U.S. SECURITIES AND EXCHANGE
                                   COMMISSION
                             Washington, D. C. 20549

                                   Form 10Q-SB


(Mark One)

 ..X..Quarterly report under section 13 or 15(d) of the Securities Exchange Act
              of 1934 for the quarterly period ended July 31, 2004

 ...... Transition report under section 13 or 15(d) of the Securities Exchange
        Act of 1934 for the transition period from____________________ to
                             ______________________.


                           Commission File No: 0-23873


                      ORION DIVERSIFIED TECHNOLOGIES, INC.
                     (Name of small business in its charter)

           New Jersey                                        22-1637978
           ----------                                        ----------
(State or other jurisdiction                         (IRS Employer Id. No.)
  of incorporation)

                 630 Shore Road, Suite 505, Long Beach, NY 11561
                (Address of Principal Office including Zip Code)

                    Issuer's telephone Number: (516) 431-1942

Applicable only to issuers  involved in bankruptcy  proceedings  during the past
five years:

Indicate by check mark wheather the registrant has filed all reports required to
be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  Registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the pas 90 days. Yes X No .

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, $.001 par value 4,071,532 shares at July 31, 2004.

Transitional Small Business Disclosure Format (Check one): Yes NO X


                      ORION DIVERSIFIED TECHNOLOGIES, INC.
                    FORM 10-QSB - QUARTER ENDED JULY 31, 2004
                                      INDEX

                                                                       Page

PART I   FINANCIAL INFORMATION.........................................

Item 1.  Financial Statements..........................................
            Balance Sheets at July 31, 2004 and
            April 30, 2004.............................................
         Statements of Operations for the
            Three Months Ended July 31, 2004 and July 31, 2003.........
         Statements of Stockholders' Equity (Deficiency)
            for the Period May 1, 2003 through July 31, 2004........
         Statements of Cash Flows for the Three Months
            Ended July 31, 2004 and July 31, 2003......................
         Notes to Financial Statements.................................
Item 2.  Management's Discussion and Analysis..........................
Item 3.  Controls and Procedures ......................................

PART II  OTHER INFORMATION.............................................

Item 2.  Changes in Securities........................................
Item 5            Other Information....................................
Item 6.  Exhibits and Reports on Form 8-K..............................

             SIGNATURES................................................

             CERTIFICATIONS............................................

             EXHIBITS..................................................



PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

The unaudited  balance sheet of the  Registrant as of July 31, 2004, the audited
balance sheet at April 30, 2004, and the unaudited  statements of operations for
the three  months ended July 31, 2004 and July 31, 2003  follow.  The  financial
statements  reflect all  adjustments  that are,  in the  opinion of  management,
necessary to a fair statement of the results for the interim periods presented.


                      ORION DIVERSIFIED TECHNOLOGIES, INC.
                                 BALANCE SHEETS




                                               July 31,               April 30,
                                                 2004                   2004
                                             (unaudited)              audited
                                             -----------             ----------


Current assets:
       Cash                                  $       959          $    12,913
       Advance receivable                        233,902              247,041
                                               ---------            ---------
         Total current assets                    234,861              259,954
                                               =========            =========

                Total assets                 $   234,861          $   259,954
                                               =========            =========

LIABILITIES and STOCKHOLDERS' EQUITY DEFICIENCY

Current liabilities:
    Accounts Payable and Accrued Expenses     $   14,442          $    22,482
    Due to Officer                                    --               22,556
    Loan payable                                     100                  100
                                                  ------               ------
               Total current liabilities          14,542               45,138

Stockholders' equity (deficiency):

     Common stock, $.01 par, 10,000,000
      shares authorized; 4,071,532 shares
      issued and outstanding on July 31, 2004
      and April 30, 2004                           40,711              40,711

     Additional paid-in capital                   375,239             372,683
     Retained earnings(deficit)                  (195,631)           (198,578)
                                                  -------            --------
        Total stockholders' equity (deficiency)   220,319             214,816
                                                  -------            --------
       Total liabilities and stockholders'
        equity (deficiency)                   $   234,861        $    259,954
                                                  =======            ========

See accompanying Notes to Financial Statements


                      ORION DIVERSIFIED TECHNOLOGIES, INC.
                            STATEMENTS OF OPERATIONS
                                    Unaudited

                                                    Three Months Ended
                                                          July 31,
                                                   2004              2003
                                                   ----              ----



Revenue                                         $       -        $       -

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

Gross profit                                            -                -
                                                 --------          -------

General and administrative expenses:
    Professional fees                                 233           41,685
    Other                                           1,182            1,102
                                                 --------          -------
                                                    1,415           42,787
                                                 --------         --------
Income before taxes                                 1,415           42,787
                                                 --------         --------
Other income (expense):
  Interest income                                   4,362               --

Income tax expense:

    Current                                           884               --
    Deferred                                    (     884)              --
                                                 --------         --------
Net Income(loss)                                $   2,947       $(  42,787)
                                                 ========         ========

Loss per share - basic and diluted              $    N/A         $  0.01
                                                   =====            ====

Weighted average shares outstanding             4,071,532         3,957,465
                                               ==========        ==========

See accompanying Notes to Financial Statements.


                      ORION DIVERSIFIED TECHNOLOGIES, INC.
                 STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIENCY)
                FOR THE PERIOD MAY 1, 2003 THROUGH JULY 31, 2004


                         Common stock,      Additional   Retained
                            $.01  par        paid-in     earnings
                      Shares       Amount    capital     (deficit)       Total
                    ---------      ------    -------     --------        -----

Balance 05/01/03    3,857,397   $  38,569 $   85,637   $( 171,562)   $(  47,356)

Shares issued for
 Cash                 204,135       2,042    279,646           --       281,688

Shares issued for
 Services              10,000         100      7,400           --         7,500

Net Loss                   --          --         --   (   27,016)    (  27,016)
                    ---------    --------   --------    ---------      --------
Balance 04/30/04    4,071,532   $  40,711  $ 372,683  $(  198,578)    $ 214,816


Forgiveness of debt        --          --      2,556           --         2,556

Net Income                 --          --         --        2,947         2,947
                    ---------    --------   --------    ---------      --------
Balance 07/31/04    4,071,532   $  40,711  $ 375,239  $(  195,631)    $ 220,319
                    =========    ========   ========     ========      ========


See accompanying Notes to Financial Statements.



                      ORION DIVERSIFIED TECHNOLOGIES, INC.
                            STATEMENTS OF CASH FLOWS
                                   Unaudited

                                               Three Months Ended July 31,
                                                 2004               2003
                                                -----               ----
Reconciliation of net loss to net cash
 provided by (used in) operating
   activities:

Net gain/(loss)                              $    2,947          $ ( 42,787)
                                               --------           ---------
Adjustments to reconcile net loss to
 net cash provided by (used in)
 operating activities:
   Accounts payable                            (  8,040)            11,966
   Advances Receivable                           13,139         (  253,080)
                                               --------          ---------
       Total adjustments                          5,099         (  241,114)
                                               --------          ---------
Net cash provided by (used in)
   operating activities                           8,046          ( 283,901)
                                               --------          ---------
Investing activities:

   Net cash used by investing activities             --                 --
                                               --------           --------
Financing activities:
    Proceeds from issuance of common stock           --            281,688
    Loan payable                               ( 20,000)                --
                                               --------           --------
  Net cash provided by financing activities    ( 20,000)           281,688
                                               --------           --------

Increase (decrease) in cash, net               ( 11,954)          (  2,213)

Cash, beginning of period                        12,913              4,861
                                               --------           --------
Cash, end of period                          $      959         $    2,648
                                               ========           ========

Cash paid during the three months ended July 31:

                                            2004           2003

Interest paid                                -0-           - 0-
Income Taxes                                 -0-           - 0-


SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:

FOR THE THREE MONTHS ENDED JULY 31, 2004:


See accompanying Notes to Financial Statements.


                      ORION DIVERSIFIED TECHNOLOGIES, INC.
                          NOTES TO FINANCIAL STATEMENTS

NOTE 1. ORGANIZATION AND BUSINESS

The  Company was  incorporated  in New Jersey on May 6, 1959.  Until  1986,  the
Company  was  engaged  in the  marketing  and sale of a line of  semiconductors,
transistors,  diodes and  rectifiers  and, to a lesser extent,  other  ancillary
related electronic products.  Because of sustained operating losses, the Company
discontinued  this line of operation and filed a plan of  reorganization  (under
Chapter 11) with the United States  Bankruptcy Court for the Eastern District of
New York, on April 30, 1990. The Company's Plan of Reorganization  was confirmed
by the United States  Bankruptcy  Court for the Eastern  District of New York on
April 30, 1990 and consummated on June 2, 1992.

For at least the last three fiscal  years,  the Company has  essentially  been a
"shell" corporation with no assets and limited liabilities.  During this period,
the  Company's  management  limited  the  Company's  activities  to  seeking  to
consummate a business  combination  with a profitable  privately  owned company.
Despite several attempts,  no business  combination was concluded by the Company
during the four fiscal  years ended April 30, 2004.  Subsequent  to the year end
the Company has entered into a reverse  merger  agreement  with a Swiss  Company
(See note 6).

Accordingly,  the Company may be deemed to be a blank check company.  As defined
in Section  7(b)(3) of the  Securities  Act of 1933,  as amended (the "Act"),  a
"blank  check"  company is a  development  stage  company  that has no  specific
business plan or purpose or has indicated that its business plan is to engage in
a merger or an  acquisition  with an  unidentified  company or companies  and is
issuing  "penny stock"  securities as defined in Rule 3(a)(51) of the Securities
Exchange Act of 1934,  as amended (the "34 Act").  The  Securities  and Exchange
Commission and many states have enacted statutes, rules and regulations limiting
the sale of securities of blank check companies.

NOTE 2. - SUMMARY OF SIGNIFICANT ACCOUNT POLICIES

Use of Estimates in the Preparation of Financial Statements

The  preparation  of financial  statements,  in  conformity  with the  generally
accepted  accounting  principles  requires  management  to  make  estimates  and
assumptions  that  affect the  reported  amounts of assets and  liabilities  and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the  reported  amounts  of  revenues  and  expenses  during  the
reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents

The Company  considers  all highly  liquid  investments  with  maturity of three
months or less,  when  purchased,  to be cash  equivalents.  The carrying amount
reported in the balance  sheet for cash and cash  equivalents  approximates  its
fair values.

Inventories

The Company's  policy of  accounting  for inventory is to use the First In First
Out method.



                      ORION DIVERSIFIED TECHNOLOGIES, INC.
                          NOTES TO FINANCIAL STATEMENTS


NOTE 2. - SUMMARY OF SIGNIFICANT ACCOUNT POLICIES (continued)

Property and Equipment

Property and equipment are recorded at cost.  Depreciation is computed using the
straight-line  method over the  estimated  useful  lives of the  related  assets
ranging  from  three to five  years.  Property  held  under  capital  leases  is
amortized over the lesser of the lease term or their estimated useful lives.

Long-Lived Assets

The Company  follows the  provisions  of the  Statement of Financial  Accounting
Standards  ("SFAS") No. 121 "Accounting for the Impairment of Long-Lived  Assets
and for Long-Lived  Assets to be disposed of". SFAS 121  establishes  accounting
standards  for the  impairment  of  long-lived  assets and certain  identifiable
intangibles  to  be  held  and  used  and  for  long-lived  assets  and  certain
identifiable intangibles to be disposed of.

The Company  reviews the  carrying  values of its  long-lived  and  identifiable
intangible  assets  for  possible  impairment  whenever  events  or  changes  in
circumstances  indicate  that  the  carrying  amount  of the  assets  may not be
recoverable.

Income Taxes

Income taxes are accounted for under the asset and  liability  method.  Deferred
tax  assets  and  liabilities   are  recognized  for  future  tax   consequences
attributable to differences  between the financial statement carrying amounts of
existing  assets and  liabilities  and their  respective tax bases and operating
loss and tax credit  carry-forwards.  Deferred  tax assets and  liabilities  are
measured  using  enacted tax rates  expected  to apply to taxable  income in the
years in which those  temporary  differences  are  expected to be  recovered  or
settled.  The effect on deferred tax assets and  liabilities  of a change in tax
rates is recognized in income in the period that includes the enactment date.

Non-monetary Transactions

The accounting for non-monetary assets is based on the fair values of the assets
involved.  Cost  of a  non-monetary  asset  acquired  in  exchange  for  another
non-monetary  asset is  recorded at the fair value of the asset  surrendered  to
obtain it. The difference in the costs of the assets  exchanged is recognized as
a gain or loss. The fair value of the asset received is used to measure the cost
if it is more clearly evident than the fair value of asset surrendered.

                      ORION DIVERSIFIED TECHNOLOGIES, INC.
                          NOTES TO FINANCIAL STATEMENTS


NOTE 2. - SUMMARY OF SIGNIFICANT ACCOUNT POLICIES (continued)

Stock-Based Compensation

The  Company had adopted  SFAS 123 and has  adopted the  amendments  to SFAS 123
disclosure  provisions  required  under SFAS 148. The Company  will  continue to
account for  stock-based  compensation  utilizing the intrinsic value method per
Accounting Principles Board Opinion No. 25 (APB 25), Accounting for Stock Issued
to Employees. Under this policy:

1. Compensation costs are recognized as an expense over the period of employment
attributable to the employee stock options.

2. Stocks  issued in  accordance  with a plan for past or future  services of an
employee are allocated between the expired costs and future costs.  Future costs
are charged to the periods in which the services are performed.

Pursuant to the  disclosure  requirements  of SFAS 148, the Company  provides an
expanded reconciliation for all periods presented Note 9.

Earnings per Share

The Company  follows the  Statement of Financial  Accounting  Standards No. 128,
Earnings Per Share ("SFAS No. 128").  SFAS No. 128 requires the  presentation of
both basic and diluted earnings per share.

New Accounting Standards

In June  1997,  the  Financial  Accounting  Standards  Board  issued  SFAS  130,
"Reporting  Comprehensive  Income". SFAS 130 establishes standards for reporting
and display of  comprehensive  income and its  components  (revenues,  expenses,
gains,  and  losses)  in a full set of  general  purpose  financial  statements.
Specifically,  SFAS 130  requires  that all items  that meet the  definition  of
components of comprehensive  income be reported in a financial statement for the
period in which they are recognized.  However, SFAS 130 does not specify when to
recognize,  or how to measure, the items that make up comprehensive income. SFAS
130 is effective for fiscal years  beginning  after December 15, 1997, and early
application is permitted.  Management  believes the application of SFAS 130 will
not have a material effect on the Company's future financial statements.

In June  1997,  the  Financial  Accounting  Standards  Board  issued  SFAS  131,
"Financial  Reporting for Segments of Business  Enterprise." SFAS 131 supersedes
the "industry  segment" concept of SFAS 14 with a "management  approach" concept
as the basis for  identifying  reportable  segments.  SFAS 131 is effective  for
fiscal  years  beginning  after  December  15,  1997 and  early  application  is
permitted.  Management  believes  the  application  of SFAS  131 will not have a
material effect on the Company's future financial statements.



                      ORION DIVERSIFIED TECHNOLOGIES, INC.
                          NOTES TO FINANCIAL STATEMENTS


NOTE 2. - SUMMARY OF SIGNIFICANT ACCOUNT POLICIES (continued)

New Accounting Standards(continued)

In April  1998,  the FASB issued SOP 98-5,  "Reporting  on the Costs of Start-up
Activities,"  which will become  effective  for the Company in fiscal  2000.  It
requires costs of start-up  activities and organization  costs to be expensed as
incurred.  The Company  currently follows this approach and such costs have been
minimal in the past.

In February 1998, the FASB issued SFAS No. 132,  "Employers'  Disclosures  About
Pensions and Other  Post-retirement  Benefits,"  which became  effective for the
fiscal years beginning after December 15, 1997. The statement  standardizes  the
disclosure requirements for pension plans and other post retirement benefits. To
the extent practicable, the statement requires additional information on changes
in the benefit  obligations  and fair value of plan assets.  The Company adopted
the SFAS 132. The adoption of SFAS No. 132 did not have  material  impact on the
Company's consolidated financial statements,  the results of operations,  or the
notes thereto.


NOTE 3 - PRIVATE OFFERING

The future of the Company is dependent on new  management's  ability to secure a
business combination partner or establish profitable operations.

On August 1, 2002, the Company  conducted a private offering of 1,000,000 shares
of its common stock at $.05 per share pursuant to Rule 506 of Regulation D under
the  Securities  Act of 1933,  as  amended.  The shares are part of the total of
2,000,000  shares sold and issued in order to provide the Company  with  working
capital  pending  the  consummation  of a  business  combination  with a private
company. On August 1, 2002, Parthian Securities SA, a theretofore non-affiliated
Swiss corporation ("Parthian") purchased all 1,000,000 shares for $50,000.


NOTE 4. GOING CONCERN BASIS AND FUTURE PLANS

The accompanying consolidated financial statements have been prepared on a going
concern basis which  contemplates  the realization of assets and satisfaction of
liabilities in the normal course of business.

Orion has not realized any material revenues for the three years ended April 30,
2004,  and the  consolidated  statement of retained  earnings for the year ended
April 30, 2004 reflect a retained deficit of $198,578. The Company also has been
entirely supported by its majority shareholder.  These factors raise substantial
doubt about the Company's ability to continue as a going concern.


                      ORION DIVERSIFIED TECHNOLOGIES, INC.
                          NOTES TO FINANCIAL STATEMENTS

NOTE 5.  PLAN OF OPERATION

On November 30, 2001, Mr. Petito entered into an option agreement with Mr. James
T. Patten. Under the agreement, Mr. Patten has purchased all of the shares owned
by Mr.  Petito and his wife.  On the same day, Mr.  Petito and Mr. Irwin Lampert
resigned as  executive  officers  and  directors  of the Company in favor of Mr.
Irwin Pearl and Mr.  Thomas Regan.  Mr.  Petito has agreed to accept  $75,000 as
total  settlement  for his  outstanding  loan and accrued  wages and expenses of
$123,862 and forgive the balance with the  completion  of the private  placement
and Mr. Patten's  exercise of his option,  the Company has undergone a change of
control.  The future of the Company will then be  dependent on new  management's
ability  to  secure a  business  combination  partner  or  establish  profitable
operations.

As of July 31, 2004, the amount owed to the officer was $0. The officer was paid
$20,000 during the quarter and the balance of $2,556 was forgiven.


NOTE 6 - PENDING BUSINESS COMBINATION

On June 2, 2003, the  Registrant's  Board of Directors and the holders of 61% of
the issued and  outstanding  shares of the  Registrant's  common  stock  adopted
resolutions  by consent  pursuant to Section of 14A:5-6 the New Jersey  Statutes
Annotated  in lieu of a  meeting  of the  shareholders  of the  Registrant  (the
"Consent").  In the Consent,  the Registrant's Board of Directors was authorized
to take the following actions without further vote or action by the stockholders
of the Registrant:

1.   Business Combination. to negotiate and consummate a reverse merger business
     combination with Ovale S.A., a non-affiliated  Swiss corporation  ("Ovale")
     wherein all of the issued and  outstanding  shares of Ovale's common stock,
     $.01 par value per share,  shall be  acquired by the  Registrant  solely in
     exchange  for the issuance of an  aggregate  of  5,900,000  authorized  but
     unissued shares of the Registrant's common stock;

2.   Prior  to  the  business  combination.   The  Registrant's  Certificate  of
     Incorporation shall be amended to effectuate: (i) an increase in the number
     of shares of common stock,  $.01 par value per share,  which the Registrant
     is authorized to issue from 10,000,000 to 20,000,000;  (ii) the creation of
     an authorized class of 2,000,000 shares of Preferred Stock,  $.01 par value
     per share (the  "Preferred  Stock") and the  granting  to the  Registrant's
     Board  of  Directors  the   authority,   without   further  action  by  the
     stockholders of the Registrant to provide for the issuance of the shares of
     Preferred  Stock in series,  to  establish  from time to time the number of
     shares to be  included  in each such  series,  and to fix the  designation,
     powers,  preferences  and rights of the shares of each such  series and the
     qualifications,  limitations or restrictions thereof; and (iii) authorizing
     the Registrant's Board of Directors to change the name of the Registrant to
     Ovale, Inc. or such other name as the Board of Directors deems reasonable;

3.   Private  Offerings.  A private offering  placement under Regulation S under
     the Securities Act of 1933, as amended (the "Act") of up to an aggregate of
     1,000,000  authorized but unissued shares of the Registrant's  common stock
     at $1.50 per share,  which shares shall be  restricted  securities  as that
     term is defined under the Act. A second private offering under Regulation S
     and/or  Rule 506 of  Regulation  D under the Act of up to an  aggregate  of
     250,000 authorized but unissued shares of the Registrant's  common stock at
     $1.50 per share,  which shares shall be restricted  securities as that term
     is defined under the Act;

4.   Stock Option Plan.  The adoption of a 2003 Long Term Incentive Plan wherein
     an  aggregate  of  2,000,000   authorized   but  unissued   shares  of  the
     Registrant's  common  stock are  reserved  for issuance of option under the
     plan;

5.   Election of  Directors.  Granting to the existing  Board of  Directors  the
     authority to elect  Vladimir  Fabert and Gilles  Neveau,  the two principal
     executive officers of Ovale, as Directors of the Registrant;

6.   Ratification  of Auditors.  Ratifying  the Board of Directors  selection of
     Bloom & Co, LLP as independent auditors to examine the financial statements
     of the Registrant for the fiscal year ending April 30, 2004; and

7.   Ratification  of Officers  Actions.  Ratifying  the acts and actions of the
     Registrant's  management  since the last annual meeting of the shareholders
     of the Registrant in 1994.


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

The Private  Securities  Litigation  Reform Act of 1995  contains  "safe harbor"
provisions   regarding   forward-looking   statements.   Except  for  historical
information contained herein, the matters discussed in the Liquidity and Capital
Resources  section below contain  potential risks and  uncertainties  including,
without  limitation,  risks related to the Registrant's  ability to successfully
identify  potential  merger  partners,  retain  key  employees  and  settle  any
outstanding  debts.  The  Registrant  will need to attract  partners in order to
execute its revised  business  strategy,  and there can be no assurance that the
Registrant will be successful in attracting such partners.

Results of Operations

Revenues.  The Registrant  had no revenues  during either the three month period
ended  July 31,  2004  ("3M4") or the three  month  period  ended July 31,  2003
("3M3").

Commencing on November 30, 2001,  the  Registrant's  general and  administrative
expenses were entirely  attributable  to keeping the  Registrant  current in its
reporting  obligation under the 34 Act, its tax and good standing obligations to
the State of New  Jersey,  the  payment of  transfer  agent fees and  incidental
overhead expenses.

During the three month period  ending July 31, 2004,  and 2003,  the  Registrant
recognized a net  income/loss  of $ 2,947 and $(42,787),  respectively.  The net
income was attributable to interest income accrued on a note receivable. The net
loss  was  principally  the  result  of  accrued   franchise  tax   obligations,
professional  fees and  related  overhead  expenses.  The amount of general  and
administrative  expenses in 3M4 and 3M3 were $1,415 and $42,787 ,  respectively.
Because of collection  time-limitations  provided in the federal tax laws, prior
periods  payroll  taxes  are  no  longer  a  liability  of the  Registrant.  The
Registrant  does  not  anticipate  sales  of  any  products  or  service  in the
foreseeable future other than those of a potential merger partner.

During the three month period ended July 31, 2004, the Registrant  experienced a
$41,372 or 97% decrease in general and  administrative  expenses.  This increase
was principally  attributable to expenses  pertaining to professional  services.
During the two fiscal years ended April 30, 2004, the economic  viability of the
Registrant  was and  continues to be entirely  dependent  upon the  Registrant's
ability to raise capital through private  offerings,  loans and the consummation
of a business combination.

On November 30, 2001,  and as disclosed  herein under Item 1, Mr. Petito entered
into an option  agreement with the James T. Patten as Option  Holder.  Under the
option  agreement,  the Option Holder was given the right to purchase all of the
Option  Shares owned by Mr.  Petito.  On the same day, Mr.  Petito and Mr. Irwin
Lampert resigned as executive  officers and directors of the Registrant in favor
of Mr. Irwin Pearl and Mr.  Thomas F. Regan as  President,  Secretary  and Chief
Financial  Officer and Vice President,  respectively.  Pursuant to the terms and
conditions of the  agreement,  the Registrant  commenced a best efforts  private
offering of 3,000,000  shares of its common stock at $.05 per share.  During the
fiscal year ended April 30, 2004, and as  hereinafter  indicated in Item 12, the
Registrant  sold an  aggregate  of 2,000,000  shares to Parthian  Securities  SA
(1,000,000  shares),  Grove Partners  (500,000  shares) and Gable  International
Investments,  Ltd. (500,000 shares). The proceeds from these sales were utilized
to pay the Registrant's accrued general and administrative  expenses.  The right
to acquire the Option  Shares was assigned to seven  non-affiliated  individuals
and an entity who subsequently exercised the same on or about March 31, 2003. As
a result of the  foregoing,  the Registrant  underwent a change of control.  The
future of the Registrant is entirely dependent on management's ability to secure
a business combination partner or establish profitable operations.

Financial Condition

In 1997, the Registrant  changed its direction from investment in real estate to
finding a merger partner.

As of July 31, 2004,  the Registrant had cash of $959. As of April 30, 2004, and
principally  as a result of the  Registrant's  private  placement  of  1,000,000
shares at $.05 per share, the Registrant has cash of $12,913.

During the fiscal  year ended April 30,  2004 we lent the  prospective  business
combination  company (Ovale)  $253,080 of which $17,500 was repaid in the fiscal
year  ending  April 30, 2004 and an  additional  $17,500 was reapid in the three
months  ended  July 31,  2004.  The loan is due over a period  of two  years and
yields interest at 8% per annum.

The  Registrant's  current  liabilities  as of July 15, 2004 and April 30, 2004,
were $14,542 and $45,138,  respectively.  The decrease was  primarily due to the
payment of $20,000 due to a former  officer and the  forgiveness of debt to this
officer in the amount of $2,556.

The  Registrant is  authorized  to issue up to  10,000,000  shares of its Common
Stock.  As of July 31, 2004,  there were  4,071,532  shares of the  Registrant's
Common Stock issued and  outstanding,  and increase of 214,135 shares from April
30, 2003.

Employees

Other than the  non-compensated  officers of the  Registrant  there are no other
employees.

Capital Expenditures

The Registrant did not have any material commitments for capital expenditures at
April 30, 2004 or 2003.

Effects of Inflation

The Registrant  believes that the relatively moderate rate of inflation over the
past few years has not had a significant  impact on the  Registrant's  financial
position or operating results.


ITEM 3. Controls and Procedures

(a) Evaluation of Disclosure Controls and Procedures

The  Registrant  maintains  controls  and  procedures  designed  to ensure  that
information required to be disclosed in the reports that the Registrant files or
submits under the Exchange Act 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 within 90 days of the filing date of this report, the Chief
Executive and Chief  Financial  officers of the  Registrant  concluded  that the
Registrant's disclosure controls and procedures were adequate.

(b) Changes in Internal Controls

The Registrant made no significant  changes in its 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  and Chief  Financial
officers.


                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The  Registrant  has been named in an action  commenced  by Joseph  Petito,  the
former  President  and  principal  stockholder  of the  Registrant in the United
States District Court,  Eastern  District of New York,  Index No. 03 CV 5024. In
addition  to the  Registrant,  the  complaint  names James T.  Patten,  Roger M.
Rosenberg,  Irwin  Pearl,  Judy  Cabrera,  Thomas F. Ryan,  Stan Smith,  Greater
Metropolitan  Investment  Services,  Inc. and several  unnamed  individuals  and
entities.  The plaintiff is seeking  monetary damages for breach of contract and
injunctive relief, and alleges fraud and deceit by defendants Patten,  Rosenberg
and Pearl. The Registrant and Mr. Pearl,  the only two defendants  served in the
action, have entered into two separate  stipulations  extending the deadline for
defendants to respond to May 17, 2004. The Registrant  denies all allegations in
the complaint other than it owes  approximately  $22,000 to Mr. Petito under the
November 30, 2001  Settlement  Agreement with Mr. Petito.  In the quarter ending
July 31, 2004 the Company  settled with Mr. Petito and the amount of $20,000 was
paid which satisfied the debt in full.

ITEM 5. OTHER INFORMATION

On various dates between April 4, 2003, and April 21, 2003,  Parthian Securities
SA, acted as placement  agent for the Registrant in connection  with the private
sale of an aggregate of 204,135  authorized but restricted (i.e.,  unregistered)
shares (the "Reg S Shares") of the Registrant's  common stock at $1.50 per share
(the  "Placement").  The Placement  generated gross proceeds of $306,202 and net
proceeds of $281,688.  The  Placement was  consummated  pursuant to Regulation S
under the  Securities  Act of 1933, as amended ("Reg S") through the sale of the
Reg S Shares to four non-US  Persons (as that term is defined under Reg S). Each
certificate  representing  the Reg S Shares bore a standard form of  restrictive
legend and was the subject of a stop transfer  order on the books and records of
the Registrant's  transfer agent.  Parthian  Securities SA, a Swiss  corporation
that is the record and beneficial  owner of an aggregate of 1,000,000  shares of
the Registrant's  Common Stock and  representing a 26% equity  interest,  may be
deemed to be parents of the Registrant.

On May 9, 2003, and as previously  reported in the Registrant's Form 8-K Current
Report of even date, the Registrant, five entities and individual holders of all
of the  outstanding  capital  stock  (the  "Holders")  of  Ovale  S.A.,  a Swiss
corporation   ("Ovale"),   entered  into  a  Stock   Exchange   Agreement   (the
"Agreement").  Pursuant to the  Agreement,  the Holders  agreed to tender to the
Registrant all of the issued and outstanding  shares of common stock of Ovale in
exchange for an aggregate of 5,900,000  shares of common stock of the Registrant
(the "Exchange").  As a result,  and at the closing of the Exchange,  Ovale will
become  a  wholly  owed  subsidiary  of the  Registrant,  and the  Holders  will
collectively  own  approximately  60% of  the  total  number  of  shares  of the
Registrant's common stock expected to be issued and outstanding as of that date.
The  transaction   with  the  Holders  is  being  accounted  for  as  a  reverse
acquisition.  The Agreement,  which contains the customary  representations  and
warranties,  requires  Ovale to furnish the  Registrant  with audited  financial
statements.

On May 20, 2003,  the  Registrant  and Ovale  entered  into a written  agreement
wherein the  Registrant  agreed to advance an  aggregate  of $253,080 of the net
proceeds of the Placement (the "Advance") to Ovale (the "Advance Agreement"). In
consideration  for the Advance,  Ovale agreed that in the event the Exchange did
not close by July 20, 2003, the Advance Agreement automatically became the legal
equivalent of a two year,  eight (8%) percent  promissory note from Ovale to the
Registrant  in the  principal  amount of $253,080  (the  "Note").  Interest  and
principal on the Note is payable  quarterly  commencing  on October 1, 2003.  As
collateral  security for the Advance,  Ovale  granted to the  Registrant a first
lien and security  interest (the "Lien") in all of the assets of Ovale including
Ovale's intellectual property (the "Assets").  As additional collateral security
for Ovale's  repayment of the Advance,  Vladimir  Fabert,  Ovale's the principal
executive  officer,  personally  guaranteed  the repayment of the Advance to the
Registrant  and granted a first lien and security  interest in all of his shares
of Ovale's common stock to the Registrant.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits:

       99.1   Certification Pursuant to Section 302 of the Sarbanes-Oxley
                    Act of 2002

       99.2   Certification Pursuant to Section 906 of the Sarbanes-Oxley
                    Act of 2002

(b) Reports on Form 8-K:

         None.



                                   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.

ORION DIVERSIFIED TECHNOLOGIES, INC.

By:  /s/ Irwin Pearl
------------------------------------
Irwin Pearl, Chief Executive Officer

September 20, 2004



                                 CERTIFICATIONS

                                  EXHIBIT 99.1

CERTIFICATIONS PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Irwin Pearl, the Registrant's Chief Executive Officer, certify that:

1. I have reviewed  this  quarterly  report on Form 10-QSB of Orion  Diversified
Technologies, Inc.;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made,  not  misleading  with  respect to the period  covered by this annual
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4. I am responsible for  establishing  and maintaining  disclosure  controls and
procedures  (as  defined  in  Exchange  Act Rules  13a-14  and  15d-14)  for the
registrant  and I have: a) designed such  disclosure  controls and procedures to
ensure that  material  information  relating to the  registrant,  including  its
consolidated subsidiaries,  is made known to me by others within those entities,
particularly during the period in which this annual report is being prepared; b)
evaluated  the  effectiveness  of  the  Registrant's   disclosure  controls  and
procedures  as of a date  within  45  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and c) presented in this annual report
our  conclusions  about  the  effectiveness  of  the  disclosure   controls  and
procedures based on my evaluation as of the Evaluation Date;

5. I have disclosed,  based on my most recent  evaluation,  to the  Registrant's
auditors and the audit committee of Registrant's  board of directors (or persons
performing the equivalent  function):  a) all  significant  deficiencies  in the
design or  operation  of  internal  controls  which could  adversely  affect the
Registrant's ability to record, process, summarize and report financial data and
have  identified  for the  Registrant's  auditors  any  material  weaknesses  in
internal  controls;  and b) any fraud,  whether or not  material,  that involves
management or other  employees who have a significant  role in the  Registrant's
internal controls; and

6. I have  indicated  in  this  quarterly  report  whether  or  not  there  were
significant  changes  in  internal  controls  or in  other  factors  that  could
significantly  affect internal controls subsequent to the date of my most recent
evaluation,   including  any  corrective  actions  with  regard  to  significant
deficiencies and material weaknesses.

Date: September 20, 2004

/s/  Irwin Pearl
-----------------------
Chief Executive Officer

I,  Irwin Pearl, the Registrant's Chief Financial Officer, certify that:

1. I have reviewed  this  quarterly  report on Form 10-QSB of Orion  Diversified
Technologies, Inc.;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made,  not  misleading  with  respect to the period  covered by this annual
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4. I am responsible for  establishing  and maintaining  disclosure  controls and
procedures  (as  defined  in  Exchange  Act Rules  13a-14  and  15d-14)  for the
registrant  and I have: a) designed such  disclosure  controls and procedures to
ensure that  material  information  relating to the  Registrant,  including  its
consolidated subsidiaries,  is made known to me by others within those entities,
particularly during the period in which this annual report is being prepared; b)
evaluated  the  effectiveness  of  the  Registrant's   disclosure  controls  and
procedures  as of a date  within  45  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and c) presented in this annual report
our  conclusions  about  the  effectiveness  of  the  disclosure   controls  and
procedures based on my evaluation as of the Evaluation Date;

5. I have disclosed,  based on my most recent  evaluation,  to the  Registrant's
auditors and the audit committee of Registrant's  board of directors (or persons
performing the equivalent  function):  a) all  significant  deficiencies  in the
design or  operation  of  internal  controls  which could  adversely  affect the
Registrant's ability to record, process, summarize and report financial data and
have  identified  for the  Registrant's  auditors  any  material  weaknesses  in
internal  controls;  and b) any fraud,  whether or not  material,  that involves
management or other  employees who have a significant  role in the  Registrant's
internal controls; and

6. I have  indicated  in  this  quarterly  report  whether  or  not  there  were
significant  changes  in  internal  controls  or in  other  factors  that  could
significantly  affect internal controls subsequent to the date of my most recent
evaluation,   including  any  corrective  actions  with  regard  to  significant
deficiencies and material weaknesses.

Date: September 20, 2004

/s/  Irwin Pearl
-----------------------
Chief Financial Officer


                                  EXHIBIT 99.2

                            Certified Services, Inc.;
                      CERTIFICATION PURSUANT TO SECTION 906
                        OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Orion Diversified Technologies,  Inc.
on Form 10-Q for the  quarterly  period ended July 31,  2004,  as filed with the
Securities  and Exchange  Commission on September 18, 2004 (the  "Report"),  the
undersigned,  in the capacities and on the dates  indicated  below,  each hereby
certify  pursuant to 18 U.S.C.  section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002, that:

     (1) The Report fully complies with  requirements  of Section 13(a) or 15(d)
of the Securities Exchange Act of 1934; and

     (2)  The  information  contained  in the  Report  fairly  presents,  in all
material  respects,  the  financial  condition  and  results  of  operations  of
Certified Services, Inc.

Date: September 20, 2004

/s/  Irwin Pearl
-----------------------
Chief Executive Officer

Date: September 20, 2004

/s/  Irwin Pearl
-----------------------
Chief Financial Officer