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

      ---------------------------------------------------------------------

                                  FORM 10-QSB/A

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

                  FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2004

                          COMMISSION FILE NO. 333-94265

                              LISKA BIOMETRY, INC.
      ---------------------------------------------------------------------
        (Exact Name of small business issuer as specified in its charter)


             FLORIDA                                        06-1562447
--------------------------------               ---------------------------------
(State or other jurisdiction of                (IRS Employer Identification No.)
incorporation or organization)


                                100 SUSSEX DRIVE
                         OTTAWA, ONTARIO, CANADA K1A 0R6
     -----------------------------------------------------------------------
                    (Address of Principal Executive Offices)


                                  603-540-0828
          (Telephone number, including area code, of agent for service)

                                   COPIES TO:

                            VIRGINIA K. SOURLIS, ESQ.
                                  The Galleria
                                 2 Bridge Avenue
                               Red Bank, NJ 07701
                                 (732) 530-9007
                               Fax (732) 530-9008
                               WWW.SOURLISLAW.COM

================================================================================

Registrant 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 and has been
subject to such filing requirements for the past 90 days. [X] Yes [ ] No

<PAGE>

                      APPLICABLE ONLY TO CORPORATE ISSUERS
--------------------------------------------------------------------------------

              AS OF MARCH 31, 2004, WE HAD 15,534,275 SHARES OF OUR
                           COMMON STOCK OUTSTANDING.

                              LISKA BIOMETRY, INC.

                            INDEX TO QUARTERLY REPORT
                                ON FORM 10-QSB/A

                                                                            Page

PART I - FINANCIAL INFORMATION

         Item 1 - Financial Statements

                  Balance Sheet (Unaudited)                                   3

                  Statements of Operations (Unaudited)                        4

                  Statements of Cash Flows (Unaudited)                        5

                  Notes to Financial Statements                               6

         Item 2 - Management's Discussion and Analysis or Plan of Operations  7

         Item 3 - Controls and Procedures                                     13

PART II - OTHER INFORMATION

         Item 6 - Exhibits and Reports on Form 8-K                            13

         Signatures                                                           15


--------------------------------------------------------------------------------

                                       2
<PAGE>

                              Liska Biometry, Inc.
                          (A Development Stage Company)
                           Consolidated Balance Sheet
                                 March 31, 2004
                                   (Unaudited)

Assets

Current assets:

      Cash                                                          $     8,598
                                                                    ===========

Liabilities and stockholders' (deficit)

Current liabilities:
   Accounts payable                                                 $   202,357
   Due to investors                                                      35,000
                                                                    -----------
          Total current liabilities                                     237,357
                                                                    -----------

Stockholders' (deficit):
   Preferred stock, no par value,
       10,000,000 shares authorized
   Common stock, no par value,                                               --
      100,000,000 shares authorized,
      15,434,275 shares issued and outstanding                        2,162,829
   Additional paid in capital                                         1,061,703
   Stock subscriptions                                                  365,000
  (Deficit) accumulated during the development stage                 (3,818,698)
                                                                    -----------
                                                                       (229,166)

  Other comprehensive income:
    Foreign exchange translation adjustment                                 407
                                                                       (228,759)
                                                                    -----------
                                                                    $     8,598
                                                                    ===========


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                               SEE ACCOMPANY NOTES

                                       3
<PAGE>

                              Liska Biometry, Inc.
                          (A Development Stage Company)
                      Consolidated Statements of Operations
                 Three Months Ended March 31, 2003 and 2004 and
                  Inception (August 1, 2000) to March 31, 2004
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                      Three Months        Three Months         Inception
                                                          Ended               Ended                to
                                                     March 31, 2003      March 31, 2004      March 31, 2004
                                                       ------------        ------------        ------------
<S>                                                    <C>                 <C>                 <C>
Sales                                                  $         --        $         --        $      8,000

Cost of goods sold                                               --                  --                 892
                                                       ------------        ------------        ------------

Gross profit                                                     --                  --               7,108
                                                       ------------        ------------        ------------

Operating expenses:
   Impairment of license                                         --                  --              58,812
   Selling, general and administrative expenses              48,857              50,890           3,767,244
                                                       ------------        ------------        ------------
                                                             48,857              50,890           3,826,056
                                                       ------------        ------------        ------------

(Loss) from operations                                      (48,857)            (50,890)         (3,818,948)
                                                       ------------        ------------        ------------

Other income (expense):
   Other income                                                  --                  --                 250
                                                       ------------        ------------        ------------

Net (loss)                                                  (48,857)            (50,890)         (3,818,698)

Other comprehensive income:
  Foreign currency translation adjustment                        --               1,738                 407
                                                       ------------        ------------        ------------

Comprehensive (loss)                                   $    (48,857)       $    (49,152)       $ (3,818,291)
                                                       ============        ============        ============

Per share information - basic and fully diluted:
  Weighted average shares outstanding                     9,898,275          15,487,462           4,351,786
                                                       ============        ============        ============
  Net (loss) per share                                 $      (0.00)       $      (0.00)       $      (0.88)
                                                       ============        ============        ============
</TABLE>

--------------------------------------------------------------------------------

                               SEE ACCOMPANY NOTES

                                       4
<PAGE>

                              Liska Biometry, Inc.
                          (A Development Stage Company)
                      Consolidated Statements of Cash Flows
                 Three Months Ended March 31, 2003 and 2004 and
                  Inception (August 1, 2000) to March 31, 2004
                                   (Unaudited)

<TABLE>
<CAPTION>
                                              Three Months     Three Months       Inception
                                                 Ended             Ended              to
                                             March 31, 2003   March 31, 2004    March 31, 2004
                                                ---------        ---------        ---------
<S>                                             <C>              <C>              <C>
Cash flows from operating activities:

Net cash (used in) operating activities         $    (531)       $ (42,245)       $(218,280)
                                                ---------        ---------        ---------

Cash flows from investing activities:
Net cash (used in) investing activities                --               --          (50,000)
                                                ---------        ---------        ---------

Cash flows from financing activities:
Net cash provided by financing activities              --           50,000          276,878
                                                ---------        ---------        ---------

Net increase (decrease) in cash                      (531)           7,755            8,598

Beginning - cash balance                              616              843               --
                                                ---------        ---------        ---------

Ending - cash balance                           $      85        $   8,598        $   8,598
                                                =========        =========        =========

Supplemental cash flow information:
  Cash paid for income taxes                    $      --        $      --        $      --
                                                =========        =========        =========
  Cash paid for interest                        $      --        $      --        $      --
                                                =========        =========        =========
</TABLE>

--------------------------------------------------------------------------------
                               SEE ACCOMPANY NOTES

                                       5
<PAGE>

                              LISKA BIOMETRY, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2004
                                   (UNAUDITED)

================================================================================

(1) Basis Of Presentation

The accompanying  unaudited consolidated financial statements have been prepared
in accordance with generally accepted  accounting  principles (GAAP) for interim
financial information and Item 310(b) of Regulation S-B. They do not include all
of the  information  and  footnotes  required  by GAAP  for  complete  financial
statements.  In the opinion of management,  all adjustments  (consisting only of
normal recurring adjustments)  considered necessary for a fair presentation have
been included.

The  results  of  operations  for the  periods  presented  are  not  necessarily
indicative  of the  results  to be  expected  for the  full  year.  For  further
information, refer to the financial statements of the Company as of December 31,
2003 and for the two years then ended, and the period from inception  (August 1,
2000) to December 31, 2003,  including  notes thereto  included in the Company's
Form 10-KSB.

(2) Earnings Per Share

The Company  calculates  net income (loss) per share as required by Statement of
Financial  Accounting Standards (SFAS) 128, "Earnings per Share." Basic earnings
(loss) per share is  calculated  by dividing  net income  (loss) by the weighted
average number of common shares  outstanding  for the period.  Diluted  earnings
(loss) per share is  calculated  by dividing  net income  (loss) by the weighted
average  number  of  common  shares  and  dilutive   common  stock   equivalents
outstanding. During periods when anti-dilutive commons stock equivalents are not
considered in the computation.

(3) Commitments and Contingencies

During the periods  covered by these  financial  statements  the Company  issued
shares of common stock without  registration  under the  Securities Act of 1933.
Although the Company  believes that the sales did not involve a public  offering
of its  securities  and that the  Company  did  comply  with the  "safe  harbor"
exemptions from registration,  it could be liable for rescission of the sales if
such exemptions were found not to apply and this could have a material  negative
impact on the Company's financial position and results of operations.

During the periods  covered by these  financial  statements the Company  entered
into several  employment,  consulting and other  agreements  with third parties.
Although  the  Company  obtained  settlement  releases  from a  majority  of the
parties, settlement releases were not entered into with some of these parties or
the  settlement  releases were verbal  agreements.  Future  contingencies  which
cannot be estimated by management, may exist for the above matters including but
not limited to issuance of capital stock and other financial obligations and may
have a material negative impact on the Company's  financial position and results
of operations.

(4) Stockholders' (Deficit)

During  the three  months  ended  March 31,  2004 an  affiliate  of the  Company
contributed services valued at $1,500 to the capital of the Company.

During February and March 2004 the Company issued 100,000 shares of common stock
for cash aggregating $50,000.

(5) Basis of Reporting

The Company's financial statements are presented on a going concern basis, which
contemplates  the  realization of assets and  satisfaction of liabilities in the
normal course of business.


                                       6
<PAGE>


The Company has  experienced a significant  loss from  operations as a result of
its investment  necessary to achieve its operating plan,  which is long-range in
nature.  For the three months ended March 31, 2004 and the period from inception
to March 31, 2004,  the Company  incurred a net losses of $50,890 and $3,818,698
and has working capital and stockholder  deficits of $228,759 at March 31, 2004.
In addition, the Company has no revenue generating operations.

The  Company's  ability to continue as a going  concern is  contingent  upon its
ability to attain profitable operations and secure financing.  In addition,  the
Company's  ability to continue as a going concern must be considered in light of
the problems, expenses and complications frequently encountered by entrance into
established  markets  and the  competitive  environment  in  which  the  Company
operates.

The Company is pursuing equity  financing for its operations.  Failure to secure
such financing or to raise  additional  capital or borrow  additional  funds may
result in the Company  depleting its available  funds and not being able pay its
obligations.

The financial  statements do not include any adjustments to reflect the possible
future effects on the recoverability and classification of assets or the amounts
and classification of liabilities that may result from the possible inability of
the Company to continue as a going concern.

(8) Subsequent Event

During April 2004 the Company  issued  3,500,000  shares of its common stock for
services to affiliates, and certain consultants.  These shares will be valued at
their fair  market  value of $.50 per share on the date it was agreed they would
be issued and the value will be charged to operations. In addition, during April
2004 the Company  issued  150,000  shares of common  stock for cash  aggregating
$75,000.

During April 2004,  the Company  entered into  employment  contracts  with three
officers  for  annual  compensation   aggregating   approximately  $150,000.  In
addition,  these  officers are to receive an  aggregate  of 2,500,000  shares of
common stock,  of which  2,200,000 have been issued in April,  2004. The term of
the contracts  commences on the date the Company  receives a minimum of $100,000
in funding and terminates one year thereafter.

--------------------------------------------------------------------------------


ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This report contains "forward-looking"  statements within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act
of 1934 and is subject to the safe harbor created by those  sections.  We intend
to  identify  forward-looking  statements  in this report by using words such as
"believes,"  "intends," "expects," "may," "will," "should," "plan," "projected,"
"contemplates," "anticipates," "estimates," "predicts," "potential," "continue,"
or similar  terminology.  These statements are based on the Company's beliefs as
well as assumptions the Company made using  information  currently  available to
us. The  Company  undertakes  no  obligation  to  publicly  update or revise any
forward-looking  statements,  whether  as a result  of new  information,  future
events,  or otherwise.  Because these statements  reflect the Company's  current
views concerning future events,  these statements involve risks,  uncertainties,
and assumptions. Actual future results may differ significantly from the results
discussed in the  forward-looking  statements.  These risks  include  changes in
demand for the Company's  products,  changes in the level of operating expenses,
changes in  general  economic  conditions  that  impact  consumer  behavior  and
spending, product supply, the availability,  amount, and cost of capital for the
Company and the Company's use of such capital, and other risks discussed in this
report.  Additional  risks that may affect our  performance  are discussed under
"Risk  Factors  Associated  with Our Business" in our Form 10-KSB for the fiscal
year ended December 31, 2003.  Readers are cautioned not to place undue reliance
on the  forward-looking  statements  contained in this  report.  We disclaim any
obligation to update forward-looking  statements. All references to "we", "our",
"us",  of  refer  to  Liska  Biometry,  Inc.,  and  it  predecessors,  operating
divisions, and subsidiaries.


                                       7
<PAGE>


CRITICAL ACCOUNTING POLICIES

There were no changes to the Company's critical accounting policies in the first
quarter  of  2004.  Critical  accounting  policies  are  those  applications  of
accounting   principles  or  practices  that  require   considerable   judgment,
estimation, or sensitivity analysis by management.

--------------------------------------------------------------------------------

PLAN OF OPERATIONS

We plan to accomplish  the following in our Plan of Operations  over a period of
12 months.  At the present  time we do not have  sufficient  cash  resources  to
conduct our Plan of  Operations.  We have not had  sufficient  cash resources to
conduct  our  Plan of  Operations  since we  adopted  our new  business  plan of
fingerprint  encoding and authentication.  Therefore,  our Plan of Operations is
contingent upon receiving  adequate financing to meet costs of $960,900 and will
not commence until we receive such financing.

OUR PLAN OF OPERATIONS TO DATE:

ATTENDING CONVENTIONS:

March 2003-November 2003

From March 4-5, 2003, our Consultants, Chris LeClerc and Jeff Hall, attended the
Homeland  and  Global  Security  Summit  in  Washington,  D.C.  to  enhance  our
understanding  of  the  procurement  process  involved  with  homeland  security
contracts.  The following  topics were  discussed at this  convention:  homeland
security  spending  and  appropriations,  contract  and  procurement  procedures
involved  with homeland  security and defense  programs,  and homeland  security
applications of their companies.

From March 6-8,  2003,  our  Consultant,  Jeff Hall,  attended  the TechNet 2003
convention   in   Washington   D.C.  At  this   convention,   The  Armed  Forces
Communications   and   Electronics   Association,   a   non-profit   association
representing  government,  industry and military  professionals in the fields of
communications,  electronics,  intelligence,  information  systems,  imaging and
multi-media,  brings  together  industry  officials with the goal of encouraging
close cooperative  relationships among civil government agencies,  the military,
and industry.

From November 19-20,  2003, our consultant,  Jeff Hall,  attended the Biometrics
World Executive  Conference on Biometrics in Financial Service  Applications for
the purpose of  understanding  our markets  and  current  technologies.  At this
conference,  analysts,  consultants,  suppliers  and users of biometric  systems
discussed the applications of biometric systems.

Our  attendance  at these  conventions  should not be construed as an indication
that we will derive any benefits whatsoever from such attendance.

RESEARCH AND DEVELOPMENT

Our research and  development  work on  fingerprint  biometrics  was  originally
performed by an affiliated entity, Kojon Biometrics,  Inc., from January 1, 2003
to  June  30,  2003,   for  the  purpose  of   conducting  a  proof  of  concept
demonstration.  This project was conducted by our President,  Lam Ko Chau,  with
key team member  consultants:  Dr. John Watkin, Dr. Ruilin Ma, Dr. Tet Yeap, Mr.
Song Guo, and Mr. Yiming Zhang.



                                       8
<PAGE>


In January 2003 we developed a preliminary  demonstration  model of our proposed
fingerprint  technology  which  provided  only a  conceptual  guide  for  future
development.  We continued  our  development  throughout  2003 and  attempted to
improve our core technology and implement changes in our core software; however,
most of our development  occurred from September 2003 to December 2003, in which
we made  further  changes to our core  software.  We still have not  reached the
final  proof  of  concept  stage,  and we  still  do not  have a final  workable
demonstration  model.   Moreover,  a  final  workable   demonstration  model  is
contingent  upon us receiving  financing,  which we may be unable to obtain.  As
reflected  below in our Future Plan of  Operations,  we will continue to develop
our core technology pending adequate financing.

--------------------------------------------------------------------------------

OUR FUTURE PLAN OF OPERATIONS:

APPOINT EXECUTIVE MANAGEMENT TEAM

We have filled the following executive management positions:

      o     Chief Operating Officer; and

      o     Chief Financial Officer.

We will fill the following executive management position:

      o     Vice President - Sales and Marketing

We estimate  that our annual salary  expenditures  for these  positions  will be
$198,000  composed  of a salary of $48,000 for each of the above  positions.  In
addition, our Chief Executive Officer's salary will be $54,000.

HIRE ENGINEERING TEAM

We plan to hire the following  positions that will comprise our engineering team
that will develop our fingerprint technology:

      o     1 senior scientific advisor;

      o     4 full time software engineers; and

      o     1 full time software/hardware engineer

The annual salary costs associated with these positions is $218,400.

CAPITAL EXPENDITURES

We intend to purchase capital equipment for our research and development,  which
will  consist  primarily  of  computer  hardware.  The  estimated  cost  of this
equipment is approximately $12,500.

ENGAGE BUSINESS DEVELOPMENT CONSULTANTS

We intend to sub-contract our business  development  function to consultants who
will assist our management to identify marketing  opportunities for our products
and services.  The estimated annual  expenditures  for the business  development
consultants are $54,000.



                                       9
<PAGE>


HIRE EXECUTIVE ASSISTANT

We  plan  to  hire  one  individual   who  will  be  responsible   for  all  the
administrative and human resource functions of the Company.

The annual salary costs associated with this position is $30,000.

DEVELOP AND INITIATE MARKETING EFFORT

Our Vice  President  of Sales and  Marketing  will  survey the key  markets  and
customers, and use systems, planning initiatives and oversight bodies to develop
a strategy for brand name  recognition.  Generally  this  strategy  will include
working with the following government agencies:

      o     Department  of  Defense  Biometrics   Management  Office  and  Joint
            Interoperability Test Command;

      o     United States Army Communication Electronics Command;

      o     National Institute for Standards in Technology;

      o     National Security Agency; and

      o     Justice Department Management Office.

In addition,  we will acquire other market  information  and contacts by joining
key industry group and hiring industry analysts. The annual cost associated with
this marketing effort is $43,000.

DEVELOP SOFTWARE ALGORITHMS

We will use third party  live-scan  fingerprint  scanners to develop our initial
proprietary software  algorithms.  Our goal in this regard is to reach the proof
of concept stage, illustrating the differentiating features of embedded software
algorithms  - that is,  the  capability  to  measure  the  stable  content  of a
fingerprint  image and to  express  it as a short  numeric  output.  For a given
legible and  distinct  fingerprint  input,  the output  number is expected to be
distinct from person to person.  This aspect of our Plan of  Operations  will be
accomplished  by the team of  engineers  that we hire and will be  headed by our
Chief Executive Officer, Lam Ko Chau. We estimate that the total expenditure for
algorithm development will be $20,000.

DEVELOPMENT OF FINGERPRINT SCANNER PROTOTYPE

We will attempt to have our own scanner built to specifications  dictated by our
patent-pending  algorithms.  We  estimate  the  cost of  outsourcing  labor  and
materials to build this scanner will be approximately $200,000.

TESTING OF PROTOTYPE

We plan to submit our prototype product to the following  government  regulatory
agencies:

      o     Department of Defense  Biometrics  Management  Office which provides
            testing and  analysis  of any  biometric  product  that wishes to be
            considered by the Department of Defense;

      o     National  Institute  for  Standards and  Technology  which  performs
            acceptance   testing  for  the  Department  of  Justice   Management
            Division; and

      o     Joint  Interoperability  Test Command which makes sure that persons,
            machines  and  computers  across all  branches of the  military  can
            communicate with each other.

We will also consult with  commercial  organizations  that set  standards in the
commercial  sector,  including BioAPI Consortium,  the International  Biometrics
Group and the International Biometrics Industry Association.  The purpose of our
consultation  with these  organizations  is to ensure that we design and build a
system that: (a) meets customer needs in the  fingerprint  technology area on an
up-to-date  basis;  (b) has the  ability to operate  and  integrate  two or more
different  systems such as the Federal Bureau of  Investigation  that uses a "10
rolled print" identification  process and Immigration and Naturalization Service
which uses a "2 index  finger plain print"  identification  process;  and (c) in
order  to  meet   Department   of   Defense   regulations   and   criteria   and
interoperability guidelines.


                                       10
<PAGE>


An experienced  Business Development Manager will be added in this phase as well
as an Applications  Engineer and Marketing  Programs Manager.  Compensation will
include base salary, bonuses and stock options.

--------------------------------------------------------------------------------

MARKETING

Marketing  expenditures  will  focus  on the  broad  dissemination  of our  test
results.  By using a biometrics  knowledgeable  public  relations  firm, we will
attempt to increase our market recognition,  provide promotional sampling of our
products and target key customers. We will attempt to develop strategic partners
to  collaborate on our marketing and  technological  integration  efforts.  Such
strategic partners may include the following:

      o     Facial and eye recognition (iris and retina) system vendors;

      o     Federal security suppliers and contractors;

      o     Military sourcing organizations; and

      o     Other  distribution  channels  that target  military and  commercial
            security markets.

We will use the following prospecting and marketing techniques:

      o     Phone  and  meet  with  existing  and  retired  military  personnel,
            especially  those that are or were employed by the  Immigration  and
            Naturalization  Service, all branches of the United States military,
            the  Federal  Bureau  of  Investigation  and the  National  Security
            Agency;

      o     Determine  from  prospective  and actual  commercial  and government
            clients  what their  existing  needs and  desires  are  regarding  a
            biometric system; and

      o     Use information  from the following  sources to determine  trends in
            the commercial and government markets: (a) biometric  organizations;
            (b) our own general  market study;  and (c) conduct  research on the
            Internet regarding our competition

The  approximate  expenditure  for the second phase of our  marketing  campaign,
including compensation, is $185,000.

--------------------------------------------------------------------------------


SUMMARY OF ESTIMATED COSTS

-------------------------------------------- --- -----------
Executive Management                         $      198,000
-------------------------------------------- --- -----------
Engineering Team                                    218,400
-------------------------------------------- --- -----------
Capital Expenditures                                 12,500
-------------------------------------------- --- -----------
Business Development Consultants                     54,000
-------------------------------------------- --- -----------
Executive Assistant                                  30,000
-------------------------------------------- --- -----------
Initiate Marketing Effort                            43,000
-------------------------------------------- --- -----------
Develop Software Algorithms                          20,000
-------------------------------------------- --- -----------
Development of FP Scanner Prototype                 200,000
-------------------------------------------- --- -----------
Marketing Campaign: Phase II                        185,000
-------------------------------------------- --- -----------

-------------------------------------------- --- -----------
TOTAL                                        $      960,900
-------------------------------------------- --- -----------



                                       11
<PAGE>

--------------------------------------------------------------------------------

REVENUES

We cannot  determine  whether our  revenues,  if any, will ever be sufficient to
produce a positive  cash flow or result in net  profits.  You  should  carefully
consider the discussion appearing below under "Liquidity and Capital Resources".
We earned no revenues during Fiscal Year 2003 or in connection with our business
plan of  fingerprint  encoding  and  authentication.  We do not  expect  to earn
significant  operating  revenues  in the  foreseeable  future.  Our  losses  are
expected to continue,  principally as a result of our estimated  expenditures of
$960,900, as reflected above.

--------------------------------------------------------------------------------

LIQUIDITY AND CAPITAL RESOURCES

As of March 31, 2004,  we had limited cash  resources of only $8,598.  We do not
have any other internal sources of working capital. All required  administrative
expenses  are  currently  being paid by our  President.  We did not  receive any
revenues  during our Fiscal Year 2003 or in our first quarter of 2004. We do not
anticipate  earning  revenues  until  such  time  that we  obtain  financing  to
implement  our Plan of  Operations,  if ever.  Even if we  complete  our Plan of
Operations,  there  are no  assurances  that  we  will  successfully  develop  a
marketable product.

During  Fiscal Year 2003 and our first quarter of 2004,  our operating  expenses
have  exceeded our  revenues,  which has been $0. We have  insufficient  working
capital to fund our planned growth and ongoing operating expenses.  As a result,
we expect to continue to experience significant negative operating cash flow for
the foreseeable  future.  Our existing working capital will not be sufficient to
fund the continued  implementation  of our Plan of Operations during the next 12
months and to meet our general operating expenses.  If we do not have sufficient
working  capital  to  implement  our  Plan of  Operations,  we may have to cease
operations.

We have no alternative  Plan of Operations.  In the event that we do not receive
financing,  if our financing is inadequate or if we do not adequately  implement
an alternative Plan of Operations that enables us to conduct  operations without
having received  adequate  financing,  we may have to liquidate our business and
undertake any or all of the following actions:

      o     Sell or dispose of our assets, if any;

      o     Pay our liabilities in order of priority,  if we have available cash
            to pay such liabilities;

      o     If any cash remains after we satisfy  amounts due to our  creditors,
            distribute any remaining cash to our shareholders in an amount equal
            to the net market value of our net assets;

      o     File a Certificate of Dissolution with the State of Florida dissolve
            our corporation and close our business; and

      o     Make the  appropriate  filings  with  the  Securities  and  Exchange
            Commission  so that we will no longer be required  to file  periodic
            and  other  required   reports  with  the  Securities  and  Exchange
            Commission, if, in fact, we are a reporting company at that time

Based  upon our  current  assets,  however,  we will not  have  the  ability  to
distribute any cash to our shareholders.

If we have any  liabilities  that we are  unable to satisfy  and we qualify  for
protection  under  the  U.S.  Bankruptcy  Code,  we  may  voluntarily  file  for
reorganization  under Chapter 11 or  liquidation  under Chapter 7. Our creditors
may also file a Chapter 7 or Chapter 11  bankruptcy  action  against  us. If our
creditors or we file for Chapter 7 or Chapter 11 bankruptcy,  our creditors will
take priority over our  shareholders.  If we fail to file for  bankruptcy  under
Chapter 7 or Chapter 11 and we have  creditors,  such  creditors  may  institute
proceedings against us seeking forfeiture of our assets, if any.


                                       12
<PAGE>


We do not know and cannot  determine  which, if any, of these actions we will be
forced to take.

If any of these foregoing events occur, you could lose your entire investment in
our shares.

There is  substantial  doubt about our ability to continue as a going concern as
we have suffered recurring losses from operations and have no established source
of revenue.  Accordingly,  our  independent  auditors  included  an  explanatory
paragraph  in  their  report  on our  December  31,  2003  financial  statements
regarding  concerns  about our  ability  to  continue  as a going  concern.  Our
financial   statements  contain  additional  note  disclosures   describing  the
circumstances that lead to this disclosure by our independent auditors.

--------------------------------------------------------------------------------

ITEM 3 CONTROLS AND PROCEDURES

We have evaluated,  with the  participation  of our Chief Executive  Officer and
Chief  Financial  Officer,  the  effectiveness  of our  disclosure  controls and
procedures as of March 31, 2004. Based on this  evaluation,  our Chief Executive
Officer and Chief  Financial  Officer have each  concluded  that our  disclosure
controls  and  procedures  are  effective  to ensure  that we  record,  process,
summarize,  and  report  information  required  to be  disclosed  by  us in  our
quarterly  reports  filed  under the  Securities  Exchange  Act  within the time
periods specified by the Securities and Exchange  Commission's  rules and forms.
During the  quarterly  period  covered by this  report,  there have not been any
changes in our internal  controls over financial  reporting that have materially
affected,  or is reasonably  likely to materially  affect,  our internal control
over financial reporting.

--------------------------------------------------------------------------------

                            PART II OTHER INFORMATION


ITEM 2 CHANGES IN SECURITIES

The  following  unregistered  securities  were issued by the Company  during the
three months ended March 31, 2004:


     Date of           Description of          Number of        Purchase Price
     Issuance          Securities Issued       Shares Issued

     2/20/04           Common Shares              60,000          $30,000

     3/10/04           Common Shares              40,000          $20,000


The  issuance  of these  securities  is claimed to be exempt  from  registration
pursuant  to  Section  4(2)  of the  Securities  Act of  1933,  as  amended,  as
transactions by an issuer not involving a public offering.



                                       13
<PAGE>


ITEM 6 EXHIBITS AND REPORTS ON FORM 80K

(A)   EXHIBITS

EXHIBIT
NUMBER          DESCRIPTION OF EXHIBIT
------          ----------------------

3.1      Articles of Incorporation (1)

3.2      By-Laws (2)

10.1     Agreement with Lam Ko Chau

10.2     Agreement with Chris LeClerc

10.3     Agreement with Manoj Hippola

31.1     Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and
         Rule  15d-14(a),  promulgated  under C the  Securities  Exchange Act of
         1934, as amended.

31.2     Certification of Chief Financial Officer pursuant to Rule 13a-14(a) and
         Rule  15d-14(a),  promulgated  under C the  Securities  Exchange Act of
         1934, as amended.

32.1     Certification of Chief Executive Officer pursuant to 18 U.S.C.  Section
         1350, as adopted pursuant to C Section 906 of the Sarbanes-Oxley Act of
         2002.

32.2     Certification of Chief Financial Officer pursuant to 18 U.S.C.  Section
         1350, as adopted pursuant to C Section 906 of the Sarbanes-Oxley Act of
         2002.

--------------------------------------------------------------------------------

(1)   Denotes  previously  filed  exhibits:  filed on  January 7, 2000 with 3045
      Corporation's Form SB-2 registration statement, file # 333-94265.

(2)   Denotes  previously  filed  exhibits:  filed on May 30,  2003  with  Liska
      Biometry, Inc.'s Form 10-KSB for the period ended December 31, 2001.

We hereby incorporate the following additional  documents by reference:  (a) our
Form  10-KSB for the year ended  December  31,  2003 which was filed on April 7,
2004,  December  31, 2002 which was filed on July 28,  2003,  for the year ended
December  31,  2001  which was  filed on May 30,  2003;  and for the year  ended
November  30,  2000 which was filed on January  3,  2001;  (b) our  Registration
Statement on Form SB-2 and all amendments  thereto which was filed on January 7,
2000 and amended on February 8, 2000,  March 1, 2000,  March 14, 2000,  April 3,
2000,  and April 4, 2000;  (c) our Forms 10-QSB for the periods ended  September
30, 2003 which was filed on November 14, 2003,  June 30, 2003 which was filed on
August 15, 2003;  March 31, 2003 which was filed on August 15,  2003;  September
30, 2002 which was filed on July 28, 2003;  June 30, 2002 which was filed on May
30, 2003;  March 31, 2002 which was filed on May 30,  2002;  June 30, 2001 which
was filed on April 4, 2002; September 30, 2001 which was filed on April 4, 2002;
March 31, 2001 which was filed on May 21, 2001;  August 31, 2000 which was filed
on  September  15,  2000;  May 31,  2000 which was filed on June 20,  2000;  and
February 29, 2000 which was filed on April 14, 2000.

      (b)   Reports on Form 8-K

            On April 27, 2004 we issued a press release  announcing the approval
            of our  application  to re-list our common stock on the OTC Bulletin
            Board under Form 8-K Item 5.

            On  April  27,  2004  we  issued  a  press  release  announcing  the
            appointment  of Lam Ko Chau as our CEO, Chris LeClerc as our COO and
            Manoj Hippola as our CFO under Form 8-K Item 5.

--------------------------------------------------------------------------------


                                       14
<PAGE>


SIGNATURES

      Pursuant to the  requirements of Section 12 of the Securities and Exchange
Act of 1934,  the  Registrant  has duly  caused  this report to be signed on its
behalf by the undersigned, thereunto duly authorized.



LISKA BIOMETRY, INC.

Dated: May 13, 2004


By: /s/ Lam Ko Chau
--------------------------------
Lam Ko Chau
President and CEO
(Principal Executive Officer)


By: /s/ Manoj Hippola
--------------------------------
Manoj Hippola
Chief Financial Officer
(Principal Accounting Officer)



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