per
share,  which were exercised in May 2002 resulting in cash to the Company in the
amount of  $3,250,000,  250,000  warrants  exercisable  at $8.50 per share,  and
250,000  warrants  exercisable at $11.50 per share.  The warrants were initially
exercisable  until  the  earlier  to  occur  of (i)  March  6,  2003 or (ii) the
termination of the Consulting Agreement.

On December 7, 2002,  Forrester  Financial  LLC commenced an action by a Writ of
Summons  filed in the Court of Common  Pleas of Bucks  County,  PA  against  The
Quigley  Corporation.  No Complaint  was filed  detailing the claim of Forrester
Financial LLC against The Quigley  Corporation.  This action was terminated with
prejudice by Forrester  Financial LLC as part of its agreement  with The Quigley
Corporation on February 2, 2003 whereby certain  warrants that were scheduled to
expire on March 7, 2003 were  extended  to March 7, 2004  (warrants  to purchase
250,000 shares at $8.50;  warrants to purchase  250,000 shares at $11.50) are no
longer  cancelable  by the Company.  As an  additional  part of this  agreement,
Forrester  Financial LLC was granted  warrants to purchase 250,000 shares at any
time until March 7, 2004 at the price of $9.50 a share.

Pursuant to an agreement  dated  February 2, 2003,  the Company  entered into an
Amended and Restated Warrant Agreement (the "Amended  Agreement") with Forrester
Financial, LLC ("Forrester").  As a result of this Amended Agreement the Company
recorded a further  non-cash charge of $1,400,000 in the fourth quarter of 2002,
amounting to a total expense of $2,100,000, classified as administrative expense
in the Consolidated Statement of Operations,  relating to this warrant agreement
in 2002. Additionally, $1,673,000 is reflected in the Consolidated Balance Sheet
at June 30,  2003 and  December  31,  2002,  which  represents  the value of the
unexercised warrants.

At June 30,  2003,  there  were  4,492,500  unexercised  and  vested  option and
warrants of the Company's stock available for exercise.


                                      -14-




NOTE 6 - INCOME TAXES

Certain  exercises  of options and  warrants,  and  restricted  stock issued for
services that became  unrestricted  resulted in  reductions  to taxes  currently
payable and a  corresponding  increase to  additional-paid-in-capital  for prior
years. Certain tax benefits for option and warrant exercises totaling $1,756,383
are deferred  because of a net  operating  loss  carry-forward  for tax purposes
("NOLs")  that  occurred  during the fourth  quarter of 1999,  resulting  from a
cumulative effect of deducting $42,800,364  attributed to options,  warrants and
unrestricted  stock  deductions  from taxable  income.  The net  operating  loss
carry-forwards arising from the option, warrant and stock activities approximate
$16.3 million for federal  purposes,  of which $3.5 million will expire in 2019,
$4.0 million in 2020, $8.8 million in 2022 and $16.3 million for state purposes,
of which $9.7  million  will  expire in 2009,  $3.0  million  in 2010,  and $3.6
million in 2012. Until sufficient  taxable income to offset the temporary timing
differences  attributable  to operations and the tax deductions  attributable to
option, warrant and stock activities are assured, a valuation allowance equaling
the total deferred tax asset is being provided.

NOTE 7 - EARNINGS PER SHARE

Basic earnings per share ("EPS")  excludes  dilution and is computed by dividing
income  available to common  stockholders  by the  weighted - average  number of
common  shares  outstanding  for the period.  Diluted EPS reflects the potential
dilution that could occur if securities or other contracts to issue common stock
were  exercised  or  converted  into common stock or resulted in the issuance of
common  stock  that  shared in the  earnings  of the  entity.  Diluted  EPS also
utilizes the treasury  stock method which  prescribes a theoretical  buy back of
shares from the  theoretical  proceeds of all options and  warrants  outstanding
during  the  period.  Since  there is a large  number of  options  and  warrants
outstanding,  fluctuations  in the  actual  market  price can have a variety  of
results for each period presented.

A  reconciliation  of the applicable  numerators and  denominators of the income
statement periods presented is as follows  (millions,  except earnings per share
amounts):

                         Three Months Ended         Six Months Ended        Three Months Ended      Six Months Ended
                           June 30, 2003              June 30, 2003           June 30, 2002          June 30, 2002
                      Loss    Shares   EPS        Loss   Shares   EPS     Loss    Shares  EPS     Loss   Shares   EPS
                      --------------------------------------------------------------------------------------------------
Basic EPS             ($1.1)   11.5 ($0.09)       ($2.0)   11.5 ($0.17)   ($1.3)   11.0 ($0.12)   ($3.1)   10.8 ($0.28)
Dilutives:
Options/Warrants       --     --      --            --     --      --       --     --      --       --     --      --
                      --------------------------------------------------------------------------------------------------

Diluted EPS           ($1.1)   11.5 ($0.09)       ($2.0)   11.5 ($0.17)   ($1.3)   11.0 ($0.12)   ($3.1)   10.8 ($0.28)
                      ==================================================================================================

Options and warrants  outstanding  at June 30, 2003 and 2002 were  4,492,500 and
3,803,000,  respectively,  but were not included in the  computation  of diluted
earnings per share because the effect was anti-dilutive.

NOTE 8 - RELATED PARTY TRANSACTIONS

In the ordinary  course of business,  the Company has sales  brokerage and other
arrangements with entities whose major stockholders are also stockholders of The
Quigley  Corporation,  or are  related  to major  stockholders  of the  Company.
Commissions and other items expensed under such  arrangements for the six months
ended June 30, 2003 and 2002 amounted to zero and $33,525, respectively, and are
included in sales and marketing,  and administration expense  classifications in
the Consolidated Statements of Operations. Amounts payable under such agreements
at June 30, 2003 and December 31, 2002 were approximately zero.

An  agreement  between the Company and the  founders  Mr. Guy J. Quigley and Mr.
Charles A. Phillips,  both officers,  directors and stockholders of the Company,
was  entered  into  on June 1,  1995.  The  founders,  in  consideration  of the
acquisition  of the  Cold-Eeze(R)  cold  therapy  product,  are to share a total
commission  of five percent (5%), on sales  collected,  less certain  deductions
until the  termination  of this  agreement on May 31,  2005.  For the six months
ended June 30, 2003 and 2002  amounts of $226,025  and  $186,003,  respectively,
were  expensed  under such  founder's  commission  agreements,  such  expense is
included in the cost of sales  classification in the Consolidated  Statements of
Operations.  Amounts payable under such agreements at June 30, 2003 and December
31, 2002 were  $97,400 and $301,695  respectively,  and are  represented  in the
accrued  royalties  and  sales  commission  classification  in the  Consolidated
Balance Sheets.


                                      -15-




The Company is in the process of acquiring licenses in certain countries through
related party entities whose  stockholders  include Mr. Gary Quigley, a relative
of the  Company's  Chief  Executive  Officer.  Fees  amounting  to $184,500  and
$140,993, respectively, have been paid to a related entity during the six months
periods  ended  June  30,  2003  and  2002,  respectively,  to  assist  with the
regulatory  aspects of obtaining  such licenses and are included in the research
and  development  expense  classification  in  the  Consolidated  Statements  of
Operations.

NOTE 9 - COMMITMENTS AND CONTINGENCIES

Certain  operating  leases for  office and  warehouse  space  maintained  by the
Company resulted in rent expense for the six months ended June 30, 2003 and 2002
of $108,380 and $92,557,  respectively.  The future  minimum  lease  obligations
under  these  operating  leases are  approximately  $422,125.  The  Company is a
guarantor of a lease for a former subsidiary.  The lease extends for a period of
approximately  three years,  the maximum  amount of future  payments the Company
could be required to make under the guarantee is approximately $250,000.

The Company has  committed to  advertising  and research and  development  costs
approximating  $2,500,000 relating to 2003 and 2004. Additional  advertising and
research and development  costs are expected to be incurred for the remainder of
2003 and 2004.

During 1996,  the Company  entered into a licensing  agreement  resulting in the
utilization of the zinc gluconate  patent. In return for the acquisition of this
license,  the Company  issued a total of 240,000  shares of common  stock to the
patent holder and attorneys during 1996 and 1997. The related  intangible asset,
approximating  $490,000 was amortized over the remaining life of the patent that
expired in March 2002.  The  Company  was  required to pay a 3% royalty on sales
collected,  less certain deductions, to the patent holder throughout the term of
this agreement, which also expired in 2002.

The Company also maintains a separate  representation and distribution agreement
relating to the development of the zinc gluconate  glycine product  formulation.
In return for exclusive  distribution rights, the Company must pay the developer
a 3% royalty and a 2%  consulting  fee based on sales  collected,  less  certain
deductions,   throughout  the  term  of  this   agreement,   expiring  in  2007.
Additionally,  a founder's  commission  totaling  5%, on sales  collected,  less
certain deductions,  is paid to two of the officers,  who are also directors and
stockholders of the Company, and whose agreements expire in 2005.

The expenses for the respective periods relating to such agreements  amounted to
$452,059  and  $408,006  for the six  months  ended  June  30,  2003  and  2002,
respectively.  Amounts  accrued for these expenses at June 30, 2003 and December
31, 2002 were $194,800 and $553,698, respectively.

The Company has an  agreement  with the former  owners of the Utah based  direct
marketing and selling company, whereby they receive payments, currently totaling
5% of  net  sales  collected,  for  use  of  product  formulations,  consulting,
confidentiality and non-compete  agreements.  Amounts paid or payable under such
agreement during 2003 and 2002 were $440,169 and $297,326, respectively. Amounts
payable under such agreement at June 30, 2003 and December 31, 2002 were $79,262
and $63,866, respectively.

An action was filed by Intervention, Inc. on July 2, 2002 in Contra Costa County
Superior  Court  under the  California  Unfair  Competition  Law,  Business  and
Professions Code, Section 17200. The Complaint claims that COLD-EEZE(R) does not
contain  ionic zinc and therefore  does not have the unique  quality the Company
asserts for it. The  Complaint  purports to attack The  Cleveland  Clinic  Study
titled Zinc  Gluconate  Lozenges for Treating the Common Cold and the  Dartmouth
Study,  Zinc  Gluconate and The Common Cold: A Controlled  Clinical  Study.  The
plaintiff  claims  that  the  Dartmouth  Study  is not  double-blind  and is not
randomized.  The plaintiff also claims that The Cleveland Clinic Study is untrue
and deceptive  because it did not conclude that patients  "starting  treatments"
with zinc had a 42% reduction in duration of the common cold and, also,  because
the 42%  reduction in common cold duration is not a reference to average of cold
duration but rather is a reference to the reduction in median duration. There is
also a claim by the plaintiff that there is an implied claim that the results in
the studies have been confirmed by repetition which plaintiff contests.

On the 3rd day of July, 2003, the Contra Costa County Superior Court upon Motion
of The  Quigley  Corporation  issued a Summary  Judgment in favor of The Quigley
Corporation.  This  judgment will be reduced to judgment on or before August 31,
2003 and  thereafter  plaintiff  may appeal the grant of the motion for  summary
judgment to the California Court of Appeals.


                                      -16-




NOTE 10 - RECENT ACCOUNTING PRONOUNCEMENTS


SFAS  No.  148,  "Accounting  for  Stock-Based  Compensation  -  Transition  and
Disclosure an amendment of FASB Statement No. 123" (SFAS 148)

In December  2002,  the FASB  issued  SFAS 148 which  amends SFAS 123 to provide
alternative  methods of transition for an entity that voluntarily changes to the
fair value based method of accounting for stock-based employee compensation.  It
also  amends  the  disclosure  provisions  of  SFAS  123  to  require  prominent
disclosure  about the effects on reported  net income of an entity's  accounting
policy  decisions with respect to  stock-based  employee  compensation.  It also
amends APB Opinion No. 28, "Interim Financial Reporting",  to require disclosure
about those effects in interim  financial  information.  The Company has adopted
the disclosure  requirements of SFAS 148. The required  disclosures are included
in Note 2,  Summary of  Significant  Accounting  Policies,  to the  Consolidated
Financial Statements.

FASB Interpretation No. 45, "Guarantor's  Accounting and Disclosure Requirements
for Guarantees,  Including  Indirect  Guarantees of Indebtedness of Others" (FIN
45)

In November 2002, the FASB issued FIN 45 which  elaborates on the disclosures to
be made by a guarantor  about its obligations  under certain  guarantees that it
has issued. It also clarifies that a guarantor is required to recognize,  at the
inception  of a  guarantee,  a  liability  for the fair value of the  obligation
undertaken in issuing the guarantee.  The disclosure  requirements of FIN 45 are
effective for financial  statements  for periods ending after December 15, 2002.
The  initial  recognition  and  initial  measurement  provisions  of  FIN 45 are
applicable  on a  prospective  basis to  guarantees  issued  or  modified  after
December 31, 2002. The Company has adopted the disclosure requirements of FIN 45
for the Form 10-K  issued for the fiscal  year ended  December  31, 2002 and has
adopted the initial  recognition and  measurement  provisions for any guarantees
issued or modified  starting January 1, 2003. The adoption of this statement did
not have a material impact on the Company's  consolidated  financial position or
results of operations.

FIN 46 which clarifies the application of Accounting  Research  Bulletin No. 51,
"Consolidated Financial Statements,"

In January  2003,  the FASB issued FIN 46 which  clarifies  the  application  of
Accounting  Research Bulletin No. 51,  "Consolidated  Financial  Statements," to
certain entities in which equity investors do not have the  characteristics of a
controlling  financial interest or do not have sufficient equity at risk for the
entity to finance  its  activities  without  additional  subordinated  financial
support from other parties. The disclosure  requirements of FIN 46 are effective
for financial  statements issued after January 31, 2003. The initial recognition
provisions of FIN 46 are  applicable  immediately  to new variable  interests in
variable  interest  entities  created  after  January 31,  2003.  For a variable
interest in a variable  interest  entity  created  before  February 1, 2003, the
initial recognition provisions of FIN 46 are to be implemented no later than the
beginning of the first interim or annual  reporting  period beginning after June
15,  2003.  The  Company  has  determined  that it does not  have  any  variable
interests in any variable interest entities.  Therefore,  the adoption of FIN 46
is not expected to have a material impact on the Company's  financial  position,
results of operations, or cash


SFAS No. 150, "Accounting for Certain Financial Instruments with Characteristics
of Both Liabilities and Equity." (SFAS No. 150)

In May 2003,  the FASB issued SFAS No. 150,  "Accounting  for Certain  Financial
Instruments with  Characteristics  of Both Liabilities and Equity." SFAS No. 150
establishes  standards  for  how  an  issuer  classifies  and  measures  certain
financial  instruments with  characteristics  of both liabilities and equity. It
requires that an issuer classify a financial instrument that is within its scope
as a liability (or an asset in some  circumstances).  The provisions of SFAS No.
150 are effective for financial  instruments  entered into or modified after May
31, 2003,  and  otherwise is  effective  at the  beginning of the first  interim
period  beginning after June 15, 2003. The Company believes that the adoption of
SFAS No.  150 will not have an impact on its  financial  position  or results of
operations.


                                      -17-



ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

FORWARD-LOOKING STATEMENTS
- --------------------------

In addition to  historical  information,  this Report  contains  forward-looking
statements.  These  forward-looking  statements are subject to certain risks and
uncertainties  that could cause actual results to differ  materially  from those
reflected in these forward-looking  statements.  Factors that might cause such a
difference include,  but are not limited to, management of growth,  competition,
pricing pressures on the Company's product, industry growth and general economic
conditions.  Readers  are  cautioned  not  to  place  undue  reliance  on  these
forward-looking  statements,  which reflect management's opinions only as of the
date hereof.  The Company undertakes no obligation to revise or publicly release
the results of any revision to these forward-looking statements.  Readers should
carefully review the risk factors described in other documents the Company files
from time to time with the  Securities  and Exchange  Commission.  No claims are
being  made for the  potential  medicine  discussed  in this  filing to be safe,
effective, or approved by the Federal Food and Drug Administration (FDA).

OVERVIEW
- --------

The  Quigley   Corporation,   (the  "Company"),   headquartered  in  Doylestown,
Pennsylvania,  is a leading  marketer and distributor of a diversified  range of
health  and  homeopathic  products  and is also  involved  in the  research  and
development of potential  prescription  products.  The Company is organized into
three  business  segments  of Cold  Remedy,  Health and  Wellness,  and  Ethical
Pharmaceutical.

The Company's primary Cold Remedy product continues to be Cold-Eeze(R), which is
marketed in lozenge,  gum and sugar-free  tablet form.  Cold-Eeze(R) is the only
zinc gluconate glycine product  clinically proven in two double blind studies to
reduce the severity and  duration of common cold  symptoms.  The efficacy of the
product was  established  following the  publication  of the second double blind
study in July  1996.  A 2002  retrospective  study  also  found  that the use of
Cold-Eeze(R)  to treat a cold  statistically  reduced the use of antibiotics for
respiratory  illnesses by 92% when  Cold-Eeze(R) is administered as a first line
treatment  approach to the common cold.  This study also reinforces the original
clinical trials,  concluding that Cold-Eeze(R)  reduces the median duration of a
cold by four days along with suggesting that  Cold-Eeze(R) is an effective means
of preventing the common cold.

Cold-Eeze(R)  is  distributed  through  numerous  independent,  chain  drug  and
discount  stores  throughout the United States.  The Company  reports  increased
Cold-Eeze(R)  revenues  during  2003  compared to 2002 of 23.8%.  This  increase
reflects strong co-operative  advertising  programs with the retail trade during
the past two cold seasons;  increased  strategic  media  advertising  during the
recent cold season and  progressive  coordinated  contact  with the retail trade
through the outsourced nationwide brokerage network as directed by the Company's
internal sales and marketing team.

Revenues  relating  to Darius  International  Inc.  ("Darius"),  the  Health and
Wellness segment  increased in 2003 compared to 2002 by 64.8%. This increase was
due  to  ongoing  increases  in  the  number  of  independent   representatives.
Additionally,  the Company  commenced  international  sales activity  during the
latter  part  of  the  first   quarter  of  2003  with  year  to  date  revenues
approximating  $304,000.  The  Company  is  planning  to pursue  this  marketing
opportunity.   This  business  segment  has  been  effective  in  balancing  the
seasonality of the cold remedy segment and producing a more  consistent  revenue
source throughout the fiscal year.

The  establishment  of  a  pharmaceutical   subsidiary,   Quigley  Pharma  Inc.,
("Pharma"), Ethical Pharmaceutical, may enable the Company to diversify into the
prescription drug market and to ensure safe and effective  distribution of these
important potential new products currently under development. During 2003 Pharma
continued  clinical  trials and study  activities  in various areas of interest.
Resulting  from this  research  and study  activity,  the Company has received a
patent for  compound  QR333  entitled  "Method and  Composition  for the Topical
Treatment  of Diabetic  Neuropathy"  and two patents  related to compound  QR334
entitled  "Medicinal  Composition  and  Method  of Using It" (for  Treatment  of
Sialorrhea and other Disorders) and "Nutritional Supplement and Methods of Using
It".




                                      -18-



The  Company  continues  to  use  the  resources  of  independent  national  and
international brokers complementing its own personnel to represent the Company's
over-the-counter products, thereby saving capital and other ongoing expenditures
that would otherwise be incurred.  The  distribution of product  relating to the
direct selling  segment is by means of independent  representatives  who are not
employees of the Company.

Manufacturing for all the Company's products is accomplished by outside sources.
The lozenge form is  manufactured by a third party  manufacturer,  a significant
part of this manufacturer's  revenues are from the Company, with the gum and the
sugar-free products being produced by different manufacturers.

During the first six months of 2003,  the Company  continued  the process of the
registration  of the  Cold-Eeze(R)  products in the United Kingdom as a pharmacy
drug and incurred approximately $193,000 in related expenses.

Future revenues,  costs,  margins, and profits will continue to be influenced by
the Company's  ability to maintain its  manufacturing  availability and capacity
together with its  marketing  and  distribution  capabilities  and  requirements
associated  with the  development of Pharma's  potential  prescription  drugs in
order to  continue  to  compete  on a  national  and  international  level.  The
continued expansion of Darius  International,  Inc., is dependent on the Company
retaining  existing  independent   representatives  and  recruiting   additional
representatives  both  internationally  and within the United States;  continued
conformity with government regulations; a reliable information technology system
capable of  supporting  continued  growth and  continued  reliable  sources  for
product and materials to satisfy consumer demand.

During 2000, the Company acquired a 60% ownership  position in CPNP. In December
2002,  the Board of  Directors of the Company  approved a plan to sell CPNP.  On
January 22, 2003,  the Company  completed  the sale of the  Company's 60% equity
interest  in CPNP to  Suncoast.  Results of CPNP prior to January  22,  2003 are
presented  as  discontinued   operations  in  the  Consolidated   Statements  of
Operations and in the Consolidated Balance Sheets.

EFFECT OF RECENT ACCOUNTING PRONOUNCEMENTS
- ------------------------------------------

SFAS  No.  148,  "Accounting  for  Stock-Based  Compensation  -  Transition  and
Disclosure an amendment of FASB Statement No. 123" (SFAS 148)

In December  2002,  the FASB  issued  SFAS 148 which  amends SFAS 123 to provide
alternative  methods of transition for an entity that voluntarily changes to the
fair value based method of accounting for stock-based employee compensation.  It
also  amends  the  disclosure  provisions  of  SFAS  123  to  require  prominent
disclosure  about the effects on reported  net income of an entity's  accounting
policy  decisions with respect to  stock-based  employee  compensation.  It also
amends APB Opinion No. 28, "Interim Financial Reporting",  to require disclosure
about those effects in interim  financial  information.  The Company has adopted
the disclosure  requirements of SFAS 148. The required  disclosures are included
in Note 2,  Summary of  Significant  Accounting  Policies,  to the  Consolidated
Financial Statements.

FASB Interpretation No. 45, "Guarantor's  Accounting and Disclosure Requirements
for Guarantees,  Including  Indirect  Guarantees of Indebtedness of Others" (FIN
45)

In November 2002, the FASB issued FIN 45 which  elaborates on the disclosures to
be made by a guarantor  about its obligations  under certain  guarantees that it
has issued. It also clarifies that a guarantor is required to recognize,  at the
inception  of a  guarantee,  a  liability  for the fair value of the  obligation
undertaken in issuing the guarantee.  The disclosure  requirements of FIN 45 are
effective for financial  statements  for periods ending after December 15, 2002.
The  initial  recognition  and  initial  measurement  provisions  of  FIN 45 are
applicable  on a  prospective  basis to  guarantees  issued  or  modified  after
December 31, 2002. The Company has adopted the disclosure requirements of FIN 45
for this Form 10-K  issued for the fiscal year ended  December  31, 2002 and has
adopted the initial  recognition and  measurement  provisions for any guarantees
issued or modified  starting January 1, 2003. The adoption of this statement did
not have a material impact on the Company's  consolidated  financial position or
results of operations.

FIN 46 which clarifies the application of Accounting  Research  Bulletin No. 51,
"Consolidated Financial Statements,"

In January  2003,  the FASB issued FIN 46 which  clarifies  the  application  of
Accounting  Research Bulletin No. 51,  "Consolidated  Financial  Statements," to
certain entities in which equity investors do not have the characteristics of a


                                      -19-




controlling  financial interest or do not have sufficient equity at risk for the
entity to finance  its  activities  without  additional  subordinated  financial
support from other parties. The disclosure  requirements of FIN 46 are effective
for financial  statements issued after January 31, 2003. The initial recognition
provisions of FIN 46 are  applicable  immediately  to new variable  interests in
variable  interest  entities  created  after  January 31,  2003.  For a variable
interest in a variable  interest  entity  created  before  February 1, 2003, the
initial recognition provisions of FIN 46 are to be implemented no later than the
beginning of the first interim or annual  reporting  period beginning after June
15,  2003.  The  Company  has  determined  that it does not  have  any  variable
interests in any variable interest entities.  Therefore,  the adoption of FIN 46
is not expected to have a material impact on the Company's  financial  position,
results of operations, or cash


SFAS No. 150, "Accounting for Certain Financial Instruments with Characteristics
of Both Liabilities and Equity." (SFAS No. 150)

In May 2003,  the FASB issued SFAS No. 150,  "Accounting  for Certain  Financial
Instruments with  Characteristics  of Both Liabilities and Equity." SFAS No. 150
establishes  standards  for  how  an  issuer  classifies  and  measures  certain
financial  instruments with  characteristics  of both liabilities and equity. It
requires that an issuer classify a financial instrument that is within its scope
as a liability (or an asset in some  circumstances).  The provisions of SFAS No.
150 are effective for financial  instruments  entered into or modified after May
31, 2003,  and  otherwise is  effective  at the  beginning of the first  interim
period  beginning after June 15, 2003. The Company believes that the adoption of
SFAS No.  150 will not have an impact on its  financial  position  or results of
operations.

CRITICAL ACCOUNTING POLICIES
- ----------------------------

As   previously   described,   the  Company  is  engaged  in  the   development,
manufacturing,  and marketing of health and homeopathic  products that are being
offered  to the  general  public  and is  also  involved  in  the  research  and
development of potential prescription products.  Certain key accounting policies
that may affect the results of the Company are the timing of revenue recognition
and  sales  incentives   (including   coupons,   rebates  and  discounts);   the
classification  of  advertising  expenses;  and the fact that all  research  and
development costs are expensed as incurred. Notes to Financial Statements,  Note
1,  Organization  and  Business,   describes  the  Company's  other  significant
accounting policies.


REVENUE RECOGNITION
- -------------------

Sales are  recognized at the time  ownership and risk of loss is  transferred to
the  customer,  which is  primarily  the time the  shipment  is  received by the
customer.  Sales returns and  allowances are provided for in the period that the
related  sales  are  recorded.  Provisions  for  these  reserves  are  based  on
historical experience.

ADVERTISING
- -----------

Advertising  costs  are  expensed  within  the  period  to  which  they  relate.
Advertising expense is made up of media advertising,  presented as part of sales
and marketing  expense;  co-operative  advertising,  which is accounted for as a
deduction from sales;  and free product,  which is accounted for as part of cost
of sales.  The level of  advertising  expense to be incurred is determined  each
period to coincide with management's sales and marketing strategies. Advertising
costs  incurred  for the six months  periods  ended June 30,  2003 and 2002 were
$1,394,319 and $931,365,  respectively.  This expense item increased in the 2003
reporting period due to strategic media advertising,  in addition to other trade
related   methods  of   advertising,   necessary  to  promote  and  support  the
Cold-Eeze(R) product.  Included in prepaid expenses and other current assets was
$225,000 and  $236,875 at June 30, 2003 and  December  31,  2002,  respectively,
relating to prepaid advertising expenses.

RESEARCH AND DEVELOPMENT
- ------------------------

Research and  development  costs are charged to operations in the year incurred.
Expenditures  for the six  months  periods  ended  June 30,  2003 and 2002  were
$1,369,005 and $1,231,401,  respectively.  Principally, research and development
is part of the  product  research  costs  related  to  Pharma  and  study  costs
associated with Cold-Eeze(R).  Pharma is currently involved in research activity
that is expected to increase  significantly  over time as product  research  and
testing  progresses.  The  Company  is at the  initial  stages  of what may be a
lengthy process to develop potential commercial prescription products.


                                      -20-




RESULTS OF OPERATIONS
- ---------------------

THREE MONTHS ENDED JUNE 30, 2003 COMPARED WITH SAME PERIOD 2002
- ---------------------------------------------------------------

Revenues for the three months  ended June 30, 2003 were  $7,004,580  compared to
$5,053,623 for 2002,  reflecting an increase of 38.6% in 2003.  Revenues in 2003
comprised  $1,561,494  relating  to cold remedy and  $5,443,086  from health and
wellness,  compared to 2002 revenues of $1,113,717 and $3,939,906, by respective
segment.  Cold remedy  revenues have increased in 2003 reflecting the effects of
increased  strategic  media  advertising  during the past cold season along with
trade  promotions  involving Buy One Get One free campaigns  during the past two
cold  seasons.  During the last  twelve  months the  Company  has  undertaken  a
revision of the product packaging of Cold-Eeze(R) and this is proving to be very
popular in the marketplace.  The health and wellness segment reported  increased
sales in 2003 of 38.2%.  This segment has grown  significantly due to increasing
numbers of active independent  representatives and the ability of the Company to
make available to consumers  products  suitable for direct selling  distribution
methods. During the quarter the health and wellness segment recorded $269,649 in
international  sales due to the  commencement of direct selling activity outside
North  America  during  the  latter  part of the  first  quarter  of  2003.  The
performance  of the  health  and  wellness  segment  has  resulted  in  relative
equalization of revenues during the fiscal year rather than be influenced by the
season nature of the cold remedy segment.

Cost of sales for 2003 as a percentage of sales was 58.9%, compared to 65.9% for
2002. The decrease in the cost of goods  percentage in 2003 was primarily due to
a consolidated  inventory  obsolescence charge in 2002 of approximately $217,000
or 4.2% of consolidated sales along with Cold-Eeze(R)  repackaging costs in 2003
approximating  $102,000 or 1.4% of consolidated sales.  Additional costs savings
were achieved in 2003 resulting from fluctuations in independent representatives
pay out percentages as a result of varying  promotions and  efficiencies  due to
sales volume increases in the direct selling segment.

Selling,  general and administrative  expenses for 2003 were $3,127,711 compared
to  $2,378,994  in 2002.  The  increase in 2003 was  primarily  due to increased
product  marketing  and  promotion  expenditure  associated  with the health and
wellness  segment  necessary to progress the business and such costs  related to
promoting the Cold-Eeze(R) product following the Heritage Study; the increase in
administration  variable costs  congruent  with  significant  revenues  increase
between the periods in the health and wellness segment.

Research and  development  costs in 2003 and 2002 were  $722,036  and  $620,517,
respectively.  Research  and study costs  related to Quigley  Pharma in the 2003
period was $504,163 compared to $270,200 in the comparable 2002 reporting period
reflecting  continued  research  and  study  costs  associated  with the  Pharma
segment.

During 2003,  the  Company's  major  operating  expenses of salaries,  brokerage
commissions, promotion, advertising, and legal costs accounted for approximately
$1,978,306 (51.4%) of the total operating expenses of $3,849,747, an increase of
22.4% over the 2002 amount of $1,616,284  (53.9%) of total operating expenses of
$2,999,511.  The selling,  general and administrative expenses related to health
and  wellness  for 2003 and 2002 were  $1,275,167  and  $726,090,  respectively,
reflecting  increased  expenditure in 2003 necessary to support the  significant
revenue  growth of this  segment.  Operating  expenses  overall  have  increased
between the periods for reasons stated earlier.

Revenues of CPNP  (discontinued  operations)  for the three months periods ended
June 30, 2003 and 2002 were zero and $675,450,  respectively, net losses for the
same  periods were zero and  $116,241.  The results of CPNP are  represented  as
discontinued operations in the Statements of Operations and Balance Sheets.

SIX MONTHS ENDED JUNE 30, 2003 COMPARED WITH SAME PERIOD 2002
- -------------------------------------------------------------

Revenues for 2003 were $15,195,672 compared to $10,187,019 for 2002,  reflecting
an increase of 49.2% in 2003. Revenues in 2003 comprised  $4,819,761 relating to
cold remedy and $10,375,911 from health and wellness,  compared to 2002 revenues
of $3,892,506 and $6,294,513,  by respective segment. The cold remedy and health
and  wellness  segments  report an  increase  in  revenues  of 23.8% and  64.8%,
respectively,  between  the years.  The 2002 cold  remedy  revenues  included an
amount for  licensing  fees of  $148,866  as a result of the  settlement  of the
infringement  suit against Gel Tech,  LLC, the developer of  Zicam(TM),  and Gum
Tech  International,  Inc.,  its  distributor  as compared to zero in 2003.  The
improvement  in the cold  remedy  revenues  reflects  increased  advertising  in
various forms over the past two cold seasons, enhanced product packaging and the
continued promotion of the Cold-Eeze(R) product by means of the collaboration of
the  outsourced  brokerage  organization  as directed by the Company's  in-house
sales and  marketing  management.  The direct sales health and wellness  segment
continues to recruit active


                                      -21-




independent  representatives with the Company's persistent desire to provide the
independent  representatives  with  products  appropriate  to a  direct  selling
organization that the consumer will find beneficial.

Cost of sales for 2003 as a percentage of sales was 55.4%, compared to 58.6% for
2002.  The 2003  decrease is primarily  due to the presence in 2002 of inventory
obsolescence  charges  approximating  $300,000 or 2.9% of sales,  together  with
economies  of scale  achieved  in 2003 due to the  effect of  revenue  increases
relational to fixed costs.

Selling,  general and administrative  expenses for 2003 were $7,096,961 compared
to $5,980,270  in 2002.  Expenditure  was higher in 2003 due to increased  media
advertising  related to the Cold-Eeze(R)  product of $330,858,  costs related to
the health and  wellness  segment  increased  by  $949,085  between  the periods
necessary to support a revenue  increase of 64.8% largely due to variable  costs
directly  correlated to revenue  activity.  Stock  promotion costs were lower in
2003 due to a $700,000  non-cash  charge in 2002  resulting from the granting of
warrants in consideration for consulting services.

Research and Development  costs in 2003 and 2002 were $1,369,005 and $1,231,401,
respectively.  Research  and study costs  related to the  activities  of Quigley
Pharma increased by $359,506 between the years, with reduced spending in 2003 on
Cold-Eeze(R) clinical assignments.

During 2003,  the  Company's  major  operating  expenses of salaries,  brokerage
commissions, promotion, advertising, and legal costs accounted for approximately
$5,277,006 (62.3%) of the total operating expenses of $8,465,966, an increase of
14.3% over the 2002 amount of $4,615,084  (64.0%) of total operating expenses of
$7,211,671.  The selling,  general and administrative expenses related to health
and wellness for 2003 and 2002 were $2,260,665 and $1,311,580, respectively. The
increase in the health and wellness  costs  reflects the variable  nature of the
underlying costs of this segment relative to revenue. Operating expenses overall
have increased between the periods for reasons stated earlier.

Revenues of CPNP (discontinued operations) for the six months periods ended June
30, 2003 and 2002 were $59,824, and $1,200,324, respectively, net losses for the
same periods were $54,349 and $81,248.  The results of CPNP are  represented  as
discontinued operations in the Statements of Operations and Balance Sheets.

Total  assets  of the  Company  at June 30,  2003 and  December  31,  2002  were
$21,869,583  and  $24,934,956,   respectively.   Working  capital  decreased  by
$1,870,759 to $14,093,190  at June 30, 2003.  The primary  influences on working
capital  during the first six months of 2003 were: the decrease in cash balances
$512,508,  the decrease in accounts  receivable of  $2,387,877,  the decrease in
current  liabilities  of  $1,079,921  along  with  the  year to date net loss of
$2,001,702.  The  movements  in the  balance  sheet is largely the result of the
seasonal   nature  of  the  cold   remedy   segment   together   with  the  cash
characteristics of the health and wellness segment.

LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------

The Company had working  capital of $14,093,190 and $15,963,949 at June 30, 2003
and December 31,2002, respectively. Changes in working capital overall have been
primarily  due to the  following  items:  cash  balances  decreased by $512,508;
accounts  receivable  decreased by  $2,387,877  due to an effective  collections
process;  accrued  advertising  has  decreased  by  $992,771  as a result of the
seasonality of the cold remedy products and related media advertising; royalties
and  sales  commissions   liabilities  decreased  by  $414,518  related  to  the
conclusion  of the  cold-season;  and other  current  liabilities  increased  by
$423,995.  Total cash  balances  at June 30, 2003 were  $12,384,572  compared to
$12,897,080 at December 31, 2002.

Management  believes that its revised  strategy to establish  Cold-Eeze(R)  as a
recognized   brand  name,  its  broader  range  of  products,   its  diversified
distribution  methods as it relates to the health and wellness business segment,
adequate manufacturing capacity, growth in international sales together with its
current working capital should provide an internal source of capital to fund the
Company's  business   operations.   In  addition  to  anticipated  funding  from
operations,  the  Company  and its  subsidiaries  may in the short and long term
raise capital through the issuance of equity  securities to finance  anticipated
growth.

Management is not aware of any trends,  events or uncertainties that have or are
reasonably  likely to have a material  negative  impact upon the  Company's  (a)
short-term  or long-term  liquidity,  or (b) net sales,  revenues or income from
operations.  Any challenge to the Company's  patent rights could have a material
adverse effect on future liquidity of the Company;  however,  the Company is not
aware of any condition that would make such an event probable.


                                      -22-




Management  believes that cash generated from operations  along with its current
cash  balances  will be  sufficient  to  finance  working  capital  and  capital
expenditure requirements for at least the next twelve months.

CAPITAL EXPENDITURES
- --------------------

Since the  Company's  products  are  manufactured  by outside  sources,  capital
expenditures during the remainder of 2003 are not anticipated to be material.

IMPACT OF INFLATION
- -------------------

The Company is subject to normal  inflationary  trends and anticipates  that any
increased costs should be passed on to its customers.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not Applicable

ITEM 4. CONTROLS AND PROCEDURES

Based on their evaluation, as of the end of the period covered by this Quarterly
Report on Form 10-Q, the Company's Chief  Executive  Officer and Chief Financial
Officer have concluded that the Company's disclosure controls and procedures (as
defined in Rules  13a-14 and 15d-14 under the  Securities  Exchange Act of 1934)
are adequately designed to ensure that the information  required to be disclosed
by the  Company in reports  that it files or submits  under the  Securities  and
Exchange Act of 1934, as amended, have been recorded processed and summarized in
a timely basis.  There have been no significant  changes in internal controls or
in other factors that could  significantly  affect these controls  subsequent to
the date of their  evaluation,  including any corrective  actions with regard to
significant deficiencies and material weaknesses.

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

ITEM 1. LEGAL PROCEEDINGS

                               INTERVENTION, INC.

An action was filed by Intervention, Inc. on July 2, 2002 in Contra Costa County
Superior  Court  under the  California  Unfair  Competition  Law,  Business  and
Professions Code, Section 17200. The Complaint claims that COLD-EEZE(R) does not
contain  ionic zinc and therefore  does not have the unique  quality the Company
asserts for it. The  Complaint  purports to attack The  Cleveland  Clinic  Study
titled Zinc  Gluconate  Lozenges for Treating the Common Cold and the  Dartmouth
Study,  Zinc  Gluconate and The Common Cold: A Controlled  Clinical  Study.  The
plaintiff  claims  that  the  Dartmouth  Study  is not  double-blind  and is not
randomized.  The plaintiff also claims that The Cleveland Clinic Study is untrue
and deceptive  because it did not conclude that patients  "starting  treatments"
with zinc had a 42% reduction in duration of the common cold and, also,  because
the 42%  reduction in common cold duration is not a reference to average of cold
duration but rather is a reference to the reduction in median duration. There is
also a claim by the plaintiff that there is an implied claim that the results in
the studies have been confirmed by repetition which plaintiff contests.

On the 3rd day of July, 2003, the Contra Costa County Superior Court upon Motion
of The  Quigley  Corporation  issued a Summary  Judgment in favor of The Quigley
Corporation.  This  judgment will be reduced to judgment on or before August 31,
2003 and  thereafter  plaintiff  may appeal the grant of the motion for  summary
judgment to the California Court of Appeals.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

None

                                      -23-




ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

The Annual  Meeting of  Stockholders  of the  Company was held on April 30, 2003
with  11,456,617  shares  eligible to vote. The presence of a quorum was reached
and the following proposals were approved by the stockholders:

     (i)  To elect a Board of  Directors to serve for the ensuing year until the
          next  Annual  Meeting  of  Stockholders  and  until  their  respective
          successors have been duly elected and qualified.

     (ii) To ratify the appointment of PricewaterhouseCoopers LLP as independent
          auditors for the year ending December 31, 2003.

For proposals (i) and (ii) above, the votes were cast as follows:
- --------------------------------------------------------------------------------------------------------------------------------
           Proposal                            Position                                For       Against Withheld    Abstentions
- --------------------------------------------------------------------------------------------------------------------------------

(i)        By nominee:
      Guy J. Quigley                  Chairman of the Board, President, CEO         10,415,265      -       23,592         -
      Charles A. Phillips             Executive Vice President, COO and Director
                                      Vice President, CFO and Director              10,415,265      -       23,592         -
      George J. Longo                 Director                                      10,415,265      -       23,592         -
      Jacqueline F. Lewis             Director                                      10,415,265      -       23,592         -
      Rounsevelle W. Schaum           Director                                      10,415,265      -       23,592         -
      Stephen W. Wouch                                                              10,415,265      -       23,592         -

- --------------------------------------------------------------------------------------------------------------------------------
(ii) PricewaterhouseCoopers LLP       Independent Auditors                          10,419,257    14,435       -        5,165
- --------------------------------------------------------------------------------------------------------------------------------

ITEM 5.   OTHER INFORMATION

None


ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

(a)    Exhibits

       (1)  31.1  Certification  by the Chief Executive  Officer  Pursuant to
            Section 302 of the Sarbanes-Oxley Act of 2002

       (2)  31.2  Certification  by the Chief Financial  Officer  Pursuant to
            Section 302 of the Sarbanes-Oxley Act of 2002

       (3)  32.1  Certification  by the Chief Executive  Officer  Pursuant to
            Section 906 of the Sarbanes-Oxley Act of 2002

       (4)  32.2  Certification  by the Chief Financial  Officer  Pursuant to
            Section 906 of the Sarbanes-Oxley Act of 2002

(b)    The Company reported under:

       Item 9.     Regulation  FD  Disclosure  On April 29,  2003,  The  Quigley
                   Corporation announced its results for the quarter ended March
                   31, 2003. The information on Form 8-K was furnished  pursuant
                   to Item 12 of Form 8-K as directed by the U.S. Securities and
                   Exchange Commission in Release No. 34-47583.

There were no other  Current  Reports on Form 8-K filed during the quarter ended
June 30, 2003.


                                      -24-




                                   SIGNATURES

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 duly authorized.


                                           THE QUIGLEY CORPORATION



                                           By: /s/ George J. Longo
                                              ----------------------------------
                                              George J. Longo
                                              Vice President,
                                              Chief Financial Officer

Date: August 13, 2003



                                      -25-