FORM 10-QSB

                     SECURITIES AND EXCHANGE COMMISSION
                           Washington D.C.  20549

                Quarterly Report Under Section 13 or 15 (d)
                   Of the Securities Exchange Act of 1934

                 For Quarter Ended        June 30, 2004
                                  -------------------------

                 Commission File Number      000-28727
                                        -------------------

                       SOFTWALL EQUIPMENT CORPORATION
            ----------------------------------------------------
           (Exact name of registrant as specified in its charter)

               UTAH                                         87-06254752
-------------------------------                        --------------------
(State or other jurisdiction of                        (IRS Employer
  incorporation or organization)                        Identification No.)

                           11602 Colchester Drive
                              SANDY, UTAH 84092
                  ----------------------------------------
                  (Address of principal executive offices)

     Registrant's telephone number
     including area code                          (801) 572-4724
                                                 -----------------

                -------------------------------------------
                Former Address, if changed since last report

Indicate by check mark 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 (or such shorter period that the
registrant was required to file such reports)

     Yes   X   No
         ----    ----
and (2) has been subject to such filing requirements for the past 90 days.


     Yes  X    No
         ----    ----
                                 155,927
                      --------------------------------
            (Number of shares of common stock the registrant had
                    outstanding as of August 18, 2004)


                                   PART 1

ITEM 1 - FINANCIAL STATEMENTS

     The condensed financial statements included herein have been prepared
by the Company, without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission.  Certain information and footnote
disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations, although the
Company believes that the disclosures are adequate to make the information
presented not misleading.

     In the opinion of the Company, all adjustments, consisting of only
normal recurring adjustments, necessary to present fairly the financial
position of the Company as of June 30, 2004 and the results of its
operations and changes in its financial position from December 31, 2003
through June 30, 2004 have been made.  The results of its operations for
such interim period is not necessarily indicative of the results to be
expected for the entire year.



























                                     2

                       Softwall Equipment Corporation
                       (a Development Stage Company)
                               Balance Sheets
<Table>
<Caption>
                                                     June 30,  December 31,
                                                     2004          2003
                                                 ------------  ------------
                                                 (Unaudited)
<S>                                             <C>           <C>
                                   ASSETS
Current Assets
--------------
  Cash                                           $     1,131   $     3,690
                                                 ------------  ------------
Property Plant & Equipment (Net)                       4,936         6,574
--------------------------------                 ------------  ------------

Other Assets
------------
  Patent                                              27,345        25,075
                                                 ------------  ------------

   Total Assets                                  $    33,412   $    35,339
                                                 ============  ============

                    LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
-------------------
  Accounts Payable and Accrued Expenses          $    47,768   $    80,225
  Accounts Payable - Related Party                     2,250         2,250
  Interest Payable                                    29,362        22,476
  Advanced Royalty Payments                           29,700         3,700
  Note Payable-Related Party                         324,234       324,234
                                                 ------------  ------------

   Total Current Liabilities                         433,314       432,885

Stockholders' Equity
--------------------
  Common Stock, Authorized 50,000,000
   Shares of $.001 Par Value, Issued and
   Outstanding 155,927, Retroactively Restated,
   Respectively                                          156           156
  Capital in Excess of Par Value                      44,761        44,761
  (Deficit) Accumulated During Development Stage    (444,819)     (442,463)
                                                 ------------  ------------
   Total Stockholders' Equity                       (399,902)     (397,546)
                                                 ------------  ------------

   Total Liabilities and Stockholders' Equity    $    33,412   $    35,339
                                                 ============  ============




</Table>




              See accompanying notes to financial statements.
                                     3

                       Softwall Equipment Corporation
                       (a Development Stage Company)
                          Statements of Operations
                                (Unaudited)
<Table>
<Caption>

                                                                       For the Period
                                                                            October
                            For the Three             For the Six           5, 1998
                              Months Ended            Months Ended        (Inception)
                           June 30,    June 30,     June 30,    June 30,  to June 30,
                            2004        2003         2004        2003         2004
                        ----------- -----------  ----------- -----------  -----------
<S>                    <C>         <C>          <C>         <C>          <C>
Revenues
--------
 Consulting
  Revenues              $    -      $    -       $    -      $    -       $   19,284
                        ----------- -----------  ----------- -----------  -----------
   Total Revenues            -           -            -           -           19,284

Expenses
--------
 General and
  Administrative             2,066      35,572        2,977      58,496      442,271
 Depreciation Expense          819       1,434        1,638       2,868       24,443
 Research &
  Development                 -           -            -           -          16,715
                        ----------- -----------  ----------- -----------  -----------
   Total Expenses            2,885      37,006        4,615      61,364      483,429
                        ----------- -----------  ----------- -----------  -----------
   Loss from
   Operations               (2,885)    (37,006)      (4,615)    (61,364)    (464,145)

Other Income (Expenses)
-----------------------
 License Fee Income            -        21,000       10,000      26,900       60,000
 Interest Expense           (3,586)     (3,626)      (7,742)     (5,955)     (30,424)
 Loss on abandonment of
  Purchase Agreement          -           -            -           -         (10,000)
 Gain/(Loss) on Sale of
  Equipment                   -           -            -           -              50
                        ----------- -----------  ----------- -----------  -----------
   Total Other
   Income (Expenses)        (3,586)     17,374        2,258      20,945       19,626
                        ----------- -----------  ----------- -----------  -----------
   Income (Loss)
   Before Taxes             (6,471)    (19,632)      (2,357)    (20,419)    (444,519)

   Taxes                      -           -            -           -             300
                        ----------- -----------  ----------- -----------  -----------
   Net Income (Loss)    $   (6,471) $  (19,632)  $   (2,357) $  (40,419)  $ (444,819)
                        =========== ===========  =========== ===========  ===========

Net Income (Loss)
per Share               $    (0.04)  $   (0.14)  $    (0.02) $    (0.28)

Weighted Average Shares
Outstanding                155,927     141,427      155,927     146,394

</Table>
              See accompanying notes to financial statements.
                                     4
                       Softwall Equipment Corporation
                       (a Development Stage Company)
                          Statements of Cash Flows
<Table>
<Caption>
                                                                       For the Period
                                                                            October
                                                                            5, 1998
                                             For the Six Months Ended    (Inception)
                                               June 30,      June 30,     to June 30,
                                                 2004          2003          2004
                                             ------------  ------------  ------------
                                              (Unaudited)   (Unaudited)
<S>                                         <C>           <C>           <C>
Cash Flows from Operating Activities
------------------------------------
 Net Income (Loss)                           $    (2,357)  $   (40,419)  $  (444,819)
 Adjustments to Reconcile Net (Loss) to
 Net Cash Provided by Operating Activities:
  Depreciation Expense                             1,638         2,868        24,443
  Stock for Services/Expenses                      -             -             6,467
  (Gain) on Sale of Equipment                      -             -               (50)
  Increase (Decrease) in Accounts Payable        (32,456)        5,245        62,663
  Increase in Advanced Royalties Payments         26,000         -            29,700
  Increase (Decrease) in Interest Payable          6,886         4,946        29,568
                                             ------------  ------------  ------------
   Net Cash Flows Provided (Used)
   by Operating Activities                          (289)      (27,360)     (292,029)

Cash Flows from Investing Activities
------------------------------------
 Purchase of Fixed Assets                          -             -           (29,379)
 Sale of Fixed Assets                              -             -               200
 Purchase of Patent                               (2,270)       (4,595)      (33,376)
 Reimbursement for Patent Costs                    -             -             6,031
                                             ------------  ------------  ------------
   Net Cash Flows Provided (Used)
   by Investing Activities                        (2,270)       (4,595)      (56,524)

Cash Flows from Financing Activities
------------------------------------
 Proceeds from Stock Sales                         -             -            25,450
 Proceeds from Notes Payable                       -            37,290       324,234
                                             ------------  ------------  ------------
   Net Cash Flows Provided (Used)
   by Financing Activities                         -            37,290       349,684
                                             ------------  ------------  ------------
   Net Increase (Decrease) in Cash                (2,559)        5,335         1,131
   Cash, Beginning of Period                       3,690         2,345         -
                                             ------------  ------------  ------------
   Cash, End of Period                       $     1,131   $     7,680   $     1,131
                                             ============  ============  ============

Supplemental Cash Flow Information
----------------------------------
 Interest                                    $       713   $     -       $       713
 Taxes                                             -             -               200

Non Cash Disclosures
--------------------
 Stock Issued for Assets                           -             -            18,010
 Stock Issued for Services                         -             -             6,467
</Table>
              See accompanying notes to financial statements.
                                     5
                       Softwall Equipment Corporation
                       (a Development Stage Company)
                     Notes to the Financial Statements
                               June 30, 2004

NOTE 1 - PREPARATION OF FINANCIAL STATEMENTS
--------------------------------------------

The financial statements for the six months ended June 30, 2004 were
prepared from the books and records of the company.  Management believes
that all adjustments have been made to the financial statements to make a
fair presentation of the financial condition of the company as of June 30,
2004.  The results of the six months are not indicative of a full year of
operation for the Company.

Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted.  It is suggested that these
financial statements be read in conjunction with the financial statements
and notes thereto included in the Company's December 31, 2003 audited
financial statements.  The results of operations for the period ended June
30, 2004 are not necessarily indicative of the operating results for the
full year.

ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.

Liquidity and Capital Resources
-------------------------------

The Company does not pay rent, has no ongoing compensation costs, or any
other long term or ongoing business overhead commitments.

In its initial offering the company issued a limited amount of stock to
cover some start-up and business expenses.  Randall D. Peterson has been
working on behalf of the company since its inception without pay and has
billed his professional time since inception.  Mr. Peterson has a
consulting contract with the Company and has billed his hours on an ongoing
basis.  Mr. Peterson has been careful to not incur company expenses when
there have not been sufficient funds to cover them.  He has done this by
operating the company business from his consulting office in his home,
loaning the company money to cover expenses and taking promissory notes in
lieu of payment for his professional fees.

IMC Phosphate has donated funds to BYU for the continuing development of
the technology and Peterson has contributed his professional time to that
as well.

Listed in order of priority, future capital funding will come from
government grants, debt financing, and additional offerings.  Peterson
intends to combine his consulting practice as part of the company when the
company is in a financial position to pay him a salary.

Once the technology is fully tested and demonstrated to the mining industry
and as opportunities allow, the Company may enter into a long term joint
venture with an existing manufacturing company already established in the
mining industry or with an existing mining company or that it may acquire
mineral properties or leases of its own to operate at a profit.


                                     6

Results of Operations
---------------------

Softwall - The Softwall prototype has been moved from the BYU campus to the
Stansbury Mine site and is currently stored in the Mine Shop awaiting further
field testing and transport to IMC Phosphate's operations in Florida.

Plan of Operations
------------------

Proposed US Technical Merger
----------------------------
The company began the year with tentative plans to merge operations with US
Technical Consultants.  However, material misrepresentations of financial
conditions and UST's refusal to provide an audit made it necessary to
terminate the agreement.  UST has filed claim against the company for
breach of contract and the company has filed a counterclaim against UST for
its damages in federal court.

US Technical has still not answered the COmpany's counterclaim and
Registrant damages continue to mount from UST's frivolous claims  Trial is
scheduled for September in Utah Federal Court.

Softwall Mining Technology
--------------------------
No further development has taken place this quarter on Softwall Mining
Technology due to lack of funds.

SACUM Conveyor Technology
-------------------------
Revenue for the six months ended June 30, 2004 was entirely from advance
royalties from New Stansbury Coal Company (NSCC) in prepayment of
production royalties.  Management activities for the quarter involved
working with NSCC in organizing short term and long term financing for
both companies.


                                  PART II
                             OTHER INFORMATION

Item 1.   Legal Proceedings. . . . . . . . . . . . . . . . . . . . . . None

Item 2.   Changes in Securities. . . . . . . . . . . . . . . . . . . . None

Item 3.   Defaults Upon Senior Securities. . . . . . . . . . . . . . . None

Item 4.   Submission of Matters to a Vote of Security Holders. . . . . None

Item 5.   Other Information

	On May 13, 2004, Sally W. Peterson who has been serving as a
	Director, Secretary and Treasurer of the Company resigned.  The
	resignation letter aslo states that all Softwall Equipment Corporation
	stock held in her name was transferred to Randall Peterson.

	On May 13, 2004, the Board of Directors approved and appointed
	George S. Young as a Director, Secretary and Corporate Legal Counsel
	of the Company.


Item 6.   Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . None


                                     7


Item 3.   CONTROLS AND PROCEDURES

     As of the end of the period covered by this report, our Chief
Executive Officer and Chief Financial Officer have conducted an evaluation
of the effectiveness of disclosure controls and procedures pursuant to
Exchange Act Rule 13a-14. Based on that evaluation, they have concluded
that our disclosure controls and procedures are effective in ensuring that
all material information required to be filed in this Quarterly Report on
Form 10-QSB has been made known to them in a timely fashion. There have
been no significant changes in internal controls, or in other factors that
could significantly affect internal controls; subsequent to the date they
completed their evaluation.

















                                     8

                                 SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by
the undersigned authorized officer.


Dated: August 18, 2004               Softwall Equipment Corporation


                                     /S/ Randall Peterson
                                     ------------------------------------
                                     Randall Peterson
                                     Director














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