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 JUNE 30, 2004

                                       FOR

                 RECEIVABLE ACQUISITION & MANAGEMENT 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 August 16, 2004, there were 14,845,725  shares of the Registrant's  Common
Stock, $0.001 par value per share, outstanding.

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

<PAGE>

                 RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION

                  FOR THE QUARTERLY PERIOD ENDED JUNE 30, 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>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)

                             CONDENSED CONSOLIDATED
                        FINANCIAL STATEMENTS - UNAUDITED

                FOR THE NINE MONTHS ENDED JUNE 30, 2004 AND 2003




                                       3
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)

        INDEX TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - UNAUDITED
                FOR THE NINE MONTHS ENDED JUNE 30, 2004 AND 2003




CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - UNAUDITED:


<TABLE>
<CAPTION>
      Balance Sheet of June 30, 2004 - Unaudited                                                 Pages
<S>                                                                                               <C>
                                                                                                  5-6

      Statement of Income (Operations) For the Six Months and Three Months                         7
      Ended June 30, 2004 and 2003 - Unaudited

      Statement of Cash Flows For the Six Months                                                   8
      Ended June 30, 2004 and 2003 - Unaudited

      Notes to Condensed Consolidated Financial Statements                                       9-15
</TABLE>


                                       4
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
                CONDENSED CONSOLIDATED BALANCE SHEET - UNAUDITED
                                  JUNE 30, 2004



                                     ASSETS


CURRENT ASSETS
  Cash                                                           $  304,843
  Finance Receivables - short term                                  243,295
                                                                 ----------

          TOTAL CURRENT ASSETS                                      548,138
                                                                 ----------

OTHER ASSETS
  Finance receivables - long-term                                   485,133
  Goodwill                                                            6,000
                                                                 ----------

          TOTAL OTHER ASSETS                                        491,133
                                                                 ----------

TOTAL ASSETS                                                     $1,039,271
                                                                 ==========



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

                                       5
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
          CONDENSED CONSOLIDATED BALANCE SHEET (CONTINUED) - UNAUDITED
                                  JUNE 30, 2004


                   LIABILITIES AND STOCKHOLDERS' EQUITY


CURRENT LIABILITIES
   Accounts payable - Trade                                    $   35,253
   Accrued and other expenes                                       10,000
                                                               ----------

          TOTAL CURRENT LIABILITIES                                45,253
                                                               ----------


TOTAL LIABILITIES                                                  45,253
                                                               ----------

STOCKHOLDERS'  EQUITY
   Preferred stock, par value $10 per share;
       authorized 10,000,000 shares, 80,000 shares issued
       and outstanding at June 30, 2004                           800,000
   Common stock, par value $.001 per share;                        14,846
       authorized 325,000,000 shares issued and 14,845,725
       outstanding at June 30, 2004
   Additional paid-in capital                                     175,072
   Retained earnings                                                4,100
                                                               ----------

           TOTAL STOCKHOLDERS' EQUITY                             994,018
                                                               ----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                     $1,039,271
                                                               ==========



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

                                       6
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
       CONDENSED CONSOLIDATED STATEMENT OF INCOME (OPERATIONS) - UNAUDITED
           FOR THE NINE AND THREE MONTHS ENDED JUNE 30, 2004 AND 2003

<TABLE>
<CAPTION>
                                              FOR THE NINE MONTHS ENDED            FOR THE THREE MONTHS ENDED
                                                       JUNE 30,                             JUNE 30,
                                                2004             2003               2004             2003
                                            ------------     ------------      ------------      ------------
<S>                                         <C>              <C>               <C>               <C>
REVENUES
    ROYALTY INCOME                          $     20,000     $     21,904                        $         --
    FINANCING INCOME                             281,583               --           153,792                --
                                            ------------     ------------      ------------      ------------
              TOTAL INCOME                       301,583           21,904           153,792                --

COSTS AND EXPENSES
    Selling, general and administrative          299,079           50,000           163,981                --
                                            ------------     ------------      ------------      ------------
              TOTAL COSTS AND EXPENSES           299,079           50,000           163,981                --
                                            ------------     ------------      ------------      ------------

NET INCOME (LOSS) BEFORE OTHER INCOME              2,504          (28,096)          (10,189)               --

OTHER INCOME
   Other income - interest                         1,596            1,435             1,352               168
                                            ------------     ------------      ------------      ------------
              TOTAL OTHER INCOME                   1,596            1,435             1,352               168
                                            ------------     ------------      ------------      ------------

NET INCOME (LOSS) AFTER OTHER INCOME        $      4,100     $    (26,661)     $     (8,837)     $        168
                                            ============     ============      ============      ============

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

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

AVERAGE WEIGHTED OUTSTANDING SHARES
OF COMMON STOCK - BASIC                       14,845,725        1,667,049        14,845,725         1,667,049
                                            ============     ============      ============      ============

AVERAGE WEIGHTED OUTSTANDING SHARES
OF COMMON STOCK - DILUTED                     21,345,725        1,667,049        14,845,725         1,667,049
                                            ============     ============      ============      ============
</TABLE>


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

                                       7
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - UNAUDITED
                FOR THE NINE MONTHS ENDED JUNE 30, 2004 AND 2003

<TABLE>
<CAPTION>
                                                               2004           2003
                                                            ---------      ---------
<S>                                                         <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Income (loss)                                         $   4,100      $ (26,661)
ADJUSTMENTS TO RECONCILE NET INCOME (LOSS)  TO
NET CASH (USED IN) OPERATING ACTIVITIES:

Common Stock issued for consulting                                543             --
Writeoff prepaid expenses                                       5,316             --
Reorganization adjustments                                      7,020             --
Common Stock issued for officer's salary                        6,020             --

CHANGES IN CERTAIN ASSETS AND LIABILITES
(Increase) in Finance Receivables                            (728,428)            --
(Increase) Decrease in Other receivables                           --
(Decrease) IncreaseAccounts payable - Trade                   (13,190)      (258,689)
(Decrease) Increase Accrued Expenses                           10,000             --
                                                            ---------      ---------

          NET CASH (USED IN) OPERATING ACTIVITIES            (708,619)      (285,350)
                                                            ---------      ---------

CASH FLOWS FROM FINANCING ACTIVITES
Proceeds from notes payable and advances                      985,000
Issuance of Common Stock                                        7,178             --
                                                            ---------      ---------

              NET CASH PROVIDED BY FINANCING ACTIVITIES       992,178             --

NET INCREASE (DECREASE) IN CASH                               283,559       (285,350)

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

CASH AND CASH EQUIVALENTS - END OF PERIOD                   $ 304,843      $  18,333
                                                            =========      =========

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                              $ 322,000      $      --
                                                            =========      =========

   Conversion of convertible promissory note                $ 800,000      $      --
                                                            =========      =========

   Goodwill                                                 $   6,000      $      --
                                                            =========      =========

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

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


                                       8
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             JUNE 30, 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  Receivable  Acquisition  and
         Management  Corporation  and  Subsidiaries  (the  "Company"),  formerly
         Feminique  Corporation and Subsidiaries 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.

         The Company  acquired on April 19, 2004 a third  portfolio  with a face
         value of $447,390  for  $31,317.  The  Company  will use for this third
         portfolio the "Recovery Method" for revenue  recognition under which no
         revenue is recognized  until the investment  amount of $31,317 has been
         recovered.

                                       9
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                             JUNE 30, 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.

         Changes in finance  receivables  for the six months ended June 30, 2004
         were as follows:

                                                         Six Months Ended
                                                           June 30, 2004
                                                         ----------------
         Balance at beginning of period March 31, 2004      $ 812,412
         Acquisition of finance receivables                    31,317
         Income recognized on finance receivables             281,583
         Cash collections applied to principal                115,301
         Balance at end of the period                         728,428
                                                            ---------

                                                            =========

         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.


                                       10
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             JUNE 30, 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

         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 June 30, 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.


                                       11
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             JUNE 30, 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:

                                              June 30,        June 30,
                                                2004            2003
                                            -----------     -----------
         Net income (loss)                  $     4,100     $   (26,661)

         Weighted-average common shares
         Outstanding (Basic)                 14,845,725       1,667,049

         Weighted-average common stock
         Equivalents
           Stock options                             --              --
           Warrants                           6,500,000              --
                                            -----------     -----------
         Weighted-average common shares
         Outstanding (Diluted)               21,345,725       1,667,049
                                            ===========     ===========

         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.


                                       12
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             JUNE 30, 2004 AND 2003


NOTE 2-        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.  This  note  is in  default  and
                  classified as a current  liability.  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. The Company issued in May 2004, 827,067 of common stock
                  shares to satisfy the debt.

         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 issued in May 2004, 100,250 shares of common stock
                  to satisfy the debt.

         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 $10 per share. The Company issued 80,000 shares
                  of preferred stock in June 2004 to satisfy the debt.



                                       13
<PAGE>


       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             JUNE 30, 2004 AND 2003

NOTE 3-           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.  Upon approval of authorization of
                  additional   shares   in   accordance   with  the   bankruptcy
                  reorganization,  the Company  plans to issue  common  stock in
                  exchange for  discharge of debt.  The  debenture was converted
                  into  9,340,593  shares  pursuant to the  approved  bankruptcy
                  plan. As of March 31, 2004 this debt was converted into common
                  shares according to the bankruptcy reorganization.

NOTE 4-  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 June
                  30, 2004,  the Company had no options  outstanding  under this
                  plan.

NOTE  5- INCOME TAXES

                  The Company, as of June 30, 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
                  $920,000.  The amount of the  valuation  allowance is reviewed
                  periodically.


                                       14
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             JUNE 30, 2004 AND 2003

NOTE 6-           STOCK HOLDERS' EQUITY

                  The Company issued 80,000 shares of preferred stock at $10 per
                  share in June 2004 to discharge the $800,000  convertible note
                  promissory  note payable to Artemis Equity Hedge Fund Ltd. See
                  Note 3.

                  The  Company  issued  24,988,534  shares of  common  stock for
                  $7,178 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.

                  The Company  issued  827,067 shares of common stock at $0.1995
                  per share in May 2004 to  discharge  a  shareholder's  loan of
                  $165,000. See Note 2.

                  The Company  issued  100,250 shares of common stock at $0.1995
                  per share in May 2004 to discharge a $20,000 loan from Artemis
                  Equity Hedge Fund. See Note 2.

                  On January 21, 2004 the Company  entered  into an agreement to
                  acquire  General  Outsourcing  Services,  Inc., a  corporation
                  owned by the  Chairman  of the  Company.  The  Company  issued
                  4,230,000  shares  at  $0.0014  per  share  in  June  2004  in
                  consideration of this agreement.

                  On January  22, 2004 the Company  entered  into an  employment
                  agreement  with  its  President  and  CEO,  Max  Khan to issue
                  4,300,000  shares.  The  company  issued  4,300,000  shares of
                  common  stock at $.0014  per share in June 2004 as  employment
                  compensation for Mr. Max Khan.

                  The company  issued 388,032 shares of common stock in exchange
                  for  consulting  services.  The 388,032 shares of common stock
                  were  issued at $0.0014  per share as payment  for  consulting
                  services.

NOTE 7-          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.


                                       15
<PAGE>

                  The  plan  of  reorganization   acknowledges  that  Matterhorn
                  Holdings, Inc.  (`Matterhorn")  contributed additional cash of
                  $7,178 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.

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 is now  engaged in  purchase  and  recovery  of  defaulted  consumer
receivables.  It has raised and invested  approximately  $985,000 in capital and
has begun  executing on the new  business  plan.  The Company  continues to seek
additional capital to invest into additional portfolios.


RESULTS OF OPERATIONS

REVENUE

The company generated $153,792 in revenue during the quarter ended June 30, 2004
versus  $127,791 for quarter ended March 31, 2004.  The Company did not have any
revenues in the quarter ended June 30, 2003.  The revenue was generated from two
portfolios  that are in recovery and  servicing  revenue from the  management of
Ramco Income Fund, Ltd.


                                       16
<PAGE>

OPERATING EXPENSES

      Total operating expenses were $163,981 for the three months ended June 30,
2004 versus  $56,656 for the quarter ended March 31, 2004. The Company was a not
in operation in the quarter ended June 30, 2003.  The increase is largely due to
full  absorption  of the Sand Diego office,  hiring of  additional  personal and
approximately  $40,000 in audit,  legal,  printing and other expenses associated
with the  filing of Form 14C and  holding  of the Annual  General  Meeting.  The
Company is now incurring monthly expenses of approximately $10,000 per month for
the San Diego  office and  non-cash  expense of  $18,356.  The  company  expects
payroll expenses to rise as it increases the pace of portfolio acquisitions. The
Company  incurred an interest  expense of $15,917  during the quarter  which has
being  eliminated due to the conversion of all outstanding  notes into Preferred
and Common  Stocks.  The $800,000  Artemis  Equity Hedge Fund note was converted
into 80,000  Preferred  Shares  effective June 30, 2004, and $190,000 in various
other notes was converted into Common Stock. The Company  currently has no short
or long term liability.

Rent and Occupancy

      Rent and  occupancy  expenses were $12,000 for the three months ended June
30, 2004 versus $9,000 for the Quarter ended March 31, 2004. The company did not
have rent expense for the three  months  ended June 30,  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  June 30,  2004,  the  Company  acquired
defaulted  consumer  receivables  portfolios with aggregate face value amount of
$447,390 at a cost of $31,317.  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  collections and
estimated cash collection as of June 30, 2004.

PURCHASE PERIOD PURCHASE PRICE(1) ACTUAL CASH COLLECTIONS       ESTIMATED
                PURCHASE PRICE(1) INCLUDING CASCASHLSALES (2)   COLLECTIONS (3)
  12/31/2003        $569,070          $383,233                   $1,352,982
   1/28/2004        $331,501          $115,301                   $1,065,639
   4/19/2004        $31,317             $4,400                      $80,530

(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.


                                       17
<PAGE>

(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  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. The
company had a realized gain of approximately $300 for the Quarter.

LIQUIDITY AND CAPITAL RESOURCES

The Company had working  capital of $502,885 and believes  that funds  generated
from  operations,  together with existing cash will be sufficient to finance its
operations for the foreseeable future.

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  $285,000 from collections,  net of contingency
fee. One of our portfolios is currently  performing  below  expectations but our
recovery partner  believes that we will start to hit our expectations  once skip
tracing  is  concluded.  Our  largest  portfolio  is  performing  well  ahead of
expectations.  Following  the  conversion  of the  all  outstanding  notes,  and
continuing  cash flow from our portfolios,  the Company is looking  increase the
pace of portfolio acquisitions.

The Company  incurred an interest  expense of $15,917 for the three months ended
June 30, 2004 versus $3,237 for the quarter ended March 31, 2004.


                                       18
<PAGE>

Contractual Obligation

The Company entered into a 12 month lease with H&Q Global Services at $2,550 per
month plus variable expenses that include telecommunication, copier, postage and
delivery charges.


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 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.


                                       19
<PAGE>

             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 "PINK SHEETS" AND THER IS NOT LIQUIDITY.

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.

      As of the end of the period  covered by 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  Principal  Financial  Officer,  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 Principal Financial
Officer  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.


                                       20
<PAGE>

              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.


                                     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  except for the
following:

On April 23, 2004, Reliant Industries,  Inc., Michael Wong and Debbie Wong filed
a  complaint  with the  Supreme  Court of the State of New York  Suffolk  County
against Biopharmaceutics, Inc. and Edward Fine. Biopharmaceuticals,  Inc. is the
Company's former name. The plaintiffs  allege that the Company together with the
other  defendant  committed  fraud,  breach  of  contract  and  negligence.  The
plaintiffs are seeking monetary  payments for any loss that they may suffer as a
result of the alleged fraud,  breach of contract and negligence as well as legal
fees,  punitive  damages  and  costs  disbursements.   The  Company  denies  all
allegations and intends to defend this action vigorously.


ITEM  2. CHANGES IN SECURITIES AND USE OF PROCEEDS

The Company  issued  80,000  shares of preferred  stock at $10 per share in June
2004 to  discharge  the $800,000  convertible  note  promissory  note payable to
Artemis Equity Hedge Fund Ltd.

The  Company  issued  24,988,534  shares of common  stock for $7,178 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.

The Company  issued  827,067  shares of common stock at $0.1995 per share in May
2004 to discharge a shareholder's loan of $165,000.

The Company  issued  100,250  shares of common stock at $0.1995 per share in May
2004 to discharge a $20,000 loan from Artemis Equity Hedge Fund.

On January 21, 2004 the Company  entered into an  agreement  to acquire  General
Outsourcing Services,  Inc., a corporation owned by the Chairman of the Company.
The  Company  issued  4,230,000  shares  at  $0.0014  per  share in June 2004 in
consideration of this agreement.


                                       21
<PAGE>

On January 22, 2004 the Company  entered into an employment  agreement  with its
President  and CEO,  Max Khan to issue  4,300,000  shares.  The  Company  issued
4,300,000  shares of common stock at $.0014 per share in June 2004 as employment
compensation for Mr. Max Khan.

The Company  issued  388,032  shares of common stock in exchange for  consulting
services. The 388,032 shares of common stock were issued at $0.0014 per share as
payment for consulting services.

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

On April 20,2 004, the Company held its annual meeting of  stockholders in which
the following items were approved:


      o     Max Khan, Gobind Sahney and Steven Lowe were elected as directors of
            the Company;

      o     Bagell  Josephs & Company  LLC were  ratified  as  auditors  for the
            fiscal year ending 2004;

      o     The  amendment to the  Company's  certificate  of  incorporation  to
            increase the  authorized  shares of common stock from  75,000,000 to
            325,000,000;

      o     The amendment to the Company's  certification  of  incorporation  to
            create 10,000,000 shares of blank check preferred stock;

      o     The amendment to the Company's  certification  of  incorporation  to
            change the Company's name from  Feminique  Corporation to Receivable
            Acquisition & Management Corporation;

      o     Approval of the Company's  2004  Statutory  and Non Statutory  Stock
            Option Plan; and

      o     Approval of a 1-for-15 reverse stock split.


ITEM  4. OTHER INFORMATION

Not Applicable.

ITEM  5. EXHIBITS AND REPORTS ON FORM 10QSB

     (a) Exhibits:

      Exhibit
      Number            Description

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

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

(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.


                                       22
<PAGE>

                 RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION

Date:  August 16, 2004

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


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: Aug 16, 2004


                                       23