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 MARCH 31, 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 May 11, 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>
<S>                                                                       <C>               <C>
                                                                       March 31,
                                                                         2004           December 31,
                                                                      (unaudited)           2003
                                                                   ----------------   ---------------
Current assets -
    Cash and cash equivalents                                      $         3,104    $          306
                                                                   ----------------   ---------------

              Total assets                                         $         3,104    $          306
                                                                   ================   ===============


                        LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
    Accounts payable and accrued expenses                          $         9,204    $        9,000
    Short-term debt - officers-stockholders                                 15,000                 -
    Due to related parties                                                   3,150             2,375
                                                                   ----------------   ---------------

              Total current liabilities                                     27,354            11,375

Long-term debt - officers-stockholders                                      16,000            25,000
                                                                   ----------------   ---------------

              Total liabilities                                             43,354            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                                             123,075           115,875
    Deficit accumulated during the development stage                      (166,420)         (155,039)
                                                                   ----------------   ---------------

              Total stockholders' deficit                                  (40,250)          (36,069)
                                                                   ----------------   ---------------

              Total liabilities and stockholders' deficit          $         3,104    $          306
                                                                   ================   ===============
</TABLE>


The accompanying notes form an integral part of these 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         October 1, 2002
                                                months ended          months ended          (inception) to
                                               March 31, 2004        March 31, 2003         March 31, 2004
                                             --------------------  --------------------  --------------------
<S>                                                  <C>                    <C>                   <C>
Net revenue                                  $                 -   $                 -   $                 -

Cost of revenue                                                -                     -                     -
                                             --------------------  --------------------  --------------------

Gross profit                                                   -                     -                     -

Selling, general and administrative
  expenses                                                10,606                33,394               163,270
                                             --------------------  --------------------  --------------------

Loss from operations before other expense
  and provision for income taxes                         (10,606)              (33,394)             (163,270)

Other expense -
     interest expense                                       (775)                 (375)               (3,150)
                                             --------------------  --------------------  --------------------

Loss before provision for income taxes                   (11,381)              (33,769)             (166,420)

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

Net loss                                     $           (11,381)  $           (33,769)  $          (166,420)
                                             ====================  ====================  ====================


Loss per share - basic and diluted           $                 -   $             (0.01)  $             (0.05)
                                             ====================  ====================  ====================


Weighted average number of shares -
  basic and diluted                                    3,095,467             3,073,669               3,048,114
                                             ====================  ====================  =====================
</TABLE>


The accompanying notes form an integral part of these 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)                                       -           -          7,200              -             -          7,200

Net loss (unaudited)                                 -           -              -              -       (11,381)       (11,381)
                                         --------------  ----------  -------------  ------------- -------------  -------------

Balance at March 31, 2004 (unaudited)        3,095,467   $   3,095   $    123,075   $          -  $   (166,420)  $    (40,250)
                                         ==============  ==========  =============  ============= =============  =============
</TABLE>




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

                                       4
<PAGE>


                            DELIGHTFULLY FROZEN CORP.
                          (A DEVELOPMENT STAGE COMPANY)

                       CONDENSED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)


<TABLE>
<CAPTION>
<S>                                                              <C>                     <C>                   <C>
                                                                                                         For the period
                                                           For the three          For the three       from October 1, 2002
                                                            months ended          months ended           (inception) to
                                                           March 31, 2004        March 31, 2003          March 31, 2004
                                                         -------------------   --------------------   ---------------------
Cash flows used for operating activies:
     Net loss                                            $          (11,381)   $           (33,769)   $           (166,420)
                                                         -------------------   --------------------   ---------------------

     Adjustments to reconcile net loss to net
       cash used for operating activities:
        Issuance of common stock in exchange
          for services                                                    -                      -                  58,800
        Deferred compensation                                             -                 14,063                       -
        Non-cash additional paid-in-capital
          contributed                                                 7,200                  7,200                  41,800

     Increase (Decrease) in liabilities:
        Accounts payable and accrued expenses                           204                   (500)                 10,107
        Due to related parties                                          775                   (153)                  2,247
                                                         -------------------   --------------------   ---------------------

           Total adjustments                                          8,179                 20,610                 112,954
                                                         -------------------   --------------------   ---------------------

           Net cash used for operating activities                    (3,202)               (13,159)                (53,466)
                                                         -------------------   --------------------   ---------------------

Cash flows provided by financing activities:
     Proceeds from issuance of long-term debt -
       officers/shareholders                                          6,000                      -                  31,000
     Issuance of common stock                                             -                  1,835                  25,570
                                                         -------------------   --------------------   ---------------------

           Net cash provided by financing
             activities                                               6,000                  1,835                  56,570
                                                         -------------------   --------------------   ---------------------

Net increase (decrease) in cash and
  cash equivalents                                                    2,798                (11,324)                  3,104
Cash and cash equivalents, beginning                                    306                 33,235                       -
                                                         -------------------   --------------------   ---------------------

Cash and cash equivalents, ending                        $            3,104    $            21,911    $              3,104
                                                         ===================   ====================   =====================

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


The accompanying notes form an integral part of these 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 three months ended March 31, 2004 and 2003, and
the period  from  October 1, 2002  (inception)  to March 31,  2004,  the Company
recognized  office expense of $4,200,  $4,200,  and $23,800,  respectively,  and
salary expense of $3,000, $3,000, and $18,000, 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.



                                       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 March 31, 2004, and the results of
operations, stockholders' deficit, and cashflows for the three months ended
March 31, 2004 and 2003, and the period from October 1, 2002 (inception) to
March 31, 2004. The results of operations for the three months ended March 31,
2004 are not necessarily indicative of the results, which may be expected for
the entire fiscal period.

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 March 31, 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 March 31,
2004, the Company has not generated any revenue, and has a deficit accumulated
during the development stage totaling $166,420. 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.


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 and $2,250, relating to these notes, for the three months ended March
31, 2004 and 2003, and the period from October 1, 2002 (inception) to March 31,
2004, respectively.


                                       7
<PAGE>


     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 and
$750, relating to this note, for the three months ended March 31, 2004 and 2003,
and the period from October 1, 2002 (inception) to March 31, 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 and
$150, relating to this note, for the three months ended March 31, 2004 and 2003,
and the period from October 1, 2002 (inception) to March 31, 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 March 31, 2004 and
2003, and the period from October 1, 2002 (inception) to March 31, 2004 was
$4,200, $4,200 and $23,800, 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 and $18,000,
respectively, has been recognized for services provided by the officer for the
three months ended March 31, 2004 and 2003, and the period from October 1, 2002
(inception) to March 31, 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 March 31, 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
$3,104 as of March 31, 2004. We had no other assets as of that date, so that our
total assets were also $3,104 as of March 31, 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 March 31, 2004, we had current liabilities of $27,354 which
were represented by $9,204 in accounts payable and accrued expenses, $15,000 in
short term debt to officers and stockholders and $3,150 due to related parties.
We also had $16,000 in long-term debt to a related party as of March 31, 2004,
making our total liabilities $43,354. 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 MARCH 31, 2004 COMPARED TO THE THREE MONTHS ENDED
MARCH 31, 2003.
-----------------------------------------------------------------------------
RESULTS OF OPERATIONS.

REVENUES. We have not realized any revenues from our inception on October 1,
2002 through the period ended March 31, 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 March 31, 2004, our total
operating expenses were $10,606, all of which were selling, general and
administrative expenses. We also had $775 in interest expenses, so that our net
loss for the three months ended March 31, 2004 was $11,381. This is in
comparison to the same period ended March 31, 2003, where we had $33,394 in
selling, general and administrative expenses and $375 in interest expenses,
making our net loss for that period $33,769. For the period from our inception
on October 1, 2002 through March 31, 2004, our total operating expenses were
$163,270, all of which were selling, general and administrative expenses. We
also had $3,150 in interest expense, so that our net loss for the period from
inception to March 31, 2004 was $166,420.

OUR PLAN OF OPERATION FOR THE NEXT TWELVE MONTHS. As of March 31, 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 $3,104 as of March 31, 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. Our management
hopes to raise additional financing through debt and equity financing or other
means to move forward with the 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. There can be no assurances
that sufficient financing will be available on terms acceptable to us or at all.
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.


                                       10
<PAGE>

However, we hope to accomplish the steps listed below to implement our business
plan. To commence our operations as we envision, we estimate that we will
require approximately $783,000 as envisioned below during the next twelve
months. The figures and steps outlined below are estimates only, and our actual
progress and cost may vary from these estimates and is subject to our ability to
obtain adequate funding. As of the date of this report, we have not obtained any
such financing, nor do we have adequate funding to continue operations at our
current level over the next twelve months. Such additional capital may be raised
through public or private equity financing, borrowings, or other sources, such
as contributions from our officers and directors. If we are unable to obtain
funds necessary to implement our business plan, we may revise or scale back our
business plan. We need to accomplish these steps to implement our business plan:

o        Purchase computer equipment;
o        Lease office space and storage space;
o        Establish our website;
o        Begin an advertising campaign;
o        Purchase frozen drink carts and product inventory;
o        Arrange to lease or purchase delivery trucks;
o        Hire support staff; and
o        Identify additional sources of capital.

We propose to purchase a total of 72 frozen drink machines within two years of
obtaining adequate financing, with the first 36 frozen drink machines in the
first year. Within the two years of obtaining such financing, we propose to
purchase up to six delivery trucks with rear overhead doors and hoists to
transport our frozen drink machines, with three anticipated to be purchased
during the first year after obtaining such financing. Additional support staff
may be hired as necessity and resources dictate within the proceeding twelve
months. We believe that funds in the amount of approximately $1,500,000 may be
required to implement these purchases and activities.

We have not yet obtained such funds, nor have we entered into any negotiations
to obtain such funds.

We currently conduct minimal operations and do not have the cash resources to
continue minimal operations without additional funding, which may or may not be
provided by our management. Our management has idicated that they will continue
to pay our expenses so that we may continue operations untill 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, other
than the development of our website. We 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 March 31,
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.


                                       11
<PAGE>


                          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.



                                       12
<PAGE>


                                   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



May 11, 2004                        By:     /s/  Ken Graham
                                            -----------------------------------
                                            Ken Graham
                                            Its: President, Treasurer, Director