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

                                   FORM 10-QSB





(X) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2004


( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 For the transition period from               to
                                           ------------       --------------

Commission File Number: 000-50431


                            DELIGHTFULLY FROZEN CORP.
                            -------------------------
             (Exact name of registrant as specified in its charter)

Texas                             5813                              75-3016844
-----                             ----                              ----------
(State or other         (Primary Standard Industrial            (I.R.S. Employer
jurisdiction of          Classification Code Number)         Identification No.)
incorporation or
organization)

7531 Aberdon Road, Dallas, Texas                                         75252
---------------------------------                                        -----
(Address of registrant's principal executive offices)                (Zip Code)


                                  972.735.9064
                                  ------------
              (Registrant's Telephone Number, Including Area Code)


                      APPLICABLE ONLY TO CORPORATE ISSUERS


State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practical date. As of August 6, 2004, there were
3,095,467 shares of the issuer's $.001 par value common stock issued and
outstanding.



                                       1
<PAGE>



                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                              DELIGHTFULLY FROZEN CORP.
                            (A DEVELOPMENT STAGE COMPANY)

                              CONDENSED BALANCE SHEETS


                                       ASSETS
<TABLE>
<CAPTION>
                                                                       JUNE 30,
                                                                         2004            DECEMBER 31,
                                                                      (UNAUDITED)            2003
                                                                     ---------------   ----------------
<S>                                                                       <C>                 <C>
Current assets -
    Cash and cash equivalents                                        $        7,679    $           306
                                                                     ---------------   ----------------

              Total assets                                           $        7,679    $           306
                                                                     ===============   ================


                        LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
    Accounts payable and accrued expenses                            $        4,768    $         9,000
    Short-term debt - officers-stockholders                                  25,000                  -
    Due to related parties                                                    4,138              2,375
                                                                     ---------------   ----------------

              Total current liabilities                                      33,906             11,375

Long-term debt - officers-stockholders                                       18,800             25,000
                                                                     ---------------   ----------------

              Total liabilities                                              52,706             36,375
                                                                     ---------------   ----------------

Commitments and contingencies                                                     -                  -

Stockholders' deficit:
    Common stock, $0.001 par value, 70,000,000 shares authorized;
      3,095,467 shares issued and outstanding                                 3,095              3,095
    Additional paid-in capital                                              130,275            115,875
    Deficit accumulated during the development stage                       (178,397)          (155,039)
                                                                     ---------------   ----------------

              Total stockholders' deficit                                   (45,027)           (36,069)
                                                                     ---------------   ----------------

              Total liabilities and stockholders' deficit            $        7,679    $          306
                                                                     ===============   ================
</TABLE>




             The accompanying notes form an integral part of these
                        condensed financial statements.

                                       2
<PAGE>



                            DELIGHTFULLY FROZEN CORP.
                          (A DEVELOPMENT STAGE COMPANY)

                       CONDENSED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                                         FOR THE PERIOD FROM
                                          FOR THE THREE    FOR THE THREE   FOR THE SIX     FOR THE SIX    OCTOBER 1, 2002
                                           MONTHS ENDED    MONTHS ENDED    MONTHS ENDED    MONTHS ENDED   (INCEPTION) TO
                                          JUNE 30, 2004   JUNE 30, 2003   JUNE 30, 2004   JUNE 30, 2003    JUNE 30, 2004
                                          --------------- --------------  --------------  --------------  ----------------
<S>                                             <C>            <C>             <C>             <C>               <C>
Net revenue                               $            -  $           -   $           -   $           -   $             -

Cost of revenue                                        -              -               -               -                 -
                                          --------------- --------------  --------------  --------------  ----------------
Gross profit                                           -              -               -               -                 -

Selling, general and administrative
  expenses                                        10,989         30,013          21,595          63,407           174,259
                                          --------------- --------------  --------------  --------------  ----------------

Loss from operations before other expense
  and provision for income taxes                 (10,989)       (30,013)        (21,595)        (63,407)         (174,259)

Other expense -
    interest expense                                (988)          (375)         (1,763)           (750)           (4,138)
                                          --------------- --------------  --------------  --------------  ----------------
Loss before provision for income taxes           (11,977)       (30,388)        (23,358)        (64,157)         (178,397)

Provision for income taxes                             -              -               -               -                 -
                                          --------------- --------------  --------------  --------------  ----------------

Net loss                                  $      (11,977) $     (30,388)  $     (23,358)  $     (64,157)  $      (178,397)
                                          =============== ==============  ==============  ==============  ================

Loss per share - basic and diluted        $            -  $       (0.01)  $       (0.01)  $       (0.02)  $         (0.06)
                                          =============== ==============  ==============  ==============  ================

Weighted average number of shares -
  basic and diluted                            3,095,467      3,095,467       3,095,467       3,076,448         3,048,114
                                          =============== ==============  ==============  ==============  ================
</TABLE>




             The accompanying notes form an integral part of these c
                         ondensed financial statements.

                                       3
<PAGE>


                            DELIGHTFULLY FROZEN CORP.
                          (A DEVELOPMENT STAGE COMPANY)

             CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)
<TABLE>
<CAPTION>

                                                                                                   DEFICIT
                                                                                                  ACCUMULATED
                                                                      ADDITIONAL                  DURING THE      TOTAL
                                                COMMON STOCK           PAID-IN      DEFERRED     DEVELOPMENT   STOCKHOLDERS'
                                             SHARES       AMOUNT       CAPITAL     COMPENSATION     STAGE      EQUITY (DEFICIT)
                                          -------------- ----------  ------------  ------------  ------------- ------------
<S>                                             <C>         <C>          <C>           <C>           <C>            <C>
Balance at October 1, 2002                            -  $        -  $         -   $         -   $          -   $        -
   (inception)

Issuance of founder shares for
   services at $0.001 per share -
   October 2002                               2,550,000      2,550             -             -              -        2,550

Issuance of shares for services
   at $0.15 per share -
   October 2002                                 375,000        375        55,875             -              -       56,250

Deferred compensation                                 -          -             -       (42,188)             -      (42,188)

Sale of shares for cash at $0.15
   per share - December 2002                    158,233        158        23,577             -              -       23,735

Capital contribution for office
   space and salary expense                           -          -         5,800             -              -        5,800

Net loss                                              -          -             -             -        (32,315)     (32,315)
                                          -------------- ----------  ------------  ------------  ------------- ------------

Balance at December 31, 2002                  3,083,233  $   3,083   $    85,252   $   (42,188)  $    (32,315)  $   13,832

Sale of shares for cash at $0.15
   per share - February 2003                     12,234         12         1,823             -              -        1,835

Capital contribution for office
   space and salary expense                           -          -        28,800             -              -       28,800

Amortization of deferred
   compensation                                       -          -             -        42,188              -       42,188

Net loss                                              -          -             -             -       (122,724)    (122,724)
                                          -------------- ----------  ------------  ------------  ------------- ------------

Balance at December 31, 2003                  3,095,467  $   3,095   $   115,875   $         -   $   (155,039)  $  (36,069)

Capital contribution for office
   space and salary expense
   (unaudited)                                        -          -        14,400             -              -       14,400

Net loss (unaudited)                                  -          -             -             -        (23,358)     (23,358)
                                          -------------- ----------  ------------  ------------  ------------- ------------

Balance at March 31, 2004 (unaudited)         3,095,467  $   3,095   $   130,275   $         -   $   (178,397)  $  (45,027)
                                          ============== ==========  ============  ============  ============= ============
</TABLE>



             The accompanying notes form an integral part of these
                        condensed financial statements.

                                       4
<PAGE>



                            DELIGHTFULLY FROZEN CORP.
                          (A DEVELOPMENT STAGE COMPANY)

                       CONDENSED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                                                               FOR THE PERIOD
                                                       FOR THE SIX         FOR THE SIX       FROM OCTOBER 1, 2002
                                                      MONTHS ENDED        MONTHS ENDED         (INCEPTION) TO
                                                      JUNE 30, 2004       JUNE 30, 2003        JUNE 30, 2004
                                                    ------------------  ------------------   -------------------
<S>                                                        <C>                 <C>                   <C>
Cash flows used for operating activies:
    Net loss                                        $         (23,358)  $         (64,157)   $         (178,397)
                                                    ------------------  ------------------   -------------------

    Adjustments to reconcile net loss to net
      cash used for operating activities:
       Issuance of common stock in exchange
         for services                                               -                   -                58,800
       Deferred compensation                                        -              28,126                     -
       Non-cash additional paid-in-capital
         contributed                                           14,400              14,400                49,000

    Increase (Decrease) in liabilities:
       Prepaid expenses                                             -              (2,103)                    -

    Increase (Decrease) in liabilities:
       Accounts payable and accrued expenses                   (4,232)              2,000                 5,671
       Due to related parties                                   1,763                 222                 3,235
                                                    ------------------  ------------------   -------------------

          Total adjustments                                    11,931              42,645               116,706
                                                    ------------------  ------------------   -------------------

          Net cash used for operating activities              (11,427)            (21,512)              (61,691)
                                                    ------------------  ------------------   -------------------

Cash flows provided by financing activities:
    Proceeds from issuance of long-term debt -
      officers/shareholders                                    18,800              10,000                43,800
    Issuance of common stock                                        -               1,835                25,570
                                                    ------------------  ------------------   -------------------

          Net cash provided by financing
            activities                                         18,800              11,835                69,370
                                                    ------------------  ------------------   -------------------

Net increase (decrease) in cash and
  cash equivalents                                              7,373              (9,677)                7,679
Cash and cash equivalents, beginning                              306              33,235                     -
                                                    ------------------  ------------------   -------------------

Cash and cash equivalents, ending                   $           7,679   $          23,558    $            7,679
                                                    ==================  ==================   ===================

Supplemental disclosure of cash flow information:
    Interest paid                                   $               -   $               -    $                -
                                                    ==================  ==================   ===================
    Income taxes paid                               $               -   $               -    $                -
                                                    ==================  ==================   ===================
</TABLE>



              The accompanying notes form an integral part of these
                        condensed financial statements.

                                       5
<PAGE>



                            DELIGHTFULLY FROZEN CORP.
                          (A DEVELOPMENT STAGE COMPANY)

                 CONDENSED STATEMENTS OF CASH FLOWS (CONTINUED)



SUPPLEMENTAL DISCLOSURE OF NON-CASH FINANCING ACTIVITY:

An officer of the Company provides office space to the Company for $1,400 per
month, on a month-to-month basis, and receives a salary of $1,000 per month for
services performed as the Company's President. These fees were recorded as a
contribution to capital. For the six months ended June 30, 2004 and 2003, and
the period from October 1, 2002 (inception) to June 30, 2004, the Company
recognized office expense of $8,400, $8,400, and $28,000, respectively, and
salary expense of $6,000, $6,000, and $21,000, respectively.

In October 2002, the Company issued 2,550,000 shares of its common stock in
exchange for services to incorporate the Company, totaling $2,550. The Founder
Shares were valued at the par value of the Company's common stock, which
represented its fair market value on the date of issuance. In October 2002,
375,000 shares of common stock were issued at $0.15 per share in exchange for
services rendered totaling of $56,250, which was the fair market value of the
Company's common stock on the date of issuance.







             The accompanying notes form an integral part of these
                        condensed financial statements.

                                       6
<PAGE>


                            DELIGHTFULLY FROZEN CORP.
               NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)

1.   BASIS OF PRESENTATION AND NATURE OF BUSINESS OPERATIONS

BASIS OF PRESENTATION

     The condensed financial statements include the financial statements of
Delightfully Frozen Corp. (the "Company"). The accompanying unaudited condensed
financial statements have been prepared in accordance with the instructions to
Form 10-QSB and do not include all of the information and footnotes required by
accounting principles generally accepted in the United States of America for
complete financial statements. These condensed financial statements and related
notes should be read in conjunction with the Company's audited financial
statements included in Form 10-KSB filed with the Securities and Exchange
Commission on April 14, 2004, for the year ended December 31, 2003 and the
period from October 1, 2002 (inception) to December 31, 2002. In the opinion of
management, these condensed financial statements reflect all adjustments which
are of a normal recurring nature and which are necessary to present fairly the
financial position of the Company as of June 30, 2004, and the results of
operations, stockholders' deficit for the three months and six months ended June
30, 2004 and 2003, and the period from October 1, 2002 (inception) to June 30,
2004 and the cash flows for the six months ended June 30, 2004 and 2003, and the
period from October 1, 2002 (inception) to June 30, 2004. The results of
operations for the six months ended June 30, 2004 are not necessarily indicative
of the results, which may be expected for the entire fiscal year.

NATURE OF BUSINESS OPERATIONS

     Delightfully Frozen Corp. (the "Company") is currently a development stage
enterprise under the provisions of Statement of Financial Accounting Standards
("SFAS") No. 7. The Company was incorporated under the laws of the state of
Texas on October 1, 2002.

     The Company will provide a frozen drink machine rental service. The Company
will specialize in providing the rentals of frozen drink machines for gatherings
such as wedding, receptions, and other events in the area of Dallas, Texas. As
of June 30, 2004, the Company has had no revenue and has not commenced its
operations in the frozen drink machine rental service.

2.   GOING CONCERN

     The accompanying condensed financial statements have been prepared on a
going concern basis, which contemplate the realization of assets and the
satisfaction of liabilities in the normal course of business. As of June 30,
2004, the Company has not generated any revenue, and has a deficit accumulated
during the development stage totaling $178,397. These matters raise substantial
doubt about the Company's ability to continue as a going concern. These
condensed financial statements do not include any adjustments relating to the
recoverability and classification of recorded asset amounts, or amounts and
classification of liabilities that might be necessary should the Company be
unable to continue as a going concern.

     Management plans to take the following steps that it believes will be
sufficient to provide the Company with the ability to continue in existence:

     Management intends to continue to raise additional financing through debt
and equity financing or other means and interests that it deems necessary, with
a view to moving forward and sustaining a prolonged growth in its strategy
phases. The Company plans to use the proceeds of such financing to provide
working capital to its operations and increase its capital expenditure for the
frozen drink machines. There can be no assurances that sufficient financing will
be available on terms acceptable to the Company or at all.



                                       7
<PAGE>


3.   RELATED-PARTY TRANSACTIONS

LONG-TERM DEBT - RELATED PARTY

     During October 2002, the Company entered into two notes payable to a
related party totaling $15,000, which bear interest at the rate of 10% per
annum, and mature in October 2004. The Company has incurred interest totaling
$375, $375, $750, $750 and $2,625, relating to these notes, for the three months
ended June 30, 2004 and 2003, six months ended June 30, 2004 and 2003, and the
period from October 1, 2002 (inception) to June 30, 2004, respectively.

     During June 2003, the Company entered into a note payable to a related
party totaling $10,000, which bears interest at the rate of 10% per annum, and
matures in June 2005. The Company has incurred interest totaling $250, $0, $500,
$0 and $1,000, relating to this note, for the three months ended June 30, 2004
and 2003, six months ended June 30, 2004 and 2003, and the period from October
1, 2002 (inception) to June 30, 2004, respectively.

     During January 2004, the Company entered into a note payable to a related
party totaling $6,000, which bears interest at the rate of 10% per annum, and
matures in January 2006. The Company has incurred interest totaling $150, $0,
$300, $0 and $300, relating to this note, for the three months ended June 30,
2004 and 2003, six months ended June 30, 2004 and 2003, and the period from
October 1, 2002 (inception) to June 30, 2004, respectively.

     During April 2004, the Company entered into two notes payable to two
related parties totaling $12,800, which bear interest at the rate of 10% per
annum, and matures in April 2006. The Company has incurred interest totaling
$213, $0, $213, $0 and $213, relating to these notes, for the three months ended
June 30, 2004 and 2003, six months ended June 30, 2004 and 2003, and the period
from October 1, 2002 (inception) to June 30, 2004, respectively

OFFICE EXPENSES

     An officer of the Company provided office space to the Company at $1,400
per month on a month-to-month basis, which was recorded as a contribution to
capital. Total office expense for the three months ended June 30, 2004 and 2003,
six months ended June 30, 2004 and 2003, and the period from October 1, 2002
(inception) to June 30, 2004 was $4,200, $4,200, $8,400, $8,400 and $28,000,
respectively.

EXECUTIVE COMPENSATION

     The Company agreed to pay a monthly salary of $1,000 to its president for
services performed. Compensation expense of $3,000, $3,000, $6,000, $6,000 and
$21,000, respectively, has been recognized for services provided by the officer
for the three months ended June 30, 2004 and 2003, six months ended June 30,
2004 and 2003, and the period from October 1, 2002 (inception) to June 30, 2004
with an offset to additional paid-in capital.



                                       8
<PAGE>


ITEM 2.  PLAN OF OPERATION

THIS FOLLOWING INFORMATION SPECIFIES CERTAIN FORWARD-LOOKING STATEMENTS OF
MANAGEMENT OF THE COMPANY. FORWARD-LOOKING STATEMENTS ARE STATEMENTS THAT
ESTIMATE THE HAPPENING OF FUTURE EVENTS AND ARE NOT BASED ON HISTORICAL FACT.
FORWARD-LOOKING STATEMENTS MAY BE IDENTIFIED BY THE USE OF FORWARD-LOOKING
TERMINOLOGY, SUCH AS "MAY", "SHALL", "COULD", "EXPECT", "ESTIMATE",
"ANTICIPATE", "PREDICT", "PROBABLE", "POSSIBLE", "SHOULD", "CONTINUE", OR
SIMILAR TERMS, VARIATIONS OF THOSE TERMS OR THE NEGATIVE OF THOSE TERMS. THE
FORWARD-LOOKING STATEMENTS SPECIFIED IN THE FOLLOWING INFORMATION HAVE BEEN
COMPILED BY OUR MANAGEMENT ON THE BASIS OF ASSUMPTIONS MADE BY MANAGEMENT AND
CONSIDERED BY MANAGEMENT TO BE REASONABLE. OUR FUTURE OPERATING RESULTS,
HOWEVER, ARE IMPOSSIBLE TO PREDICT AND NO REPRESENTATION, GUARANTY, OR WARRANTY
IS TO BE INFERRED FROM THOSE FORWARD-LOOKING STATEMENTS.

THE ASSUMPTIONS USED FOR PURPOSES OF THE FORWARD-LOOKING STATEMENTS SPECIFIED IN
THE FOLLOWING INFORMATION REPRESENT ESTIMATES OF FUTURE EVENTS AND ARE SUBJECT
TO UNCERTAINTY AS TO POSSIBLE CHANGES IN ECONOMIC, LEGISLATIVE, INDUSTRY, AND
OTHER CIRCUMSTANCES. AS A RESULT, THE IDENTIFICATION AND INTERPRETATION OF DATA
AND OTHER INFORMATION AND THEIR USE IN DEVELOPING AND SELECTING ASSUMPTIONS FROM
AND AMONG REASONABLE ALTERNATIVES REQUIRE THE EXERCISE OF JUDGMENT. TO THE
EXTENT THAT THE ASSUMED EVENTS DO NOT OCCUR, THE OUTCOME MAY VARY SUBSTANTIALLY
FROM ANTICIPATED OR PROJECTED RESULTS, AND, ACCORDINGLY, NO OPINION IS EXPRESSED
ON THE ACHIEVABILITY OF THOSE FORWARD-LOOKING STATEMENTS. WE CANNOT GUARANTY
THAT ANY OF THE ASSUMPTIONS RELATING TO THE FORWARD-LOOKING STATEMENTS SPECIFIED
IN THE FOLLOWING INFORMATION ARE ACCURATE, AND WE ASSUME NO OBLIGATION TO UPDATE
ANY SUCH FORWARD-LOOKING STATEMENTS.

CRITICAL ACCOUNTING POLICY AND ESTIMATES. Our Management's Discussion and
Analysis of Financial Condition and Results of Operations section discusses our
consolidated financial statements, which have been prepared in accordance with
accounting principles generally accepted in the United States of America. The
preparation of these financial statements requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities at
the date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. On an on-going basis, management evaluates
its estimates and judgments, including those related to revenue recognition,
accrued expenses, financing operations, and contingencies and litigation.
Management bases its estimates and judgments on historical experience and on
various other factors that are believed to be reasonable under the
circumstances, the results of which form the basis for making judgments about
the carrying value of assets and liabilities that are not readily apparent from
other sources. Actual results may differ from these estimates under different
assumptions or conditions. The most significant accounting estimates inherent in
the preparation of our financial statements include estimates as to the
appropriate carrying value of certain assets and liabilities which are not
readily apparent from other sources. These accounting policies are described at
relevant sections in this discussion and analysis and in the notes to the
financial statements included in our Quarterly Report on Form 10-QSB for the
period ended June 30, 2004.

We are a development stage company and intend to be a frozen drink machine
rental service. We intend to specialize in renting frozen drink machines for
gatherings such as wedding receptions, birthday parties, football parties,
anniversaries, family reunions, weekend barbeques, and fund raising events, as
well as any other type of occasion. We believe that frozen alcohol drinks, such
as peach bellinis, margaritas, daiquiris, and pina coladas, are very popular for
gatherings and parties. We intend to begin our operations in the Dallas-Fort
Worth, Texas area. The beverage concentrate we use has natural flavorings and
few preservatives. We believe this makes the concentrate superior, both in
quality and taste, to the other brands on the market. We believe that we can
provide a quality concentrate superior to that found at grocery and convenience
stores, which also offer frozen drinks.


                                       9
<PAGE>

We intend to deliver a frozen drink machine with everything the customer needs
for making frozen drinks. The frozen drink machine delivery includes: 100
ten-ounce, cups, straws, napkins, and salt, if needed for margaritas. Delivery
also includes the mix, and the mixing of the first batch of frozen beverages. We
will not provide any alcohol to our customers. These frozen beverages can be
made with alcohol, and if the customers choose to have alcohol in the drinks,
they must purchase it from an outside source, and add it themselves. As part of
the equipment we provide, we also intend to use a custom cart for ease of
delivery and minimizing the chance of any furniture or carpet damage. The cart
has a deep tray which will help contain spills to further reduce furniture or
carpet damage. We also propose to arrange for pickup of the rental unit,
typically the next morning, which would be included in the rental cost, and will
be performed at a time convenient for the customer.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

LIQUIDITY AND CAPITAL RESOURCES. We had cash and cash equivalents totaling
$7,679 of June 30, 2004. We had no other assets as of that date, so that our
total assets were also $7,679 as of June 30, 2004. We believe that our available
cash and cash equivalents are not sufficient to pay our day-to-day expenditures.
However, our officers and directors have committed to pay our day-to-day
expenses so that we are able to continue operations until we are able to obtain
additional funding through other sources at levels to implement our business
plan. As of June 30, 2004, we had current liabilities of $33,906 which were
represented by $4,768 in accounts payable and accrued expenses, $25,000 in short
term debt to officers and stockholders and $4,138 due to related parties. We
also had $18,800 in long-term debt to a related party as of June 30, 2004,
making our total liabilities $52,706. This is in comparison to the period
December 31, 2003, where we had total assets of $306, which consisted entirely
of cash and cash equivalents. Our total current liabilities as of December 31,
2003 were $11,375, which consisted of $9,000 representing accounts payable and
accrued expenses and $2,375 due to related parties. We also had $25,000 in long
term debt to related parties, making our total liabilities $36,375 as of
December 31, 2003.

FOR THE THREE MONTHS ENDED JUNE 30, 2004 COMPARED TO THE THREE MONTHS ENDED
JUNE 30, 2003.

RESULTS OF OPERATIONS.

REVENUES. We have not realized any revenues from our inception on October 1,
2002 through the period ended June 30, 2004. We hope to generate revenues when
we begin to receive contracts from customers. Depending upon the availability of
operating capital, we intend to begin operations within twelve months.

OPERATING EXPENSES. For the three months ended June 30, 2004, our total
operating expenses were $10,989, all of which were selling, general and
administrative expenses. We also had $988 in interest expenses, so that our net
loss for the three months ended June 30, 2004 was $11,977. This is in comparison
to the same period ended June 30, 2003, where we had $30,013 in selling, general
and administrative expenses and $375 in interest expenses, making our net loss
for that period $30,388. Our expenses were higher for the period ended in 2003
during which we were preparing our registration statement. For the period from
our inception on October 1, 2002 through June 30, 2004, our total operating
expenses were $174,259, all of which were selling, general and administrative
expenses. We also had $4,138 in interest expense, so that our net loss for the
period from inception to June 30, 2004 was $178,397.

FOR THE SIX MONTHS ENDED JUNE 30, 2004 COMPARED TO THE SIX MONTHS ENDED
JUNE 30, 2003.

RESULTS OF OPERATIONS.

OPERATING EXPENSES. For the six months ended June 30, 2004, our total operating
expenses were $21,595, all of which were selling, general and administrative
expenses. We also had $1,763 in interest expenses, so that our net loss for the
six months ended June 30, 2004 was $23,358. This is in comparison to the same
period ended June 30, 2003, where we had $63,407 in selling, general and
administrative expenses and $750 in interest expenses, making our net loss for
that period $64,157. Our expenses were higher for the period ended in 2003
during which we were preparing our registration statement.


                                       10
<PAGE>


OUR PLAN OF OPERATION FOR THE NEXT TWELVE MONTHS. As of June 30, 2004, we have
not generated any revenues. We hope to generate revenues in the next twelve
months by engaging customers through reputation and word of mouth, and develop
networking relationships with vendors in related businesses. We have not yet
engaged any customers. As we develop additional networking relationships, our
opportunities to generate revenues might increase. To effectuate our business
plan during the next twelve months, we must increase our service offerings and
market and promote our services. We currently market our business primarily
through referrals and those referrals will likely comprise a majority of our
business. Our failure to market and promote our services will hinder our ability
to increase the size of our operations and generate additional revenues. If we
are not able to generate additional revenues that cover our estimated operating
costs, our business may ultimately fail.

We have cash and cash equivalents of $7,679 as of June 30, 2004. In the opinion
of management, available funds will not satisfy our working capital requirements
to operate at our current level of activity for the next twelve months. Our
officers and directors have committed to pay our day-to-day expenses so that we
are able to continue operations until we are able to obtain additional funding
through other sources at levels to implement our business plan. To move forward
with our business plan, we will need to proceed with several steps, described
below:

First, our management hopes to raise additional financing through debt and
equity financing to move forward with our business plan. We plan to use the
proceeds of such financing to provide working capital to our operations and
increase our capital expenditure for the frozen drink machines. Our forecast for
the period for which our financial resources will be adequate to support our
operations involves risks and uncertainties and actual results could fail as a
result of a number of factors. There can be no assurances that sufficient
financing will be available on terms acceptable to us or at all.

Following receipt of working capital, our second step is to lease
office/warehouse space, probably in the north Dallas area, due to its close
proximity to our business's anticipated main customer base. Several locations
have been identified that we believe would be suitable for our needs in the
first year.

Third, we intend to purchase equipment and supplies. Initially we plan on
seventy-two frozen drink machines with related equipment/supplies. The supplies
we anticipate that we would need include such soft goods as napkins, cups,
straws, etc. along with an inventory of flavored drink mixes. We also anticipate
leasing the necessary six delivery vehicles.

Fourth, and tied closely to the purchase of equipment and supplies, will be an
advertising blitz. Some plans we expect to implement in this regard are:

   1)  Placing advertisements on local talk radio stations in the Dallas area.
   2)  We will donate our machines to churches for their family related
       functions. Although no revenue will be realized, we hope that the
       upscale, family oriented nature of local churches create a steady flow of
       business as a result of good will and referrals stemming from of these
       donations.
   3)  The State Fair of Texas in October will also be an ideal promotional
       event.
   4)  Tailgate parties at local football games are big events. We plan to have
       machines prominently displayed at appropriate locations and times to help
       generate exposure and sales at these events.

We expect that the specific dates to complete each of these steps will depend
upon the timing of the financing. However, we believe we will have
office/warehouse space occupied within thirty days of raising adequate funds.
Within another thirty days we should have leases/purchases of the trucks and
other equipment completed. With autumn being


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a heavy sports and holiday time of year, we believe this to be an ideal time to
launch the marketing phase of our venture. Although we hope to use aggressive
marketing to try and even out sales/rentals during the year (for example through
parties, birthdays, weddings, business functions and similar events) we estimate
that rentals will tend to be heaviest during the football, basketball and
holiday season, i.e., September through early January.

Financing to date has been accomplished through the personal savings of our
management and the sale of stock to their family, friends and business
associates. We believe that these sources remain adequate for the immediate
future needs of the business. No other sources of financing have been initiated
nor are any planned at this time.

We currently conduct minimal operations and do not have the cash resources to
continue minimal operations without additional funding, which may be provided by
our management. Our management has indicated that they will continue to pay our
expenses so that we may continue operations until other funding sources are
found. Our management is not obligated to finance our operations and we may have
to cease operations if additional funding or a source of revenue is not
obtained.

We are not currently conducting any research and development activities and do
not anticipate conducting such activities in the near future. In the event that
we expand our customer base, then we may need to hire additional employees or
independent contractors as well as purchase or lease additional equipment.

ITEM 3. CONTROLS AND PROCEDURES

(a) Evaluation of disclosure controls and procedures. We maintain controls and
procedures designed to ensure that information required to be disclosed in the
reports that we file or submit under the Securities Exchange Act of 1934 is
recorded, processed, summarized and reported within the time periods specified
in the rules and forms of the Securities and Exchange Commission. Based upon
their evaluation of those controls and procedures performed as of June 30, 2004,
our chief executive officer and the principal financial officer concluded that
our disclosure controls and procedures were adequate.

(b) Changes in internal controls. There were no significant changes in our
internal controls or in other factors that could significantly affect these
controls subsequent to the date of the evaluation of those controls by the chief
executive officer and principal financial officer.

                          PART II -- OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

None.

ITEM 2. CHANGES IN SECURITIES.

None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4.  SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS

None.

ITEM 5.  OTHER INFORMATION

None.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K


(a) Exhibits.

         31.      Rule 13a-14(a)/15d-14(a) Certifications of Chief Executive
                  Officer and Chief Financial Officer of the Company
         32. Section 906 Certification by Chief Executive Officer and Chief
Financial Officer

(b) Reports on Form 8-K

         None.



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                                   SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

                                             Delightfully Frozen Corp.,
                                             a Texas corporation



August 6, 2004                      By:      /s/ Ken Graham
                                             -----------------------------------
                                             Ken Graham
                                    Its:     President, Treasurer, Director