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

                                   FORM 10-QSB

              |X| Quarterly Report Pursuant to Section 13 or 15(d)
                         Securities Exchange Act of 1934
                For the Quarterly Period Ended September 30, 2004

                                      -OR-

              |_| Transition Report Pursuant to Section 13 or 15(d)
                     of the Securities Exchange Act of 1934
            for the transaction period from ___________ to _________

                         Commission file number 0-25007

                         AMALGAMATED TECHNOLOGIES, INC.
                         ------------------------------
             (Exact name of registrant as specified in its charter)

            DELAWARE                                    65-0656268
   -------------------------------         ---------------------------------
   (State or other jurisdiction of         (I.R.S. Employer incorporation or
           organization)                           Identification No.)

                 153 EAST 53RD ST., 48TH FL., NEW YORK, NY 10022
               ---------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                                 (212) 521-5180
              ----------------------------------------------------
              (Registrant's telephone number, including area code)

Check whether the Registrant  (1) 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, and (2) has been subject to such filing  requirements for the past 90
days. Yes |X| No |_|

As of November 12, 2004, there were 9,526,675 shares of the Registrant's  common
stock, par value $.0001 per share issued and outstanding.

Transitional Small Business Disclosure Form (check one) Yes |_| No |X|
<PAGE>

                         AMALGAMATED TECHNOLOGIES, INC.
               SEPTEMBER 30, 2004 QUARTERLY REPORT ON FORM 10-QSB
                                TABLE OF CONTENTS

                                                                            PAGE

Special Note Regarding Forward Looking Statements                              3

PART I            FINANCIAL INFORMATION

Item 1.     Financial Statements                                               4
Item 2.     Management's Plan of Operation                                    10
Item 3.     Controls and Procedures                                           10

PART II            OTHER INFORMATION

Item 6.     Exhibits and Reports on Form 8-K                                  11


                                       2
<PAGE>

                SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

      To the extent that the information  presented in this Quarterly  Report on
Form 10-QSB for the nine months ended  September 30, 2004,  discusses  financial
projections,  information  or  expectations  about our  products or markets,  or
otherwise   makes   statements   about  future  events,   such   statements  are
forward-looking.  We are making these forward-looking  statements in reliance on
the safe harbor  provisions of the Private  Securities  Litigation Reform Act of
1995.   Although  we  believe   that  the   expectations   reflected   in  these
forward-looking  statements  are based on  reasonable  assumptions,  there are a
number of risks and  uncertainties  that could  cause  actual  results to differ
materially from such forward-looking  statements.  These risks and uncertainties
are  described,  among  other  places  in this  Quarterly  Report,  in  "Plan of
Operation".

      In addition,  we disclaim any  obligations  to update any  forward-looking
statements to reflect events or  circumstances  after the date of this Quarterly
Report.  When considering such  forward-looking  statements,  you should keep in
mind the risks  referenced  above and the other  cautionary  statements  in this
Quarterly Report.


                                       3
<PAGE>

PART I - FINANCIAL INFORMATION

ITEM 1.     FINANCIAL STATEMENTS                                            Page
                                                                            ----

   Balance Sheet as of September 30, 2004 (Unaudited)                         5

   Statements of Operations for the
        three and nine months ended September 30, 2004 and 2003 (Unaudited)   6

   Statements of Cash Flows for the
        nine months ended September 30, 2004 and 2003 (Unaudited)             7

   Notes to Financial Statements                                              8


                                       4
<PAGE>

                          PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

                         AMALGAMATED TECHNOLOGIES, INC.
                                  BALANCE SHEET
                               SEPTEMBER 30, 2004
                                   (UNAUDITED)

<TABLE>
<S>                                                                                   <C>
                                     ASSETS
CURRENT ASSETS:
 Cash                                                                                 $ 5,150,970
                                                                                      -----------

OTHER ASSETS:

 Security deposits                                                                         22,446
                                                                                      -----------

  Total Assets                                                                        $ 5,173,416
                                                                                      ===========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
 Accounts payable and accrued expenses                                                $     7,181
 Advances from stockholders                                                                12,418
                                                                                      -----------

  Total Current Liabilities                                                                19,599
                                                                                      -----------

STOCKHOLDERS' EQUITY:
 Preferred Stock, $.0001 par value, 10,000,000 shares authorized;
  Series B, 100,000  shares issued and outstanding  (liquidation value: $1,000,000)       100,000
 Common Stock, $.0001 par value, 200,000,000 shares authorized,
   9,526,675 issued and outstanding                                                           953
 Additional paid-in capital                                                             8,102,465
 Accumulated deficit                                                                   (3,049,601)
                                                                                      -----------
  Total Stockholders' Equity                                                            5,153,817
                                                                                      -----------

  Total Liabilities and Stockholders' Equity                                          $ 5,173,416
                                                                                      ===========
</TABLE>

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


                                       5
<PAGE>

                         AMALGAMATED TECHNOLOGIES, INC.
                            STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                     THREE MONTHS ENDED                 NINE MONTHS ENDED
                                                        SEPTEMBER 30,                        SEPT 30,
                                               -----------------------------       -----------------------------
                                                  2004              2003              2004              2003
                                               -----------       -----------       -----------       -----------
<S>                                            <C>               <C>               <C>               <C>
REVENUE                                        $        --       $        --       $        --       $        --

OPERATING EXPENSES:
 General and administrative                        256,547            12,719           365,032            44,389
                                               -----------       -----------       -----------       -----------

OPERATING LOSS                                    (256,547)          (12,719)         (365,032)          (44,389)
                                               -----------       -----------       -----------       -----------

OTHER INCOME (EXPENSE):
 Interest income (expense), net                      2,350                --             2,380           (10,222)
                                               -----------       -----------       -----------       -----------

TOTAL OTHER INCOME (EXPENSE)                         2,350                --             2,380           (10,222)
                                               -----------       -----------       -----------       -----------

NET LOSS                                       $  (254,197)      $   (12,719)      $  (362,652)      $   (54,611)
                                               ===========       ===========       ===========       ===========

BASIC NET LOSS PER COMMON SHARE                $     (0.03)              $ *       $     (0.05)      $     (0.02)
                                               ===========       ===========       ===========       ===========

BASIC WEIGHTED AVERAGE SHARES OUTSTANDING        9,526,695         4,026,695         7,138,009         3,118,432
                                               ===========       ===========       ===========       ===========
</TABLE>

* - less than $0.01 per share.
The accompanying notes are an integral part of these financial statements.


                                       6
<PAGE>

                         AMALGAMATED TECHNOLOGIES, INC.
                            STATEMENTS OF CASH FLOWS
                     FOR THE NINE MONTHS ENDED SEPTEMBER 30,
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                  2004              2003
                                                              -----------       -----------
<S>                                                           <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
 Net loss                                                     $  (362,652)      $   (54,611)
 Adjustments to reconcile net loss to net cash
  used in operating activities:
  Conversion of interest into common stock                             --            10,241
  Warrants issued for services                                     40,000                --
  Changes in assets and liabilities:
   Security deposits                                              (22,446)
   Accounts payable and accrued expenses                          (41,831)           18,708
                                                              -----------       -----------

     Net cash used in operating activities                       (386,929)          (25,662)
                                                              -----------       -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
 Net proceeds of advances from stockholders                         8,543             2,000
 Proceeds from issuance of preferred stock                        100,000                --
 Proceeds from issuance of common stock, net of expenses        5,428,866                --
                                                              -----------       -----------

     Net cash provided by financing activities                  5,537,409             2,000
                                                              -----------       -----------

NET CHANGE IN CASH                                              5,150,480           (23,662)
CASH, beginning of period                                             490            24,150
                                                              -----------       -----------

CASH, end of period                                           $ 5,150,970       $       488
                                                              ===========       ===========


NON-CASH INVESTING AND FINANCING ACTIVITIES
Conversion of note payable into common stock                  $        --       $   260,116
                                                              ===========       ===========
</TABLE>

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


                                       7
<PAGE>

                         AMALGAMATED TECHNOLOGIES, INC.

                          NOTES TO FINANCIAL STATEMENTS

1.    Nature of Business

      Amalgamated  Technologies,  Inc. (the "Company") was formed under the laws
      of  Delaware  on March 7, 1996.  The  Company  presently  has no  business
      operations and it is currently exploring strategic business opportunities.

2.    Basis of Presentation

      The  accompanying  unaudited  financial  statements  have been prepared in
      accordance with  accounting  principles  generally  accepted in the United
      States for interim financial information and with the instructions to Form
      10-QSB and Item 310(b) of Regulation S-B. Accordingly, they do not include
      all of the  information  and footnotes  required by accounting  principles
      generally accepted in the United States for complete financial statements.
      In the opinion of  management,  all normal and recurring  adjustments  and
      accruals considered  necessary for a fair presentation have been included.
      Operating results for the three and nine month periods ended September 30,
      2004 are not  necessarily  indicative  of the results that may be expected
      for the year ending December 31, 2004. For further  information,  refer to
      the financial  statements and footnotes  thereto included in the Company's
      annual  shareholders'  report incorporated by reference in the Form 10-KSB
      as of December 31, 2003 filed with the SEC on April 13, 2004.

3.    Stockholders' Equity

      On April 16,  2004,  the  Company  designated  100,000  shares of Series B
      Convertible  Preferred Shares (the "Series B Preferred Stock"),  par value
      $0.001 per share.  The holders of Series B Preferred Stock are entitled to
      receive  dividends as if they converted the Series B Preferred  Stock into
      shares of common stock,  par value $0.0001 per share (the "Common  Stock")
      and are entitled to a liquidation  preference of $10 per share of Series B
      Preferred  Stock.  The holders of Series B  Preferred  Stock may, in their
      discretion,  elect to treat a  consolidation,  merger,  sale of  assets or
      issuance, all as defined in the Company's Certificate of Designations,  as
      a liquidation.  The holders of Series B Preferred  Stock may convert their
      Series B Preferred  Stock into  shares of Common  Stock at any time at the
      purchase  price of the Series B Preferred  Stock,  as  adjusted,  plus all
      accumulated and unpaid dividends.

      On April 19, 2004,  the Company sold 100,000  shares of Series B Preferred
      stock at a purchase  price of $1.00 per share,  for an aggregate  purchase
      price of $100,000.

      On April 29, 2004, the Company closed a private  placement under which the
      Company sold  5,500,000  shares of its Common Stock at a purchase price of
      $1.00 per share, for proceeds of $5,428,866, net of expenses of $71,134.

      On September 28, 2004,  the Company  issued  warrants,  to  consultants to
      purchase  400,000  shares of common  stock at an exercise  price of $1 per
      share. The services were valued at $40,000.


                                       8
<PAGE>

4.    Related Party Transactions

      During the nine months ended September 30, 2004, management fee expense of
      $23,500 was paid to a stockholder of the Company.  No management fees were
      paid during the three months ended September 30, 2004.

      On September  29, 2004,  the Company  signed a  Management  Agreement,  as
      amended,  with Trinad Management,  LLC ("Trinad") pursuant to which Trinad
      agreed to provide the Company with  management  services (the  "Management
      Services"), including without limitation, (i) the completion of and filing
      of  all  the  necessary  forms  and  applications   with  governmental  or
      regulatory authorities; (ii) the identification,  negotiation, structuring
      and closing of a merger transaction with a suitable target company;  (iii)
      investor  relations  services;  (iv)  maintenance  of books,  accounts and
      records  required by governmental or regulatory  authorities;  and (v) the
      provision of Trinad  employees and personnel  necessary to effectuate  the
      foregoing  Management  Services.  As  consideration  for  such  Management
      Services the Company shall pay Trinad a monthly management fee of $30,000.
      Trinad and its  affiliates  collectively  own  approximately  37.5% of the
      Company's issued and outstanding Common Stock.

      During the nine months ended  September 30, 2004,  the Company paid $9,000
      in rent to a stockholder until it relocated its operations.

5.    New Accounting Pronouncements

      Management  does  not  believe  that  any  recently  issued,  but  not yet
      effective  accounting  pronouncements,  if adopted,  would have a material
      effect on the accompanying financial statements.

6.    Commitment

      On July 14, 2004, the Company entered into a  noncancellable  sublease for
      office space.  The term of the sublease  commenced on August 16, 2004 (the
      "Commencement Date") and shall expire on February 27, 2007.

      The sublease  requires a minimum annual rent payment of $89,784 during the
      first year (payable in equal monthly installments),  increasing to $92,478
      on the first  anniversary of the  Commencement  Date and to $95,252 on the
      second  anniversary of the Commencement Date. The Company is entitled to a
      credit  against the rent due and payable for the second  month of the Term
      and a credit of fifty  percent of the rent  payable for the third month of
      the Term.  The sublease  also requires the Company to pay a pro rata share
      of the direct expenses (as defined),  commencing on the first  anniversary
      of the Commencement Date.

      In connection with the sublease,  the Company terminated another lease and
      was required to pay $20,000.


                                       9
<PAGE>

ITEM 2. MANAGEMENT'S PLAN OF OPERATION

In this section,  "Plan of Operation,"  references to "we," "us," "our," "ours,"
and the "Company" refer to Amalgamated Technologies, Inc.

We are going through a corporate reorganization. As part of such reorganization,
we have secured new  corporate  participation  effective  April 19 and April 24,
2004, as a means of enhancing  shareholder value. This improved our liquidity as
a result of  proceeds  from  issuances  of  stock.  While we  currently  have no
revenues,  we have minimal  operating costs and expenses at the present time due
to our limited operating activities.  Accordingly, absent changed circumstances,
we will not be required to raise additional capital over the next twelve months.

We have new management  effective in April 2004. Our new executive and financial
executives are currently  exploring various business  opportunities  that may be
available to us.

At the present time, we have no commitments for capital  expenditures  and we do
not  anticipate  any until we  establish  a business  or  acquire  an  operating
business. We do not own any plant or significant equipment.  We do not presently
engage in any product research and development and have no plans to do so in the
foreseeable future. We have no present plans to add employees although we may do
so in the future if we engage in any merger or acquisition transactions. As part
of our  corporate  reorganization  we have decided to look at other  ventures of
merit for corporate  participation  as a means of enhancing  shareholder  value.
This may  involve  additional  sales of equity or debt  securities  in merger or
acquisition transactions.

ITEM 3. CONTROLS AND PROCEDURES

(a)   Evaluation of Disclosure Controls and Procedures.  Our principal executive
      officer  and   principal   financial   officer,   after   evaluating   the
      effectiveness  of our  disclosure  controls and  procedures (as defined in
      Exchange Act Rules  13a-15(e)  and  15d-15(e)) as of the end of the period
      covered by this Quarterly Report on Form 10-QSB, has concluded that, based
      on such evaluation,  our disclosure  controls and procedures were adequate
      and  effective  to  ensure  that  material  information  relating  to  us,
      including any consolidated subsidiaries,  was made known to them by others
      within  those  entities,  particularly  during  the  period in which  this
      Quarterly Report on Form 10-QSB was being prepared.

(b)   Changes in  Internal  Controls.  There  were no  changes  in our  internal
      control  over  financial  reporting,  identified  in  connection  with the
      evaluation of such internal  control that occurred  during our last fiscal
      quarter  that  have  materially  affected,  or are  reasonably  likely  to
      materially affect, our internal control over financial reporting.


                                       10
<PAGE>

                           PART II - OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

      (a)   Exhibits.

The following exhibits are being filed with this Report:

Exhibit
Number            Description
-------           --------------

  3.1             Certificate of  Incorporation  of Company as filed on March 7,
                  1996. (1)

  3.2             Certificate  of  Incorporation  of Company as amended on March
                  26, 1996. (1)

  3.3             Certificate  of   Incorporation   of  Company  as  amended  on
                  September 17, 1997. (1)

  3.4             Certificate of Incorporation of Company as amended on June 20,
                  2001. (2)

  3.5             By-Laws of Company (1)

  3.6             Certificate of Amendment to Certificate  of  Incorporation  as
                  filed with Delaware Secretary of State on October 8, 2002. (3)

  10.1            Form  of   Indemnification   Agreement  entered  into  between
                  Contessa  Corporation  and each of its officers and directors.
                  (4)

  14.1            Code of Ethics of the Company (5)

  31.1*           Certification  of  Principal  Financial  Officer  Pursuant  to
                  Section  302 of the  Sarbanes-Oxley  Act of  2002,  18  U.S.C.
                  Section 1350

  31.2*           Certification  of  Principal  Executive  Officer  Pursuant  to
                  Section  302 of the  Sarbanes-Oxley  Act of  2002,  18  U.S.C.
                  Section 1350

  32.1*           Certification  of Principal  Executive  Officer and  Principal
                  Financial   Officer   Pursuant   to   Section   906   of   the
                  Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350

  *               Filed herewith


                                        11
<PAGE>

(1)  Incorporated  by  reference  to  Company's  Form  10-SB,  as filed with the
Securities  and  Exchange  Commission  on October  30,  1998,  and as amended on
February 8, 2002.

(2)  Incorporated  by reference to Company's  Form 10-QSB for the quarter  ended
June 30, 2000 as filed with the Securities and Exchange  Commission on August 7,
2000.

(3)  Incorporated  by reference to Company's  Form 10-QSB for the quarter  ended
September  30, 2002 as filed with the  Securities  and  Exchange  Commission  on
November 19, 2002.

(4)  Incorporated  by reference to Company's  Form 10-QSB for the quarter  ended
March 31, 2000 as filed with the Securities  and Exchange  Commission on May 12,
2000.

(5)  Incorporated  by  reference  to  Company's  Form  10-KSB for the year ended
December 31, 2003 as filed with the Securities and Exchange  Commission on March
14, 2004.

      (b)   Reports on Form 8-K.

            None


                                       12
<PAGE>

                                   SIGNATURES

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

                         AMALGAMATED TECHNOLOGIES, INC.

Dated:  NOVEMBER 15, 2004                    By: /s/ Irwin Gross
                                             ---------------------------------
                                             Irwin Gross
                                             Chief Executive Officer and
                                             Chief Financial Officer
                                             (Principal Executive Officer and
                                             Principal Financial Officer)


                                       13