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 June 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 of 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)


              -----------------------------------------------------
         (Former Name, Former Address, and Former Fiscal year if Changed
                               Since Last Report)

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 August 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.
                  JUNE 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 2.     Changes in Securities and Small Business Issuer Purchases
            of Equity Securities                                             11
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 six months ended June 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 June 30, 2004 (Unaudited)                            5

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

     Statements of Cash Flows for the
          six months ended June 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


<TABLE>
<CAPTION>
                                                                                                  JUNE 30,
                                                                                                    2004
                                                                                              --------------
                                                                                                (UNAUDITED)
<S>                                                                                           <C>
                                            ASSETS

CURRENT ASSETS:

   Cash                                                                                       $   5,390,748
                                                                                              ==============

                             LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:

   Accounts payable and accrued expenses                                                      $       7,834

   Advances from stockholders                                                                        14,900
                                                                                              --------------

     Total Current Liabilities                                                                       22,734
                                                                                              --------------
STOCKHOLDERS' EQUITY:
   Preferred Stock, Series B, $.001 par value, 10,000,000 shares authorized;
     100,000 shares issued and outstanding (liquidation value:  $10 per share)                      100,000
   Common Stock, $.0001 par value, 200,000,000 shares authorized;
     9,526,675 shares issued and outstanding                                                            953

   Additional paid in capital                                                                     8,062,465
   Accumulated deficit                                                                           (2,795,404)
                                                                                              --------------

        Total Stockholders' Equity                                                                5,368,014
                                                                                              --------------

        Total Liabilities and Stockholders' Equity                                            $   5,390,748
                                                                                              ==============
</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             SIX MONTHS ENDED
                                                                           JUNE 30,                      JUNE 30,
                                                                ----------------------------------------------------------
                                                                    2004            2003           2004           2003
                                                                ------------    ------------   ------------   ------------
<S>                                                             <C>             <C>            <C>           <C>
REVENUE                                                         $         -     $         -    $         -   $         -

OPERATING EXPENSES:

   General and administrative                                        94,411          27,006        108,485        31,670
                                                                ------------    ------------   ------------   ------------

OPERATING LOSS                                                      (94,411)        (27,006)      (108,485)      (31,670)
                                                                ------------    ------------   ------------   ------------

OTHER INCOME (EXPENSE):

   Interest expense, net                                                 28          (4,989)            30       (10,223)
                                                                ------------    ------------   ------------   ------------

TOTAL OTHER INCOME (EXPENSE)                                             28          (4,989)            30       (10,223)
                                                                ------------    ------------   ------------   ------------

NET LOSS                                                        $   (94,383)    $   (31,995)   $  (108,455)  $   (41,893)
                                                                ============    ============   ============  =============

BASIC NET LOSS PER COMMON SHARE                                 $     (0.01)    $     (0.01)   $     (0.02)  $     (0.02)
                                                                ============    ============   ============  =============

BASIC WEIGHTED AVERAGE SHARES OUTSTANDING                         7,834,387       2,688,076      5,930,541     2,656,774
                                                                ============    ============   ============  =============
</TABLE>


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

                                        6
<PAGE>

                         AMALGAMATED TECHNOLOGIES, INC.
                            STATEMENTS OF CASH FLOWS
                        For the Six Months Ended June 30,
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                          2004             2003
                                                                                    ---------------    ---------------
<S>                                                                                 <C>                 <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net loss                                                                         $  (108,455)        $   (41,893)
   Adjustments to reconcile net loss to net cash
     used in operating activities:
       Common stock for interest                                                              -              10,241
   Changes in assets and liabilities:
       Accounts payable and accrued expenses                                            (41,178)              9,989
                                                                                    ---------------    ---------------
                      Net cash used in operating activities                            (149,633)            (21,663)
                                                                                    ---------------    ---------------
CASH FLOWS FROM FINANCING ACTIVITIES:

   Net increase in advances from stockholders                                            11,025                   -
   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                       5,539,891                   -
                                                                                    ---------------    ---------------
NET CHANGE IN CASH                                                                    5,390,258             (21,663)
CASH, beginning of period                                                                   490              24,150
                                                                                    ---------------    ---------------

CASH, end of period                                                                 $ 5,390,748               2,487
                                                                                    ===============    ===============

NON-CASH INVESTING AND FINANCING ACTIVITIES
     Conversion of note payable into common stock                                   $         -         $   249,875
                                                                                    ===============    ===============
</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 six month periods ended June 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.

4.   Related Party Transactions

     During the three months ended June 30, 2004, management fee expense of
     $23,500 was paid to a stockholder of the Company.

     During the three months ended June 30, 2004, the Company paid $9,000 in
     rent to a stockholder, when it relocated its operations to office space it
     shares with such stockholder.


                                        8
<PAGE>

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.   Subsequent Events

     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.




                                        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 2.    CHANGES IN SECURITIES AND SMALL BUSINESS ISSUER PURCHASES OF
           EQUITY SECURITIES

Sales of Unregistered Securities. In the three months ended June 30, 2004 the
Company consummated the following equity transaction, which was exempt from the
registration requirements under Section 4(2) and Regulation D of the Securities
Act of 1933, as amended, and the rules and regulations promulgated thereunder:

On April 29 2004, the Company realized proceeds (net of expenses) of $5,428,866
related to the private placement sale of 5,500,000 shares of common stock.


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.

On April 19, 2004, the Company filed a Report with the Securities and Exchange
Commission on Form 8-K regarding a change in control of the Company.

On April 29, 2004, the Company filed a Report with the Securities and Exchange
Commission on Form 8-K regarding the completion of a private placement of
5,500,000 shares of the Company's common stock, which resulted in proceeds (net
of expenses) of $5,428,866 to the Company.


ITEMS 1, 3, 4 and 5 are not applicable and have been omitted.


                                       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:  August 20, 2004                        By:  /s/ Irwin Gross
        ---------------                        ---------------------------------
                                               Irwin Gross
                                               Chief Executive Officer and
                                               Chief Financial Officer
                                               (Principal Executive Officer and
                                               Principal Financial Officer)

                                       13