U.S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                   Form 10-QSB

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

For the quarter ended: June 30, 2004

Commission file no.: 29201

                            ELVA INTERNATIONAL, INC.
                 -----------------------------------------------
                 (Name of Small Business Issuer in its Charter)

Florida                                                    65-0790761
-----------------------------------------         ------------------------------
(State or other jurisdiction of                   (I.R.S.Employer
Identification No.)                               incorporation or organization)

222 Lakeview Avenue, PMB 160-415
West Palm Beach, FL                                           33401
------------------------------------------        ------------------------------
(Address of principal executive offices)                   (Zip Code)

Issuer's telephone number:  (925) 831-0504

Securities registered under Section 12(b) of the Act:

Title of each class                                    Name of each exchange on
                                                          which registered

None                                                         None
--------------------------------                   -----------------------------


Securities registered under Section 12(g) of the Act:

                    Common Stock, $0.0001 par value per share
                 -----------------------------------------------
                                (Title of class)

Copies of Communications Sent to:

                                Kenneth S. Pollock, Esq.
                                Newman, Pollock & Klein, LLP
                                2424 N. Federal Highway, Suite 411
                                Boca Raton, FL 33431
                                Phone No.: (561) 393-6168
                                Fax No.: (561) 391-8856





<PAGE>




Indicate by Check whether the issuer (1) filed all reports  required to be filed
by  Section  13 or 15(d) of the  Exchange  Act during the past 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 [_]



As of June 30, 2004, there were 25,385,998  shares of voting common stock of the
registrant issued and outstanding.
















<PAGE>


                                     PART I

Item 1. Financial Statements


                          INDEX TO FINANCIAL STATEMENTS


Consolidated Balance Sheets..................................................F-2

Consolidated Statements of Operations and Comprehensive Income (Loss)........F-3

Consolidated Statements of Stockholders' Equity (Deficiency).................F-4

Consolidated Statements of Cash Flows........................................F-6

Notes to Consolidated Financial Statements...................................F-7


















                                       F-1

<PAGE>

<TABLE>
<CAPTION>
                            Elva International, Inc.
                           Consolidated Balance Sheets


                                                                 June 30, 2004  December 31, 2003
                                                                --------------- ------------------
                                                                  (unaudited)
<S>                                                             <C>             <C>
                                         ASSETS
CURRENT ASSETS
  Cash and equivalents                                          $        56,533 $         41,495
  Accounts receivable, net of reserve of $0 and $2,272                  189,867          205,860
  VAT tax receivable                                                     19,942           10,852
   Inventory                                                             46,494           48,308
                                                                --------------- ----------------
          Total current assets                                          312,836          306,515
                                                                --------------- ----------------
PROPERTY AND EQUIPMENT
  Computers and equipment                                               235,551          246,637

        Less accumulated depreciation                                  (168,702)        (164,711)
                                                                --------------- ----------------

          Net property and equipment                                     66,849           81,926
                                                                --------------- ----------------
OTHER ASSETS
  Deposits and other assets                                               9,516           35,917
  Income tax credit receivable                                          116,359          119,393
  Patent                                                                707,862          717,368

        Less accumulated amortization                                  (190,742)        (177,479)
                                                                --------------- ----------------

          Net other assets                                              642,995          695,199
                                                                --------------- ----------------
Total Assets                                                    $     1,022,680 $      1,083,640
                                                                =============== ================
    LIABILITIES AND STOCKHOLDERS' EQUITY ( DEFICIENCY)
CURRENT LIABILITIES
   Accounts payable                                             $       358,055 $        350,483
   Accrued Expenses
       Trade                                                            109,686          237,152
       Payroll and taxes                                                131,739          162,293
   Current portion of long-term debt                                      1,883            1,956
   Provision for litigation and forex gain/(loss)                        19,084           58,143
   Advances from shareholders                                           127,593          176,598
   Conditional government subsidy                                        79,782           82,896
                                                                --------------- ----------------

          Total current liabilities                                     827,822        1,069,521
                                                                --------------- ----------------
LONG-TERM DEBT
   Conditional government subsidy                                       161,760          168,072
                                                                --------------- ----------------

          Total long-term debt                                          161,760          168,072
                                                                --------------- ----------------
Total Liabilities                                                       989,582        1,237,593
                                                                --------------- ----------------
Minority interest in consolidated subsidiary                                  0                0
                                                                --------------- ----------------
STOCKHOLDERS' EQUITY (DEFICIENCY)
   Preferred stock, $0.0001 par value, authorized
     10,000,000 shares; none issued and outstanding                           0                0
   Common stock, $0.0001 par value, authorized
      50,000,000 shares; 25,385,998 and 20,857,759
      issued and outstanding shares, respectively                         2,539            2,086
   Additional paid-in capital                                         5,270,739        5,031,866
   Accumulated comprehensive income (loss)                               (2,777)         (13,087)
   Deficit                                                           (5,237,403)      (5,174,818)
                                                                --------------------------------

          Total stockholders' equity (deficiency)                        33,098         (153,953)
                                                                --------------- ----------------
Total Liabilities and Stockholders' Equity (Deficiency)         $     1,022,680 $      1,083,640
                                                                =============== ================
</TABLE>


     The accompanying notes are an integral part of the financial statements


                                       F-2

<PAGE>

<TABLE>
<CAPTION>
                            Elva International, Inc.
      Consolidated Statements of Operations and Comprehensive Income (Loss)
                                   (unaudited)

                                                                   Three Months Ended            Six Months Ended
                                                                        June 30,                     June 30,
                                                             ----------------------------   -----------------------------
                                                                 2004          2003             2004           2003
                                                             -------------- -------------   -------------- --------------
<S>                                                          <C>            <C>                   <C>      <C>
REVENUES                                                     $      106,312 $       4,862         $167,917 $       19,575
                                                             -------------- -------------   -------------- --------------

OPERATING EXPENSES
   Salaries                                                          38,091       139,964           78,061        288,397
   Advertising                                                            0           424                0         15,716
   Depreciation and amortization                                     13,671        13,144           30,387         24,611
   General and administrative                                        61,436        41,598          119,616        124,703
   Research and development                                               0             0                0         68,939
                                                             -------------- -------------   -------------- --------------

          Total operating expenses                                  113,198       195,130          228,064        522,366
                                                             -------------- -------------   -------------- --------------

Operating Loss                                                       (6,886)     (190,268)         (60,147)      (502,791)
                                                             -------------- -------------   -------------- --------------

OTHER INCOME (EXPENSE)
   Interest income                                                        0            33                0             99
   Interest expense                                                  (1,195)       (4,807)          (2,437)        (5,295)
   Foreign currency transaction gain (loss)                               0             0                0              0
                                                             -------------- -------------   -------------- --------------

          Total other income (expense)                               (1,195)       (4,774)          (2,437)        (5,196)

Net loss before tax credit and minority interest                     (8,081)     (195,042)         (62,584)      (507,987)

   Foreign income tax credit                                              0             0                0              0
   Minority interest in consolidated subsidiary income (loss)             0             0                0              0
                                                             -------------- -------------   -------------- --------------

Net loss                                                             (8,081)     (195,042)         (62,584)      (507,987)

Other comprehensive income (loss):

   Foreign currency translation gain (loss)                          14,745        11,209           10,310         81,588
                                                             -------------- -------------   -------------- --------------

Comprehensive income (loss)                                  $        6,664 $    (183,833)  $      (52,274)$     (426,399)
                                                             ============== =============   ============== ==============

Net loss per common share, basic                             $        (0.01)$       (0.01)  $        (0.01)$        (0.03)
                                                             ============== =============   ============== ==============

Weighted average number of shares outstanding                    21,775,808    19,330,286       21,316,783     17,802,510
                                                             ============== =============   ============== ==============
</TABLE>











     The accompanying notes are an integral part of the financial statements


                                       F-3

<PAGE>

<TABLE>
<CAPTION>
                            Elva International, Inc.
          Consolidated Statements of Stockholders' Equity (Deficiency)



                                                                             Add'l.
                                                 Number of      Common       Paid-in     Deferred
                                                   Shares        Stock       Capital      Comp.
                                                -----------   ---------   -----------  ----------
BEGINNING BALANCE,
<S>                                              <C>          <C>         <C>          <C>
December 31, 1998                                21,500,000   $   2,150   $   828,401  $        0

Year ended December 31, 1999:
   Other comprehensive income (loss)                      0           0             0           0
   Net loss                                               0           0             0           0
                                                -----------   ---------   -----------  ----------

BALANCE, December 31, 1999                       21,500,000       2,150       828,401           0

Year ended December 31, 2000:
   Conversion of debt of subsidiary for stock     1,720,000         172       557,305           0
   Shares issued for cash                         3,790,000         379     1,237,500           0
   Shares issued to effect 2 for 1 forward split 27,010,000       2,701        (2,701)          0
   Other comprehensive income (loss)                      0           0             0           0
   Net loss                                               0           0             0           0
                                                -----------   ---------   -----------  ----------

BALANCE, December 31, 2000                       54,020,000       5,402     2,620,505           0

Year ended December 31, 2001:
   1 for 10 reverse split                       (48,618,000)     (4,862)        4,862           0
   Shares issued for cash                         3,293,640         329       586,354           0
   144 shares issued for services                   646,500          65       103,375    (103,440)
   S-8 shares issued for services                   135,000          14       269,986           0
   Conversion of debt of subsidiary for stock       129,082          13        17,475           0
   Deferred compensation amortization                     0           0             0      10,775
   Other comprehensive income (loss)                      0           0             0           0
   Net loss                                               0           0             0           0
                                                -----------   ---------   -----------  ----------

BALANCE, December 31, 2001                        9,606,222         961     3,602,557     (92,665)

Year ended December 31, 2002:
   144 shares issued for services                   120,000          12        10,488           0
   144 shares issued for cash                     6,031,537         603     1,069,331           0
   Deferred compensation amortization                     0           0             0      92,665
   Other comprehensive income (loss)                      0           0             0           0
   Net loss                                               0           0             0           0
                                                -----------   ---------   -----------  ----------

BALANCE, December 31, 2002                       15,757,759       1,576     4,682,376           0

Year ended December 31, 2003
   144 shares issued for cash                     5,100,000         510       349,490           0
   Other comprehensive income (loss)                      0           0             0           0
   Net loss                                               0           0             0           0
                                                -----------   ---------   -----------  ----------

BALANCE, December 31, 2003                       20,857,759       2,086     5,031,866           0

Six months ended June 30, 2004
   144 shares issued for cash                     3,484,614         349       197,231           0
   144 shares issued to retire debt               1,043,625         104        41,642           0
   Other comprehensive income (loss)                      0           0             0           0
   Net loss                                               0           0             0           0
                                                -----------   ---------   -----------  ----------

ENDING BALANCE, June 30, 2004
(unaudited)                                      25,385,998   $   2,539   $ 5,270,739  $        0
                                                ===========   =========   ===========  ==========
</TABLE>

                            (Continued on next page)

     The accompanying notes are an integral part of the financial statements

                                       F-4

<PAGE>

<TABLE>
<CAPTION>
                            Elva International, Inc.
          Consolidated Statements of Stockholders' Equity (Deficiency)
                                  (Continued)

                  Accum.                       Total
      Stock        Comp.                   Stockholders'
      Subs.       Income                      Equity
       Rec.       (Loss)      Deficit      (Deficiency)
   ----------   ----------  -----------   -------------
   <S>          <C>         <C>           <C>
   $        0   $  (52,349) $  (432,606)  $     345,596


            0       (1,176)           0          (1,176)
            0            0     (723,712)       (723,712)
   ----------   ----------  -----------   -------------

            0      (53,525)  (1,156,318)       (379,292)


            0            0            0         557,477
            0            0            0       1,237,879
            0            0            0               0
            0       25,724            0          25,724
            0            0   (1,163,846)     (1,163,846)
   ----------   ----------  -----------   -------------

            0      (27,801)  (2,320,164)        277,942


            0            0            0               0
            0            0            0         586,683
            0            0            0               0
            0            0            0         270,000
            0            0            0          17,488
            0            0            0          10,775
            0       40,426            0          40,426
            0            0   (1,378,332)     (1,378,332)
   ----------   ----------  -----------   -------------

            0       12,625   (3,698,496)       (175,018)


            0            0            0          10,500
            0            0            0       1,069,934
            0            0            0          92,665
            0      (42,354)           0         (42,354)
            0            0     (897,895)       (897,895)
   ----------   ----------  -----------   -------------

            0      (29,729)  (4,596,391)         57,832


            0            0            0         350,000
            0       16,642            0          16,642
            0            0     (578,427)       (578,427)
   ----------   ----------  -----------   -------------

            0      (13,087)  (5,174,818)       (153,953)


            0            0            0         197,580
            0            0            0          41,746
            0       10,310            0          10,310
            0            0      (62,585)        (62,585)
   ----------   ----------  -----------   -------------


   $        0   $   (2,777) $(5,237,403)  $      33,098
   ==========   ==========  ===========   =============
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       F-5

<PAGE>

<TABLE>
<CAPTION>
                            Elva International, Inc.
                      Consolidated Statements of Cash Flows
                            Six Months Ended June 30,
                                   (unaudited)

                                                                     2004          2003
                                                                  ------------  ------------
<S>                                                               <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss                                                          $    (62,585) $   (507,987)
Adjustments to reconcile net loss to net cash used by
 operating activities:
     Minority interest in consolidated subsidiary income                     0             0
     Depreciation and amortization                                      30,387        24,611
     Common stock issued for services                                        0             0
     Foreign exchange transaction gain (loss)                                0             0
     Amortization of government subsidy                                      0             0
     Reserve for impairment of assets                                        0             0
Changes in operating assets and liabilities:
     (Increase) decrease in accounts receivable                         10,545       (61,895)
     (Increase) decrease in inventory                                        0             0
     (Increase) decrease in VAT receivable                              (9,586)      (21,233)
     (Increase) decrease in deposits and other assets                    2,359        (2,837)
     (Increase) decrease in income tax credit receivable                (1,464)         (827)
     Increase (decrease) in accounts payable                            20,731        99,103
     Increase (decrease) accrued expense - trade                      (128,760)       (2,466)
     Increase (decrease) salaries and payroll and taxes                (24,686)      (40,087)
     Increase (decrease) in deferred revenue                                 0             0
                                                                  ------------  ------------
Net cash  provided (used) by operating activities                     (163,059)     (513,618)
                                                                  ------------  ------------
CASH FLOW FROM INVESTING ACTIVITIES:
     Purchase of property and equipment                                      0       (33,680)
     Sales of property and equipment                                     1,840             0
     Increase expenditure application patent                           (17,600)       (8,120)
                                                                  ------------  ------------
Net cash provided (used) by investing activities                       (15,760)      (41,800)
                                                                  ------------  ------------
CASH FLOW FROM FINANCING ACTIVITIES:
     Proceeds from bank overdraft                                            0        23,642
     Repayment of bank overdraft                                             0             0
     Shareholder advances                                                    0       (15,595)
     Shareholder advance repayments                                          0             0
     Receipt of conditional government subsidy                               0             0
     Proceeds of  long term debt - related party                             0             0
     Debt payments                                                           0        (1,655)
     Issuance of common stock for cash                                 197,580       250,000
                                                                  ------------  ------------
Net cash provided by financing activities                              197,580       256,392
                                                                  ------------  ------------
Effect of exchange rates on cash                                        (3,723)      167,746
                                                                  ------------  ------------
Net increase (decrease) in cash and equivalents                         15,038      (131,280)
CASH and equivalents, beginning of period                               41,495       133,223
                                                                  ------------  ------------
CASH and equivalents, end of period                               $     56,533  $      1,943
                                                                  ============  ============
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Interest paid in cash                                             $      2,437  $      5,295
                                                                  ============  ============
Non-Cash Financing Activities:
  144 common stock issued to retire debt                          $     41,746  $          0
                                                                  ============  ============
</TABLE>


     The accompanying notes are an integral part of the financial statements

                                       F-6

<PAGE>



                            Elva International, Inc.
                   Notes to Consolidated Financial Statements
                   (Information with regard to the six months
                   ended June 30, 2004 and 2003 is unaudited)

(1)  Summary of Significant Accounting Principles

     The  Company  Elva  International,  Inc.,  (the  "Company"),  is a  Florida
     chartered corporation which conducts business from its offices in West Palm
     Beach,  Florida and Paris,  France.  The Company was incorporated on August
     15, 1997 as Computer Research  Technologies,  Inc., and changed its name to
     Elva, Inc. on January 25, 1999 and to Elva International,  Inc. on February
     23, 2001. The Company is principally  involved in the smart card technology
     industry  through its French  subsidiary,  ELVA,  SA. In November 2000, the
     Company formed a wholly owned  subsidiary,  Elva Asia,  PTE, Ltd. under the
     laws of Singapore,  and closed this entity in 2002. The following summarize
     the more significant accounting and reporting policies and practices of the
     Company:

     a) Use of estimates In preparing  the  consolidated  financial  statements,
     management is required to make  estimates and  assumptions  that affect the
     reported amounts of assets and liabilities as of the date of the statements
     of financial condition,  and revenues and expenses for the year then ended.
     Actual results may differ significantly from those estimates.

     b)  Significant  acquisition  In December 1998,  Elva  International,  Inc.
     issued  14,160,000  shares of common stock to acquire  substantially al the
     issued and  outstanding  shares of the common  stock of ELVA,  SA, a French
     corporation,   in  a  reverse   merger,   which  was  accounted  for  as  a
     reorganization  of ELVA,  SA. There  remains a  four-tenths  of one percent
     minority  interest  in  ELVA,  SA,  which  is  owned  by two  of the  major
     stockholders of Elva  International,  Inc. as a result of this acquisition.
     This minority  interest is required under French corporate law. As a result
     of this reverse  merger,  the former  stockholders  of ELVA, SA now control
     Elva International,  Inc. Prior to this reverse merger, Elva International,
     Inc. had nominal  assets and  liabilities.  Elva,  Inc.  accounted  for the
     reverse merger as an issuance of stock for the net monetary  assets of Elva
     International,   Inc.  or,  in  this  case,  as  a  capitalization  of  the
     accumulated deficit of Elva International, Inc. to the date of the merger.

     c)  Principles  of  consolidation  The  consolidated  financial  statements
     include  the  accounts of Elva  International,  Inc.  and its wholly  owned
     subsidiaries. Inter-company balances and transactions have been eliminated.

     d) Net loss per common  share Basic net loss per  weighted  average  common
     share is computed by dividing the net loss by the weighted  average  number
     of common shares outstanding during the period.

     e) Property and  equipment  All property and equipment are recorded at cost
     and depreciated over their estimated useful lives,  using the straight-line
     method.  Upon  sale  or  retirement,  the  costs  and  related  accumulated
     depreciation  are  eliminated  from  their  respective  accounts,  and  the
     resulting  gain or loss is included in the results of  operations.  Repairs
     and  maintenance  charges  which do not  increase  the useful  lives of the
     assets are charged to  operations  as  incurred.  Depreciation  expense was
     $3,991  and  $10,258  for the six  months  ended  June 30,  2004 and  2003,
     respectively.

     f) Cash and equivalents The company  considers  investments with an initial
     maturity of three months or less as cash equivalents.

     g) Patents The Company  acquired  two French  patents,  Nos.  95-15735  and
     96-01872, from the founders of ELVA, SA. The Company is amortizing the cost
     of these patents over the remaining life of the patents.  Patents in France
     have a 20 year life.  Amortization  expense was $13,263 and $14,353 for the
     three months ended June 30, 2004 and 2003, respectively.





                                       F-7

<PAGE>



                            Elva International, Inc.
                   Notes to Consolidated Financial Statements

(1)  Summary of Significant Accounting Principles (Continued)
     h) Revenue  recognition  The Company's sole source of revenue has been from
     licensing its patented technology.  The Company records revenue when earned
     under  its  licensing  agreement.   The  Company  intends  to  license  its
     technology to others as well,  rather than to manufacture the VOCALID cards
     for sale. The Company believes that it would be prohibitively expensive for
     it to  establish  its  own  manufacturing  facilities  and  to do so  would
     distract  it from its  efforts at getting  its  technology  accepted as the
     world standard.  The Company is negotiating with an independent third party
     to manufacture  the cards and the Company will either sell them directly or
     through a distributor network.

     i)  Foreign  currency   transaction  and  translation  gains  (losses)  The
     principal operating entity of the Company is its subsidiary, ELVA,SA, which
     is located in France.  The  functional  currency of ELVA,  SA, is the Euro.
     ELVA,  SA has only one customer  which is located in the US. ELVA, SA bills
     this  customer in Euros and is paid US Dollars,  (USD).  ELVA, SA records a
     transaction  gain or loss at the time of receipt of payment  consisting  of
     the  difference  between the amount of Euros billed and the amount of Euros
     the USD payment is converted into. On a consolidated  basis,  the Company's
     reporting  currency  is the US Dollar.  The Company  translated  the income
     statement items using the average  exchange rate for the period and balance
     sheet items using the end of period exchange rate, except for equity items,
     which are translated at historical rates, in accordance with SFAS 52.

     j) Research & development Research and development expenses are expensed in
     the period incurred.

     k) Software development costs The software developed by the Company is used
     exclusively by licensors of the Company's technology.  As such, the Company
     is not selling the software. Costs incurred in developing the software have
     been expensed in the period in which incurred.

     l) VAT tax receivable In France the  government  charges a Value Added Tax,
     (VAT),  that is  similar  to sales tax in the US.  There  are  three  major
     differences.  First is that VAT is charged at each point of sale. Second is
     that there are no  exemptions  from the  collection of VAT.  Finally,  each
     company files a VAT return with the government monthly reflecting the gross
     VAT  collected  and VAT paid.  If the VAT paid is  greater  than the amount
     collected,  the Company receives a refund from the government approximately
     five months later.

     m) Interim  financial  information  The  financial  statements  for the six
     months  ended  June  30,  2004  and  2003 are  unaudited  and  include  all
     adjustments  which in the  opinion of  management  are  necessary  for fair
     presentation,  and such  adjustments are of a normal and recurring  nature.
     The results for the six months are not indicative of a full year results.

(2)  Stockholders'  Equity  The  Company  has  authorized  50,000,000  shares of
     $0.0001 par value common stock and  10,000,000  shares of $0.0001 par value
     preferred  stock.  Rights and  privileges of the preferred  stock are to be
     determined  by the Board of Directors  prior to  issuance.  The Company had
     21,500,000  shares of common stock issued and  outstanding  at December 31,
     1998 and  September  30,  1999.  In  September  1997,  the  Company  issued
     9,000,000 shares to its founder for services rendered to the Company valued
     at $9,000.  In April 1998,  the Company  completed a  Regulation D Rule 504
     Placement for 1,757,376 shares in exchange for $17,574 cash. In April 1998,
     a majority  shareholder  donated  9,000,000  shares of common  stock to the
     Company.  In June 1998,  9,000,000  shares were issued for $32,500 in cash.
     During the third quarter of 1998,  the Company issued  2,700,000  shares of
     common stock for $54,000 in cash. In December 1998,  9,557,376  shares were
     donated to the Company.  In December 1998,  the Company  issued  14,160,000
     shares for 26,326 of the 26,336 shares issued and  outstanding of ELVA, SA,
     a French corporation.  Additionally,  in conjunction with this acquisition,
     the Company  issued  3,440,000  shares to a third party in  settlement of a
     $204,550 loan the third party had made to ELVA,  SA. As the common stock of
     the Company was not listed at the date of acquisition,


                                       F-8

<PAGE>



                            Elva International, Inc.
                   Notes to Consolidated Financial Statements

(2)  Stockholders'  Equity  (Continued)  the fair  value of the stock  issued to
     settle this debt was not  determinable  and the Company  elected to use the
     loan amount outstanding to value this transaction.

     In July  2000,  the  Company  sold  3,490,000  shares of common  stock to a
     British  Virgin  Islands  investment  company in exchange for $1,139,893 in
     cash. In July 2000,  the Company sold 300,000  shares of common stock to an
     individual  in  exchange  for  $97,985 in cash.  In July 2000,  the Company
     agreed  to  exchange  1,720,000  shares of common  stock  for  $557,477  of
     existing  long-term debt. All three of these transactions were concluded at
     $0.3266  per share.  On October 5, 2000,  the  stockholders  of the Company
     voted to  increase  the number of  authorized  shares of common  stock from
     50,000,000 to 100,000,000  with no change in par value. In conjunction with
     the increase in the authorized shares, the Company issued 27,010,000 shares
     of common  stock to effect a two for one  forward  split of the then issued
     and outstanding shares.

     In June 2001, the Company  completed a 1 for 10 reverse split of its shares
     of common stock.  5,402,000  shares were issued and  outstanding  following
     this action.  In May 2001, the Company sold 1,250,000  shares of restricted
     common stock to a company  controlled  by the new  President of the Company
     for $200,000 in cash, or $0.16 per share.  In June 2001,  the new President
     of the  Company  was  issued  646,500  restricted  common  shares  as  sole
     compensation  for the four-year  term of his  employment  agreement.  These
     shares were valued at $0.16 per share, at the same price per share as those
     he purchased for cash, or a total of $103,440.  In August 2001, the Company
     issued 135,000 shares for services valued at $270,000,  or $2.00 per share.
     In November 2001,  the Company  issued 129,082 shares of restricted  common
     stock to convert $17,488 of debt of ELVA, SA. In November and December, the
     Company issued 3,168,640 shares of restricted  common stock in exchange for
     $386,683 in cash.

     In March 2002, the Company issued 20,000 shares of restricted  common stock
     to a former  employee for services.  These shares were valued at 50% of the
     then market value, or $0.175 per share, for a total value of $3,500. In May
     2002,  the Company sold  1,831,538  shares of  restricted  common stock for
     $270,000  in cash,  or $0.147 per share.  In July 2002,  the  Company  sold
     3,333,333 shares of restricted  common stock for $500,000 in cash, or $0.15
     per  share.  In  September  2002,  the  Company  issued  100,000  shares of
     restricted  common  stock  for  services,  valued at $0.15  per  share.  In
     November 2002,  the Company sold 666,666 shares of restricted  common stock
     in exchange for $200,000 in cash, or $0.30 per share. In December 2002, the
     Company  sold  200,000  shares of  restricted  common stock in exchange for
     $100,000 in cash,  or $0.50 per share.  The cash  purchaser in November and
     December was the same entity.

     In  January  and  February  2003,  the  Company  sold  1,000,000  shares of
     restricted  common  stock  in  exchange  for  $200,000  in cash and a stock
     subscription  of $100,000,  or $0.30 per share,  to the same investor as in
     the fourth quarter.  In April 2003, the Company received the $100,000 stock
     subscription receivable in cash.

     In the  second  quarter  2004,  the  Company  issued  3,484,614  shares  of
     restricted  common  stock in exchange  for  $197,580 in cash , or $0.06 per
     share. In the second quarter 2004, the Company issued  1,043,625  shares of
     restricted  common stock in exchange  for$41,745 of existing  related party
     debt, or $0.04 per share.


(3)  Income  Taxes  Deferred  income taxes  (benefits)  are provided for certain
     income and expenses which are  recognized in different  periods for tax and
     financial  reporting  purposes.  The Company had net operating  loss carry-
     forwards for income tax purposes of approximately $5,237,400,  which expire
     $68,000 on December  31, 2011,  $132,000 on December 31, 2117,  $232,000 on
     December 31, 2118,  $724,000 on December 31, 2119,  $1,164,000  on December
     31, 2020,  $1,378,300 on December 31, 2021,  $897,900 on December 31, 2022,
     $578,400 on December 31, 2023 and $62,600 on December 31, 2024.

     The amount recorded as deferred tax asset cumulative as of June 30, 2004 is
approximately $2,092,000 which

                                       F-9

<PAGE>



                            Elva International, Inc.
                   Notes to Consolidated Financial Statements

(3)  Income Taxes (Continued)  represents the amount of tax benefits of the loss
     carry-forwards.  The Company has established a valuation allowance for this
     deferred  tax  asset  of  $2,092,000,  as the  Company  has no  history  of
     profitable operations. The significant components net deferred tax asset as
     of March 31, 2004 are:


        Net operating losses           $          2,092,000
        Valuation allowance                      (2,092,000)
                                       --------------------
        Net deferred tax asset         $                  0
                                       ====================

     The Company's  subsidiary,  ELVA, SA, applied for research and  development
     income tax credits with the French  government for the years ended December
     31, 2001, 2000, 1999 and 1998. The credits are applied for on the Company's
     annual income tax return in mid-1999,  2000 and 2001.  The amounts  applied
     for were approximately $88,600, $104,500,  $94,800, $15,300 and $94,400 for
     2001, 2000, 1999, 1998 and 1997, respectively.  In the 4th quarter of 1999,
     2000 and 2001,  ELVA,  SA was  notified  by the  French  government  of the
     approval of the application for 1997, 1998 and 1999, respectively, and that
     payment by the  government  would occur in late 2002 and 2003.  The Company
     sold the 1997  receivable to its bank on a  non-recourse  basis in exchange
     for cash in the amount of $94,400.  The Company received the 2000 credit in
     2003 in the amount of  approximately  $100,000 It is now expected  that the
     government  will  approve  the 2001  credit.  They are  expected to be paid
     $117,000 in 2004.  In 1996,  ELVA,  SA entered its  technology in an annual
     technology competition. This competition is administered by ANVAR, a French
     quasi-governmental  agency  established  to reward  technology  advances by
     French commercial  enterprises.  Elva received one of the awards from ANVAR
     for its technology.  The Company believes, based on the foregoing,  that is
     more  likely  than not that the  Company  will  receive  these  ongoing tax
     credits from the French  government.  These  credits  reduce the income tax
     benefit of its net operating loss  carry-forwards for the French subsidiary
     on a one-for-one basis.

(4)  Going  Concern  As  shown  in  the  accompanying   consolidated   financial
     statements,  the Company  incurred net losses totaling  $62,600 for the six
     months  ended  June 30,  2004,  and  reflects  a  stockholders'  equity  of
     approximately   $33,100  as  of  June  30,  2004.  These  conditions  raise
     substantial  doubt as to the  ability of the Company to continue as a going
     concern.  The  ability of the  Company to  continue  as a going  concern is
     dependent  upon  increasing  sales and  obtaining  additional  capital  and
     financing.  The Company has  retained a registered  broker/dealer  to raise
     additional  funds  for the  Company  in an  amount  up to  $2,000,000.  The
     financial statements do not include any adjustments that might be necessary
     if the Company is unable to continue as a going concern.

(5)  Related Party Transactions
     (a) Patents The Company  acquired  two French  patents,  Nos.  95-15735 and
     96-01872,  from the founders of ELVA,  SA for 21,069 shares of common stock
     of ELVA,  SA  valued  at  $320,700,  based on their  historical  cost,  and
     approximately  $3,333  per month  for the life of the  patents  as  royalty
     payments,  beginning in March 1997.  These ELVA, SA shares were part of the
     original  issue  shares of ELVA,  SA and,  accordingly,  had no fair market
     value at that time. After  approximately 8 months, the principals  realized
     that  the  Company  did not  have the  cash  flow to  continue  to make the
     payments  to them  and  continue  to  develop  the  marketing  efforts  and
     suspended  the  payments.  In February  1999,  the Company and the founders
     entered into a new agreement which called for total  additional  payment of
     approximately  $116,700,  with an initial payment of approximately $25,000,
     and quarterly payments of approximately  $11,500,  beginning on February 1,
     2000.  This  new  agreement  also  encompassed  the  international   patent
     application  filed with the World  Organization of  Intellectual  Property,
     principally for the US, Canada,  Europe and Japan. It also  encompasses the
     trademark "VOCALID", No. 96-605347, registered at INPI January 11, 1996.

     (b) Long-term debt In 1998, ELVA, SA received approximately $204,500 from a
     third party as a loan.  In December  1998,  as part of the reverse  merger,
     Elva,  Inc. issued  3,440,000  shares of common stock in settlement of this
     debt.  In March,  May and  September  1999 and March  and July  2000,  ELVA
     received additional

                                      F-10

<PAGE>


                            Elva International, Inc.
                   Notes to Consolidated Financial Statements

(5)  Related Party Transactions (Continued)
     (b) Long-term debt, (continued) traunches of this loan from the now related
     party in the total  amount of  approximately  $650,000.  In July 2000,  the
     Company  entered  into an  agreement  with the holder of its related  party
     long-term debt to exchange 1,720,000 shares of common stock for $557,477 of
     the  existing  long-term  debt,  and  paid  off the  remaining  balance  of
     approximately  $90,000  in  cash.  The  Company  also  received  a  $16,000
     conditional  loan from an unrelated  company  under which the Company would
     not be liable  for  repayment  if the  Company  hired at least  one  former
     technical employee of the other company. The Company has not done so and is
     repaying this loan at a rate of $3,000 per year. The repayment  schedule is
     per the original agreement.

(6)  Commitments  The  Company is  committed  under an  operating  lease for its
     office  space.  The  Company is  obligated  under this lease for its office
     space for  payments  of $33,000 in 2004.  The  Company  can, at its option,
     elect to extend this lease for up to one additional three-year period.

(7)  Concentration of Customers The Company's sole source of revenue to date has
     been one customer, a US based company. Accordingly, its revenue and related
     accounts receivable at all periods presented are all related to this single
     source. The Company is endeavoring to expand its customer base.

(8)  Patent License In 1997, the Company  entered into a  non-exclusive  license
     with a US company,  Atmel  Corp.,  to license  the  Company's  patent.  The
     Company  received an initial  license fee of $100,000,  and will receive an
     additional  $50,000 fee once the 10  millionth  unit is delivered by Atmel.
     The Company also receives a royalty per total units sold:


                Quantity         First 1 mm   To 10 mm   To 100 mm   Over 100 mm
                                ------------ ---------- ----------- ------------
Unit price less than $0.51         $0.02       $0.015     $0.01      $0.0005
Unit price greater than $0.50      $0.025      $0.02      $0.015     $0.01

(9)  Conditional   Government   Subsidies  The  Company  has  received   several
     government grants which are conditional as to repayment.  The grants are to
     be applied as  reductions  of  salaries  and  employment  taxes paid to new
     employees.  They are  intended by the  government  to induce  increases  in
     employment,  as France has experienced high  unemployment over the last few
     years. The Company had been increasing  employment and applying accumulated
     grants as offsets to salary  expense and, at present,  is not yet obligated
     to repay any of these  grants.  Even though the Company  decreased  overall
     employment  in 2003,  the  employee  category  for which  these  grants are
     intended  has not been  decreased.  The  Company  does not expect to have a
     repay any of the grant amounts.  These grants, if required to be repaid, do
     not  require  the  payment of  interest.  The term for adding the  required
     employees under these grants is three years.

                                      F-11

<PAGE>


Item 2. Management's Plan of Operation

General

In the  second  quarter  of 2004,  the  Company  sold  3,484,614  shares  of its
restricted common stock to three unaffiliated parties for $197,580 in cash.

12 Month Plan of Operation

The  Company's  plan of  operations  for  the  next  twelve  (12)  months  is to
continually  refine its strategy for  capitalizing  on recent  trends within the
Smart Card industry and to exploit such trends to its advantage.  The Company is
currently developing new and varied VocaliD(R) Smart Card systems,  concepts and
ventures.  Thanks to the I-Proved web site, VocaliD(R) Smart Card related to web
communication  is  enhanced.  This new web site  offers a  different  and a more
complete one stop  information  source to the industry and future  clients.  The
Company  believes it can capitalize on the general  Internet trend of increasing
consumer  usage  and  increasing  levels  of  e-commerce   transactions  through
providing  the market the  Company's  VocaliD(R)  Smart Card,  which the Company
believes will increase  e-transaction related to security and trust. The Company
believes that it is well positioned to profit from such opportunities.

The Company's  business  strategy is to develop its VocaliD(R) Smart Card system
to provide  consumers  with versatile  high quality,  easy to use,  personal and
secure communications and transactions. The Company believes the ease of use and
versatility of its online Smart Card system will differentiate  itself among the
array of "off line  only"  smart  card  options  and that  this  differentiation
strategy will allow it to carve out a profitable market niche.

The Company plans to seek out strategic alliances,  joint venture partners,  and
business  partners with other  high-technology  firms in which shared  resources
could provide enhanced  shareholder value. The Company plans to continually scan
the environment for such partnering opportunities.  Particular attention will be
paid  to the  possibilities  of  developing  international  corporate  strategic
alliances,  partnering with successful  U.S.North American technology firms, and
finding  merger  and  acquisition   candidates  or  counter-parties  with  firms
operating in the U.S. and/or abroad.

Results of Operations -For the Three and Six Months Ended June 30, 2004 and 2003

Financial Condition, Capital Resources and Liquidity

For the  second  quarter  ended  June 30,  2004 and  2003 the  Company  recorded
revenues of $106,300 and $4,900, respectively. For the six months ended June 30,
2004  and  2003,  the  Company   recorded   revenues  of  $167,900  and  $19,600
respectively.



                                       14
<PAGE>


For the second  quarter  ended  June 30,  2004 and 2003 the  Company  had salary
expenses of $38,100 and  $140,000,  respectively.  For the six months ended June
30,  2004 and 2003,  the Company  had salary  expenses of $78,100 and  $288,400,
respectively.

For the  second  quarter  ended June 30,  2004 and 2003,  the  Company  had on a
consolidated unaudited basis general and administrative  expenses of $61,400 and
$41,600,  respectively.  For the six months  ended June 30,  2004 and 2003,  the
Company  had  on a  consolidated  unaudited  basis  general  and  administrative
expenses of $119,600 and $124,700, respectively.

For the  second  quarter  ended June 30,  2004 and 2003,  the  Company  had on a
consolidated  unaudited basis total operating expenses of $113,200 and $195,100,
respectively.  For the six months ended June 30, 2004 and 2003,  the Company had
on a  consolidated  unaudited  basis total  operating  expenses of $228,100  and
$522,400, respectively.

Net Losses

For the second quarter ended June 30, 2004 and 2003, the Company  reported a net
loss from  operations  excluding  foreign  currency  translation  of $8,100  and
$195,000,  respectively.  For the six months  ended June 30, 2004 and 2003,  the
Company  reported  a  net  loss  from  operations   excluding  foreign  currency
translation of $62,600 and $508,000, respectively.

The ability of the Company to continue as a going concern is dependent  upon its
ability to obtain clients who will utilize the Company's  VocaliD(R) product and
whether  the Company  can  attract an  adequate  number of clients.  The Company
believes  that in order to be able to expand its initial  operations in terms of
sales and marketing,  it must establish new offices in the USA and abroad,  hire
staff and acquire  through  purchase or lease  computer and office  equipment to
maintain accurate financial accounting and client data.

To implement such plan,  also during this initial phase,  the Company intends to
initiate a self- directed private placement under Rule 506 in order to raise the
funds required by its development among which the financial means related to new
staff,  equipment and offices.  No underwriters have been contacted and no known
investors have been  contacted  with respect to such fund raising.  In the event
such placement is successful,  the Company believes that it will have sufficient
operating  capital to meet the initial expansion goals and operating costs for a
period of one year.

Employees

The manpower has been reduced to 3 people:  3 managers.  Our future  performance
depends in significant part upon the continued  service of our key technical and
management  personnel,  and our continuing  ability to attract and retain highly



                                       15
<PAGE>



qualified and motivated  personnel in all areas of our  operations.  Competition
for such  personnel is intense.  We provide no assurance  that we can retain key
managerial and technical employees or that we can attract,  assimilate or retain
other  highly  qualified   personnel  in  the  future.  Our  employees  are  not
represented  by a labor union.  We have not  experienced  any work stoppages and
consider our employee relations to be good.

The  Company  will  attempt  to  maintain  diversity  within  its  customer  and
advertising base in order to decrease its exposure to downturns or volatility in
any particular market segment. As part of this selection  strategy,  the Company
intends to offer its services to those  consumers and strategic  partners  which
have  a  reputation  for  reputable  dealings  and,  eliminating  customers  and
advertisers that it believes  present a higher credit risk. Where feasible,  the
Company will evaluate  beforehand each customer,  supplier,  partner,  strategic
partner, and advertiser for their creditworthiness.

Research and Development Plans

A new R&D strategy is being  currently  studied and will be issued by the end of
2004.  Our  main  goal  is to  enhance  the  technology  features  in  terms  of
personalization,  security, multi application, multi platform and product costs.
For that purpose, chip design-based positioning and software development related
to resources will be accurately refined.

Investments  related to the manufacturing  process have stopped as VocaliD smart
cards are currently manufactured by Sagem, the Company's subcontractor.

                           Forward-Looking Statements

This Form 10-QSB  includes  "forward-looking  statements"  within the meaning of
Section 27A of the  Securities  Act of 1933, as amended,  and Section 21E of the
Securities  Exchange  Act of  1934,  as  amended.  All  statements,  other  than
statements of historical  facts,  included or  incorporated by reference in this
Form 10-QSB which address  activities,  events or developments which the Company
expects or anticipates will or may occur in the future, including such things as
future capital expenditures  (including the amount and nature thereof),  finding
suitable merger or acquisition candidates, expansion and growth of the Company's
business and operations, and other such matters are forward-looking  statements.
These  statements  are based on certain  assumptions  and  analyses  made by the
Company in light of its  experience  and its  perception of  historical  trends,
current conditions and expected future  developments as well as other factors it
believes are appropriate in the circumstances.  However,  whether actual results
or developments will conform with the Company's  expectations and predictions is



                                       16
<PAGE>



subject  to a number of risks and  uncertainties,  general  economic  market and
business  conditions;  the business  opportunities (or lack thereof) that may be
presented  to and pursued by the  Company;  changes in laws or  regulation;  and
other   factors,   most  of  which  are  beyond  the  control  of  the  Company.
Consequently, all of the forward-looking statements made in this Form 10-QSB are
qualified by these cautionary  statements and there can be no assurance that the
actual results or  developments  anticipated by the Company will be realized or,
even if substantially  realized, that they will have the expected consequence to
or effects on the Company or its business or operations.  The Company assumes no
obligations to update any such forward-looking statements.


Item 3. Controls and Procedures

The  Company's  Chief  Executive   Officer  and  Chief  Financial  Officer  have
concluded,  based on an evaluation  conducted within 90 days prior to the filing
date of this  Quarterly  Report on Form 10-QSB,  that the  Company's  disclosure
controls and  procedures  have  functioned  effectively  so as to provide  those
officers the information necessary whether:

     (i) this Quarterly Report on Form 10-QSB contains any untrue statement of a
material fact or omits 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 Quarterly  Report on Form
10-QSB, and

     (ii) the financial statements,  and other financial information included in
this Quarterly  Report on Form 10-QSB,  fairly present in all material  respects
the financial condition,  results of operations and cash flows of the Company as
of, and for, the periods presented in this Quarterly Report on Form 10-QSB.

There have been no significant  changes in the Company's internal controls or in
other  factors  since  the  date of the  Chief  Executive  Officer's  and  Chief
Financial Officer's  evaluation that could  significantly  affect these internal
controls,   including  any  corrective   actions  with  regards  to  significant
deficiencies and material weaknesses.



                                     PART II


Item 1. Legal Proceedings.

From time to time, we may be involved in litigation  relating to claims  arising
out of our  operations  in the normal  course of  business.  The  Company is not
currently a party to any legal proceedings.



                                       17
<PAGE>


The French court has decided that ELVA S.A,  which is the Company's  subsidiary,
must refund Mr. Cedric Colnot's current account.


Item 2. Changes in Securities and Use of Proceeds

In the period  April-June  2004 the Company sold a total of 3,484,614  shares of
its restricted common stock for total cash  consideration of $197,580,  or $0.06
per share.  In addition,  the Company issued a total of 1,043,625  shares of its
restricted common stock for reduction of related party debt totaling $41,745, or
$0.04 per share. Each issuance was exempt from  registration  under Section 4(2)
of the Securities Act of 1933, and Section 506 of Regulation D.


Item 3. Defaults in Senior Securities

None


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

No matter was  submitted,  during the quarter  ending June 30, 2004,  covered by
this report, to a vote of the Company's  shareholders,  through the solicitation
of proxies or otherwise.


Item 5. Other Information

None.


Item 6. Exhibits and Reports on Form 8-K

     (a) The exhibits  required to be filed  herewith by Item 601 of  Regulation
S-B, as described in the following index of exhibits, are incorporated herein by
reference, as follows:

Exhibit no.       Descriptions
---------         -----------------------

3(i).1   [1]   Articles of Incorporation effective August 15, 1997.

3(i).2   [1]   Amended Articles of Incorporation filed January 29, 1999.

3(i).3   [2]   Amended Articles of Incorporation filed November 2000.

3(i).4   [2]   Amended Articles of Incorporation filed March 2001.



                                       18
<PAGE>


3(i).5   [2]   Articles of  Association  of ELVA ASIA PTE LTD effective  October
               30, 2000.

3(ii).1  [1]   Bylaws.

5.1      [3]   Opinion of Mintmire &Associates.

10.1     [1]   Letter of Intent between the Company and ELVA, SA. Dated December
               19, 1998.

10.2     [2]   Lease Agreement for California.

10.3     [2]   Lease Agreement for Asian office for ELVA ASIA PTE LTD.

10.4     [3]   Elva  International,  Inc.  Year 2001  Employee/Consultant  Stock
               Compensation Plan (formerly Exhibit 10.1 and Exhibit 10.6).

10.5     [4]   Perrot, Ltd. Services Agreement dated May 1, 2001 (formerly filed
               as Exhibit 10.4).

10.6     [4]   Perrot, Ltd.  Supplemental  Agreement dated May 1, 2001 (formerly
               filed as Exhibit 10.5).

10.7     [5]   Non-Exclusive  Manufacturing Agreement dated December 6, 2001 (in
               French).

10.8     [6]   I-PROVED Agreement dated May 5, 2003.

10.9     [7]   Consulting  Agreement with Matthews Morris  &Company,  Inc. dated
               January 2, 2003.

23.1     [3]   Consent of Durland &Company, CPAs, P.A.

23.2     [3]   Consent of Mintmire  &Associates  (contained in the opinion filed
               as Exhibit 5.1).

31.1      *    Section 302 Certification.

32.1      *    Section 906 Certification pursuant to 18 U.S.C. 1350.
-------------------------------------------------

*    Filed herewith.

[1]  Previously filed as an exhibit to the Company's  Registration  Statement on
     Form 10-SB January 27, 2000.
[2]  Previously  filed as an  exhibit  to the  Company's  Annual  Report on Form
     10-KSB filed April 16, 2001.



                                       19
<PAGE>



[3]  Previously filed as an exhibit to the Company's  Registration  Statement on
     Form S-8 July 13, 2001.
[4]  Previously  filed as an exhibit to the Company's  Quarterly  Report on Form
     10-QSB filed August 14, 2001.
[5]  Previously  filed as an  exhibit  to the  Company's  Annual  Report on Form
     10-KSB filed April 15, 2002.
[6]  Previously  filed as an  exhibit  to the  Company's  Annual  Report on Form
     10-KSB filed April 15, 2003.
[7]  Previously  filed as an exhibit to the Company's  Quarterly  Report on Form
     10-QSB filed May 20, 2003.
*    Filed herewith

     (b) No Reports on Form 8-K have been filed.


                                   SIGNATURES



In  accordance  with  Section 13 or 15(d) of the Exchange  Act,  the  registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                            Elva International, Inc.
                               ------------------
                                  (Registrant)


Date:    August 23, 2004


                            /s/ Eric Danon
                            ---------------------------------------------------
                            Eric Danon, President, CEO & Director


                            /s/ Serge Parienti
                            ---------------------------------------------------
                            Serge Parienti, VP and Director


                            /s/ Patrick Misko
                            ---------------------------------------------------
                            Patrick Misko, VP and Director






                                       20