FORM 10 K

                SECURITIES AND EXCHANGE COMMISSION

                      WASHINGTON, D.C. 20549

        ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (D) OF

               THE SECURITIES EXCHANGE ACT OF 1934

For this fiscal year ended September 30, 2004, Commission file number
03385

                        HOLOBEAM, INC.
      (Exact name of registrant as specified in its charter)

Delaware                                          22-1840647
(State or other jurisdiction of                   (I.R.S. Employer
 incorporation or organization)                  Identification No.)

217 First Street, P.O. Box 287, Ho-Ho-Kus, NJ      07423-0287

(Address of principal executive offices)                     (Zip Code)

Registrant's telephone number, including area code 201-445-2420

Securities registered pursuant to Section 12(b) of the Act:

                                        Name of exchange on which
          Title of each class                  registered
Common Stock, Par Value $0.10 per share           Over the Counter

Securities registered pursuant to Section 12(g) of the Act:



                         (Title of Class)



                         (Title of Class)

          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.  Yes  x     No
          State the aggregate market value of the voting stock held by
non-affiliates of the Registrant.  The aggregated market value shall be
computed by references to the price at which the stock sold, or the
average bid and asked prices of such stock, as of a specified date
within 60 days prior to date of filing. $7,298,640. at November 22,
2004 computed on the average of the bid and
                           1
<PAGE>

asked prices for Holobeam, Inc. Common shares at November 22, 2004.
          Indicate the number of shares outstanding of each of the
Registrant's classes of common stock, as of the latest practicable
date. 270,320 Shares at December 10,2004.

               DOCUMENTS INCORPORATED BY REFERENCE.
     1.   Annual Report Form 10K for the year ended September 30, 1994.
     2.   Financial Statements for the year ended September 30, 1995.
     3.   Financial Statements for the years ended September 30, 1990
and 1989.
     4.   Annual Report Form 10K for the years ended September 30,
          1996 and 1997.
     5.   Holobeam, Inc. Defined Benefit Plan.
     6.   Financial Statements for the years ended September 30, 1998
          and 1999.
     7.   Financial Statements for the years ended September 30, 2000
          and 1999.
     8.   Financial Statements for the years ended September 30, 2001
          and 2002.
     9.   Financial Statements for the years ended September 30, 2002
          and 2003.
    10.  Annual Reports on Form 10K for the years ended September 30,
          1998, 1999, 2000, 2001 and 2002.
    11.  Quarterly Reports on Form 10Q for the Quarter Ended June 30,
          2003.
    12.  Financial Statements for the Years Ended September 30, 2004
          and 2003.

                            2
<PAGE>




                         Holobeam, Inc.
                           Form 10-K
                 Year Ended September 20, 2004

                       Table of Contents

Part I
                                                          Page
     Item 1.   Business                                     4
     Item 2.   Properties                                   8
     Item 3.   Legal Proceedings                            11
     Item 4.   Submission of Matters to a Vote of Security
                    Holders                                 12
Part II
     Item 5.   Market for the Registrant's Common Equity, Related
                    Stockholder Matters and Issuer Purchases of
                     Equity Securities                       12

     Item 6.   Selected Financial Data                      13
     Item 7.   Management's Discussion and Analysis of Financial
                Condition and Results of Operations          14
     Item 7A.  Quantitative and Qualitative Disclosures About
                     Market Risk                             23
     Item 8.   Financial Statements and Supplementary Data  23
     Item 9.   Changes in and Disagreements with Accountants
                    on Accounting and Financial Disclosure  48
     Item 9A.  Controls and Procedures                      48
     Item 9B.  Other Information                            48
Part III
     Item 10.  Directors and Officers of the Registrant          49
     Item 11.  Executive Compensation                       50
     Item 12.  Security Ownership of Certain Beneficial Owners and
                    Management and Related Stockholder Matters 53
     Item 13.  Certain Relationships and Related Transactions    53
     Item 14.  Principal Accountant Fees and Services       53
Part IV
     Item 15.  Exhibits, Financial Statements, Schedules and
                    Reports on Form 8-K                     55
                                3
<PAGE>

                              PART I
                              ------
Item 1.  Business
-----------------
     (a)  In General.  The Registrant was organized in October,
     ---------------
1967, and commenced doing business on January 1, 1968.  The
Registrant is engaged in the rental and development of real estate
and was formerly engaged in developing surgical staples and the
technology used to apply the staples.
     b)   Industry Segments.  For financial information in regard to
     -----------------------
Industry Segments, reference is made to Note 12 to the Financial
Statements for the years ended September 30, 2004, 2003 and 2002.
     (c)  Description of Business.
     -----------------------------
          (I)  Principal Activities and
          (ii) Status of products and Real Estate Properties.
                         Medical Staples
                         ---------------
     The Registrant has discontinued its efforts in the area of
medical staples for use in internal surgery.  Several United States
Patents and foreign patents were received covering a novel staple.
The staple has been produced and animal testing took place during
2003, 2002 and 2001. Final test results indicated insufficient
commercial value for the staple.  As a result, the Registrant
discontinued funding for the project during 2003.
          Real Estate Development and Rental Activities
          ---------------------------------------------
     The Registrant has rented two buildings it owns located at A&S
Drive, Paramus, New Jersey: one to The Sports Authority, Inc. and the
other to CompUSA, both for retail purposes.
          (iii)      Raw Materials
     The Registrant believes that the components and materials
necessary or useful to its operations will be available from diverse
sources of supply.  The materials used for the Registrant's research
activities were acquired through commercial businesses engaged in the
distribution of such supplies.
                                4
<PAGE>
          (iv) Patents.
     The Registrant has filed several patent applications and has
several patents issued in connection with medical staples for use in
internal surgery.  These applications and patents are as follows:

No. Serial No.     Title of Invention  Issue Date
--- ----------     ------------------  ----------

1.  PCT/US94/02227 Staples              03/01/94

2.  08/512,766     Staples              08/09/95

3.  08/228,058     Staples              08/29/95

4.  Canadian Pat.
    No. 2,155,750  Improved Staples (PCT NAT)
    08/18/98

5.  European Pat.
    94910801.3     Staples              03/01/94

6.  Australian Pat.
     63568/94      Improved Staples     09/15/94

7.  Japanese Pat.
    6-520120       Staples              03/01/94

8.  Brazilian Pat.
    PCT/US94/02227 Staples              03/01/94

9.  08/502,988     Staple Overlap       08/18/95

10. 07/753,116     Surgical Stapling
                   Method               01/19/93

11. 07/934,858     Surgical Stapling
                   Method               11/23/93

12. 08/024,501     Staples              08/30/94

13. US Pat. #5,445,648    Staples       08/29/95

14. US Pat. #5,342,396    Staples       08/30/94

15. US Pat. #5,263,973    Surgical
                        Stapling Method  11/23/93

16. US Pat. #5,667,527    Staples        09/16/97

17. US Pat. #5,749,896    Staple Overlap    05/12/98

18. Japanese Pat. #2672713   Improved Staples    07/11/97

19. Brazilian Pat. #9405840-7     Improved Staples  09/01/95

20. US Pat. #6,083,242    Improved Staples  07/04/00

21. Australian Pat. #704533  Improved Staples    08/05/99
                                5
<PAGE>

    During 2003 the Registrant's research activities in connection
with the surgical staples was terminated. As a result, the
unamortized portion of the Patents and Patent Applications costs
associated with the surgical staple project were written off and
charged to operations. Such write-off amounted to $60,052.
             (v) Non-seasonal Business.
     The Registrant does not believe that its products are subject
to material seasonal changes.
            (vi) Working Capital.
     Not relevant.
           (vii) Customers.
     Not relevant.
          (viii) Backlog.
     Not relevant.
            (ix) Governmental Contracts.  Not relevant.
             (x) Competition.
     During 2003 the Registrant discontinued its activities with
respect to medical staples and their application.  Results of the
final phase of tests did not indicate sufficient commercial
feasibility for the technology developed by the Registrant and
funding of engineering and research was terminated.
     Competition in the real estate office rental segment of the
Registrant's business activities was significant in the Bergen
County, New Jersey market in which the Registrant competes during the
period when the Registrant was seeking suitable tenants for its
rental properties.
     The obsolete style of the building owned by the Registrant
prior to and during 1991 made the attraction of suitable tenants
difficult.
     In an effort to increase the marketability of the Registrant's
properties, the Registrant applied to the Borough of Paramus for a
zoning change to allow retail use for the office building and for the
adjacent site.
                                6
<PAGE>
     In December 1991, the necessary change in zoning was approved.
The then existing building was rented to The Sports Authority, Inc.,
a retailer of sporting goods.  This building was substantially
renovated by The Sports Authority, Inc. and Holobeam reimbursed them
for their costs in connection with this renovation.
     During 1994, a 31,000 sq. ft. building was constructed on the
Registrant's site located adjacent to the building leased to The
Sports Authority, Inc. for use as a Computer City retail store.
Tandy Corp., parent corporation of Computer City, commenced paying
rent in October 1994.  Holobeam reimbursed Tandy Corporation
$1,189,675 as an allowance for costs of constructing the building and
paving of the site, after a permanent Certificate of Occupancy was
obtained.  During 1998, Computer City Retail Stores were acquired by
Comp USA.  On January 23, 2000, Comp USA entered into a merger
agreement with Grupo Sanborns, S.A. de C.V. and TPC Acquisition
Corp., a subsidiary of Grupo Sanborns, S.A. de C.V.  Tandy Corp.
remains on the lease as guarantor.
            (xi) Research and Development.
     The Registrant has investigated methods for applying surgical
staples and the technology presently used to fabricate and apply such
staples.  During 2004, 2003 and 2002, the Registrant expended $-0-,
$172,746. and $214,031., respectively, in connection with the
furtherance of this activity.  Such costs were expensed to operations
and consist principally of materials, supplies and costs associated
with design and development.  During 2003 the Registrant terminated
funding for the surgical staples project.  (Reference is made to Form
10Q, Management's Discussion and Analysis of Financial Conditions and
Results of Operations for the Quarter Ended June 30, 2003.)
           (xii) Environmental Compliances.
     The Registrant does not believe that compliance with Federal,
State or
                                7
<PAGE>
Local provisions of a governmental nature which have been enacted or
adopted regulating the discharge of material into the environment
will have a materially adverse effect upon the capital expenditure
requirements, earnings or competitive position of the Registrant.
     The Registrant's activities with regard to medical staple
technology were limited to engineering, development and animal
testing of medical staple design with fabrication and manufacturing
of prototypes and models sub-contracted to other firms.
     The Registrant is not aware of any potential liabilities or
costs associated with the disposal or handling of waste materials and
is not aware of any potential violations of local, state or federal
laws which regulate the technology.
          (xiii) Employees.
     At September 30, 2004 the Registrant employed three persons as
compared to  three persons at September 30, 2003 and three persons at
September 30, 2002.
 (d)  Financial Information About Foreign and Domestic
  ----------------------------------------------------
               Operations and Export Sales.
               ----------------------------
     The Registrant is not engaged in foreign operations and does
not export to foreign countries.

Item 2.  Properties
-------------------
     The Registrant's headquarters and principal facilities are
located at 217  First Street, Ho-Ho-Kus, New Jersey 07423-0287. The
Registrant leases approximately 1,000 square feet of office and
laboratory space.  The Registrant owns two office buildings, one of
62,000 square feet and another of 31,000 square feet located at 50
A&S Drive, Paramus, New Jersey.  One building was placed in service
in October 1994, the other in 1982.  (Reference is made to Notes 4,
8, 9 and 10 to the Financial Statements for the fiscal years ended
September 30, 1995, 1991, 1990 and 1989.)
                                8
<PAGE>
     Pertinent information concerning the Registrant's properties is
as follows.  (Reference is made to Schedule XI of the Registrant's
Financial statements accompanying Form 10K for the years ended
September 30, 1997 and 1996.)

                                      Building        Building
                                   Paramus, NJ     Paramus, NJ
                                   -----------     -----------
Year Acquired                             1971            1994

Gross Square Footage                    62,000          31,000

Percent Leased at 09/30/04                100%            100%

Acquisition Cost                    $  718,881   $2,592,513 (2)

Capital Improvements Since
Acquisition                     $3,649,850  (1)            -0-

Total Investment                $4,587,133  (3)  $2,826,843 (4)

Mortgage Balance                    $4,059,353           $ -0-

       (1)    Includes $3,567,267. of improvements to the building repaid
       to The Sports Authority, Inc. (the Tenant) upon closing of
       the Mortgage, but does not include additional amounts
       expended by The Sports Authority, Inc. since said closing.

        (2)   Includes construction allowance of $1,189,675. for Tandy
       Corporation pursuant to the Operating Lease Agreement. (Now
       Comp USA.)

(3)    Includes land cost of $218,402 for the 62,000 sq. ft.
building.

(4)    Includes land cost of $234,370 for the 31,000 sq. ft.
building.

       In 1983, the Registrant purchased 2.799 acres of land located
in Paramus, New Jersey and adjacent to the building owned by the
Registrant at 50 A&S Drive.  The purchase price was $173,565 which
was paid in cash.  Since 1983, the Registrant incurred costs in the
amount of $60,805 for various improvements and architectural work
relating to development of this property.  During 1992, 1991 and
1990, the Registrant spent $293,784, $78,051 and $50,667 respectively
in connection with an application for a use variance for the site and
various site improvements that would enable the construction of a
commercial or retail building on the site.  The change in zoning to
retail use was approved by the
                                9
<PAGE>
<PAGE>
Borough of Paramus in December 1991.  The change in zoning to allow
retail use also required new site plan approval because the change in
use required new traffic pattern studies, parking lot re-design and
significant additional changes in order to comply with governmental
requirements.
       In addition, the Registrant expended $964,505 through
September 30, 1994 for site plan approval and changes, and toward
construction of a building on the site.  No depreciation or
amortization was recorded until the building and site were put into
service. During October 1994, construction was completed by Tandy
Corporation of a retail building on the Registrant's site.  The
building is now being used for a CompUSA retail store.  (Reference is
made to Note 13 to the Registrant's 1994 Financial Statements and to
Item 1, Part X of the 1994 Annual Report on Form 10K.)
       The zoning change approval allowed for retail use of the
property and significantly enhanced the opportunities for attracting
a suitable tenants for the site.
       When purchased, the site adjacent to the building owned by
the Registrant, required site engineering and costs to acquire site
plan approval for a building from the appropriate governmental
regulatory authorities.
       In addition, the Registrant expended funds during its efforts
to change the zoning of the property from office use to retail use.
This change in zoning allowed the Registrant to seek tenants engaged
in retail operations and resulted in the October 1994 tenancy of
Computer City.  (Reference is made to Note 12 of the Financial
Statements for the year ended September 30, 1997.)
       The Registrant was not able to lease the property since the
original site plan allowing office use was not approved for retail
use until the Computer City occupancy of October 1994.  The market
for office space had seen significant decline during 1990, 1991,
1992, 1993 and 1994.
       The occupancy rate for the building owned by the Registrant
and under lease to The Sports Authority Inc. for the past five (5)
years is as follows:
                                10
<PAGE>


                    2004            100%
                    2003            100%
                    2002            100%
                    2001            100%
                    2000            100%


       The building owned by the Registrant and under lease to Tandy
Corp. (now occupied by CompUSA) has been 100% occupied since October
1994.  A summary of the amounts expended for such approvals for the
three most recent fiscal years during which such expenditures were
made appears below.  No such expenditures were made in 1996, 1997,
1998, 1999, 2000, 2001, 2002, 2003 or 2004.



                            1994       1993        1992
                            ----       ----        ----
Zoning Changes and
Site Plan Approvals:
  Legal Fees               $ 2,859   $ 10,093    $ 15,840
  Governmental Fees         11,827     55,811      19,990
  Engineering               11,049     39,171      57,954
  Paramus Park               -0-         -0-      200,000
                           -------   --------     -------

     Total Related Costs   $25,735   $105,075    $293,784
                           =======    =======     =======


       The payment of $200,000 during 1992 to Paramus Park was a
one-time fee in connection with removal of an existing deed
restriction which prohibited adjacent retail activity.  The balance
of the payments for site plan approvals were paid to various
engineering, legal and surveying firms in connection with
professional services rendered to obtain governmental approvals.
       No payments to affiliated parties were made in connection
with the zoning changes nor were any payments made to affiliated or
related parties for the acquisition of site plan approval.
       During 1998, Computer City, Inc. retail stores were acquired
by CompUSA, Inc., another retailer of computers, computer accessories
and software.  The Registrant accepted assignment of the Computer
City lease by CompUSA and Tandy Corporation remains on the lease as
the guarantor.
Item 3.  Legal Proceedings.
---------------------------
       There are no legal proceedings of a material nature to which
the Registrant is a party other than ordinary, routine litigation
incidental to the business of
                                11
<PAGE>
the Registrant.
Item 4.  Submission to Matters to a Vote of Security Holders.
-------------------------------------------------------------
       None.
                            PART II
Item 5.  Market for the Registrant's Common Stock Related Stockholder
---------------------------------------------------------------------
         Matters and Issuer Purchases of Equity Securities.
         --------------------------------------------------
(a)    The Registrant's common stock is traded on the
over-the-counter market.  The bid price listed (Source:  S&P
Comstock) on November 22, 2004 was $27. per share.  On July 18, 1983,
the Registrant's shares were deleted from the NASDAQ system when no
market maker for the Registrant's common stock any longer maintained
registration as such with the NASDAQ System.
(b)    The approximate number of holders of Common Stock securities
of the Registrant as of November 22, 2004 was 399.
(c)    No dividends have been paid or declared on the Common Stock
of the Registrant during the 2004, 2003 or 2002 fiscal years.  In
making decisions regarding the possible payment of dividends, the
Board of Directors considers the Requirements of the Registrant in
such ongoing activities as real estate development and the research,
development and engineering efforts of the Registrant as well as such
obligations as mortgages and debentures.
(d)    Changes in Securities.
       (Reference is made for Form 10Q for the six-month period
ended March 31, 1984,  wherein the Registrant completed an exchange
of common stock for 5% Debentures payable March 1, 1989.  Reference
is made to Notes 9 and 10 to the Financial Statements for the years
ended September 30, 1989 and 1990.)
       The high and low bid information of the Registrant's common
stock for the last two years was estimated to be as follows:
(Source: Over the Counter Bulletin Board [OTCBB]).

                                12
<PAGE>
<PAGE>
                            2004        2003
                            ----        ----
                         high   low   high    low
                        -----   ---   ----    ---
Quarter Ended Dec. 31   25.00  23.00  25.50  20.00

Quarter Ended Mar. 31   30.00  22.50  26.00  17.00

Quarter Ended June 30   40.00  33.00  24.00  17.00

Quarter Ended Sept. 30  27.00  26.50  23.00  17.00

       Such quotation represents prices offered by purchases without
retail mark-up, mark-down or commission and may not represent actual
sales transactions.
Item 6.  Selected Financial Data.
---------------------------------
       Financial information for the five-year period commencing
October 1, 1999 and ending September 30, 2004 is presented below.

<TABLE>
                         HOLOBEAM, INC.
               SUMMARY OF SELECTED FINANCIAL DATA
               FOR THE YEARS ENDED SEPTEMBER 30,
<CAPTION>


                                                                                RESTATED
                     2004            2003          2002           2001             2000
                     ----            ----          ----           ----             ----
<S>                 <C>            <C>            <C>            <C>            <C>

Gross Income        $2,058,348     $2,086,635     $2,071,508     $2,105,020     $2,109,860
Net Income (Loss)      184,936        204,370        166,399        168,830        220,147
Weighted Average
   Number
   of Common Shares
   Outstanding         271,873        275,642        287,518        290,960        294,013
Earnings Per
Share (Loss)              0.68           0.74           0.58           0.58           0.75
Total Assets         6,983,806      7,298,664      7,637,822      7,931,825      8,143,623
Long-Term Debt       3,566,176      4,059,346      4,511,321      4,925,540      5,305,149
Shareholders'
 Equity              2,012,511      1,902,922      1,952,727      1,905,433      1,767,071
Gross Rental
 Income              2,053,703      2,053,703      2,053,703      2,053,703      2,053,703
Net Rental Income    1,793,610      1,798,151      1,795,141      1,794,699      1,790,823

</TABLE>
It should be noted that the year ended 2000 was restated.
(Reference is made to Note 16 to the financial statements of
the Registrant for the year ending September 30, 2001.)

                                13
<PAGE>
<PAGE>
Item 7.  Management's Discussion and Analysis of Financial Condition
--------------------------------------------------------------------
and Results of Operations.
--------------------------
(1)    Liquidity.
----------------
   Cash flows generated from operating activities during 2004 were $535,386.
       and were produced primarily from the Registrant's real estate
       rental properties.
   The Registrant anticipates that cash flows associated with the Registrant's
       real estate rental activities will be sufficient to fund and
       sustain operations during the terms of the operating leases
       on the properties owned by the Registrant in Paramus, New
       Jersey.  (Reference is made to Note 3 of the accompanying
       Financial Statements for the years ended September 30, 2004
       and 2003.
  The minimum future rental income associated with the non-cancelable
       operating leases approximates $15,187,400. and is expected to
       generate sufficient cash flows to support the Registrant's
       activities through 2012 when The Sports Authority, Inc.'s
       operating lease expires.  (Reference is made to Form 10K,
       Item 7(1)for the year ended September 30, 2003.)
 During 2004 the Registrant's Working Capital decreased to ($49,408.) which
       represents a decrease of $87,976. when compared to the
       Registrant's Working Capital at September 30, 2004. Such
       decrease results principally from the increased current
       portion of long term debt associated with the Registrant's
       mortgage and from increases in Deferred Rent resulting from
       tenants remitting rents prior to the period in which it is
       earned.
It is the opinion of the Registrant that cash flows associated with its real
       estate rental activities will be sufficient to maintain
       liquidity during the terms of the operating leases.
                                14
<PAGE>

2)       Capital Resources.
--------------------------
The Registrant discontinued its activities associated with the surgical
       staples technology during 2003.  As a result, the costs
       associated with the project were classified as Discontinued
       Operations on the Registrant's Statement of Operations for
       2003.  (Reference is made to Notes 4 and 12 to the
       accompanying Financial Statements for the years ended
       September 30, 2004 and 2003.)  There were no expenditures
       made in connection with the surgical staples technology
       during 2004.  The research and development activities
       associated with the project were discontinued because the
       final phase of testing did not indicate sufficient commercial
       value for the Registrant to continue its financial support.
During 2004 the Registrant contributed $479,009. to its defined benefit
       pension plan.  The contribution is charged to operations
       during each quarter of the Registrant's fiscal year in
       amounts sufficient to fully provide for all eligible
       employees' benefits by the time they retire.  The Registrant
       expects to continue funding the plan in 2005 and expects no
       materially adverse effect upon its financial condition.
       (Reference is made to Note 14 of the accompanying financial
       statements for the years ended September 30, 2004 and 2003.)
At the present time the Registrant's rental properties, located at 50 A&S
       Drive, Paramus, New Jersey do not require renovation or
       refurbishment and none are planned for 2005.  The tenants are
       responsible for real estate taxes, maintenance expenses and
       insurance costs.  The Registrant's projected costs and
       expenses associated with these properties is limited to
       depreciation and costs that are routine, normal and
       incidental to its real estate rental activities.
The Registrant has investigated potential sites in the Bergen
                                15
<PAGE>
County, New Jersey area where it conducts its present real estate
rental activities.  It is the intention of the Registrant to locate
and develop suitable properties in the area in and around Paramus,
New Jersey.
During meetings with local real estate brokers planning for the future
       leasing situation, the lack of direct access to New Jersey
       Route 17 could be a serious detriment to the Registrant's
       ability to attract suitable replacement tenants when the
       lease terms expire.
A Shell Oil Co. gasoline station presently blocks such direct access to the
       highway and there was some possibility that the owner may
       sell the property for a suggested price of $2,200,000.  Since
       an engineering study indicated that a 7,200 square foot
       addition to the building presently occupied by CompUSA would
       justify the price and increase the value of the properties,
       the Board of Directors authorized the Registrant's management
       to place a bid on the property at $2,200,000. and begin
       negotiations to purchase the tract.
The Registrant intends to fund the acquisition with financing based upon the
       equity appreciation presently contained in the Registrant's
       rental properties.  Any purchase of new properties is not
       expected to have a materially adverse effect upon the
       Registrant's capital resources or financial condition.

(3)    Results of Operations.
-----------------------------
(a)During the year ended September 30, 2004 the Registrant recorded after-tax
       income in the amount of $184,936., which represents a
       decrease of $19,434. when compared to the income recorded in
       2003.  Earnings per weighted average number of common shares
       outstanding were $0.68 and $0.74, respectively.
                                16
<PAGE>
Revenues for the year were $2,058,348., down $28,287. from 2003.  The
       decrease results principally from reduced interest income
       during 2004 ($12,574.) and reduced gains on sales of short
       term investments ($13,630.).
Total costs and expenses for the fiscal year ended September 30, 2004 were
       $1,708,489. as compared to $1,673,465. for the year ended
       2003.  The increased costs resulted from increases in
       expenses that are normal, routine and incidental to the
       Registrant's administrative and real estate rental
       activities.
During 2001 the Registrant adopted FASB 13 Accounting for leases. The effect
       of FASB 13 is to apportion escalation rental income contained
       in the operating leases in equal annual adjustments over the
       remaining terms of the leases. The Registrant's Statement of
       Operations for the year ended September 2000 has been
       restated to reflect this change.  (Reference is made to Note
       16 to the Registrant's financial statements for the years
       ended September 30, 2002 and 2001.)
The Registrant's rental properties had occupancy rates of 100% during 2004
       and 2003 and such rates are expected to continue through 2009
       when the CompUSA lease expires.  Rental expenses for which
       the Registrant is responsible are expected to increase at or
       below the inflation rate for the geographical area in which
       the Registrant conducts its real estate rental activities.
These inflationary increases are not expected to adversely effect the
       Registrant's results of operations or financial condition.
(b)The Registrant recorded after-tax income of $275,642. for the fiscal year
       ended September 30, 2003 which represents an increase of
       $37,971. when compared to the results of operations for the
       fiscal year
                                17
<PAGE>
ended September 30, 2002.  Earnings per weighted average number of
common shares outstanding were $0.74 and $0.58, respectively.
Revenues for the period were $2,026,583., down $44,925. when compared to the
       total revenues recorded in 2002.  The net decrease resulted
       principally from the write-off of the unamortized costs of
       patents as a result of the Registrant discontinuing
       activities associated with the surgical staples project.  The
       abandonment of patents in connection with the surgical
       staples resulted in a charge to revenues in the amount of
       $60,052.
Total costs and expenses for the fiscal year ended September 30, 2003 were
       $1,673,405., down $146,506. from the $1,819,911. recorded in
       2002.  The reduced costs and expenses result from lower costs
       associated with the Registrant's surgical staple projects as
       activities were concluding during the third and fourth
       quarter of the year; reduced interest expense in connection
       with the Registrant's mortgage as the loan matures; and lower
       costs associated with the General and Administrative
       expenses.
During 2001 the Registrant adopted FASB 13, accounting for leases.  The
       effect of FASB 13 is to apportion escalation rental income
       contained in the operating leases in equal annual adjustments
       over the remaining terms of the leases.  The Registrant's
       Statement of Operations for the years ended September 30,
       2000 and 1999 have been restated to reflect this change.
       (Reference is made to Note 16 to the accompanying financial
       statements for the years ended September 30, 2002 and 2001.)
The Registrant's rental properties had occupancy rates of 100% during 2003
       and 2002 and such rates are expected to continue through 2009
       when the CompUSA lease expires.  Rental expenses for which
       the Registrant
                                18
<PAGE>


is responsible are expected to increase at or below the inflation
rate for the geographical area in which the Registrant conducts its
real estate rental activities.
These inflationary increases are not expected to have a materially adverse
       effect upon the Registrant's results of operations or its
       financial condition.
The Registrant has no off-balance sheet contractual obligations or
       arrangements.
(c)After-tax earnings for the year ended September 30, 2002 were $166,399.,
       representing a decrease of $2,431. when compared to the
       results of operations for the previous year.  Earnings per
       share were $0.58 for 2002 and 2001.
Revenues decreased $33,512. to $2,071.508. when compared to 2001.  Such
       decrease resulted from lower interest income received on the
       Registrant's money market fund investments during 2002.
Total costs and expenses increased from $1,805,735. in 2001 to $1,819,911.
       in 2002, reflecting increases in costs incidental and
       necessary for the Registrant's administrative business
       activities.
During 2001 the Registrant adopted FASB 13, Accounting for Leases.  The
       effect of FASB 13 is to apportion escalation rental income
       contained on the operating leases in equal annual adjustments
       over the remaining terms of the operating leases.  The
       Registrant's Statements of Operations for the years ended
       September 30, 2000, 1999 and 1998 have been restated to
       reflect this change.  (Reference is made to Note 16 to the
       accompanying financial statements for the years ended
       September 30, 2002 and 2001.)
Funding for the Registrant's surgical staple project was $214,031. for the
       year ended September 30, 2002 as compared to $183,089. for
       the
                                19
<PAGE>
twelve months ended September 30, 2001.  The expenses represent costs
associated with the engineering, research and development of the
surgical staples and their application.
During 2002 the project entered into a final phase of tests that ultimately
       determined the project's commercial feasibility and
       definitive tests were published during 2003. There was no
       decision regarding additional funding beyond 2003 until such
       results were published.  The continued funding of the project
       did not have any materially adverse effect.
Revenues associated with the Registrant's real estate rental activities were
       $2,053,703. for the year ended September 30, 2002 and 2001
       and are expected to continue t the same rate until the leases
       expire in 2009 and 2012.
The properties have had occupancy rates of 100% during 2002 and 2001 and are
       expected to continue until 2009 when the CompUSA lease
       expires.  Rental expenses were $258,572. for 2002 and are
       expected to increase at or below the current inflation rate
       for the geographical area in which the Registrant conducts
       its activities.  Any such increases are not expected to have
       any materially adverse effect upon the Registrant's financial
       condition.

Off-Balance Sheet Arrangements
------------------------------
 As of September 30, 2004 the Registrant had no off-balance sheet
       arrangements.

Critical Accounting Policies and Estimates
------------------------------------------
The preparation of the Registrant's financial statements
                                20
<PAGE>
in conformity with GAAP requires management to make estimates and
assumptions about future events that affect the amounts reported in
the financial statements and accompanying footnotes.  Future events
and their effects cannot be determined with absolute certainty.
Therefore, the determination of estimates requires the exercise of
judgment.  Actual results could differ from those estimates and such
differences may be material to the financial statements.  The process
of determining significant estimates is fact specific and takes into
account such factors as historical experience and current and
expected economic conditions.  Historically, actual results have not
differed significantly from those determined using estimates.

Contractual Commitments
-----------------------
The following table represents the Registrant's contractual commitments
  associated with long term debt and other obligations at
   September 30, 2004.

                                21
<PAGE>
<TABLE>
<PAGE>
                                     Holobeam, Inc.
                                 Contractual Obligations
                                   September 30, 2004
<CAPTION>

                                      Oct.      Oct.     Oct.        Oct.      Oct.
                                      2004      2005     2006        2007      2008
                                       to        to       to          to        to
Contractual                           Sept.     Sept.    Sept.       Sept.     Sept.
Obligations              Total        2005      2006     2007        2008      2009       Thereafter
                          ---------    -------  -------   -------     -------    -------   ---------


<S>                      <C>          <C>      <C>       <C>         <C>       <C>        <C>
Mortgage Loans
on Real
   Estate                $4,059,363   $493,177 $538,140  $487,197    $640,727   $699,136  $1,600,976
Capital Lease
 Obligations                    -0-        -0-      -0-       -0-         -0-        -0-         -0-
Operating Lease
 Obligations                 11,400     11,400      -0-       -0-         -0-        -0-         -0-
Purchase
Obligations                     -0-        -0-      -0-       -0-         -0-        -0-         -0-
Other                           -0-        -0-      -0-       -0-         -0-        -0-         -0-
                          ---------    -------  -------   -------     -------    -------   ---------
                         $4,070,753   $504,577 $538,140  $587,197    $640,727   $699,136  $1,600,976
                          =========    =======  =======   =======     =======    =======   =========

</TABLE>

                                     22
<PAGE>


<PAGE>
Item 7A.  Quantitative and Qualitative Disclosures About Market
---------------------------------------------------------------
Risk.
-----
       The Registrant has operating leases with tenants for the
two properties it owns.  The leases expire in 2009 and 2012.
The primary market risk is the remote possibility that one or
both tenants will default on the lease prior to the end of the
lease term.  If tenants had defaulted on the leases at the
beginning of 2004, the Registrant would have been impacted by
approximately $2,000,000.

Item 8.  Financial Statements and Supplemental Data.
----------------------------------------------------
Financial statements, supplementary financial information
and Accountant's Report are filed with this report.



                                23
<PAGE>








                          HOLOBEAM, INC.

                       FINANCIAL STATEMENTS
               WITH INDEPENDENT ACCOUNTANTS' REPORT

                           YEARS ENDED

                SEPTEMBER 30, 2004, 2003 AND 2002
































                 R.A. FREDERICKS & COMPANY, LLP
                  CERTIFIED PUBLIC ACCOUNTANTS
                     MANAGEMENT CONSULTANTS
                              24

<PAGE>
HOLOBEAM, INC.
YEARS ENDED SEPTEMBER 30, 2004, 2003 AND 2002






                            CONTENTS





                                                                  PAGE

INDEPENDENT ACCOUNTANTS' REPORT                                    26

FINANCIAL STATEMENTS:

  BALANCE SHEETS                                                 27-28

  STATEMENTS OF OPERATIONS                                         29

  STATEMENTS OF SHAREHOLDERS' EQUITY                               30

  STATEMENTS OF CASH FLOWS                                         31

  NOTES TO FINANCIAL STATEMENTS                                 32-45

SCHEDULES FOR THE YEARS ENDED SEPTEMBER 30, 2004,
2003, AND 2002

   XI REAL ESTATE AND ACCUMULATED DEPRECIATION                     46

  XII MORTGAGE LOANS ON REAL ESTATE                                47

  ALL OTHER SCHEDULES HAVE BEEN OMITTED BECAUSE THEY ARE
  NOT APPLICABLE, OR THE INFORMATION IS SHOWN IN THE FINANCIAL
  STATEMENTS OR NOTES THERETO.
25
<PAGE>
<PAGE>
                                 R.A. FREDERICKS & COMPANY, LLP
                                   Certified Public Accountants
Ralph A. Fredericks, CPA
Ellen T. O'Donnell, CPA
Mary V. Fox, CPA, CFE (retired)


                 INDEPENDENT ACCOUNTANTS' REPORT



To the Board of Directors and Shareholders'
Holobeam Inc.
Ho-Ho-Kus , New Jersey

We have audited the accompanying balance sheets of Holobeam,
Inc. as of September 30, 2004 and 2003 and the related
statements of operations, shareholders' equity, and cash flows
for each of the years in the period ended September 30, 2004.
These financial statements are the responsibility of the
Company's management.  Our responsibility is to express an
opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the
Public Company Accounting Oversight Board (United States).
Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes
examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements.  An audit also includes
assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall
financial statement presentation.  We believe that our audits
provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Holobeam, Inc. as of September 30, 2004 and 2003, and the
results of its operations and its cash flows for each of the
three years in the period ended September 30, 2004, in
conformity with U. S. generally accepted accounting principles.
Further, it is our opinion that the schedules referred to in the
accompanying index present fairly the information set forth
therein.

                              R.A. FREDERICKS & COMPANY, LLP
Montville, New Jersey
December 15, 2004
                               26
  170 Changebridge Road  Unit B-4, Montville, New Jersey 07045
                       Tel: (973) 575-6200  Fax: (973) 575-5444
     Members of the Center for Public Company Audit Firms.

<PAGE>
HOLOBEAM, INC.

BALANCE SHEETS
SEPTEMBER 30, 2004 AND 2003




                              ASSETS

                                                        2004      2003

CURRENT ASSETS
     Cash (including cash equivalents of $613,404
      in 2004 and $809,349 in 2003)                $   917,971   $ 913,436
     Prepaid Expenses                                    7,697       6,391
          Prepaid Income Taxes                           7,698       7,688
     Other Receivables                                      18          18
									--------	--------

TOTAL CURRENT ASSETS                                   933,384     927,533
									--------	--------

PROPERTY AND EQUIPMENT-COST
     Real Estate:
       Land                                            452,772     452,772
       Buildings and Building Improvements           6,961,244   6,961,244
									--------	--------
     TOTAL                                           7,414,016   7,414,016

     Machinery and Equipment                            88,815      88,815
     Furniture and Fixtures                             33,468      29,939
									--------	--------
     TOTAL                                           7,536,299   7,532,770

Less: Accumulated Depreciation and Amortization      2,805,099   2,584,733
									--------	--------
PROPERTY AND EQUIPMENT-NET                           4,731,200   4,948,037
									--------	--------


OTHER ASSETS
     Deferred Charges                                  263,404     304,513
     Unbilled Rents Receivable                       1,055,818   1,118,581
									--------	--------
TOTAL OTHER ASSETS                                   1,319,222   1,423,094
									--------	--------
TOTAL ASSETS                                       $ 6,983,806 $ 7,298,664
									========	========






The accompanying notes are an integral part of the financial statements.
                               27


<PAGE>
<PAGE>
HOLOBEAM, INC.

BALANCE SHEETS
SEPTEMBER 30, 2004 AND 2003




               LIABILITIES AND SHAREHOLDERS' EQUITY

                                                       2004         2003
									--------	--------
CURRENT LIABILITIES
     Mortgage Payable-Current Portion             $    493,177 $   451,982
     Accounts Payable                                    6,934       6,376
     Deferred Rent                                     185,430      60,375
     Other Accrued Expenses                             50,165      43,066
     Accrued Pension                                   148,006     217,906
     Income Taxes Payable                               69,460      76,341
     Accrued Interest Payable                           29,620      32,918
									--------	--------
TOTAL CURRENT LIABILITIES                              982,792     888,964
									--------	--------
LONG-TERM LIABILITIES
     Mortgage Payable (Net of Current Portion)       3,566,176   4,059,346
     Deferred Income Taxes                             422,327     447,432
									--------	--------
TOTAL LONG-TERM LIABILITIES                          3,988,503   4,506,778
									--------	--------
TOTAL LIABILITIES                                    4,971,295   5,395,742
									--------	--------
SHAREHOLDERS' EQUITY
     Common Stock, Par Value $.10 Per Share
      Authorized 2,000,000 Shares, Issued
       271,209 in 2004 and 275,015 in 2003              27,121      27,502
     Additional Paid in Capital                      9,137,868   9,226,979
     Accumulated Deficit                            (7,152,478) (7,337,414)
									--------	--------
                                                     2,012,511   1,917,067
     Less: Cost of Shares in Treasury (0
      in 2004 and 600 in 2003)                               -     (14,145)
									--------	--------
TOTAL SHAREHOLDERS' EQUITY                           2,012,511   1,902,922
									--------	--------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY         $ 6,983,806  $7,298,664
									========	========








The accompanying notes are an integral part of the financial statements.
                               28

<PAGE>
<PAGE>
HOLOBEAM, INC.

STATEMENTS OF OPERATIONS
YEARS ENDED SEPTEMBER 30, 2004, 2003 AND 2002


                                         2004          2003           2002
                                         ----	       ----	          ----
REVENUES

 Rental Income                      $ 2,053,703   $2,053,703     $2,053,703
 Interest Income                          4,645       17,219         13,805
 Gain on sale of fixed assets                 -            -          4,000
 Gain on sale of investments                  -       13,630              -
 Other income                                 -        2,083              -
						 ----------	   ---------	----------

TOTAL                                 2,058,348    2,086,635      2,071,508
						 ----------	   ---------	----------

COSTS AND EXPENSES

 Rental Expense                         260,093      255,552        258,572
 General Expense                      1,069,407      828,081        895,350
 Interest Expense                       378,989      417,026        451,958
 Research and Development                     -            -        214,031
						 ----------	   ---------	----------
TOTAL                                 1,708,489    1,500,659      1,819,911
						 ----------	   ---------	----------

EARNINGS FROM CONTINUING OPERATIONS
  BEFORE INCOME TAXES                   349,859      585,976        251,597

INCOME TAX EXPENSE                      164,923      241,927         85,198
						 ----------	   ---------	----------
EARNINGS FROM CONTINUING OPERATIONS     184,936      344,049        166,399
						 ----------	   ---------	----------
DISCONTINUED OPERATIONS:
 Operating Loss                               -     (172,746)             -
 Loss on Disposition                          -      (60,052)             -
 Tax Benefit                                  -       93,119              -
						 ----------	   ---------	----------
NET LOSS FROM DISCONTINUED OPERATIONS         -     (139,679)             -
						 ----------	   ---------	----------
NET INCOME                            $ 184,936    $ 204,370      $ 166,399
						 ==========	   =========	==========

WEIGHTED AVERAGE NUMBER OF SHARES
 OUTSTANDING                            271,873      275,642        287,518
						 ==========	   =========	==========

EARNINGS PER SHARE - CONTINUING   $         .68   $     1.25    $       .58
						 ==========	   =========	==========
LOSS PER SHARE - DISCONTINUED     $           -   $     (.51)   $         -
						 ==========	   =========	==========

EARNINGS PER SHARE - NET INCOME   $         .68   $      .74    $       .58
						 ==========    =========	==========

The accompanying notes are an integral part of the financial statements.
                               29

<PAGE>
<TABLE>
<PAGE>

<PAGE>
HOLOBEAM, INC.

STATEMENTS OF SHAREHOLDERS' EQUITY
YEARS ENDED SEPTEMBER 30, 2004, 2003 AND 2002
<CAPTION>


                                                                Additional
                                             Common Stock        Paid-In         Accumulated               Treasury Stock
                                   Shares             Amount     Capital           Deficit          Shares              Amount
<S>                               <C>                <C>       <C>              <C>               <C>                 <C>

BALANCE, SEPTEMBER 30, 2001        305,598            $30,559   $9,825,498       $(7,708,183)       15,086             $242,441

 Net Income                                                                          168,399

 Purchase of Treasury Stock                                                                          6,115              119,105

 Retirement of Treasury Stock      (17,901)            (1,790)    (285,026)                        (17,901)            (286,816)
                                  --------            -------    ----------        ----------       -------            --------


BALANCE, SEPTEMBER 30, 2002        287,697             28,769    9,540,472        (7,541,784)        3,300               74,730

 Net Income                                                                          204,370

 Purchase of Treasury Stock                                                                          9,982              254,175

 Retirement of Treasury Stock      (12,682)            (1,267)    (313,493)                        (12,682)            (314,760)
                                  --------            -------    ----------        ----------       -------            --------

BALANCE, SEPTEMBER 30, 2003        275,015             27,502    9,226,979        (7,337,414)          600               14,145

 Net Income                                                                          184,936

 Purchase of Treasury Stock                                                                          3,206               75,347

 Retirement of Treasury Stock       (3,806)              (381)     (89,111)                         (3,806)             (89,492)
                                  --------            -------    ----------        ----------       -------            --------


BALANCE, SEPTEMBER 30, 2004        271,209           $ 27,121   $9,137,868       $(7,152,478)            -            $      -
                                  ========            =======    ==========        ==========       =======            ========

</TABLE>

The accompanying notes are an integral part of the financial statements.
                                            30

<PAGE>
<PAGE>
HOLOBEAM, INC.

STATEMENTS OF CASH FLOWS
YEARS ENDED SEPTEMBER 30, 2004, 2003 AND 2002

                                                  2004      2003       2002
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income                                      $184,936   $204,370   $168,399
								--------    -------    -------

Adjustments to Reconcile Net Income to Net Cash
 Provided by Operating Activities:
    Depreciation                                 220,366    219,866    216,888
    Amortization                                  41,109     41,108     55,535
    Patent and Patent Application Costs                -     (3,524)   (10,002)
    Gain on Sale of Fixed Assets                       -          -     (4,000)
    Gain on Sale of Investment                         -    (13,630)         -
    Loss on Disposition of Discontinued Operations     -     60,052          -
Increase (Decrease) in:
    Accounts Payable and Accrued Expenses        (65,541)    13,251    (28,126)
    Deferred Income Taxes                        (25,105)   (25,106)    10,186
    Deferred Rent                                125,055     60,375          -
    Income Taxes Payable                          (6,881)    76,341          -

Decrease (Increase) in:
    Unbilled Rents Receivable                     62,763    62,764    (25,465)
    Accounts and Other Receivables                     -        84        (56)
    Prepaid Expenses                              (1,306)     (678)    21,546
    Prepaid Income Taxes                             (10)   41,094     (3,782)
								--------    -------    -------

Total Adjustments                                350,450   531,999    288,976
								--------    -------    -------

Net Cash Provided by Operating Activities        535,386   736,367    455,375
								--------    -------    -------

CASH FLOWS FROM INVESTING ACTIVITIES

Purchase of Short-term Investments                     -  (290,779)         -
Capital Expenditures                              (3,529)   (4,214)   (49,082)
Sale of Short-Term Investments                         -   304,409          -
Sale of Capital Assets                                 -         -      4,000
								--------    -------    -------

Net Cash Provided by (Used in)
  Investing Activities                            (3,529)    9,416    (45,082)
								--------    -------    -------

CASH FLOWS FROM FINANCING ACTIVITIES

Principal Payments on First Mortgage            (451,975) (414,214)  (379,609)
Purchase of Treasury Stock                       (75,347) (254,175)  (119,105)
								--------    -------    -------

Net Cash Used in Financing Activities           (527,322) (668,389)  (498,714)
								--------    -------    -------

NET INCREASE (DECREASE) IN CASH
   AND CASH EQUIVALENTS                            4,535    77,394    (88,421)

CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR   913,436   836,042    924,463
								--------    -------    -------

CASH AND CASH EQUIVALENTS AT END OF YEAR       $ 917,971 $ 913,436  $ 836,042
								========    =======    =======

SUPPLEMENTAL CASH FLOWS DISCLOSURES
Interest Paid                                  $ 382,287 $ 420,048  $ 454,728

Income Taxes Paid                              $ 196,909  $ 55,131  $  78,799

The accompanying notes are an integral part of the financial statements.
                                    31
<PAGE>
<PAGE>
HOLOBEAM, INC.

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED SEPTEMBER 30, 2004, 2003 AND 2002


    NOTE 1.   SUMMARY OF MAJOR ACCOUNTING POLICIES

              a.  Description of Business

              The Company is engaged primarily in the rental of real
              property located in New Jersey for retail use. During
              2003, the Company terminated its activities in the
              development of surgical staples and the technology used
              to apply the staples for use in internal surgery.

              b   Basis of Presentation

              The financial statements are prepared in accordance
              with accounting principles generally accepted in the
              United States of America and include amounts based on
              management's prudent judgements and estimates. While
              actual results may differ from these estimates,
              management does not expect the differences, if any, to
              have a material effect on the financial statements.

              c.  Cash and Cash Equivalents

              For purposes of reporting cash flows, all liquid
              investments with original maturities of three months or
              less are considered cash equivalents.

              d.  Property and Equipment

              Depreciation is provided on a straight-line and
              accelerated basis in amounts sufficient to write-off
              the cost of the assets over their estimated useful
              lives, which are as follows:

               Building and Building Improvements   31.5 to 40 years
               Machinery and Equipment                  5 to 7 years
               Furniture and Fixtures                  7 to 10 years

              Maintenance and repairs are charged to operations in
              the year in which incurred, while replacements and
              betterments are capitalized by charges to the
              appropriate asset accounts.  The cost and accumulated
              depreciation and amortization with respect to assets
              retired or otherwise disposed, are eliminated from the
              assets and related accumulated depreciation and
              amortization accounts and any profit or loss resulting
              therefrom is reflected in operations.

              Patent and patent application costs are amortized on a
              straight-line basis over a ten year period.

              e.  Earnings Per Share

              Earnings per share of common stock has been computed by
              dividing net income by the weighted average number of
              common shares outstanding during the year.  Diluted
              earnings per share of common stock is the same as
              earnings per share prior to dilution.

                               32

<PAGE>
<PAGE>
HOLOBEAM, INC.

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED SEPTEMBER 30, 2004, 2003 AND 2002


    NOTE 1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

              f.  Capital Stock

              Each share of common stock is entitled to one vote.  No
              such shares of common stock were reserved at September
              30, 2004, 2003, or 2002.  On October 20, 2004, the
              Company amended its Certificate of Incorporation in
              order to reduce its authorized shares from 2,000,000 to
              272,000.  Between May 10, 2004 and July 13, 2004, the
              Company retired 3,806 shares of Treasury Stock
              purchased during the years ended September 30, 2004 and
              2003 at a cost of $89,492. On May 1, 2003, the Company
              retired 12,682 shares of Treasury Stock purchased
              between May 2002 and March 2003, at a cost of $314,760.
              On May 6, 2002, the Company retired 17,901 shares of
              Treasury Stock purchased between 1998 and April of
              2002, at a cost of $286,816.

              g.  Income Taxes

              The Company provides for federal and state income taxes
              on items included in the Statements of Operations
              regardless of the period when such taxes are payable.
              Deferred taxes are recognized for temporary differences
              between financial and income tax reporting based on
              enacted tax laws and rates.

              h.  Deferred Charges

              It is the policy of the Company to charge costs
              associated with the acquisition of long term debt
              (mortgages) to expense over the term of the mortgage.

              In addition, the Company charges costs associated with
              the procurement of operating leases, specifically real
              estate brokers commissions, to expense during the term
              of the operating lease.


          i.  Short-Term Investments

              The Company accounts for marketable securities in
              accordance with the provisions of SFAS No. 115
              "Accounting for Certain Investments in Debt and Equity
              Securities".

              Short-term investments have an original maturity of
              more than three months and a remaining maturity of less
              than 1 year.  These investments consist of marketable
              debt securities which are stated at amortized cost as
              the Company has classified these securities as held-to-
              maturity.





                               33

<PAGE>
<PAGE>
HOLOBEAM, INC.

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED SEPTEMBER 30, 2004, 2003 AND 2002


    NOTE 1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

              j   Revenue Recognition

              Base rental revenue is recognized on a straight-line
              basis over the terms of the respective leases.  Unbilled
              rents receivable represents the amount by which
              straight-line rental revenue exceeds rents currently
              billed in accordance with the lease agreements.

              k.  Reclassifications

              Earnings from discontinued operations were previously
              classified under earnings from continuing operations and
              have been reclassified within the Statement of
              Operations for the year ended September 30, 2003.

    NOTE 2.   INCOME TAXES

                                 2004     2003    2002
               Current taxes:
                Federal       $ 149,230 $131,321  $70,952
                State            40,799   42,593    4,060
					  -------  -------   ------
                     Total      190,029  173,914   75,012
					  -------  -------   ------

               Deferred taxes:
                Federal         (21,339) (21,340)   8,660
                State            (3,767)  (3,766)   1,526
					  -------  -------   ------
                     Total      (25,106) (25,106)  10,186
					  -------  -------   ------

               Provision for
		     income taxes  $164,923 $148,808  $85,198
					  =======  =======   ======

              The deferred tax assets and liabilities recorded on the
              balance sheet as of September 30, are as follows:
                                2004      2003      2002
              Deferred tax liabilities:
               Federal         $358,978 $380,317 $401,657
               State             63,349   67,115   70,881
					  -------  -------  -------
                   Total       $422,327 $447,432 $472,538
					  =======  =======  =======

             The sources of deferred income taxes for the years ended
             September 30, are as follows:
                                2004       2003       2002

              Unbilled Rents
               Receivable    $1,055,817 $1,118,581 $1,181,345









                               34

<PAGE>
HOLOBEAM, INC.

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED SEPTEMBER 30, 2004, 2003 AND 2002


    NOTE 2.   INCOME TAXES (continued)

              The difference between the statutory federal income tax rate
              on income before income taxes and the Company's effective
              income tax rate is as follows:

                                         2004     2003      2002

              Federal statutory
		    income tax rate           34%      34%       34%
              State tax provisions,
	         net of federal benefits     6        6         6
              Other                        7        2        (6)
							--	   --		 --

          Effective income tax rate       47%      42%       34%
							==	   ==		 ==

    NOTE 3.   RENTAL INCOME UNDER OPERATING LEASES

              The Company leases two buildings at it's A & S Drive, Paramus,
              N.J. site for retail use.  The Sports Authority, Inc. has
              leased a 62,000 sq. ft. building for a lease term of twenty
              (20) years and the Tandy Corporation has leased a 30,000 sq.
              ft. building for use as a Comp USA retail store for a lease
              term of fifteen (15) years.  The tenants are responsible for
              real estate taxes and other assessments as defined in the
              operating lease agreements.

                                                2004      2003       2002

             Buildings and building improvements:

              Cost                          $ 6,961,244 $6,961,244 $6,961,244

              Accumulated depreciation        2,726,359  2,526,400  2,326,441
							  -----------  ---------  ---------

              Net buildings and building
              improvements                  $ 4,234,885 $4,434,844 $4,634,803
							  =========== ========== ==========

             The minimum future rentals on noncancellable operating leases
             for the years ending September 30, are as follows:

              2005         $2,225,142         2009 $2,331,017
              2006          2,225,142         2010  1,497,842
              2007          2,233,965         2011  1,275,697
              2008          2,331,017         2012  1,067,573
                                                    ---------
                                Total             $15,187,395
								   ==========






                                35

<PAGE>
<PAGE>
HOLOBEAM, INC.

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED SEPTEMBER 30, 2004, 2003 AND 2002


   NOTE 3.   RENTAL INCOME UNDER OPERATING LEASES (Continued)

             Net rental income consists of the following:

                                     2004         2003       2002

             Rental income        $2,053,703  $2,053,703  $2,053,703
             Depreciation expense   (199,959)   (199,959)   (199,959)
             Other expenses          (60,134)    (55,593)    (58,613)
						--------	--------	--------

          Rental income, net      $1,793,610  $1,798,151  $1,795,131
					     =========   =========   =========

             In 2004, 2003, and 2002, depreciation expense included all
             depreciation of the rental buildings and building
             improvements.

             a)  In September 1992, the Company entered into a triple net
                 lease agreement with The Sports Authority, Inc.  The
                 term of the lease is twenty (20) years with four (4)
                 options to extend the term for an additional period of
                 five (5) years in each option.

                 The base annual rents under the amended lease were
                 increased as follows:

                 2nd through 5th years               $1,208,217
                 6th through 10th years               1,295,716
                 11th through 15th years              1,391,967
                 16th through 20th years              1,497,842

             b)  Tandy Corporation has constructed a 30,000 sq. ft.
                 building on the Company's site located in Paramus, N.J.
                 for use as a Comp USA retail store.  Tandy Corporation
                 commenced paying rent to the Company pursuant to the
                 terms of the operating lease on October 1, 1994.  The
                 lease term is for fifteen (15) years at an annual rental
                 of $630,000 for the first five years, $724,500 for the
                 second five years and $833,175 for the last five years.
                 Tandy Corporation has three (3) options to extend the
                 term of the lease for an additional period of five (5)
                 years for each such option.

                 Tandy Corporation sold Computer City, Inc. to CompUSA, Inc.
                 on September 1, 1998, the lease was assigned to CompUSA, Inc.
                 and continues to be guaranteed by Tandy Corporation.  On May
                 18, 2000 Tandy Corporation changed its name to Radioshack
                 Corporation.

                 On January 23, 2000, CompUSA, Inc. entered into a merger
                 agreement with Grupo Sanborns, S.A. de C.V. and TPC Aquisition
                 Corp., a subsidiary of Grupo Sanborns, S.A. de C.V.  The
                 financial information for Grupo Sanborns, S.A. de C.V. is
                 unavailable.  The lease continues to be guaranteed by Tandy
                 Corporation.





                                36

<PAGE>
<PAGE>
HOLOBEAM, INC.

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED SEPTEMBER 30, 2004, 2003 AND 2002


   NOTE 3.   RENTAL INCOME UNDER OPERATING LEASES (Continued)

             The following is a condensed summary of financial information
             on the above publicly  held companies:
                                     Radioshack         The Sports
                                     Corporation         Authority
                                       12/31/03           1/31/04
                                    (In Millions)     (In Thousands)
              Current assets           $ 1,667        $  880,623
                                        ------         ---------
              Total assets               2,244         1,339,556
                                        ------         ---------
              Current liabilities          858           501,714
                                        ------         ---------
              Total liabilities          1,475           900,290
                                        ------         ---------
              Total stockholders'
                equity                     769           439,266
                                        ------         ---------
              Net sales                  4,649         1,760,450
                                        ------         ---------
              Cost of sales              2,333         1,274,721
                                        ------         ---------
              Gross profit               2,315           485,729
                                        ------         ---------
              Income before
               income taxes                473            24,086
                                        ------         ---------
              Income tax expense           174             7,719
                                        ------         ---------
              Net income                $  299        $   16,367
                                        ------         ---------

    NOTE 4.   DISCONTINUED OPERATIONS

              During the year ended September 30, 2003, the Company
              abandoned its activities in the development of surgical
              staples and the technology used to apply the staples for use
              in internal surgery. Assets totaling $60,052, associated with
              this segment, were written off to operations during 2003;
              therefore, there are no remaining assets included on the
              balance sheet as of September 30, 2003. There were no sales
              associated with this segment. The operating loss from this
              segment for 2003 was $172,746, with a tax benefit of $93,119
              for a net loss from discontinued operations of $139,679.



















                                37
<PAGE>
<PAGE>
HOLOBEAM, INC.

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED SEPTEMBER 30, 2004, 2003 AND 2002


    NOTE 5.   RESEARCH AND DEVELOPMENT

              Research and development expenses in the amount of $214,031
              in 2002 was charged to operations and included in costs and
              expenses.

    NOTE 6.   RENT EXPENSE

              The Company leases approximately 1,000 square feet of office
              and laboratory space on an annual basis.  Lease payments are
              $950 per month.  Rent expense was $11,400 in 2004, $11,400 in
              2003 and $11,400 in 2002.

    NOTE 7.   PATENTS AND PATENT APPLICATION COSTS

              The Company has discontinued efforts relating to solar cells
              and semi-conductor technology.  Work in the field has moved
              in other directions than that of the Company's technology and
              there has been a substantial reduction of government support
              in this technical area.  The funding that had been received
              by laboratories exploring the Company's technology has also
              terminated.

              The Company terminated its efforts in the area of surgical
              staple development for use in internal surgery.  Several
              United States Patents had been issued and foreign applications
              had been filed on a novel staple.  Research and development
              costs in the amounts of $172,746 and $214,031 have been
              expended in connection with the surgical staple during 2003
              and 2002, respectively.

    NOTE 8.   LONG-TERM DEBT

              Long-term debt consists of two loans, one in the amount of
             $6,000,000 payable in monthly installments of $55,328
             including interest at 8.77% until 2011.  The second loan in
             the amount of $1,500,000 is payable in monthly installments
             of $13,767 including interest at 8.7% until 2011.

             Costs incurred in connection with this mortgage amounted to
             $102,520 and are charged to expense over the life of the
             mortgage.  This amount is included in the balance of deferred
             charges as detailed in Note 8.  The expense for the next five
             (5) years is presented below:

              2005                                  $5,126
              2006                                   5,126
              2007                                   5,126
              2008                                   5,126
              2009                                   5,126








                                38
<PAGE>
<PAGE>
HOLOBEAM, INC.

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED SEPTEMBER 30, 2004, 2003 AND 2002


    NOTE 8.   LONG-TERM DEBT (Continued)

              The combined balance outstanding for each debt issued at the
              end of 2004, 2003, and 2002 is as follows:
                                          2004         2003       2002
              First Mortgage on
              62,000 sq. ft. Building     $4,059,353   4,511,328  $4,925,542

              Less Current Portion           493,177     451,982     414,221
                                           ---------   ---------   ---------

              Long-Term Portion           $3,566,176  $4,059,346  $4,511,321
                                           =========   =========   =========

              The mortgage is secured by the land, building and operating
              lease agreement with The Sports Authority, Inc.  (See Note 3).

              The principle payments of long-term debt for the term of the
              mortgage is as follows:

              2005            $493,177          2009    $699,136
              2006             538,140          2010     762,870
              2007             587,197          2011     338,106
              2008             640,727

   NOTE 9.   DEFERRED CHARGES

             The composition of deferred charges and related amortization
             is as follows:

                                                       Real Estate
                                             Mortgage Brokers Commissions
                                      Total    Costs  Sports    Tandy
                                                     Authority  Corp.
          Original Cost             $712,160 $102,520 $279,584 $330,056
          Accumulated Amortization   448,756   59,804  168,915  220,037
                                     -------  -------  -------  -------

          Balance 9/30/04           $263,404 $ 42,716 $110,669 $110,019
                                     =======  =======  =======  =======

          Original Cost             $712,160 $102,520 $279,584 $330,056
          Accumulated Amortization   407,647   54,677  154,936  198,034
                                     -------  -------  -------  -------

          Balance 9/30/03           $304,513 $ 47,843 $124,648 $132,022
                                     =======  =======  =======  =======












                                 39
<PAGE>
<PAGE>
HOLOBEAM, INC.

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED SEPTEMBER 30, 2004, 2003 AND 2002


NOTE 10.  OTHER EMPLOYEE BENEFITS

          The Financial Accounting Standards Board issued SFAS No. 106 "
          Employers Accounting for Post Retirement Benefits", and SFAS No.
          112 "Employers Accounting for Post Employment Benefits", which
          changed employers' accounting for these benefits.  Since the
          Company has no post-retirement benefit plans, and does not offer
          post employment benefits, SFAS No. 106 and SFAS No. 112 are not
          applicable.  The Financial Accounting Standards Board issued
          SFAS No. 132  "Employers' Disclosures about Pensions and Other
          Post Retirement Benefits."  SFAS No. 132 is not applicable for
          post employment benefits, but is applicable to the company's
          pension plan (See Note 14).

NOTE 11.  CONCENTRATION OF CREDIT RISK

          Substantially all of the Company's income is rental income
          received from two tenants.  These tenants are subject to long-
          term lease agreements (See Note 3).

          The Company is also subject to concentrations of credit risk
          with respect to cash and cash equivalents which the Company
          attempts to minimize by entering into arrangements with major
          banks and financial institutions and investing in high-quality
          instruments. The Company does not expect any counterparties to
          fail to meet their obligations.

NOTE 12.  BUSINESS SEGMENTS

          The Company adopted Financial Accounting Standards Board
          Statement (SFAS) No. 131 "Disclosures about Segments of an
          Enterprise and Related Information".  The Company's reportable
          segments are strategic business units that involve different
          products and services.  They are managed by a single management
          team.

          The Company's business segments are as follows:

              Surgical Staples-Engaged in engineering and design of
              surgical staples for use in internal surgery,  and in the
              technology used to fabricate the equipment issued to apply
              the staples.  The Company has discontinued its research
              efforts relating to the surgical staple segment of its
              business during 2003.

              Electro-Optical-Engaged in engineering and development of
              equipment for the semi-conductor industry.  The company has
              discontinued efforts relating to the electro-optical
              segment of its business.

              Rental-Engaged in the leasing of real estate the two retail
              buildings owned by the Company at 50 A&S Drive, Paramus,
              New Jersey.  Approximately 98% of the Company revenues are
              earned by this segment, all of which is received from two
              tenants (see Note 10).

          The accounting policies of the segments are the same as those
          described in the summary of major accounting policies.  The
          Company evaluates the performance of its operating segments
          based on income before income taxes.  There are no intercompany
          sales.  The Company derives all of its revenue in the United
          States.



                                40
<PAGE>
HOLOBEAM, INC.

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED SEPTEMBER 30, 2004, 2003 AND 2002


NOTE 12.  BUSINESS SEGMENTS (Continued)

          Summarized financial information concerning the Company's
          reportable segments is shown in the following table.  The
          "Other" column includes corporate income and expense items not
          allocated to reportable segments.

                                               Revenues

                                        2004         2003         2002
          Business Segments:

          Surgical Staples         $          -  $        -  $        -
          Electro-Optical                     -           -           -
          Real Estate Rental          2,053,703   2,053,703   2,053,703
          Other                           4,645      32,932      17,805
                                      ---------   ---------   ---------

              Total                 $ 2,058,348  $2,086,635  $2,071,508
                                      =========   =========   =========

                                             Income (Loss)


                                        2004       2003          2002
          Business Segments:

          Surgical Staples          $        -  $ (139,679)* $ (214,031)
          Electro-Optical                    -           -            -
          Real Estate Rental         1,793,610   1,798,151    1,795,131
                                     ---------   ---------    ---------

              Total                  1,793,610   1,658,472   $1,581,100
                                     ---------   ---------    ---------

          General and Administrative
           Expenses                 (1,069,407)   (828,081)    (895,350)
          Interest Expense            (378,989)   (417,026)    (451,958)
          Other Income                   4,645      32,932       17,805
          Income Tax Expense          (164,923)   (241,927)    (148,808)
                                     ---------   ---------    ---------
              Total                 (1,608,674) (1,454,102)  (1,414,701)
                                     ---------   ---------    ---------
          Net Income              $    184,936  $  204,370    $ 166,399
                                     =========   =========    =========

                                              Identifiable Assets

                                        2004         2003        2002
          Business Segments:

          Surgical Staples          $        -  $        -  $    55,179
          Electro-Optical                    -           -        1,349
          Real Estate Rental         6,006,879   6,310,711    6,614,542
          Other                        976,927     987,953      966,752
                                     ---------   ---------    ---------

              TOTAL ASSETS         $ 6,983,806  $7,298,664   $7,637,822
                                     =========   =========    =========

                    * Discontinued operations




                                 41

<PAGE>
HOLOBEAM, INC.

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED SEPTEMBER 30, 2004, 2003 AND 2002


NOTE 12.  BUSINESS SEGMENTS (Continued)

          Business Segments:              Capital Expenditures
                                         2004      2003          2002
          Surgical Staples             $     -   $       -   $        -
          Electro-Opitical                   -           -            -
          Real Estate Rental                 -           -            -
          Other                          3,529       4,214       49,083
                                     ---------   ---------    ---------
                                   $     3,529   $   4,214     $ 49,083
                                     =========   =========    =========

                                          Property and Equipment
          Business Segments                    Depreciation
                                        2004         2003         2002
          Surgical Staples           $       -   $       -   $        -
          Electro-Optical                    -           -            -
          Real Estate Rental           199,959     199,959      199,959
          Other                         20,407      19,908       16,929
                                     ---------   ---------    ---------
                                      $220,366    $219,867     $216,888
                                     =========   =========    =========


                                            Intangible Assets
                                              Amortization
                                        2004        2003        2002
           Surgical Staples          $       -   $       -     $ 11,728
           Electro-Optical                   -           -        2,698
           Real Estate Rental           41,109      41,108       41,109
           Other                             -           -            -
                                     ---------   ---------    ---------
                                     $  41,109    $ 41,108     $ 55,535
                                     =========   =========    =========

 NOTE 13.      FAIR VALUES OF FINANCIAL INSTRUMENTS

          The Company has a number of financial instruments, none of which
          are held for trading purposes.  The Company estimates that the
          fair value of all financial instruments at September 30, 2004,
          does not differ materially from the aggregate carrying values of
          its financial instruments recorded in the accompanying balance
          sheet.  The estimated fair value amounts have been determined by
          the Company using available market information and appropriate
          valuation methodologies.  Considerable judgement is necessarily
          required in interpreting market data to develop the estimates of
          fair value, and accordingly, the estimates are not necessarily
          indicative of the amounts that the Company could realize in a
          current market exchange.











                                42
<PAGE>
HOLOBEAM, INC.

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED SEPTEMBER 30, 2004, 2003 AND 2002


NOTE 14.  PENSION PLAN

          The Company established a defined benefit plan covering all
          eligible employees, who have completed one year of service.
          Benefits are based on years of service and the average
          compensation during the best three years of participation.

          The Company's funding policy is to make annual contributions to
          the plan in amounts such that all employees' benefits will be
          fully provided for by the time they retire.  Contributions are
          intended to provide not only for benefits attributed to service
          to date but also for those expected to be earned in the future.


          Although it has not expressed any intention to do so, the
          Company has the right under the plan to discontinue its
          contributions at any time and to terminate the Plan subject to
          the provisions set forth in ERISA.

          The Company has adopted SFAS No. 132 "Employers' Disclosures
          about Pensions and Other Post Retirement Benefits".  The
          provisions of SFAS No. 132 revise employers' disclosures about
          pension and other post retirement benefit plans.  It does not
          change the measurement or recognition of this plan.  It
          standardizes the disclosure requirements for pensions and other
          post retirement benefits to the extent practicable.

          The Company provides defined benefit pension plan to the
          employees.  The following provides a reconciliation of benefit
          obligations, plan assets, and funded status of the plan.

                                                 2004       2003       2002
          Changes in benefit obligation:
           Benefit obligation at October 1    $2,371,343 $1,925,510 $1,782,702
           Service cost                          440,931    306,184    370,905
           Interest cost                         211,676    167,601    162,099
                                               ---------  ---------  ---------
           Benefit obligation at September 30 $3,023,950 $2,394,295 $2,315,706
                                               =========  =========  =========


                                                 2004      2003        2002
          Change in plan assets:
       Fair value of plan assets at October 1 $2,096,090 $1,810,644 $1,407,957
           Company contributions                 479,009    334,764    398,584
           Benefit payments                     (100,000)         -          -
           Actual return on plan assets          242,794    (49,318)     4,103
                                               ---------  ---------  ---------

           Fair value of plan assets at
              September 30,                   $2,717,893 $2,096,090 $1,810,644
                                               =========  =========  =========


           Funded status of Plan              $(306,057) $(298,205)  $(505,062)
           Unrecognized Net (Gain) Loss          158,051    177,071    396,204
                                               ---------  ---------  ---------

           Accrued Pension                    $(148,006) $(121,134)  $(108,858)
                                               =========  =========  =========







                                43
<PAGE>
HOLOBEAM, INC.

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED SEPTEMBER 30, 2004, 2003 AND 2002


NOTE 14.  PENSION PLAN (Continued)

          The net periodic pension cost for the year ended September 30,
          includes the following components:
                                                  2004      2003       2002
          1.  Service cost - benefits earned
               during the period               $ 440,931  $ 306,184   $370,905
                                               ---------  ---------  ---------

          2.  Interest cost on projected benefit
                obligation                       211,676    167,601    162,099
                                               ---------  ---------  ---------
          3.  Actual return on plan assets     (142,794)     49,318    (4,103)
                                               ---------  ---------  ---------
          4.  Net amortization and deferral:
              a. Amortization of unrecognized net
                   obligation (asset) at transition    -          -          -
              b. Amortization of unrecognized
                   prior service cost                  -          -          -
              c. Amortization of unrecognized net
                   (gain) or loss                 (3,932)  (176,063)   (94,454)
              d. Asset gain or (loss) deferred         -          -          -
                                               ---------  ---------  ---------

              e. Total                          ( 3,932)   (176,063) $(94,454)
                                               ---------  ---------  ---------

        5.  Net periodic pension cost (credit) =
           (Item 1+item 2+item 3+item 4(e)      $505,881  $ 347,040   $434,447
                                               ---------  ---------  ---------


          The net periodic pension cost for 2004, 2003 and 2002 was
          determined based on a 7% discount rate and a long - term rate of
          return of 7% on plan assets.

























                                44
<PAGE>
HOLOBEAM, INC.

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED SEPTEMBER 30, 2004, 2003 AND 2002


NOTE 15.  SUPPLEMENTAL QUARTERLY FINANCIAL DATA (UNAUDITED)

          For the Fiscal Year Ended September 30, 2004

                                     First     Second   Third    Fourth
                                     Quarter  Quarter  Quarter   Quarter
          Total Revenues             $505,955 $505,371 $505,498 $541,524

          Gross Profit                  N/A        N/A      N/A      N/A

          Income Before Extraordinary
              Items                   75,707    33,653   37,346   38,230

          Weighted Average
            Number of Shares         273,420   271,505  271,346  271,211

          Earnings Per Share             .28       .12      .14      .14

          Net Income                 $75,707   $33,653  $37,346  $38,230


          For the Fiscal Year Ended September 30, 2003

                                      First      Second  Third    Fourth
                                      Quarter   Quarter Quarter  Quarter

          Total Revenues             $505,843  $531,467 $507,841 $481,432

          Gross Profit                    N/A       N/A      N/A      N/A

          Income Before Extraordinary
            Items                      50,021    67,758   64,226   22,365

          Weighted Average
            Number of Shares          278,277   274,985  271,242  274,492

          Earnings Per Share              .18       .25      .24      .08

          Net Income                  $50,021   $67,758  $64,226  $22,365












                                45
<PAGE>

<TABLE>
HOLOBEAM, INC.
                                   SCHEDULE XI
REAL ESTATE AND ACCUMULATED DEPRECIATION
SEPTEMBER 30, 2004
<CAPTION>
                                                                                                               Life in
                                                                                                                Which
                                                                                                                Deprec-
                                              Cost Capitalized      Gross Amount at          (2)                 iaton
                             Initial            Subsequent         Which Carried at        Accum-                in Latest
                           Cost to Company    To Acquisition      Close of Period (1)      ulated    Date  Date   Income
              Incum -               Bldg &           Carrying           Bldg &             Deprec-    of   Acqu-  Stmt is
             brances       Land     Improv    Improv   Costs   Land    Improv      Total    iation  Constr. ired Computed
<S>            <C>        <C>      <C>        <C>        <C> <C>      <C>        <C>        <C>        <C>  <C>  <C>
Improved Land
 Paramus, NJ   $        0 $218,402 $        0  $       0  $0 $218,402 $        0  $218,402   $       0       1971  -
Improved Land
 Paramus, NJ            0  173,565          0     60,805   0  234,370          0   234,370           0       1983  -

Building I
 Paramus, NJ
 Improvements   6,777,260        0    718,881  3,649,850   0        0  4,368,731 4,368,731   2,067,152 1958  1971  3 to 40
                                                                                                                   years

Building II
 Paramus, NJ            0        0  2,592,513          0   0        0  2,592,513  2,592,513    659,207 1995 1995  30 Years
                ---------  -------  ---------  ---------  --  -------  ---------  ---------  ---------

               $6,777,260 $391,967 $3,311,394 $3,710,655  $0 $452,772 $6,961,244 $7,414,016 $2,726,359
                =========  =======  =========  =========  ==  =======  =========  =========  =========
</TABLE>

<TABLE>
<CAPTION>


(1)Activity for the three years                           (2)Activity for the three years
   ended September 30, 2004 is                               ended September 30, 2004 is
   as follows:         2004     2003       2002              as follows:           2004      2003       2002

Balance at Beginning                                        Balance at Beginning
<S>               <C>        <C>        <C>                <C>                  <C>        <C>        <C>
of Year           $7,414,016 $7,414,016 $7,414,016            of Year           $2,526,400 $2,326,441 $2,126,482
Additions:                                                    Additions:
  Improvements             0          0          0            Depreciation         199,959    199,959    199,959
  Acquisitions             0          0          0            Less Retirements           0          0          0
                   ---------  ---------  ---------                               ---------  ---------  ---------
                   7,414,016  7,414,016  7,414,016
                   ---------  ---------  ---------
Deductions                                                  Balance at
  During Year:                                               End of Year        $2,726,359 $2,526,400 $2,326,441
  Retirements              0          0          0                               =========  =========  =========
  Cost of Real
   Estate Sales            0          0          0

Balance at End
  of Year         $7,414,016 $7,414,016 $7,414,016
                   =========  =========  =========
</TABLE>

The aggregate cost for Federal income tax purposes
 at September 30, 2004 is $7,414,016.





The accompanying notes are an integral part of these financial statements.
                                                   46

<PAGE>

<TABLE>
HOLOBEAM, INC.
                                          SCHEDULE XII
MORTGAGE LOANS ON REAL ESTATE
SEPTEMBER 30, 2004

<CAPTION>
                                                                                          Principal Amount
                                                                                                of Loans
                                                                           Face    Carrying    Subject to
                                                         Periodic         Amount    Amount      Delinquent
                            Interest    Final Maturity    Payment   Prior    of        of        Principal
                              Rate          Date           Terms    Items Mortgage  Mortgage(1) or Interest
<S>                              <C>     <C>              <C>       <C>   <C>        <C>         <C>

Mortgage Payable
   Building and Improvements     8.7%    February 5, 2011 $13,367   None  $1,500,000 $  810,123   None

Mortgage Payable
   Building and Improvements     8.77%   February 5, 2011 $56,328   None  $6,000,000 $3,249,230   None
                                                                                      ---------
                                                                                     $4,059,353
                                                                                      =========
</TABLE>
Activity for the three
   years ended September 30,
   2004 is as follows:
                                     2004        2003        2002
Balance at Beginning of Year     $4,511,328  $4,925,542  $5,305,152

Additions During Year:
  Commercial Loans                        0           0           0
  New Mortgages                           0           0           0
                                  ---------   ---------   ---------

                                  4,511,328   4,925,542   5,305,152
Deductions During Year:
  Principal Payments                451,975     414,214     379,610
  Mortgage Payments                       0           0           0
                                  ---------   ---------   ---------

Balance at End of Year           $4,059,353  $4,511,328  $4,925,542
                                  =========   =========   =========

(1) The cost for Federal income tax purposes at 9/30/04 is $4,059,353

The accompanying notes are an integral part of these financial statements.
                                                   47
<PAGE>










Item 9.  Changes and Disagreements with Accountants on
------------------------------------------------------
Accounting and Financial Disclosure.
------------------------------------
       None.

Item 9A. Controls and Procedures.
---------------------------------
       Under the supervision and with the participation of the
Officers, including the President and the Treasurer, the Board
of Directors has evaluated the effectiveness of the design and
operation of the Registrant's disclosure controls and procedures
as of the end of the period covered by this report, and based
upon their evaluation, the President and Treasurer have
concluded that these controls and procedures are effective.
There were no significant changes in internal controls or in
other factors that could materially affect these controls
subsequent to the date of their evaluation.

Item 9B. Other Information
--------------------------
       Subsequent Events
       -----------------
On October 20, 2004, the Registrant filed an amendment to is Restated
Certificate of Incorporation for the purpose of reducing
the number of Authorized Common Shares to 272,000 from
 2,000,000.
The amendment was duly adopted in accordance with the applicable
provisions of Sections 242 and 228 of the General Corporation
Law of the State of Delaware and was approved by the affirmative
vote of approximately 81% of the Registrant's shareholders.

                                48
<PAGE>
                                
<PAGE>
                             PART III
Item 10.  Directors and Executive Officers of the Registrant.
-------------------------------------------------------------
  (a)               The following Table identifies each
Director of the Registrant and indicates his position with the
Registrant, the duration of his term as Director and the date
when he was first elected.

Name and Age        Title                   Term      Date First Elected
-------------------------------------------------------------------------

Melvin S. Cook      Chairman of the Board   2005 Annual    1968
Age 73              President of Registrant Meeting

William M. Hackett  Treasurer of Registrant 2006 Annual    1984
Age 61                                      Meeting

Beverly Cook        Office Manager and      2007 Annual    1995
Age 68              Secretary of Registrant Meeting



(b)               The following Table represents the name
and age of each officer of the Registrant, the positions and
offices held by each, the term of each office and the period
which each has served in the indicated office.


Name and Age        Title                   Term      Date First Elected
------------------------------------------------------------------------

Melvin S. Cook      Chairman of the Board    Annual       1968
Age 73

William M. Hackett  Treasurer of Registrant  Annual       1975
Age 61

Beverly Cook        Secretary of Registrant  Annual       1997
Age 68

(1)               Each officer has been selected to serve
until the next Annual Meeting of the Board of Directors or until
his respective successor shall be elected and shall quality.
(c)        There are no significant
employees other than those identified in (a) and (b) above.
(d)    The following Table summarizes the business experience
and
                                49
<PAGE>
<PAGE>
 principal occupation during the last five years of each person
who serves as a director of executive officer of the Registrant,
as well as any other directorship held by persons serving as
directors of the Registrant.

                                                          Other
Name      Business Experience/Occupation            Directorship
----------------------------------------------------------------

Melvin S. Cook     Chairman of the Board of Directors and  None
                   President of the Registrant since its
                   formation.

William M. Hackett Vice President of Registrant from       None
                   August 23, 1975 until June 1, 1981 and
                   Controller of Registrant and member of
                   accounting staff from October 1973 to
                   August 1975.  Treasurer of Registrant
                   from June 1981 to present.  Vice President
                   of CMA Co., Inc. from November 1986 to
                   present. Elected President of CMA Co., Inc.
                   in 1998.

Beverly Cook       Office Manager of Registrant from June 1, None
                   1981 until present.  Married to Melvin S.
                   Cook, President and Chairman of the
                   Board of Directors.

 (f)          Not applicable.

Item 11.  Executive Compensation.
---------------------------------
 (a)               The following Table shows all direct
remunerations paid by the Registrant during the fiscal year
ended September 30, 2004 to each Director or Officer of the
Registrant whose aggregate direct remuneration exceeds
$100,000., and the direct remuneration paid all Directors and
Officers of the Registrant as a group for such fiscal year.




                                50
<PAGE>
<TABLE>
                                          HOLOBEAM, INC.
                                             Form 10K
                                    Summary Compensation Table
                                        September 30, 2004

<CAPTION>

                                                                     Long Term Compensation
                                                   -----------------------------------------------
Name and                Annual Compensation                  Awards                     Payouts      All Other
                    ----------------------------   ----------------------------       ------------
Principal Position  Year  Salary  Bonus    Other   Restricted Stock    SUO/SARS       LTIP Payouts   Compensation
------------------  ----  ------  -----    -----   ----------------    --------       ------------   ------------
<S>                 <C>  <C>       <C>      <C>            <C>           <C>                 <C>       <C>
Melvin S. Cook      2004 $325,000  -0-      -0-            -0-           -0-                 -0-       -0-
President and CEO   2003  325,000  -0-      -0-            -0-           -0-                 -0-       -0-
and Director        2002  325,000  -0-      -0-            -0-           -0-                 -0-       -0-

William M. Hackett  2004   33,333  -0-      -0-            -0-           -0-                 -0-       -0-
Treasurer and       2003   25,000  -0-      -0-            -0-           -0-                 -0-       -0-
Director            2002   25,000  -0-      -0-            -0-           -0-                 -0-       -0-

Beverly Cook        2004  150,000  -0-      -0-            -0-           -0-                 -0-       -0-
 Secretary and      2003  150,000  -0-      -0-            -0-           -0-                 -0-       -0-
  Director          2002  137,500  -0-      -0-            -0-           -0-                 -0-       -0-

All Officers and    2004 $508,333  -0-      -0-            -0-           -0-                 -0-       -0-
 Directors as a     2003  500,000  -0-      -0-            -0-           -0-                 -0-       -0-
     Group          2002  487,500  -0-      -0-            -0-           -0-                 -0-       -0-
</TABLE>









                                            51
<PAGE>
Item 11 (cont'd.)
     The Summary Compensation Table represents all aggregate
forms of remuneration to the executive officers of the
Registrant.  There were no other payments or compensation
awarded to the officers of the Registrant.
    (b)               The Directors who are not employees of
the Registrant receive standard attendance fees of $200 plus
applicable expenses for travel.  No Directors' fees were paid
during 2004, 2003 and 2002.
       (c)               The following Table sets forth all the
options to purchase securities from the Registrant which were
granted to or exercised by any of its directors and each officer
whose direct remuneration exceeds $100,000. as well as all
officers and directors as a group since October 1, 2003.

                         All Directors and Officers as a Group
                         -------------------------------------
Options Granted
                                       0
Options Exercised
                                       0
Unexercised Options Held at 9/30/04    0

(d)The following Table sets forth information about the Company's
defined benefit pension plan benefits:
                          Pension Plan Table
                                       Years of Service
                                       ----------------
             Remuneration                        37
             ------------                      -------
                $ 60,000.                     $ 60,000.

                 160,000.                      160,000.

                 200,000.                      160,000.


 Pensions are based upon average annual earnings (salary
and bonus) for the highest three consecutive years of employment
with the Registrant.  For Melvin Cook and Beverly Cook, the
amounts equaled $200,000. and $137,500., respectively, as of
September 30, 2004.  Melvin Cook and Beverly Cook will be
credited at
                                52
<PAGE>
 normal retirement date with 37 years service each under the
Pension Plan as of September 30, 2004.  Pensions may be adjusted
for a surviving spouse's pension or other options under the
Pension Plan.  Pensions are not subject to any other deduction
for Social Security or any other amounts. (Reference is made to
Note 14 of the accompanying Financial Statements for the year
ended September 30, 2004.)

Item 12.  Security Ownership of Certain Beneficial Owners and
-------------------------------------------------------------
Management and Related Stockholder Matters.
-------------------------------------------
  (a)               The stockholding of each person who is
known by the Registrant to own beneficially more than 5% of any
classes of securities as of December 10, 2004 is as follows:

Title of Class         Name & Address     Amount Owned % of Class
-----------------------------------------------------------------

Common Stock, Par      Melvin S. Cook         124,500     46.1%
Value $0.10 Per Share  217 First Street
                       Ho-Ho-Kus, NJ 07423

Common Stock, Par      Beverly Cook            95,000     35.1%
Value $0.10 Per Share  217 First Street
                       Ho-Ho-Kus, NJ 07423



 (b)               The stockholding of Officers and
Directors as a group as of December 10, 2004 are as follows:

Title of Class           Amount Beneficially Owned   % of Class
---------------------------------------------------------------

Common Stock, Par Value        219,500                    81.2%
$0.10 Per Share

(c)               There are no contractual arrangements
that might result in a change of control of Registrant.

Item 13.  Certain Relationships and Related Transactions - Not
--------------------------------------------------------
Applicable
Item 14.  Principal Accountant Fees and Services.
-------------------------------------------------
The Board of Directors and Officers of the Registrant
appointed R.A.
                                53
<PAGE>
<PAGE>
Fredericks and Co., LLP, independent registered public
accounting firm, to audit the Registrant's books, records and
accounts for the Fiscal Year ended September 30, 2004.
       The Board of Directors approves all services rendered by
R.A. Fredericks and Co., LLP and approves all fees paid to the
audit firm.
       The Board of Directors requires that the Treasurer and
the President approve all audit and other permissible non-audit
services provided by R.A. Fredericks and Co., LLP. The Board of
Directors will not approve non-audit engagements that would
violate rules of the U.S. Securities and Exchange Commission or
impair the independence of R.A. Fredericks and Co., LLP.
       For the fiscal years ended September 30, 2004 and 2003,
R.A. Fredericks and Co., LLP was paid the following fees for
services provided to the Registrant:

                                          2004               2003
       Audit Fees                      $20,000            $16,000
       Tax Fees                          2,500              2,500
       All Other Fees                    -0-                 -0-
                                        ------             ------
       Total                           $22,500            $18,500
                                        ======             ======










                                54
<PAGE>
<PAGE>
                            PART IV

Item 15.  Exhibits, Financial Statement Schedules and Reports
-------------------------------------------------------------
on Form 8K
----------
       The following documents are filed as part of the Annual
Form 10-K:
       1.   Index to Exhibits
             A. Officers' Certifications pursuant to
                Section 302 of the Sarbanes-Oxley Act
                of 2002
             B. Certification of Chief Executive
                Officer pursuant to U.S.C., Section
                1350 as adopted pursuant to Section
                906 of the Sarbanes-Oxley Act of 2002
             C. Certification of Chief Financial
                Officer pursuant to 18 U.S.C.,
                Section 1350, as adopted pursuant to
                Section 906 of the Sarbanes-Oxley Act
                 of 2002
              D.Amended and restated Certificate of
                 Incorporation of Holobeam, Inc.
              E.Code of Ethics








                                55
<PAGE>
                          HOLOBEAM, INC.
                             Form 10K
                        September 30, 2004

                            Signatures



Pursuant to the requirements of Section 13 or 15(d) 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.


Registrant               Holobeam, Inc.
               -------------------------
By     William M. Hackett
       ------------------
Date   December 10, 2004
       -----------------

Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following
persons on behalf of the Registrant and in the capacities and
on the dates indicated.


HOLOBEAM, INC.


By:    Melvin S. Cook
       --------------
       Melvin S. Cook
       President and Chairman of the Board

Date:  December 10, 2004
       -----------------



By:    William M. Hackett
       ------------------
       William M. Hackett
       Director and Treasurer

Date:  December 10, 2004
       -----------------


By:    Beverly Cook
       ------------
       Beverly Cook
       Director and Secretary

Date:  December 10, 2004

<PAGE>

<PAGE>
                      EXHIBIT A


CERTIFICATIONS

(a)The Registrant maintains disclosure controls and procedures
that provide reasonable assurance that the Registrant is
able to record, process and summarize and report the
information required to comply with the Registrant's
Exchange Act disclosure obligations and for the
Registrant's own internal purposes. The Registrant has
evaluated these controls and procedures at September 30,
2003 and has determined the controls and procedures to be
effective in recording, processing, summarizing and
reporting the information required by the Registrant's
quarterly and annual Exchange Act reports.

(b)There have been no significant changes in the Registrant's
procedures or internal controls or in other factors that
could significantly affect these controls subsequent to
September 30, 2004, including corrective actions with
regard to significant deficiencies and material
weaknesses.  As of September 30, 2004, the examination of
controls and procedures did not disclose any significant
deficiencies or material weaknesses.


 I, William M. Hackett, Treasurer, certify that:

      1.I have reviewed this annual report on Form 10-K of Holobeam,
Inc.;

       2.Based on my knowledge, this annual report does not contain any
untrue statement of a material fact or omit to state a
material fact necessary to make the statements made, in
light of the circumstances under which such statements
were made, not misleading with respect to the period
covered by this annual report;

       3.Based on my knowledge, the financial statements, and other
financial information included in this annual report,
fairly present in all material respects the financial
condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this
annual report;

       4.The Registrant's other certifying officers and I are
responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules
13a-14 and 15d-14) for the Registrant and have:

       (a)designed such disclosure controls and procedures to ensure that
material information relating to the Registrant, including
its consolidated subsidiaries, is made known to us by
others within those entities, particularly during the
period in which this annual report is being prepared;

       (b)evaluated the effectiveness of the Registrant's disclosure
controls and procedures as of a date within 90 days prior
to the filing date of this annual report (the "Evaluation
Date"); and

       (c)presented in this annual report our conclusions about the
effectiveness of the disclosure controls and procedures
based on our evaluation as of the Evaluation Date;

       5.The Registrant's other certifying officers and I have
disclosed,

<PAGE>
 based on our most recent evaluation, to the
Registrant's auditors and the audit committee of
Registrant's board of directors (or persons performing the
equivalent function):

       a)all significant deficiencies in the design or operation of
internal controls which could adversely affect the
Registrant's ability to record, process, summarize and
report financial data and have identified for the
Registrant's auditors any material weaknesses in internal
controls; and

       b)any fraud, whether or not material, that involves management or
other employees who have a significant role in the
Registrant's internal controls; and

       6.The Registrant's other certifying officers and I have indicated
in this annual report whether there were significant
changes in internal controls or in other factors that
could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any
corrective actions with regard to significant deficiencies
and material weaknesses.


Date:   12/05/04
        --------

        William M. Hackett, Treasurer
        -----------------------------

         William M. Hackett
         Treasurer



       I, Melvin S. Cook, President, certify that:

       1.I have reviewed this annual report on Form 10-K of Holobeam,
Inc.;

       2.Based on my knowledge, this annual report does not contain any
untrue statement of a material fact or omit to state a
material fact necessary to make the statements made, in
light of the circumstances under which such statements
were made, not misleading with respect to the period
covered by this annual report;

       3.Based on my knowledge, the financial statements, and other
financial information included in this annual report,
fairly present in all material respects the financial
condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this
annual report;

       4.The Registrant's other certifying officers and I are
responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules
13a-14 and 15d-14) for the Registrant and have:

       (a)designed such disclosure controls and procedures to ensure that
material information relating to the Registrant, including
its consolidated subsidiaries, is made known to us by
others within those entities, particularly during the
period in which this annual report is being prepared;

       (b)evaluated the effectiveness of the Registrant's disclosure
controls and procedures as of a date within 90 days prior
to the filing date of this annual report (the "Evaluation
Date"); and

       (c)presented in this annual report our conclusions about the

<PAGE>
effectiveness of the disclosure controls and procedures
based on our evaluation as of the Evaluation Date;

       5.The Registrant's other certifying officers and I have
disclosed, based on our most recent evaluation, to the
Registrant's auditors and the audit committee of
Registrant's board of directors (or persons performing the
equivalent function):

       a)all significant deficiencies in the design or operation of
internal controls which could adversely affect the
Registrant's ability to record, process, summarize and
report financial data and have identified for the
Registrant's auditors any material weaknesses in internal
controls; and

       b)any fraud, whether or not material, that involves management or
other employees who have a significant role in the
Registrant's internal controls; and

       6.The Registrant's other certifying officers and I have indicated
in this annual report whether there were significant
changes in internal controls or in other factors that
could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any
corrective actions with regard to significant deficiencies
and material weaknesses.


Date:   12/10/04
        --------

       Melvin S. Cook, President
       -------------------------
        Melvin S. Cook
       President
<PAGE>
EXHIBIT D


                    CERTIFICATE OF AMENDMENT

                               OF

             RESTATED CERTIFICATE OF INCORPORATION

                               OF

                         HOLOBEAM, INC.

                             *****


     Holobeam, Inc., a corporation organized and existing under and by
virtue of the General Corporation Law of the State of Delaware,

     DOES HEREBY CERTIFY:

     FIRST: That the Board of Directors of said corporation in a
meeting duly held, unanimously adopted a resolution proposing and
declaring advisable the following amendment to the Restated Certificate
of Incorporation of said corporation:

                    RESOLVED, That the Restated Certificate of
          Incorporation of the corporation be amended by
          changing the FOURTH Article thereof so that, as
          amended said Article shall be and read as
          follows:
                         "FOURTH: The total number of shares of stock
          which the Corporation shall have authority to
          issue is Two Hundred Seventy Two Thousand
          (272,000) shares of Common Stock having a par
          value of Ten Cents ($0.10) per share amounting in
          the aggregate to Twenty-Seven Thousand Two
          Hundred Dollars ($27,200)."

     SECOND: That the aforesaid amendment was duly adopted in
accordance with the applicable provisions of Sections 242 and 228 of
the General Corporation Law of the State of Delaware.

THIRD: That this Certificate of Amendment of the Restated Certificate
of Incorporation shall be effective on October 20, 2004.

     IN WITNESS WHEREOF, said Board of Directors of said Holobeam, Inc.
has caused this certificate to be signed by the Chairman this 4th day
of October 2004.



                                   Melvin S. Cook
                                   by Melvin S. Cook
                                      Chairman


<PAGE>