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   September 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                            (IRS Employer
of incorporation or organization)                       Identification 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 October 29,
2003: 11,503,026.






                                TABLE OF CONTENTS




                                                                        Page No.
         PART I - FINANCIAL INFORMATION


Item 1.      Consolidated Financial Statements                             3-19

Item 2.      Management's Discussion and Analysis of
             Financial Condition and Results of Operations                19-24

Item 3.      Quantitative and Qualitative Disclosure About
             Market Risk                                                     24

Item 4.      Controls and Procedures                                         24


         PART II - OTHER INFORMATION

Item 1.      Legal Proceedings                                               25

Item 2.      Changes in Securities and Use of Proceeds                       25

Item 3.      Defaults Upon Senior Securities                                 25

Item 4.      Submission of Matters to a
             Vote of Security Holders                                        25

Item 5.      Other Information                                               26

Item 6.      Exhibits and Reports on Form 8-K                                26

Signatures                                                                   27

Certifications                                                            28-31

                                       -2-




                             THE QUIGLEY CORPORATION
                           CONSOLIDATED BALANCE SHEETS


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

           Cash and cash equivalents                                                 $ 10,647,170    $ 12,897,080
           Accounts receivable (net of doubtful accounts of $809,698 and $737,782)      4,600,276       4,188,123
           Inventory                                                                    4,526,205       4,526,761
           Prepaid expenses and other current assets                                      716,543         490,117
           Assets of discontinued operations                                                 --           374,007
                                                                                     ------------    ------------
               TOTAL CURRENT ASSETS                                                    20,490,194      22,476,088
                                                                                     ------------    ------------

PROPERTY, PLANT AND EQUIPMENT - net                                                     2,398,104       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                                                                         $ 22,999,426    $ 24,934,956
                                                                                     ============    ============

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:

           Accounts payable                                                          $    421,560    $    394,675
           Accrued royalties and sales commissions                                        991,719       1,146,495
           Accrued advertising                                                            897,651       1,559,575
           Accrued consulting                                                           1,673,000       1,673,000
           Other current liabilities                                                    2,444,002       1,353,383
           Liabilities of discontinued operations                                            --           385,011
                                                                                     ------------    ------------
                TOTAL CURRENT LIABILITIES                                               6,427,932       6,512,139
                                                                                     ------------    ------------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY:

           Common stock, $.0005 par value; authorized 50,000,000;
                Issued: 16,148,649 and 16,102,670 shares                                    8,074           8,051
           Additional paid-in-capital                                                  32,608,449      32,592,222
           Retained earnings                                                            9,143,130      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                                             16,571,494      18,422,817
                                                                                     ------------    ------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                           $ 22,999,426    $ 24,934,956
                                                                                     ============    ============


                 See accompanying notes to financial statements

                                       -3-




                             THE QUIGLEY CORPORATION
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

                                                                 Three Months Ended                      Nine Months Ended
                                                     September 30, 2003  September 30, 2002   September 30, 2003  September 30, 2002
                                                     ------------------  ------------------   ------------------  ------------------

SALES:
     Sales                                                $ 10,573,928       $  8,548,654       $ 26,351,211       $ 18,994,401
     Co-operative advertising promotions                       661,701            714,329          1,243,312          1,121,923
                                                          ------------       ------------       ------------       ------------

NET SALES                                                    9,912,227          7,834,325         25,107,899         17,872,478

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

TOTAL REVENUE                                                9,912,227          7,834,325         25,107,899         18,021,344
                                                          ------------       ------------       ------------       ------------

COST OF SALES                                                5,424,380          4,723,263         14,160,353         10,844,358
                                                          ------------       ------------       ------------       ------------

GROSS PROFIT                                                 4,487,847          3,111,062         10,947,546          7,176,986
                                                          ------------       ------------       ------------       ------------

OPERATING EXPENSES:
      Sales and marketing                                    1,095,486            788,719          3,438,840          2,518,265
      Administration                                         2,046,915          1,987,058          6,800,522          6,237,782
      Research and development                               1,230,245            666,002          2,599,250          1,897,403
                                                          ------------       ------------       ------------       ------------
TOTAL OPERATING EXPENSES                                     4,372,646          3,441,779         12,838,612         10,653,450
                                                          ------------       ------------       ------------       ------------

INCOME (LOSS) FROM OPERATIONS                                  115,201           (330,717)        (1,891,066)        (3,476,464)

INTEREST AND OTHER INCOME                                       18,928             41,864             77,842            117,871
                                                          ------------       ------------       ------------       ------------

INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE TAXES          134,129           (288,853)        (1,813,224)        (3,358,593)
                                                          ------------       ------------       ------------       ------------

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

INCOME (LOSS) FROM CONTINUING OPERATIONS                       134,129           (288,853)        (1,813,224)        (3,358,593)
                                                          ------------       ------------       ------------       ------------

DISCONTINUED OPERATIONS:
 Loss from discontinued operations                                --             (211,542)           (54,349)          (292,790)
                                                          ------------       ------------       ------------       ------------
NET INCOME (LOSS)                                         $    134,129       ($   500,395)      ($ 1,867,573)      ($ 3,651,383)
                                                          ============       ============       ============       ============

Basic earnings per common share:
  Income (loss) from continuing operations                $       0.01       ($      0.03)      ($      0.16)      ($      0.31)
  Loss from discontinued operations                               --                (0.02)              --                (0.03)
                                                          ------------       ------------       ------------       ------------
  Net Income (loss)                                       $       0.01       ($      0.05)      ($      0.16)      ($      0.34)
                                                          ============       ============       ============       ============

Diluted earnings per common share:
  Income (loss) from continuing operations                $       0.01       ($      0.03)      ($      0.16)      ($      0.31)
  Loss from discontinued operations                               --                (0.02)              --                (0.03)
                                                          ------------       ------------       ------------       ------------
  Net Income (loss)                                       $       0.01       ($      0.05)      ($      0.16)      ($      0.34)
                                                          ============       ============       ============       ============

Weighted average common shares outstanding:
      Basic                                                 11,475,746         10,964,597         11,464,105         10,870,393
                                                          ============       ============       ============       ============

      Diluted                                               14,397,286         10,964,597         11,464,105         10,870,393
                                                          ============       ============       ============       ============

                 See accompanying notes to financial statements

                                       -4-





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


                                                            Nine Months Ended
                                                  September 30, 2003  September 30, 2002
                                                  ------------------  ------------------


NET CASH USED IN OPERATING ACTIVITIES                ($ 1,989,766)     ($ 1,465,160)
                                                     ------------      ------------

INVESTING ACTIVITIES:
  Capital expenditures                                   (410,108)         (432,508)
                                                     ------------      ------------

NET CASH FLOWS USED IN INVESTING
  ACTIVITIES                                             (410,108)         (432,508)
                                                     ------------      ------------

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 DISCONTINUED
  OPERATIONS                                              133,714           181,595
                                                     ------------      ------------


NET (DECREASE) INCREASE IN CASH                        (2,249,910)        1,533,927

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

CASH & CASH EQUIVALENTS,
  END OF PERIOD                                      $ 10,647,170      $ 11,218,232
                                                     ============      ============

                 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 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 and  sugar-free  tablet form.  During the
third quarter of 2003 the Company launched  Cold-EEZE(R) Cold Remedy 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 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,    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 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,  through  Innerlight  Inc.,  its wholly  owned  subsidiary,  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.

Within the framework of a direct selling business environment, the Company sells
its  products  through a network  of  independent  representatives,  who are not
employees of the Company. These purchases by the distributors may be used for

                                       -7-




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 assets acquired.  The net
assets  acquired  included  assets  totaling  $536,000 and  liabilities  assumed


                                       -9-




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 both three months
periods were zero,  with the costs for the nine months  periods ended  September
30, 2003 and 2002, having been zero and $21,940, respectively.

As of  September  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 26% and 27% of sales volume
for the three months  periods ended  September 30, 2003 and 2002,  respectively,
and 19% for both nine months periods ended September 30, 2003 and 2002.

Customers  comprising the five largest accounts receivable balances  represented
43% and 44% of  total  trade  receivable  balances  at  September  30,  2003 and
December 31, 2002, respectively.  During the three and nine months periods ended
September  30, 2003,  95% and 97% of the  Company's  revenues  originated in the
United States during the respective periods.

The Company uses separate  suppliers to produce  Cold-Eeze(R) in lozenge,  nasal
spray and sugar-free tablet form. The Company's revenues are currently generated
from the sale of Cold-Eeze(R)  products and 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 three and nine months  periods
ended  September 30, 2002 include an amount of zero and $148,866,  respectively,
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.  If compensation
expense for awards made during the nine months periods ended  September 30, 2003
and 2002 had been  determined  under  the fair  value  method  of  Statement  of
Financial  Accounting  Standards  (SFAS) No. 123,  "Accounting  for  Stock-Based
Compensation,"  the  Company's net income and earnings per share would have been
reduced to the pro forma amounts indicated below:

                                       Nine Months           Nine Months
                                          Ended                 Ended
                                    September 30, 2003   September 30, 2002
                                    ------------------   ------------------
Net loss
   As reported                        ($  1,867,573)     ($  3,651,383)
   Compensation expense                        --        ($  1,627,500)
   Pro forma                          ($  1,867,573)     ($  5,278,883)

Basic earnings (loss) per share
   As reported                               ($0.16)            ($0.34)
   Pro forma                                 ($0.16)            ($0.49)
Diluted earnings (loss) per share
   As reported                               ($0.16)            ($0.34)
   Pro forma                                 ($0.16)            ($0.49)



                                      -11-




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.

A total of 375,000  stock  options  were granted to employees in the nine months
period ended  September 30, 2002 with no such grants having been made during the
comparable 2003 period.

ROYALTIES AND COMMISSIONS

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.  Independent  representative
commissions  incurred by the Health and Wellness segment are included in cost of
sales.  Commission  expense related to independent  brokers  associated with the
Cold Remedy segment is included in administration expenses.

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
of  sales.  Advertising  costs  incurred  for the  three  months  periods  ended
September 30, 2003 and 2002 were  $1,120,256 and $1,324,624,  respectively,  and
for the nine months  periods ended  September 30, 2003 and 2002 were  $2,514,575
and  $2,255,989,  respectively.  Included in prepaid  expenses and other current
assets was $65,000 and  $236,875 at  September  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 three months periods ended September 30, 2003 and 2002 were
$1,230,245  and $666,002,  respectively,  and for the nine months  periods ended
September  30,  2003 and 2002  were  $2,599,250  and  $1,897,403,  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 7
- - 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. During August 2003,
a  registration  statement  was  filed  but  an  effective  date  has  not  been
determined.  The disposal of CPNP was completed in order to allow the Company to
focus resources on other activities and clinical research and development.

                                      -12-





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 September 30, 2003 and
2002 were zero and $443,574,  respectively, net losses for the same periods were
zero and $211,542.  Revenues of CPNP for the nine months periods ended September
30, 2003 and 2002 were $59,824, and $1,643,898, respectively, net losses for the
same  periods  were  $54,349  and  $292,790.  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
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
a  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 MONTHS             Cold                               Ethical
 ENDED SEPTEMBER 30,            Remedy         Health and       Pharmaceutical      Corporate and
       2003                    Products         Wellness            Products            Other               Total
- ----------------------------------------------------------------------------------------------------------------------

Net Sales
 Customers                   $4,614,554        $5,297,673              -                  -               $9,912,227
Segment operating
 profit (loss)                 $460,438          $500,357          ($845,594)             -                 $115,201
- ----------------------------------------------------------------------------------------------------------------------
AS OF AND FOR THE                Cold                               Ethical
NINE MONTHS ENDED               Remedy         Health and       Pharmaceutical      Corporate and
SEPTEMBER 30, 2003             Products         Wellness            Products            Other               Total
- ----------------------------------------------------------------------------------------------------------------------

Net Sales
 Customers                   $9,434,316       $15,673,583              -                  -              $25,107,899
Segment operating
 profit (loss)               (1,540,584)        1,737,129        ($2,087,611)             -               (1,891,066)
Total Assets                $21,303,599        $2,864,338              -           ($1,168,511)          $22,999,426


                                      -13-




- ----------------------------------------------------------------------------------------------------------------------
FOR THE THREE MONTHS             Cold                               Ethical
ENDED SEPTEMBER 30,             Remedy         Health and       Pharmaceutical      Corporate and
     2002                      Products         Wellness            Products            Other               Total
- ----------------------------------------------------------------------------------------------------------------------

Net Sales
 Customers                   $3,524,663        $4,309,662              -                  -              $7,834,325
Licensing fees                   -                 -                   -                  -                 -
Segment operating
 profit (loss)                ($384,056)         $509,656          ($470,682)         $14,365             ($330,717)

- ----------------------------------------------------------------------------------------------------------------------
AS OF AND FOR THE                Cold                               Ethical
NINE MONTHS ENDED               Remedy         Health and       Pharmaceutical      Corporate and
SEPTEMBER 30, 2002             Products         Wellness            Products            Other               Total
- ----------------------------------------------------------------------------------------------------------------------

Net Sales
 Customers                   $7,268,302       $10,604,176              -                  -             $17,872,478
Licensing fees                  148,866            -                   -                  -                 148,866
Segment operating
 profit (loss)              ($3,329,161)         $931,248         ($1,119,163)        $40,612           ($3,476,464)

- ----------------------------------------------------------------------------------------------------------------------
                                 Cold                               Ethical
      AS OF                     Remedy         Health and       Pharmaceutical      Corporate and
DECEMBER 31, 2002              Products         Wellness            Products            Other               Total
- ----------------------------------------------------------------------------------------------------------------------

Total Assets                 $26,223,476       $1,401,867              -             ($2,690,387)       $24,934,956


NOTE 5 - OTHER CURRENT LIABILITIES

Other current  liabilities of the Company at September 30, 2003 and December 31,
2002 were  $2,444,002 and  $1,353,383,  respectively.  The 2003 amount  included
balances relating to sales tax accruals and research and development accruals of
approximately $562,000 and $798,000, respectively.

NOTE 6 - 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
September  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.

                                      -14-




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 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  against The Quigley
Corporation.  This action was terminated  with prejudice by Forrester 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 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.
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  Sheets at
September  30, 2003 and  December 31, 2002,  which  represents  the value of the
unexercised warrants.

At September 30, 2003,  there were 4,462,500  unexercised  and vested option and
warrants of the Company's stock available for exercise.

NOTE 7 - 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 $1,889,397
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
$16.2 million for federal  purposes,  of which $3.5 million will expire in 2019,
$4.0 million in 2020, $8.7 million in 2022 and $16.2 million for state purposes,
of which $9.7  million  will  expire in 2009,  $3.0  million  in 2010,  and $3.5
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 8 - 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.


                                      -15-




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        Nine Months Ended          Three Months Ended         Nine Months Ended
                    September 30, 2003        September 30, 2003         September 30, 2002         September 30, 2002

                   Income  Shares    EPS     Loss    Shares    EPS     Loss   Shares    EPS        Loss   Shares     EPS
                   -------------------------------------------------------------------------------------------------------

Basic EPS          $  0.1   11.5   $ 0.01   ($ 1.8)   11.5   ($0.16)  ($ 0.3)   11.0   ($0.03)    ($3.4)   10.9    ($0.31)
Dilutives:
Options/Warrants      --     2.9      --        --     --       --       --       --      --        --      --      --
                   -------------------------------------------------------------------------------------------------------

Diluted EPS        $  0.1   14.4   $ 0.01   ($ 1.8)   11.5   ($0.16)  ($ 0.3)   11.0   ($0.03)    ($3.4)   10.9    ($0.31)
                   =======================================================================================================

Options and warrants  outstanding  at September 30, 2003 and 2002 were 4,462,500
and  4,160,500,  respectively.  They were not  included  in the  computation  of
diluted  earnings  for periods  reporting  losses  because  the effect  would be
anti-dilutive.

NOTE 9 - 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 a major stockholder, officer and director
of the Company. Commissions and other items expensed under such arrangements for
the three  months  ended  September  30,  2003 and 2002  were  zero and  $4,454,
respectively,  the amounts for the nine months ended September 30, 2003 and 2002
were zero and $37,979,  respectively,  and are included in sales and  marketing,
and administration  expense  classifications  in the Consolidated  Statements of
Operations.  Amounts  payable  under such  agreements  at September 30, 2003 and
December 31, 2002 were 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.  The amounts paid or
payable for the three months  periods  ended  September  30, 2003 and 2002 under
such founder's commission  agreements were $269,272 and $165,107,  respectively,
the amounts for the nine months  periods ended  September 30, 2003 and 2002 were
$495,297  and  $351,110,  respectively,  such expense is included in the cost of
sales  classification  in the  Consolidated  Statements of  Operations.  Amounts
payable  under such  agreements at September 30, 2003 and December 31, 2002 were
$199,017 and $301,695 respectively, and are represented in the accrued royalties
and sales commission classification in the Consolidated Balance Sheets.

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 $92,250 and $76,007,
respectively, have been paid to a related entity during the three months periods
ended September 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.
Corresponding  amounts paid during the nine months  periods ended  September 30,
2003 and 2002, were $276,750 and $217,000, respectively.

NOTE 10 - COMMITMENTS AND CONTINGENCIES

Certain  operating  leases for  office and  warehouse  space  maintained  by the
Company  resulted in rent expense for the three months  periods ended  September
30, 2003 and 2002 of $55,570 and $76,706,  respectively,  with such expenses for
the nine months  periods  ended  September  30,  2003 and 2002 of  $163,950  and
$169,263,  respectively.  The  future  minimum  lease  obligations  under  these
operating  leases are  approximately  $436,000.  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  $3,600,000 relating to 2003 and 2004. Additional  advertising and
research and development  costs are expected to be incurred for the remainder of
2003 and during 2004.

                                      -16-




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
$361,071 and $330,214 for the three months periods ended  September 30, 2003 and
2002, respectively, the corresponding expenses for the nine months periods ended
September 30, 2003 and 2002 were $813,130 and  $738,220,  respectively.  Amounts
accrued for these  expenses at  September  30, 2003 and  December  31, 2002 were
$338,898 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 the three months periods ended September 30, 2003 and 2002 were
$222,097 and  $181,491,  respectively,  the amounts  relating to the nine months
periods  ended   September  30,  2003  and  2002  were  $662,266  and  $478,817,
respectively.  Amounts  payable  under such  agreement at September 30, 2003 and
December 31, 2002 were $74,519 and $63,866, respectively.

In August 2003,  the Company  entered into a licensing  agreement  with a patent
holder  relating to utilizing a nasal spray product in the treatment of symptoms
of the common cold.  The Company  agreed to pay the patent  holder a two percent
royalty  on  net  sales  of  nasal  spray  products,  less  certain  deductions,
throughout  the term of this  agreement,  expiring  no later  than  April  2014.
Amounts paid or payable under such agreement  during the nine month period ended
September 30, 2003 were $13,537,  with zero in the 2002  comparable  period.  No
amounts  relating to this  agreement  were accrued or payable at  September  30,
2003.

On August 1, 2003, an action was filed with the American Arbitration Association
by Mike Foran  against  Innerlight,  Inc., a wholly owned  subsidiary  of Darius
International, Inc. which is a wholly owned subsidiary of the Corporation. Foran
was terminated as an independent representative by Innerlight, Inc. in December,
2002.  Foran  claims that he is  entitled to  commissions  and  payments  for an
unspecified time from his termination in the amount of $10 million.  On November
3rd  Mike  Foran  submitted  an  Amended  Claim  to  the  American   Arbitration
Association adding Darius International,  Inc. and the Corporation as additional
party  defendants to the action  commenced on August 1, 2003 before the American
Arbitration Association.

On November 6th an action was commenced by The Quigley Corporation,  Innerlight,
Inc.,  and Darius  International,  Inc.  against Mike Foran in the United States
District Court for the District of Utah, Central Division, seeking a declaratory
judgment that The Quigley  Corporation and Darius  International are not parties
to any  arbitration  agreement  with  Mike  Foran  and may not be  compelled  to
arbitrate  defendant's  claims  against  them in  arbitration.  The action  also
requests an  injunction  against Mike Foran  enjoining  the  arbitration,  and a
declaratory judgment that Innerlight properly terminated the agreement with Mike
Foran and does not owe any  further  commissions  or other  compensation  to him
under its agreement with him.

The  Corporation  believes  Foran's  claims are without  merit and is vigorously
defending the claims. No assessment can be made as to the outcome of this action
at this time.

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


                                      -17-




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.  On October  24,  2003,  Intervention  Inc.  filed an appeal to the
California  Court of Appeals  from the Summary  Judgment  issued in favor of The
Quigley  Corporation.  The Corporation  believes that Intervention Inc.'s claims
are without merit and is vigorously  defending the claims.  No assessment can be
made to the outcome of this action at this time.

NOTE 11 - 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.

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
did not have a material impact on the Company's financial position or results of
operations.

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.


                                      -18-




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 did not have an impact on its  financial  position  or  results of
operations.

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.  The  Quigley
Corporation makes no representation  that the US Food and Drug Administration or
any other regulatory  agency will grant an  Investigational  New Drug ("IND") or
take any other  action to allow its  formulations  to be  studied  or  marketed.
Furthermore,  no claim is made that potential medicine discussed herein is safe,
effective, or approved by the Food and Drug Administration.

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, nasal spray and sugar-free tablet form. Cold-Eeze(R) is the
only zinc gluconate  glycine  lozenge  product  clinically  proven in two double
blind studies to reduce the severity and duration of common cold  symptoms.  The
efficacy of the lozenge was established  following the publication of the second
double blind study in July 1996. A 2002 retrospective  study also found that the
use of the Cold-Eeze(R) lozenge 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.

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.

Cold-Eeze(R)  is  distributed  through  numerous  independent,  chain  drug  and
discount stores throughout the United States. The Company reports increased cold
remedy revenues during 2003 compared to 2002 of 27.2%. This increase in revenues
is attributable to successful product bonus programs during the current and past
cold season that have been well received by the trade, increased strategic media
advertising,   continued   support  of  the  product  at  retail  level  through
co-operative  advertising  activities with the trade and attention to the market
place through the outsourced nationwide brokerage network under the direction of
the  Company's  internal  sales and  marketing  team.  In  addition  the Company
launched the Cold-EEZE(R) Cold Remedy Nasal Spray and Kidz-EEZE(TM)  Sore Throat
Pop during the third quarter 2003.

Revenues  relating  to Darius  International  Inc.  ("Darius"),  the  Health and
Wellness segment, increased in 2003 compared to 2002 by 47.8%. This increase was
due  to  ongoing  increases  in  the  number  of  independent   representatives.
Additionally,  the Company  commenced  international  sales activity  during the

                                      -19-




latter  part  of  the  first   quarter  of  2003  with  year  to  date  revenues
approximating  $700,000.  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 ensure safe and effective distribution of 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".

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 sugar-free,
nasal spray,  sore throat and health and  wellness  products  being  produced by
different manufacturers.

During the first nine 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 $286,949 in related expenses and is included in
the research and development expense classification.

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

                                      -20-





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.


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
did not have a material impact on the Company's financial position or results of
operations.

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 did 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 bonus 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 three months  periods ended  September 30, 2003 and 2002
were  $1,120,256 and  $1,324,624,  the expense for the nine months periods ended
September 30, 2003 and 2002 were $2,514,575 and $2,255,989,  respectively.  This
expense item increased in the 2003 nine month reporting  period due to strategic
media  advertising  in addition to other trade related  methods of  advertising,


                                      -21-




necessary to promote and support the Cold-Eeze(R)  product.  Included in prepaid
expenses and other current assets was $65,000 and $236,875 at September 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 three months periods ended September 30, 2003 and 2002 were
$1,230,245 and $666,002, respectively, expense for the nine months periods ended
September  30,  2003 and 2002  were  $2,599,250  and  $1,897,403,  respectively.
Principally,  research and  development  is part of the product  research  costs
related to Pharma and study costs associated with Cold-Eeze(R).  Expenditure for
2003 also includes study costs relating to Cold-EEZE(R) Cold Remedy Nasal Spray.
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.

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

THREE MONTHS ENDED SEPTEMBER 30, 2003 COMPARED WITH SAME PERIOD 2002

Revenues for the three months ended September 30, 2003 were $9,912,227  compared
to $7,834,325  for 2002,  reflecting  an increase of 26.5% in 2003.  Revenues in
2003  comprised  $4,614,554  relating to the Cold Remedy  segment and $5,297,673
from the Health and Wellness  segment,  compared to 2002  revenues of $3,524,663
and  $4,309,662,  by  respective  segment.  Cold Remedy  segment  revenues  have
increased in 2003 resulting from successful  product bonus  promotion  campaigns
during the current and past cold season,  increased strategic media advertising,
continued  support  of  the  products  at  retail  level  through   co-operative
advertising  activities  with the  customer  and  revised  packaging  making the
product more prominent in the marketplace, along with the launch of Cold-EEZE(R)
Cold  Remedy  Nasal  Spray and  Kidz-EEZE(TM)  Sore Throat Pops during the third
quarter 2003.  Independent  data  indicates  increasing  consumer  awareness and
consumption  of the  Cold-Eeze(R)  products.  The  Health and  Wellness  segment
reported increased sales in 2003 of 22.9%. 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  $478,378  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 being
influenced by the seasonal nature of the Cold Remedy segment.

Cost of sales for 2003 as a percentage of sales was 51.3%, compared to 55.3% for
2002. The decrease in the cost of sales  percentage in 2003 was primarily due to
the reduced  cost of the 2003  product  bonus  program  compared to the previous
year's Buy One Get One free promotion,  a  significantly  reduced royalty charge
associated with Cold-EEZE(R) Cold Remedy Nasal Spray and the Kidz-EEZE(TM)  Sore
Throat Pop, both of which  commenced  shipping to the trade in the third quarter
2003.  Additional  costs  savings were achieved in 2003  resulting  from reduced
procurement  costs of product  associated  with the Health and Wellness  segment
together with  fluctuations  in the payout rates of  commissions  to independent
representatives consistent with dynamics of a direct selling organization.

Selling,  general and administrative  expenses for 2003 were $3,142,401 compared
to $2,775,777 in 2002. The increase in 2003 was primarily due to increased media
advertising  related to the Cold  Remedy  segment  together  with  increases  in
variable costs  associated  with increased  revenues  achieved by the Health and
Wellness segment in 2003.

Research and  development  costs in 2003 and 2002 were  $1,230,245 and $666,002,
respectively.  Research and development study costs related to Quigley Pharma in
the 2003 period were  $635,911  compared  to  $403,411  in the  comparable  2002
reporting period reflecting  continued  research and study costs associated with
the Ethical  Pharmaceutical segment and the remainder for each respective period
relating to a new product of the Cold Remedy segment.

During 2003,  the  Company's  major  operating  expenses of salaries,  brokerage
commissions, promotion, advertising, and legal costs accounted for approximately
$2,069,689 (47.3%) of the total operating expenses of $4,372,646, an increase of
16.4% over the 2002 amount of $1,778,053  (51.7%) of total operating expenses of
$3,441,779.  The selling,  general and administrative expenses related to health
and  wellness  for 2003 and 2002 were  $1,331,248  and  $797,515,  respectively,
reflecting  increased  expenditure in 2003 necessary to support the  significant

                                      -22-




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
September 30, 2003 and 2002 were zero and $443,574, respectively, net losses for
the same periods were zero and $211,542.  The results of CPNP are represented as
discontinued operations in the Statements of Operations and Balance Sheets.

NINE MONTHS ENDED SEPTEMBER 30, 2003 COMPARED WITH SAME PERIOD 2002

Revenues for 2003 were $25,107,899 compared to $18,021,344 for 2002,  reflecting
an increase of 39.3% in 2003. Revenues in 2003 comprised  $9,434,316 relating to
the Cold Remedy segment and  $15,673,583  from the Health and Wellness  segment,
compared to 2002 revenues of $7,417,168 and $10,604,176,  by respective segment.
The Cold Remedy and Health and Wellness  segments report an increase in revenues
of 27.2% and  47.8%,  respectively,  between  the  years.  The 2002 Cold  Remedy
segment  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 reported increase in the Cold Remedy segment revenues reflects
increased  strategic  media  advertising,  successful  product  bonus  programs,
continued co-operative advertising programs with the trade along with the launch
of  Cold-EEZE(R)  Cold  Remedy  Nasal Spray and  Kidz-EEZE(TM)  Sore Throat Pops
during the third  quarter  2003.  The direct sales  Health and Wellness  segment
continues  to recruit  active  independent  representatives  with the  Company's
strategy 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 53.7%, compared to 57.1% for
2002.  The 2003 decrease is primarily due reduced  royalty costs  resulting from
the launch of Cold-EEZE(R) Cold Remedy Nasal Spray and Kidz-EEZE(TM) Sore Throat
Pop on  which a  lesser  royalty  percentage  is  payable  compared  to the zinc
gluconate glycine products, also 2003 royalty costs have been further reduced on
the zinc gloconate glycine products due to the expiration of the royalty payable
to the patent holder of 3% of sales  collected  which expired in 2002.  The 2002
costs also included inventory  obsolescence  charges  approximating  $350,000 or
1.8% of sales.  The cost of sales of the Health and  Wellness  segment  has also
decreased in 2003 as a result of reductions in product procurement costs.

Selling,  general and administrative expenses for 2003 were $10,239,362 compared
to $8,756,047 in 2002.  Expenditures  were higher in 2003 due to increased media
advertising  related to the Cold-Eeze(R)  product of $519,542,  costs related to
the Health and  Wellness  segment  increased by  $1,482,819  between the periods
necessary to support a revenue  increase of 47.8% 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 $2,599,250 and $1,897,403,
respectively.  Research and Development study costs related to the activities of
Quigley Pharma increased by $592,007 between the years, with spending in 2003 on
Cold-Eeze(R) clinical assignments involving the lozenge and nasal spray forms of
the product remaining relatively constant compared to 2002.

During 2003,  the  Company's  major  operating  expenses of salaries,  brokerage
commissions, promotion, advertising, and legal costs accounted for approximately
$6,752,633 (52.6%) of the total operating  expenses of $12,838,612,  an increase
of 13.5% over the 2002 amount of $5,947,481  (55.8%) of total operating expenses
of $10,653,450.  The selling,  general and  administrative  expenses  related to
health  and  wellness  for  2003  and  2002  were   $3,591,914  and  $2,109,095,
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 nine months  periods ended
September  30, 2003 and 2002 were $59,824,  and  $1,643,898,  respectively,  net
losses for the same periods were $54,349 and  $292,790.  The results of CPNP are
represented  as  discontinued  operations in the  Statements  of Operations  and
Balance Sheets.

Total  assets of the Company at  September  30, 2003 and  December 31, 2002 were
$22,999,426  and  $24,934,956,   respectively.   Working  capital  decreased  by
$1,901,687  to  $14,062,262  at September  30, 2003.  The primary  influences on
working  capital during the first nine months of 2003 were: the decrease in cash
balances  $2,249,910,  the increase in accounts  receivable  of $412,153 and the
decrease in current  liabilities of $84,207.  The movements in the balance sheet
are  largely  the  result  of the  seasonal  nature of the Cold  Remedy  segment
together with the cash characteristics of the Health and Wellness segment.

                                      -23-




LIQUIDITY AND CAPITAL RESOURCES

The Company had working  capital of $14,062,262 and $15,963,949 at September 30,
2003 and December 31,2002, respectively. Changes in working capital overall have
been  primarily  due  to  the  following  items:  cash  balances   decreased  by
$2,249,910;   accounts   receivable   increased  by  $412,153  due  to  seasonal
fluctuations;  accrued  advertising has decreased by $661,924 as a result of the
seasonality of the cold remedy products and related media advertising; royalties
and  sales  commissions   liabilities  decreased  by  $154,776  related  to  the
cold-season cycle; and other current liabilities increased by $1,090,619.  Total
cash balances at September 30, 2003 were $10,647,170  compared to $12,897,080 at
December 31,  2002,  the  reduction in cash was due to the  movements in working
capital and the 2003 net loss of $1,867,573.

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.

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.


                                      -24-




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

ITEM 1. LEGAL PROCEEDINGS

                        MIKE FORAN VS. INNERLIGHT, INC.,
                         DARIUS INTERNATIONAL, INC., AND
                             THE QUIGLEY CORPORATION

On August 1, 2003, an action was filed with the American Arbitration Association
by Mike Foran  against  Innerlight,  Inc., a wholly owned  subsidiary  of Darius
International, Inc. which is a wholly owned subsidiary of the Corporation. Foran
was terminated as an independent representative by Innerlight, Inc. in December,
2002.  Foran  claims that he is  entitled to  commissions  and  payments  for an
unspecified time from his termination in the amount of $10 million.  On November
3rd  Mike  Foran  submitted  an  Amended  Claim  to  the  American   Arbitration
Association adding Darius International,  Inc. and the Corporation as additional
party  defendants to the action  commenced on August 1, 2003 before the American
Arbitration Association.

On  November  6,  2003,  an action was  commenced  by The  Quigley  Corporation,
Innerlight,  Inc.,  and Darius  International,  Inc.  against  Mike Foran in the
United States District Court for the District of Utah, Central Division, seeking
a declaratory judgment that The Quigley Corporation and Darius International are
not  parties  to any  arbitration  agreement  with  Mike  Foran  and  may not be
compelled to arbitrate  defendant's  claims  against  them in  arbitration.  The
action also requests an injunction against Mike Foran enjoining the arbitration,
and a declaratory  judgment that  Innerlight  properly  terminated the agreement
with Mike Foran and does not owe any further  commissions or other  compensation
to him under its agreement with him.

The  Corporation  believes  Foran's  claims are without  merit and is vigorously
defending the claims. No assessment can be made as to the outcome of this action
at this time.

                               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.  On October  24,  2003,  Intervention  Inc.  filed an appeal to the
California  Court of Appeals  from the Summary  Judgment  issued in favor of The
Quigley  Corporation.  The Corporation  believes that Intervention Inc.'s claims
are without merit and is vigorously  defending the claims.  No assessment can be
made to the outcome of this action at this time.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

None

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

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

None

                                      -25-





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 July 24,  2003,  The  Quigley  Corporation  announced  its
                   results for the quarter ended June 30, 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 September 30, 2003.


                                      -26-




                                   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: November 10, 2003

                                      -27-