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

                                   FORM 10-QSB

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

                                     1-9370

                            (COMMISSION FILE NUMBER)

                  FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2004

                                       OR

                            [ ] FEMINIQUE CORPORATION

             (Exact Name of Registrant as Specified in the Charter)

          DELAWARE                                              13-3186327
(State of Other Jurisdiction                                 (I.R.S. Employer
      of Incorporation)                                   Identification Number)

                            140 Broadway, 46th Floor
                            New York, New York 10005
                                  212-858-7590

Check whether the Registrant (1) has filed all reports required 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 [ ]

As of March 31, 2004, there were 75,000,000 shares of the Registrant's Common
Stock, $0.001 par value per share, outstanding.

          TRANSITIONAL SMALL BUSINESS DISCLOSURE FORMAT YES [ ] NO [X]
          ------------------------------------------------------------

<PAGE>

                              FEMINIQUE CORPORATION

                  FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2004

                                TABLE OF CONTENTS

PART I    FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION &
          OPERATIONS RISK FACTORS

ITEM 3.   CONTROLS AND PROCEDURES

PART II   OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS

ITEM 2.   CHANGES IN SECURITIES AND USE OF PROCEEDS

ITEM 3.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

ITEM 4.   OTHER INFORMATION

ITEM 5.   EXHIBITS AND REPORTS ON FORM 8-K

SIGNATURE

THIS REPORT CONTAINS FORWARD-LOOKING STATEMENTS THAT INVOLVE RISKS AND
UNCERTAINTIES. SUCH STATEMENTS ARE BASED ON CURRENT EXPECTATIONS, ASSUMPTIONS,
ESTIMATES AND PROJECTIONS ABOUT THE COMPANY AND ITS INDUSTRY. FORWARD-LOOKING
STATEMENTS ARE SUBJECT TO KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER
FACTORS THAT MAY CAUSE ACTUAL RESULTS, LEVELS OF ACTIVITY, PERFORMANCE,
ACHIEVEMENTS AND PROSPECTS TO BE MATERIALLY DIFFERENT FROM THOSE EXPRESSED OR
IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. THE COMPANY UNDERTAKES NO OBLIGATION
TO UPDATE PUBLICLY ANY FORWARD-LOOKING STATEMENTS FOR ANY REASON EVEN IF NEW
INFORMATION BECOMES AVAILABLE OR OTHER EVENTS OCCURRING IN THE FUTURE.


                                       2
<PAGE>


                     FEMINIQUE CORPORATION AND SUBSIDIARIES

                             CONDENSED CONSOLIDATED
                        FINANCIAL STATEMENTS - UNAUDITED

                FOR THE SIX MONTHS ENDED MARCH 31, 2004 AND 2003



CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - UNAUDITED:


      Balance Sheet of March 31, 2004 - Unaudited                          Pages
                                                                            4-5

      Statement of Income (Operations) For the Six Months and
      Three Months Ended March 31, 2004 and 2003 - Unaudited                 6

      Statement of Cash Flows For the Six Months
      Ended March 31, 2004 and 2003 - Unaudited                              7

      Notes to Condensed Consolidated Financial Statements                 8-15


                                       3
<PAGE>

                     FEMINIQUE CORPORATION AND SUBSIDIARIES
                CONDENSED CONSOLIDATED BALANCE SHEET - UNAUDITED
                                 MARCH 31, 2004

                                     ASSETS

CURRENT ASSETS
  Cash                                                              $    131,831
  Finance receivables-short term                                         271,625
  Other receivables                                                       58,793
  Prepaid expenses and other current assets                                5,316
                                                                    ------------

              TOTAL CURRENT ASSETS                                       467,565
                                                                    ------------

OTHER ASSETS
  Finance receivables-long term                                          540,787
                                                                    ------------

              TOTAL OTHER ASSETS                                         540,787
                                                                    ------------

TOTAL ASSETS                                                        $  1,008,352
                                                                    ============

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

                                       4
<PAGE>

                     FEMINIQUE CORPORATION AND SUBSIDIARIES
          CONDENSED CONSOLIDATED BALANCE SHEET (CONTINUED) - UNAUDITED
                                 MARCH 31, 2004


CURRENT LIABILITIES
   Current portion of long term debt                               $    985,000
   Accounts payable - Trade                                              23,958
   Accrued expenses                                                       1,201
                                                                   ------------

          TOTAL CURRENT LIABILITIES                                   1,010,159
                                                                   ------------


TOTAL LIABILITIES                                                     1,010,159

STOCKHOLDERS' DEFICIT
   Common stock, par value $.001 per share;                              75,000
       authorized 75,000,000 shares issued and outstanding at
       March 31, 2004
   Additional paid-in capital                                        36,301,541
   Accumulated deficit                                              (35,433,736)
   Less: treasury stock, at cost (103,432 shares)                      (944,612)
                                                                   ------------

          TOTAL STOCKHOLDERS' DEFICIT                                    (1,807)
                                                                   ------------

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                        $  1,008,352
                                                                   ============


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

                                       5
<PAGE>

                     FEMINIQUE CORPORATION AND SUBSIDIARIES
       CONDENSED CONSOLIDATED STATEMENT OF INCOME (OPERATIONS) - UNAUDITED
           FOR THE SIX AND THREE MONTHS ENDED MARCH 31, 2004 AND 2003

<TABLE>
<CAPTION>
                                             FOR THE SIX MONTHS ENDED        FOR THE THREE MONTHS ENDED
                                                     MARCH 31,                        MARCH 31,
                                               2004            2003             2004            2003
                                           ------------    ------------     ------------    ------------
REVENUES
<S>                                        <C>             <C>              <C>             <C>
    ROYALTY INCOME                         $     20,000    $     21,904     $         --    $         --
    FINANCING INCOME                            127,791              --          127,791              --
                                           ------------    ------------     ------------    ------------
              TOTAL INCOME                      147,791          21,904          127,791              --

COSTS AND EXPENSES
    Selling, general and administrative         135,098          50,000           56,656              --
                                           ------------    ------------     ------------    ------------
              TOTAL COSTS AND EXPENSES          135,098          50,000           56,656              --
                                           ------------    ------------     ------------    ------------

NET INCOME (LOSS) BEFORE OTHER INCOME            12,693         (28,096)          71,135              --

OTHER INCOME
   Other income                                     244           1,269              184             474
                                           ------------    ------------     ------------    ------------
              TOTAL OTHER INCOME                    244           1,269              184             474
                                           ------------    ------------     ------------    ------------

NET INCOME (LOSS) AFTER OTHER INCOME       $     12,937    $    (26,827)    $     71,319    $        474
                                           ============    ============     ============    ============

BASIC AND DILUTED INCOME (LOSS)
PER COMMON SHARE                           $      0.001    $     (0.002)    $      0.001    $         --
                                           ============    ============     ============    ============

AVERAGE WEIGHTED OUTSTANDING SHARES
OF COMMON STOCK                              43,346,077      25,005,733       59,691,198      25,005,733
                                           ============    ============     ============    ============
</TABLE>

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

                                       6
<PAGE>

                     FEMINIQUE CORPORATION AND SUBSIDIARIES
           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - UNAUDITED
                FOR THE SIX MONTHS ENDED MARCH 31, 2004 AND 2003

<TABLE>
<CAPTION>
                                                               2004             2003
                                                           ------------     ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                        <C>              <C>
  Net Income (loss)                                        $     12,937     $    (26,827)
ADJUSTMENTS TO RECONCILE NET INCOME (LOSS) TO
NET CASH (USED IN) OPERATING ACTIVITIES:

CHANGES IN CERTAIN ASSETS AND LIABILITES
(Increase) in Finance Receivables                              (812,412)              --
(Increase) in Other receivables                                 (58,793)
(Decrease) Accounts payable - Trade                             (24,485)    $   (115,374)
(Increase) Accrued Expenses                                       1,200               --
                                                           ------------     ------------

          NET CASH (USED IN) OPERATING ACTIVITIES              (881,553)        (142,201)
                                                           ------------     ------------

CASH FLOWS FROM FINANCING ACTIVITES
Proceeds from notes payable                                     985,000
Issuance of Common Stock                                          7,100               --
                                                           ------------     ------------

              Net cash provided by financing activities         992,100               --

NET INCREASE (DECREASE) IN CASH                                 110,547         (142,201)

CASH AND CASH EQUIVALENTS - BEGINNING OF YEAR                    21,284          303,683
                                                           ------------     ------------

CASH AND CASH EQUIVALENTS - END OF PERIOD                  $    131,831     $    161,482
                                                           ============     ============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
  Issuance of Common Stock for:
   Conversion of accounts payable and accrued expenses     $    529,933     $         --
                                                           ============     ============

   Conversion of accrued expenses                          $     89,538     $         --
                                                           ============     ============

   Conversion of notes payable                             $    137,000     $         --
                                                           ============     ============

   Conversion of debentures payable                        $    575,000     $         --
                                                           ============     ============
</TABLE>


          The accompanying notes are an integral part of the condensed
                        consolidated financial statements

                                       7
<PAGE>

                     FEMINIQUE CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             MARCH 31, 2004 AND 2003


NOTE 1-  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

          A.   THE COMPANY AND PRESENTATION

          The condensed consolidated unaudited interim financial statements
          included herein have been prepared by Feminique Corporation and
          Subsidiaries (the "Company") without audit, pursuant to the rules and
          regulations of the Securities and Exchange Commission (the "SEC").
          Certain information and footnote disclosures normally included in the
          financial statements prepared in accordance with accounting principles
          generally accepted in the United States of America have been condensed
          or omitted as allowed by such rules and regulations, and the Company
          believes that the disclosures are adequate to make the information
          presented not misleading. It is suggested that these condensed
          consolidated financial statements be read in conjunction with the
          September 30, 2003 audited consolidated financial statements and the
          accompanying notes thereto. While management believes the procedures
          followed in preparing these condensed consolidated financial
          statements are reasonable, the accuracy of the amounts are in some
          respects dependent upon the facts that will exist, and procedures that
          will be accomplished by the Company later in the year.

          The management of the Company believes that the accompanying unaudited
          condensed consolidated financial statements contain all adjustments
          (including normal recurring adjustments) necessary to present fairly
          the operations, changes in stockholders' equity (deficit), and cash
          flows for the periods presented.

          In August 2000, the Company and its subsidiary Quality Health
          Products, Inc. filed for reorganization under Chapter 11 of the United
          States bankruptcy Code which was confirmed July 28, 2003 (See Note 8).

          On November 25, 2003, the Company incorporated a wholly owned
          subsidiary Receivable Acquisition and Management Corp of New York
          ("Ram"). This corporation plans to purchase, manage and collect
          defaulted consumer receivables.

          B.   FINANCE RECEIVABLES

          The Company on December 15, 2003, acquired defaulted consumer
          receivable portfolios for $569,071 with a face value of $15,985,138.
          Another portfolio with face value of $18,944,048 was acquired for
          $331,501. The Company accounts for its investment in finance
          receivables under the guidance of Statement of Position ("SOP") 03-3,
          "Accounting for Loans or Certain Debt Securities Acquired in a
          Transfer." The Company has chosen to accept early adoption of this
          SOP. This SOP limits the yield that may be accreted (accretable yield)
          to the excess of the Company's estimate of undiscounted expected
          principal, interest and other cash flows (cash flows expected at the
          acquisition to be collected) over the Company's initial investment in
          the finance receivables. Subsequent increases in cash flows expected
          to be collected are recognized prospectively through adjustment of the
          finance receivables yield over its remaining life. Decreases in cash
          flows expected to be collected are recognized as impairment to the
          finance receivable portfolios. The Company's proprietary collections
          model is designed to track and adjust the yield and carrying value of
          the finance receivables based on the actual cash flows received in
          relation to the expected cash flows.

                                       8
<PAGE>

                     FEMINIQUE CORPORATION AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                             MARCH 31, 2004 AND 2003


NOTE 1 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

          B.   FINANCE RECEIVABLES (CONTINUED)

          In the event that cash collections would be inadequate to amortize the
          carrying balance, an impairment charge would be taken with a
          corresponding write-off of the receivable balance. Accordingly, the
          Company does not maintain an allowance for credit losses.

          The agreements to purchase the aforementioned receivables include
          general representations and warranties from the sellers covering
          account holder death or bankruptcy, and accounts settled or disputed
          prior to sale. The representation and warranty period permitting the
          return of these accounts from the Company to the seller is typically
          90 to 180 days. Any funds received from the seller of finance
          receivables as a return of purchase price are referred to as buybacks.
          Buyback funds are simply applied against the finance receivable
          balance received. They are not included in the Company's cash
          collections from operations nor are they included in the Company's
          cash collections applied to principal amount. Gains on sale of finance
          receivables, representing the difference between sales price and the
          unamortized value of the finance receivables, are recognized when
          finance receivables are sold.

          Changed in finance receivables for the three months ended March 31,
          2004 were as follows:

                                                             Three Months
                                                         Ended March 31, 2004
                                                         --------------------
          Balance at beginning of period                      $  569,071
          Acquisition of finance receivables                     331,500
          Income recognized on finance receivables               127,791
          Cash collections applied to principal                   88,160
          Balance at the end of the period                       812,412
                                                              ----------

          Estimated Remaining Collections ("ERC") *           $2,228,406
                                                              ==========

          * Estimated remaining collection refers to the sum of all future
          projected cash collections from acquired portfolios. ERC is not a
          balance sheet item, however, it is provided for informational
          purposes.

          C.   PRINCIPLES OF CONSOLIDATION

          The condensed consolidated financial statements include the accounts
          of the Company and its subsidiaries. All significant intercompany
          accounts and transactions have been eliminated in consolidation.

                                       9
<PAGE>

                     FEMINIQUE CORPORATION AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                             MARCH 31, 2004 AND 2003


NOTE 1- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

          D.   REVENUE RECOGNITION

          Royalties are recognized where earned. Revenue is recognized based on
          AICPA Statement of Position 03-3, if the management is reasonably
          comfortable with expected recoveries. In the event, recoveries cannot
          be reasonable estimated, the Company will use the "Recovery Method"
          under which revenues are only recognized after the initial investment
          has been recovered.

          E.   DEPRECIATION AND AMORTIZATION

          The Company in 1999 amortized its intangible asset on the
          straight-line method over its estimated useful live of twenty years.
          Beginning in 2000, the Company depreciated its property and equipment
          on the straight-line method for financial reporting purposes. The
          Company adopted FASB 142 which recognizes accounting treatment for
          goodwill and other intangibles. For tax reporting purposes, the
          Company uses the straight-line or accelerated methods of depreciation.

          Expenditures for maintenance, repairs, renewals and betterments are
          reviewed by management and only those expenditures representing
          improvements to plant and equipment are capitalized. At the time plant
          and equipment are retired or otherwise disposed of, the cost and
          accumulated depreciation accounts and the gain or loss on such
          disposition is reflected in operations.

          F.   DEFERRED INCOME TAXES

          Deferred income taxes are provided based on the provisions of SFAS No.
          109, "Accounting for Income Taxes" ("SFAS 109"), to reflect the tax
          effect of differences in the recognition of revenues and expenses
          between financial reporting and income tax purposes based on the
          enacted tax laws in effect at March 31, 2004 and 2003.

          G.   EARNINGS (LOSS) PER SHARE OF COMMON STOCK

          Historical net income (loss) per common share is computed using the
          weighted-average number of common shares outstanding. Diluted earnings
          per share (EPS) includes additional dilution from common stock
          equivalents, such as stock issuable pursuant to the exercise of stock
          options and warrants. Common stock equivalents were not included in
          the computation of diluted earnings per share when the Company
          reported a loss because to do so would be antidilutive for periods
          presented.

                                       10
<PAGE>

                     FEMINIQUE CORPORATION AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                             MARCH 31, 2004 AND 2003


NOTE 1- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

          H.   EARNINGS (LOSS) PER SHARE OF COMMON STOCK

          The following is a reconciliation of the computation for basic and
          diluted EPS:

                                              March 31,       March 31,
                                                2004            2003
                                            ------------    ------------

          Net income (loss)                 $     12,973    $    (26,827)

          Weighted-average common shares
          Outstanding (Basic)                 43,346,077      25,005,733

          Weighted-average common stock
          Equivalents
            Stock options                             --              --
            Warrants                                  --              --
                                            ------------    ------------

          Weighted-average common shares
          Outstanding (Diluted)               43,346,077      25,005,733
                                            ============    ============

          I.   RECENT ACCOUNT PRONOUNCEMENTS

          In June 2001, the FASB issued Statement No. 142 "Goodwill and Other
          Intangible Assets". This Statement addresses financial accounting and
          reporting for acquired goodwill and other intangible assets and
          supersedes APB Opinion No. 17, Intangible Assets. It addresses how
          intangible assets that are acquired individually or with a group of
          other assets (but not those acquired in a business combination) should
          be accounted for in financial statements upon their acquisition. This
          Statement also addresses how goodwill and other intangible assets
          should be accounted for after they have been initially recognized in
          the consolidated financial statements.

          In October 2003, the American Institute of Certified Public
          Accountants issued Statement of Position ("SOP") 03-03, "Accounting
          for Loans or Certain Securities Acquired in a Transfer." This SOP
          proposes guidance on accounting for differences between contractual
          and expected cash flows from an investor's initial investment in loans
          or debt securities acquired in a transfer if those differences are
          attributable, at least in part, to credit quality. This SOP is
          effective for loans acquired in fiscal years beginning after December
          15, 2004. This SOP would limit the revenue that may be accrued to the
          excess of the estimate of expected future cash flows over a
          portfolio's initial cost of accounts receivable acquired. The SOP
          would require that the excess of the contractual cash flows over
          expected cash flows not be recognized as an adjustment of revenue,
          expense, or on the balance sheet. The SOP would freeze the internal
          rate of return, referred to as IRR, originally estimated when the
          accounts receivable are purchased for subsequent impairment testing.
          Rather than lower the estimated IRR if the original collection
          estimates are not received, the carrying value of a portfolio would be
          written down to maintain the original IRR. Increases in expected
          future cash flows would be recognized prospectively through adjustment
          of the IRR over a portfolio's remaining life. The SOP provides that
          previously issued annual financial statements would not need to be
          restated. Management has decided on the early adoption of the
          application of this SOP.

                                       11
<PAGE>

NOTE 2-  FORMATION OF RAMCO INCOME FUND LTD.

          On March 23, the Company gained approval from Bermuda Monetary
          authority for Ramco Income Fund, Ltd. The fund will invest in
          portfolios of charged off consumer and commercial receivables. The
          Company is the investment manager and owns 100% of the voting shares.
          The fund is structured to issue 3 year preference shares to investors
          at 8% dividend and redemption premium starting at 7% in Year 1 and
          rising to 9% in Year 3. The Company will receive servicing fee and
          part of the cash flow after the investors are redeemed.

NOTE 3-        NOTES PAYABLE

          A.   On September 15, 1999, the Company borrowed $100,000 from a
               shareholder, evidenced by a convertible promissory note bearing
               interest at 8% per annum with interest payments due on October
               31, 1999, March 31, 2000 and June 1, 2000, the maturity date of
               this note. The Company issued common stock in exchange for the
               discharge of this debt according to the bankruptcy
               reorganization.

          B.   On January 16, 2000, the Company borrowed an additional $37,000,
               the terms and conditions of which are similar to those of the
               preceding $100,000 note. The Company issued common stock in
               exchange for the discharge of this debt according to the
               bankruptcy reorganization.

          C.   On December 2, 2003, the Company borrowed an additional $165,000
               from a shareholder, evidenced by a convertible promissory note
               bearing interest at 7% per annum. The note is due on or before
               January 2, 2005. This note is classified as a short-term note as
               the holder may convert at their discretion. The note is
               convertible into common shares at $0.0134 per share. This note is
               expected to be converted in the quarter ending June 30, 2004.

          D.   On October 2, 2003, the Company borrowed an additional $20,000
               from Artemis Equity Hedge Fund Ltd, evidenced by a convertible
               promissory note bearing interest at 7% per annum. The note is due
               on or before March 30, 2004. This note is classified as a
               short-term note as the holder may convert at their discretion.
               The Company was extended and the Company has received notice to
               convert the note into Preferred Stock.

          E.   On December 11, 2003, the Company borrowed an additional $800,000
               from Artemis Equity Hedge Fund Ltd, evidenced by a convertible
               promissory note bearing interest at 5% per annum. The note is due
               on or before March 31, 2004. This note is classified as a
               short-term note as the holder may convert at their discretion.
               The note may be exchanged into convertible preferred stock with a
               10% dividend. The preferred stock is convertible at $1 per share.
               This note is expected to be converted into preferred stock in the
               quarter ending June 30, 2004

                                       12
<PAGE>

                     FEMINIQUE CORPORATION AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                             MARCH 31, 2004 AND 2003

NOTE 4- CONVERTIBLE DEBENTURES PAYABLE

          The $575,000 of convertible debentures outstanding at December 31,
          2002 mature by June 2002, with optional redemptions available in May
          or June 2000 at 105% of par. Interest of the debentures accrues at 10%
          per annum and is payable in cash or stock, at the Company's option, on
          a quarterly basis. The debentures can be converted at the holder's
          option into the Company's common stock in its entirety, or in
          multiples of $1,000, at conversion prices equal to the greater of $.54
          per share of 75% of the closing price per share over the five
          consecutive trading days immediately prior to the date of exercising
          the conversion right. At September 30, 2000 and 1999, the Company was
          not in compliance with its interest payments on the debentures. As a
          result thereof, the accompanying consolidated financial statements at
          March 31, 2003 reflect the convertible debentures payable as a current
          liability. The debenture was converted into 9,340,593 shares pursuant
          to the approved bankruptcy plan.

NOTE 5- STOCK OPTIONS

          In April 2004, the Company adopted a stock option plan upon approval
          by the shareholders art the Annual General Meeting under which
          selected eligible key employees of the Company are granted the
          opportunity to purchase shares of the Company's common stock. The plan
          provides that 37,500,000 shares of the Company's authorized common
          stock be reserved for issuance under the plan as either incentive
          stock options or non-qualified options. Options are granted at prices
          not less than 100 percent of the fair market value at the end of the
          date of grant and are exercisable over a period of ten years or a long
          as that person continues to be employed or serve on the on the Board
          of Directors, whichever is shorter. At March 31, 2003, the Company had
          no options outstanding under this plan.

          In 1993, the Company adopted a stock option plan under which selected
          eligible key employees of the Company are granted the opportunity to
          purchase shares of the Company's common stock. The plan provides that
          750,000 shares of the Company's authorized common stock be reserved
          for issuance under the plan as either incentive stock options or
          non-qualified options. Options are granted at prices not less than 100
          percent of the fair market value at the date of grant and are
          exercisable over a period of ten years or a long as that person
          continues to be employed or serve on the Board of Directors, whichever
          is shorter. Under the 1993 plan, no options may be granted subsequent
          to January 5, 2003. At March 31, 2004, the Company had no options
          outstanding under this plan.

          In March 1997, the Company adopted a qualified stock option plan
          entitled the 1997 Employee and Consultant Stock Option Plan and a
          separate 1997 Non-qualified Stock Option Plan (the "Plans"). The plans
          reserved for future issuance to a total of 6,500,000 shares and
          720,000 shares, respectively. The annual meeting stockholders on July
          29,1998 voted to cancel the 1997 stock option plans and all
          outstanding options related thereto.

                                       13
<PAGE>

                     FEMINIQUE CORPORATION AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                             MARCH 31, 2004 AND 2003


NOTE 6- INCOME TAXES

          The Company, as of March 31, 2004, has available approximately
          $23,000,000 of net operating loss carry forwards to reduce future
          Federal and State income taxes. Since there is no guarantee that the
          related deferred tax asset will be realized by reduction of taxes
          payable on taxable income during the carry forward period, a valuation
          allowance has been computed to offset in its entirety the deferred tax
          asset attributable to this net operating loss in the amount of
          approximately $8,970,000. The amount of the valuation allowance is
          reviewed periodically.

NOTE 7- COMMON STOCK

          The Company issued 24,988,534 shares of common stock for $7,100 to
          exercise existing warrants as of December 31, 2003. In addition, the
          Company issued an additional 25,005,733 shares of common stock for
          extinguishment of debt relating to bankruptcy reorganization.

NOTE 8- PLAN OF REORGANIZATION

          On April 21, 2004, the Company amended its certificate of
          incorporation to increase its authorized number of shares of common
          stock from 75,000,000 shares to 325,000,000 shares. This amendment was
          approved by the Company's shareholders at its April 20, 2004 annual
          meeting.

          The Company, in anticipation of reorganizing on July 12, 2002, entered
          into an asset purchase agreement whereby its sold without limitations
          the rights to all the assets used in connection with its feminine
          hygiene business. The aggregate purchase price was the satisfaction of
          certain debt of $340,308 due the purchaser, Clay Park Labs, Inc.,
          which was the pre-petition debt, and an amount not less than $350,000
          and not more than $1,500,000 (Additional purchase price). The
          additional purchase price is based on applicable percentages of net
          sales of the purchaser of feminine hygiene products sold. The company
          also recognized $1,700,076, which represented the debt exchanged for
          the rights to the assets. The agreement is for 5 years expiring July
          12, 2007. The Company pursuant to the bankruptcy order, assigned the
          purchase price and collateral to its secured creditors. The Company
          acknowledged that LRC North America and SSL Americas, Inc. held a
          first and second priority interest in the assets and in consideration
          for the release of the security interest assigned its interest in the
          agreement.

          The plan of reorganization acknowledges that Matterhorn Holdings, Inc.
          (`Matterhorn") contributed additional cash of $7,100 necessary to fund
          payments for administrative costs and secured creditors. In exchange
          for the cash contributions, the Company issued 24,988,534 of common
          stock.

NOTE 9- COMMITMENTS AND CONTINGENCIES

          On January 21, 2004, the Company filed Form 14-C with the Securities
          and Exchange Commission that the authorized shares be increased to
          75,000,000 in order to implement the Plan of Reorganization.
          Subsequently, the Company issued 23,344,085 shares of common stock to
          creditors and 24,988,434 shares to Matterhorn Holdings, Inc.

                                       14
<PAGE>

          On March 2, 2004, the Company filed Form 14A for the Annual Meeting of
          Common Stockholders. The shareholders voted to increase the authorized
          shares to 325,000,000, change the name of the Company to Receivable
          Acquisition & Management Corporation, approved 1 for 15 reverse stock
          split effective May 10, 2004, authorized 10,000,000 blank preferred
          shares and approved the 2004 statutory stock option plan.

          On January 21, 2004, the Company entered into an agreement to acquire
          General Outsourcing Services, Inc., a company owned by the Chairman of
          the Company, Gobind Sahney. The Company agreed to issue 63,450,000
          shares at the closing price of $0.0001 per share on the date of the
          Agreement, in consideration of this purchase. . The shares will be
          issued after shareholder approval of increase in authorized shares.

          Employment Agreement:

          On January 22, 2004, the Company entered into an employment agreement
          with its President and CEO, Max Khan which required the Company to
          issue 64,500,000 of the Company's common stock at on January 22, 2004
          at the closing price of that day which was $.0001 per share. The
          shares will be issued after shareholder approval of increase in
          authorized shares.

          Litigation:

          The Company is not a party to any litigation.

NOTE 10- SUBSEQUENT EVENTS

          The following items were approved at the Company's Annual Shareholder
          meeting on April 20, 2004:

          1]   A proposal to amend the Company's Certificate of Incorporation to
               increase the number of authorized shares of common stock to a
               total of 325,000,000 shares.

          2]   A proposal to amend the Company's Certificate of Incorporation to
               authorize 10,000,000 shares of Blank Preferred Stock.

          3]   The shareholders approved the proposal to amend the Company's
               Certificate of Incorporation to change the name of the
               corporation to "Receivable Acquisition & Management Corporation".

          4]   The shareholders approved the Company's 2004 Statutory &
               Non-Statutory Stock Option Plan.

          5]   The shareholders approved management's plan for a one for fifteen
               reverse stock split.

          6]   The shareholders approved Bagell, Josephs & Company, L.L.C. as
               the auditors for the 2004 financial statements.

                                       15
<PAGE>

ITEM 2.

     MANAGEMENTS'S DISCUSSION & ANALYSIS OF FINANCIAL CONDITION AND RESULTS
                                 OF OPERATIONS.

THE FOLLOWING DISCUSSIN SHOULD BE READ IN CONJUNCTION WITH THE COMPANY'S
FINANCIAL STATEMENTS AND THE NOTES TO THOSE STATEMENTS AND OTHER FINANCIAL
INFORMATION APPEARING ELSEWHERE IN THIS REPORT.

Cautionary Statements Pursuant to Safe Harbor Provisions of the Private
Securities Litigation Reform Act of 1995:

This report contains forward-looking statements within the meaning of the
federal securities laws. These forward-looking statements involve risks,
uncertainties and assumptions that, if they never materialize or prove
incorrect, could cause the results of the Company to differ materially from
those expressed or implied by such forward-looking statements. All statements,
other than statements of historical fact, are forward-looking statements,
including statements regarding overall trends, gross margin trends, operating
cost trends, liquidity and capital needs and other statements of expectations,
beliefs, future plans and strategies, anticipated events or trends, and similar
expressions concerning matters that are not historical facts. The risks,
uncertainties and assumptions referred to above may include the following:

     o    changes in the business practices of credit originators in terms of
          selling defaulted consumer receivables or outsourcing defaulted
          consumer receivables to third-party contingent fee collection
          agencies;

     o    changes in government regulations that affect the Company's ability to
          collect sufficient amounts on its acquired or serviced receivables;

     o    the Company's ability to retain the services of recovery partners;

     o    changes in the credit or capital markets, which affect the Company's
          ability to borrow money or raise capital to purchase or service
          defaulted consumer receivables;

     o    the degree and nature of the Company's competition; and

     o    the risk factors listed from time to time in the Company's filings
          with the Securities and Exchange Commission.

OVERVIEW

The Company ceased operations on August 2003 and filed a Chapter 11 petition in
the United States Bankruptcy Court for the Eastern District of New York. The
order was confirmed July 28, 2003. The company brought in a new management team
during the quarter in order to implement a new business strategy. The Company is
now engaged in purchase and recovery of defaulted consumer receivables. It has
raised $985,000 in capital and has begun executing on the new business plan.

RESULTS OF OPERATIONS

REVENUE

The company generated $127,791 in revenue during the quarter ended March 31,
2004.

                                       16
<PAGE>

OPERATING EXPENSES

     Total operating expenses were $56,656 for the three months ended March 31,
2004, a decrease of approximately $20,000. The company expects the operating
expenses to increase significantly as more portfolios are acquired. Majority of
the expenses related to audit and legal fees associated with filings of Form 14A
and 14C.

Rent and Occupancy

     Rent and occupancy expenses were $9,000 for the three months ended March
31, 2004. The company did not have such expense for the three months ended March
31, 2003. The increase was attributable to newly leased space which serves as
Corporate Headquarter.

Depreciation

     The Company did not record any depreciation expense for the three months
ended March 31, 2004.


PURCHASE OF DEFAULTED RECEIVABLES

         During the three months ended March 31, 2004, the Company acquired
defaulted consumer receivables portfolios with aggregate face value amount of
$18,944,706 at a cost of $331,501. These purchases are is a part of the
implementation of Company's new business strategy by the current management. As
a part of its strategy, the company does not do any in-house collection, but
outsources collection to carefully selected specialist debt collection agencies.
The company is currently working with three collection agencies on a contingency
basis. The contingency fees in the industry ranges from 20% to 50% depending on
the age of receivables. The Company has backup agency in place for redundancy
purposes.

Portfolio Data

The following table shows the Company's portfolio buying activity during the
quarter, among other things, the purchase price, actual cash collection s and
estimated cash collection as of March 31, 2004.

<TABLE>
<CAPTION>
    PURCHASE PERIOD   PURCHASE PRICE(1)        ACTUAL CASH COLLECTIONS            ESTIMATED
                                            INCLUDING CASH CASHS SALES (2)     COLLECTIONS (3)
<S>                         <C>                       <C>                         <C>
      12/31/2003            $569,070                  $157,158                    $1,378,718
       1/28/2004            $331,501                   $58,794                    $1,065,639
</TABLE>

(1)  Purchase price refers to the cash paid to a seller to acquire defaulted
     receivables, plus certain capitalized expenses, less the purchase price
     refunded by the seller due to the return of non-compliant accounts (also
     defined as buybacks). Non-compliant refers to the contractual
     representations and warranties between the seller and the Company. These
     representations and warranties from the sellers generally cover account
     holders' death or bankruptcy and accounts settled or disputed prior to
     sale. The seller can replace or repurchase these accounts.

(2)  Actual cash collections net of recovery cost.

(3)  Total estimated collections refers to the actual cash collections,
     including cash sales, plus estimated remaining collections. The Company
     will take an impairment charge if the actual recoveries fall short of
     expect recoveries.

When the Company acquires a portfolio of defaulted receivables, it estimates the
expected recovery of the portfolio. A 60 month projection of cash collections is
created for each portfolio. Only after the portfolio has

                                       17
<PAGE>

established probable and estimable performance in excess of projections will
estimated remaining collections be increased. If actual cash collections are
less than the original forecast, the Company will conservatively lower the
estimate remaining collections. Collection activities commence within 30 days of
purchase, which allows for adequate time to scrub the portfolio for deceased,
settled, incarcerated and bankruptcy filed accounts. For modeling and revenue
recognition purposes, the company uses 15 calendar days.

Recovery Partners

The company outsources all its recovery activities to carefully selected debt
collection agencies with specific collection expertise. The average contingent
collections fee is 30% which rises during the later years of recovery.

Seasonality

Collections tend to be higher in the first and second quarters of the year and
lower in the third and fourth quarter of the year, due to consumer payment
patterns in connection with seasonal employment, income tax refunds and holiday
spending habits.

Currency Risk

The Company plans to acquire defaulted receivable portfolios in the United
Kingdom and such purchase may expose the company to adverse currency risks.

LIQUIDITY AND CAPITAL RESOURCES

The Company believes that funds generated from operations, together with
existing cash will be sufficient to finance its operations.

Cash generated from operations is depended upon the Company's ability to collect
on its defaulted consumer receivables. Many factors, including the economy,
purchase price and the Company's ability to retain the services of its recovery
partners, are essential to generate cash flows. Fluctuations in these factors
that cause a negative impact on the Company's business could have a material
negative impact on its expected future cash flows. During the quarter, the
Company generated approximately $215,952 from collections, net of contingency
fee. Portfolios recoveries continue to perform within expectations. Following
the conversion of the all the notes outstanding, the Company will have
sufficient working capital to carry out its operations over the next 12 months.
The Company has received notices to convert $185,000 Notes into common shares.
The Company has also received a notice from Artemis Equity Hedge Fund Ltd. to
convert its $800,000 note into Preferred Stock according to the Note Agreement.

The Company did not pay any cash for interest expense for the three months ended
March 31, 2004.

Contractual Obligation

The Company entered into a 12 month lease with H&Q Global Services at $2,550 per
month.


CRITICAL ACCOUNTING POLICY

The Company utilizes the interest method under guidance provided by the AICPA
issued Statement of Position ("SOP") 03-03 to determine income recognized on
finance receivables

                                       18
<PAGE>

In October 2003, the American Institute of Certified Public Accountants issued
Statement of Position ("SOP") 03-03, "Accounting for Loans or Certain Securities
Acquired in a Transfer." This SOP proposes guidance on accounting for
differences between contractual and expected cash flows from an investor's
initial investment in loans or debt securities acquired in a transfer if those
differences are attributable, at least in part, to credit quality. This SOP is
effective for loans acquired in fiscal years beginning after December 15, 2004.
The SOP would limit the revenue that may be accrued to the excess of the
estimate of expected future cash flows over a portfolio's initial cost of
accounts receivable acquired. The SOP would require that the excess of the
contractual cash flows over expected cash flows not be recognized as an
adjustment of revenue, expense, or on the balance sheet. The SOP would freeze
the internal rate of return, referred to as IRR, originally estimated when the
accounts receivable are purchased for subsequent impairment testing. Rather than
lower the estimated IRR if the original collection estimates are not received,
the carrying value of a portfolio would be written down to maintain the original
IRR. Increases in expected future cash flows would be recognized prospectively
through adjustment of the IRR over a portfolio's remaining life. The SOP
provides that previously issued annual financial statements would not need to be
restated. Management is in the process of evaluating the application of this
SOP.

                                  RISK FACTORS

IN ADDITION TO OTHER INFORMATION IN THIS REPORT, YOU SHOULD CONSIDER THE
FOLLOWING RISK FACTORS CAREFULLY. THESE RISKS MAY IMPAIR THE COMPANY'S OPERATING
RESULTS AND BUSINESS PROSPECTS AS WELL AS THE MARKET PRICE OF THE COMPANY'S
COMMON STOCK.

     RISKS RELATED TO THE COMPANY'S FINANCIAL CONDITION AND BUSINESS MODEL.

 THE COMPANY'S LIQUIDITY IS LIMITED AND IT MAY NOT BE ABLE TO OBTAIN SUFFICIENT
                           FUNDS TO FUND ITS BUSINESS

The Company's cash is currently very limited and may not be sufficient to fund
future operations. If the Company is unable to collect on the receivables it has
purchased, it will not have sufficient cash to reinvest in additional portfolios
and would have to take impairment charges in the future. If the Company obtains
additional funding, the issuance of additional capital stock may be dilutive to
the Company's stockholders.

       THE COMPANY HAS RECEIVED A GOING CONCERN OPINION FROM ITS AUDITORS

The Company's consolidated year end financial statements have been prepared on
the assumption that the Company will continue as a going concern. The Company's
independent auditors have issued a report dated December 5, 2003, that includes
an explanatory paragraph stating the Company's lack of revenue generating
activities and substantial operating deficits, among other things, raise
substantial doubt about the Company's ability to continue as a going concern.
Management and its auditors have determined that as of March 31, 2004 and the
company is no longer a going concern and has sufficient capital to meet all its
obligations.

             THE COMPANY MAY NOT BE ABLE TO RAISE ADDITIONAL CAPITAL

There is no assurance that the Company will be able to raise capital on a debt
or equity basis, or obtain other means of financing.

    THE COMPANY'S STOCK TRADES ON THE "GRAY MARKET" AND THER IS NOT LIQUIDITY.

                                       19
<PAGE>

The market for the common stock is essentially illiquid and there can be no
assurance that the Company's stock price will trade or rise. The company plans
to file the necessary forms to commence trading on the NASDAQ Bulletin Board.
There is no assurance that the company will be successful in making the move.

          PENNY STOCK REGULATIONS AND REQUIREMENTS FOR LOW PRICED STOCK

The SEC adopted regulations which generally define a "penny stock" to be any
non-Nasdaq equity security that has a market price of less than $5.00 per share,
subject to certain exceptions. Based upon the price of the Common Stock as
currently traded on the pink sheets, the Company's Common Stock is subject to
Rule 15g-9 under the Exchange Act which imposes additional sales practice
requirements on broker-dealers which sell securities to persons other than
established customers and "accredited investors." For transactions covered by
this rule, a broker-dealer must make a special suitability determination for the
purchaser and have received a purchaser's written consent to the transaction
prior to sale. Consequently, this rule may have a negative effect on the ability
of stockholders to sell common shares of the Company in the secondary market.

ITEM 3.   CONTROLS AND PROCEDURES

          The Company maintains disclosure controls and procedures that are
designed to ensure that information required to be disclosed in the Company's
Exchange Act reports is recorded, processed, summarized and reported within the
time periods specified in the Securities and Exchange Commission's rules and
forms, and that such information is accumulated and communicated to the
Company's management, including its Chief Executive Officer, as appropriate, to
allow timely decisions regarding required disclosure. In designing and
evaluating the disclosure controls and procedures, management recognized that
any controls and procedures, no matter how well designed and operated, can
provide only reasonable assurance of achieving the desired control objectives,
and management necessarily was required to apply its judgment in evaluating the
cost-benefit relationship of possible controls and procedures.

          Within 30 days prior to the date of this report, the Company carried
out an evaluation, under the supervision and with the participation of the
Company's management, including the Company's Chief Executive Officer and the
Company's Chairman, of the effectiveness of the Company's disclosure controls
and procedures pursuant to Exchange Act Rule 13a-14. Based on the foregoing, the
Company's Chief Executive Officer and Chairman concluded that the Company's
disclosure controls and procedures were effective in timely alerting the
Company's management to material information relating to the Company required to
be included in the Company's Exchange Act reports.

          There have been no significant changes in the Company's internal
controls or in other factors that could significantly affect the internal
controls subsequent to the date the Company completed its evaluation.

              CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING
              ----------------------------------------------------

No changes in the Company's internal control over financial reporting have come
to management's attention during the Company's last fiscal quarter that have
materially affected, or are likely to materially affect, the Company's internal
control over financial reporting.

                                       20
<PAGE>

                                     PART II

                                OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The Company is not a party to any pending legal proceedings nor is any of the
Company's property the subject of any pending legal proceedings.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

Not applicable.

ITEM 3. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

Not applicable.

ITEM 4. OTHER INFORMATION

GOING CONCERN

The Company has incurred recurring operating losses and does not have any
revenue generating activities. These conditions raise substantial doubt about
the Company's ability to continue as a going concern. If at any time the Company
determines that it does not have sufficient cash in order to execute the
foregoing strategy, then the Company intends to endeavor to obtain additional
equity or other funding, if it is able to do so. However, there can be no
assurance that the Company will be able to raise additional funding necessary to
operate. See "RISK FACTORS - Risks Related to the Company's Financial Condition
and Business Model".

REGISTRATION OF SECURITIES

The Company appears to be a blank check company, as defined by Rule 419 of
Regulation C, promulgated under the Securities Act. Generally, a blank check
company is a development stage company that has no specific business plan or
purpose, or is seeking to merge with or acquire an unidentified target, and is
issuing "penny stock". So long as the Company continues to be a blank check
company any registration statement filed by the Company will need to comply with
Rule 419.

ITEM 5. EXHIBITS AND REPORTS ON FORM 10QSB

     (a)  Exhibits:

          Exhibit
          Number    Description

          1         Certification pursuant to Exchange Act Rules 13a-14 and
                    15d-14 as adopted pursuant to Section 302 of the
                    Sarbanes-Oxley Act of 2002.

          2         Certification pursuant to 18 U.S.C. Section 1350, as adopted
                    pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

                                       21
<PAGE>

     (b)  Reports for 8-K
          None

                                   SIGNATURES

In accordance with the requirements of the Exchange Act, the Company has caused
this report to be signed by the undersigned, thereunto duly authorized.


                                             FEMINIQUE CORPORATION

Date:  May 15, 2004

                                             By: /s/ Max Khan
                                                 -------------------
                                             Max Khan
                                             Chief Executive Officer
                                             Chief Financial Officer


In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated:


                                             /s/ Max Khan
                                             -------------------
                                             By: Max Khan
                                             Chief Executive Officer,
                                             Chief Financial Officer and
                                             Director
                                             Date: May 15, 2004