<PAGE>

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


                                 AMENDMENT NO. 1
                                   FORM 10-QSB


        [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

               For the quarterly period ended: September 30, 2004

       [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

           For the transition period from ____________ to ____________

                           Commission file number: 000-32249

                               ARMOR ELECTRIC INC.
        (Exact name of small business issuer as specified in its charter)

             Nevada                                      65-0853784
(State or other jurisdiction of                (IRS Employee Identification No.)
 incorporation or organization)

             201 Lomas Santa Fe, Suite #420, Solana Beach, CA 92075
                    (Address of principal executive offices)

                                 (858) 720-0123
                           (Issuer's telephone number)

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 practicable date:

    Common Stock, $0.001 par value                     35,219,333
               (Class)                    (Outstanding as of October 29, 2004)

Transitional Small Business Disclosure Format (Check one):  Yes [ ]  No [X]




<PAGE>

                               ARMOR ELECTRIC INC.
                                   FORM 10-QSB
                                      INDEX


                                                                            Page
                                                                            ----
Part I - FINANCIAL INFORMATION

Item 1.  Financial Statements (Unaudited)

         Condensed  Balance Sheets September 30, 2004 (unaudited)
         and June 30, 2004 .................................................F-1

         Unaudited Condensed  Statements of Operations for the
         three months ended September 30, 2004 and 2003.....................F-2

         Unaudited Condensed  Statements of Cash Flows for the
         three months ended September 30, 2004 and 2003.....................F-3

         Consolidated Statement of Stockholders' equity for the period from
         June 5, 1998 (Inception) to September 30, 2004 (unaudited).........F-4

         Notes to Financial Statements (unaudited)..........................F-5

Item 2.  Management's Discussion and Analysis or Plan of Operation..........3

Item 3.  Controls and Procedures............................................4

Part II  OTHER INFORMATION

Item 1.  Legal Proceedings..................................................5

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds........5

Item 3.  Defaults upon Senior Securities....................................5

Item 4.  Submission of Matters to a Vote of Security Holders................5

Item 5.  Other Information..................................................5

Item 6.  Exhibits and Reports on Form 8-K...................................5

Signatures..................................................................6

                                       2


<PAGE>


                          PART I: FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS (UNAUDITED)


                              ARMOR ELECTRIC, INC.
                          (A Development Stage Company)
                            CONDENSED BALANCE SHEETS
                               SEPTEMBER 30, 2004
                                                         SEPTEMBER 30,  JUNE 30,
                                                             2004        2004
                                                           ---------   ---------
                                     ASSETS               (unaudited)
                                     ------                RESTATED
CURRENT ASSETS
  Funds held in trust by related party                     $    553    $    553
                                                           ---------   ---------

               Total Current Assets                        $    553    $    553
                                                           =========   =========


                      LIABILITIES AND STOCKHOLDERS' EQUITY
                      ------------------------------------

CURRENT LIABILITIES
     ACCOUNTS PAYABLE                                      $    527    $    527
     Accounts payable-related parties                        15,867      15,867
     Accrued payroll                                         14,625      11,000
                                                           ---------   ---------

               Total Current Liabilities                     31,019      27,394
                                                           ---------   ---------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY (DEFICIT)
    Preferred stock, par value $.001, 10,000,000 shares
          authorized, none issued

     Common stock, par value $.001, 100,000,000 shares
          authorized, 34,717,333 shares
          issued and outstanding                             34,717      34,717
     Paid-in capital                                         10,803       6,873
    (Deficit) accumulated during development stage          (75,986)    (68,431)
                                                           ---------   ---------

               Total Stockholders' Equity (Deficit)         (30,466)    (26,841)
                                                           ---------   ---------

                                                           $    553    $    553
                                                           =========   =========

                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS


                                       F-1



<PAGE>
<TABLE>

                                      ARMOR ELECTRIC, INC.
                                  (A DEVELOPMENT STAGE COMPANY)
                               CONDENSED STATEMENTS OF CASH FLOWS
                                           (UNAUDITED)

<CAPTION>
                                                                              CUMULATIVE
                                                                                FROM
                                                      THREE MONTHS ENDED     JUNE 5, 1998
                                                          SEPTEMBER 30,     (INCEPTION) TO
                                                     ---------------------   SEPTEMBER 30,
                                                       2004         2003         2004
                                                     ---------   ---------   ------------
                                                      RESTATED                RESTATED
<S>                                                  <C>         <C>         <C>
OPERATING ACTIVITIES:
      Net  (loss) from operations                    $ (7,555)   $   (996)   $   (75,986)
      Contributions to capital                          3,930         300          8,730
      Capital issued for services                          --          --         15,010
      Adjustments to reconcile net (loss) to net
       cash used by operating activities:
         Changes in:
               Trust funds                                                          (553)
               Accounts payable                                        71            527
               Accrued payroll                          3,625         625         14,625
                                                     ---------   ---------   ------------

         Net Cash  (Used) in Operating Activities          --          --        (37,647)
                                                     ---------   ---------   ------------

 FINANCING ACTIVITIES:
       Proceeds from sale of common stock                  --          --         15,240
       Accounts payable- related parties                   --          --         22,407
                                                     ---------   ---------   ------------

         Net Cash provided by Financing Activities         --          --         37,647
                                                     ---------   ---------   ------------

NET INCREASE IN CASH                                       --          --             --

CASH, beginning of period                                  --          --             --
                                                     ---------   ---------   ------------

CASH, end of period                                  $     --    $     --    $        --
                                                     =========   =========   ============

NON-CASH FINANCING ACTIVITIES
     Shareholder loans converted to common stock                             $     6,540
                                                                             ============


                            SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS


                                                 F-2
</TABLE>



<PAGE>

                              ARMOR ELECTRIC, INC.
                          (A Development Stage Company)
                       CONDENSED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

                                                                  CUMULATIVE
                                                                    FROM
                                      THREE MONTHS ENDED         JUNE 5, 1998
                                        SEPTEMBER 30,           (INCEPTION) TO
                                  --------------------------   -----------------
                                      2004          2003      SEPTEMBER 30, 2004
                                  ------------  ------------   ----------------
                                    RESTATED                         RESTATED

REVENUE                           $        --   $        --    $            --

EXPENSES:
      General and administrative        7,555           996             75,986
                                  ------------  ------------   ----------------

           Total Expenses               7,555           996             75,986
                                  ------------  ------------   ----------------

NET (LOSS)                        $    (7,555)  $      (996)   $       (75,986)
                                  ============  ============   ================


NET INCOME PER COMMON SHARE-BASIC           *             *
                                  ============  ============

WEIGHTED AVERAGE NUMBER OF
   COMMON SHARES OUTSTANDING       34,717,333    34,717,333
                                  ============  ============


* less than $.01 per share


                  SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS


                                        F-3



<PAGE>
<TABLE>
                                              ARMOR ELECTRIC, INC.
                                          (A DEVELOPMENT STAGE COMPANY)
                                   STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)

<CAPTION>
                                                                                   (DEFICIT)
                                                                                  ACCUMULATED
                                                  COMMON STOCK                    DURING THE
                                           ------------------------    PAID-IN    DEVELOPMENT
                                              SHARES      AMOUNT       CAPITAL        STAGE        TOTAL
                                           -----------  -----------  -----------   -----------   -----------

<S>                                        <C>          <C>          <C>           <C>           <C>
Balances, inception                                --   $       --   $       --    $       --    $       --
(UNAUDITED)
  Shares issued January 10, 1998, for
   services at $.001 per share             10,500,000       10,500       (5,250)           --         5,250
  Net (loss) for the year                          --           --           --        (5,250)       (5,250)
                                           -----------  -----------  -----------   -----------   -----------

BALANCES, JUNE 30, 1998 (UNAUDITED)        10,500,000       10,500       (5,250)       (5,250)           --
  Shares issued August 31, 1998, for
   cash at $.001 per share                     42,000           42          168            --           210
  Shares issued August 31, 1998, for
   services at $.001 per share                  2,000        1,952        7,808            --         9,760
  Shares issued September 30,1998, for
   cash at $.001 per share                      2,000            2            8            --            10
  Shares issued October 12,1998,  for
   cash at $.001 per share                      4,000            4           16            --            20
  Net( loss) for the year                          --           --           --       (10,000)      (10,000)
                                           -----------  -----------  -----------   -----------   -----------

BALANCES, JUNE 30, 1999 (UNAUDITED)        12,500,000       12,500        2,750       (15,250)           --
  Shares issued February 8, 2000 for
   cash at $.001 per share                    150,000          150       14,850            --        15,000
  Net (loss) for the year                          --           --           --        (5,275)       (5,275)
                                           -----------  -----------  -----------   -----------   -----------

BALANCES, JUNE 30, 2000 (UNAUDITED)        12,650,000       12,650       17,600       (20,525)        9,725
(AUDITED)
  Contributed capital-office overhead              --           --        1,200            --         1,200
  Net (loss) for the year                          --           --           --       (14,155)      (14,155)
                                           -----------  -----------  -----------   -----------   -----------

BALANCES, JUNE 30, 2001                    12,650,000       12,650       18,800       (34,680)       (3,230)
  Contributed capital-office overhead              --           --        1,200            --         1,200
  Net (loss) for the year                          --           --           --        (4,272)       (4,272)
                                           -----------  -----------  -----------   -----------   -----------

BALANCES, JUNE 30, 2002                    12,650,000       12,650       20,000       (38,952)       (6,302)
  Contributed capital-office overhead              --           --        1,200            --         1,200
  Shares issued December 18, 2002 @
    $.001 per share for shareholder loan    1,067,333        1,067        5,473            --         6,540
  Net (loss) for the year                          --           --           --       (11,110)      (11,110)
                                           -----------  -----------  -----------   -----------   -----------

BALANCES, JUNE 30, 2003                    13,717,333       13,717       26,673       (50,062)       (9,672)
  Contributed capital-office overhead              --           --        1,200            --         1,200
  Shares issued April 27, 2004 @ $.001
   per share to acquire marketing rights   21,000,000       21,000      (21,000)           --            --
  Net (loss) for the year                          --           --           --       (18,369)      (18,369)
                                           -----------  -----------  -----------   -----------   -----------

BALANCES, JUNE 30, 2004                    34,717,333       34,717        6,873       (68,431)      (26,841)
(UNAUDITED) RESTATED
  Contributed capital-office overhead              --           --        3,930            --         3,930
  Net (loss) for the quarter                       --           --           --        (7,555)       (7,555)
                                           -----------  -----------  -----------   -----------   -----------

BALANCES, SEPTEMBER 30, 2004,
  (UNAUDITED) RESTATED                     34,717,333   $   34,717   $   10,803    $  (75,986)   $  (30,466)
                                           ===========  ===========  ===========   ===========   ===========


                                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                                        F-4
</TABLE>




<PAGE>


                              ARMOR ELECTRIC, INC.

Notes to Financial Statements (unaudited)

Note 1. BASIS OF PRESENTATION

In the opinion of management, the accompanying unaudited condensed financial
statements have been prepared in accordance with generally accepted accounting
principles for interim financial information and with the instructions to Form
10-QSB. Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation of the
Company's financial position as of September 30, 2004 and the results of its
operations for the three ended September 30, 2004 and 2003 and cash flows for
the three months ended September 30, 2004 and 2003 have been made. Operating
results for the three months ended September 30, 2004 are not necessarily
indicative of the results that may be expected for the year ended June 30, 2005.

These condensed financial statements should be read in conjunction with the
financial statements and notes thereto contained in the Company's Form 10-KSB
for the year ended June 30, 2005.


                                       F-5



<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

The following discussion contains forward-looking statements that are subject to
significant risks and uncertainties. There are several important factors that
could cause actual results to differ materially from historical results and
percentages and results anticipated by the forward-looking statements. The
Company has sought to identify the most significant risks to its business, but
cannot predict whether or to what extent any of such risks may be realized nor
can there be any assurance that the Company has identified all possible risks
that might arise. Investors should carefully consider all of such risks before
making an investment decision with respect to the Company's stock.

OVERVIEW
--------

The Company is considered a development stage company in the business of
developing and marketing electronic propulsion and battery power systems for
electric powered vehicles. The costs and expenses associated with the
preparation and filing of this quarterly report and other operations of the
Company have been paid for by private placement financing and loans from
shareholders and officers of the Company.

PLAN OF OPERATION
-----------------

The Company has been assigned the rights held by Nova Electric Systems Inc.,
(Nova) through an asset purchase agreement.

Through an agreement with NuPow'r LLC, Nova holds the rights for the use of
certain proprietary technology to install electric propulsion systems on a
variety of electric powered vehicles to include, but not limited to, mountain
bikes, regular cycles, children's cycle toys and riding vehicles, recreation ATV
units, scooters, motorcycles, go-karts, NEV (Neighborhood Electric Vehicle)
cars, race cars, regular passenger cars, buses and all other types of two and
three wheeled vehicles, water craft and in addition, a wide variety of other
vehicles and products.

Nova has also acquired the rights from Nu Age Electric Inc., to certain
agreements between Nu Age and the largest bicycle manufacturer in the world,
Hero Cycles in India, for the joint venture to manufacture and distribute many
of the electric powered two and three wheel vehicles in India and for
distribution from the Hero manufacturing facilities worldwide.

The Nova Business Plan details a number of electric powered vehicles built as
proto-type working models at the Las Vegas facility and it is the intent of Nova
to work closely with their strategic partner, NuPow'r LLC to continue to develop
a wide variety of commercially viable vehicles and products there.

Nova will also work closely with their other strategic partner, Nu Age Electric
Inc., who has developed the agreements with Hero Cycles for manufacturing and
sales capabilities but also with other additional sales distributorships for
these electric powered products in Brazil, Mexico, Chile, Germany, Italy, the
Caribbean, Canada, the USA and other locations.

In addition, Nova is currently in discussions with another potential strategic
partner, Turbine Electric Power Inc. who is developing a hydrogen gas burning
turbine generator which will provide continuous power to the lithium-ion
batteries used in all Nova electric powered vehicles. This turbine adaptation to
the Nova electric powered vehicles will preclude the necessity of having to plug
the vehicles in causing significant wasted recharge time.

The hydrogen used to power the turbine will be released from water on board the
vehicles under a very low psi (23 to 28 psi) and allow the driver to travel the
same distance as a gasoline engine powered vehicles but for a cost equivalent of
only $.27 per gallon of gasoline with no emissions, no spark plugs, no oil
changes, no filters, no tune-ups and no environmental damage. The capability as
to speed, torque and distance will be equivalent to a standard fossil fuel
burning vehicle.

                                       3


<PAGE>

Nova and Turbine Electric Power Inc. are also in discussions to develop, through
a joint venture, electric powered watercraft. Since the Nova lithium-ion battery
based electric propulsion system will be complimentary to the turbine technology
burning hydrogen as a fuel from water to power the batteries and the electric
motors, this joint project will be a significant compliment for each company and
an exceptional commercial venture for the partnership.

The turbine company also has rights to the newest high tech water pump for
greater water thrust power using less energy than any other water pump on the
market today thus giving greater capability to this joint venture for these
water products.

These silent running, and non polluting water craft can now be reintroduced back
to the large national park recreation lakes, rivers and coastal areas which are
currently being restricted on an increasing basis throughout the USA and
environmental conscious countries worldwide.

DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
----------------------------------------------

The Company has incurred operating losses since its inception related primarily
to development general administration costs. During the three months ended
September 30, 2004, the Company posted a loss of $7,555 compared to a loss of
$996 for the three months ended September 30, 2003.

The Company's main focus during the three months ended September 30, 2004 has
been continued development of the marketing rights acquired from Nova Electric
Systems Inc.

GENERAL & ADMINISTRATIVE EXPENSES
---------------------------------

General and administrative expenses increased to $7,555 during the three months
ended September 30, 2004, compared to $996 for the three months ended September
30, 2003. The increase in 2004 is due to the beginning of increased operations
within the Company.

LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

Since inception, the Company has financed its operations from private financing.
The company has suffered recurring losses from operations and has a working
capital deficiency of $30,466 (current assets less current liabilities).

FINANCING
---------

The Company's capital requirements have not been significant in the past but the
Company anticipates it will increase as development and product launch begins.

CASH REQUIREMENTS AND NEED FOR ADDITIONAL FUNDS

To date, the Company has invested approximately $21,000 paid in stock in
acquiring the marketing rights of its product.

In order to develop the Company's marketing strategy and launch its product, the
Company anticipates it will require approximately $100,000 in the coming year.
These funds could be provided through additional financing.

ITEM 3.  CONTROLS AND PROCEDURES

The registrant's Principal executive officers and principal financial officer,
based on their evaluation of the registrant's disclosure controls and procedures
(as defined in Rules 13a-14 (c) of the Securities Exchange Act of 1934) as of
September 30, 2004 have concluded that the registrants' disclosure controls and
procedures are adequate and effective to ensure that material information
relating to the registrants and their consolidated subsidiaries is recorded,
processed, summarized and reported within the time periods specified by the
SEC's rules and forms, particularly during the period in which this quarterly
report has been prepared.

                                       4


<PAGE>

The registrants' principal executive officers and principal financial officer
have concluded that there were no significant changes in the registrants'
internal controls or in other factors that could significantly affect these
controls subsequent to September 30, 2004 the date of their most recent
evaluation of such controls, and that there was no significant deficiencies or
material weaknesses in the registrant's internal controls.

                           PART II: OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

None

ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

During the three months ended September 30, 2004, the Company issued the
following unregistered securities:

The Company issued 502,000 common shares for consulting services valued by the
Board of Directors at $0.20 per share. The shares were issued under Section 4(2)
of the Securities Act of 1933 as amended, and/or Regulation S and bear a Rule
144 restrictive legend.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None

ITEM 5.  OTHER INFORMATION

None

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)      Exhibits

         3.1.1(1)  Articles of Incorporation dated June 5, 1998
         3.1.2(1)  Articles of Amendment dated August 31, 1999
         3.1.3 (2) Articles of Amendment dated June 4, 2004
         3.2(1)    Bylaws
         31.1      Section 302 Certification
         32.1      Section 906 Certification of CEO
         32.2      Section 906 Certification of CFO

------------------------------------

(1)      Previously filed as an exhibit to the Company's Form 10-SB as filed on
         January 6, 2003

(2)      Previously filed as an exhibit to the Company's Form 10-KSB as filed on
         October 15, 2004


(b)      Reports on Form 8-K filed during the three months ended September 30,
         2004.

         No Current Reports on Form 8-K were filed during the three months ended
         September 30, 2004

                                       5


<PAGE>

SIGNATURES

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


Date:  April 15, 2005                       ARMOR ELECTRIC INC.


                                            /S/ MERRILL MOSES
                                            ------------------------------------
                                            Merrill Moses
                                            President