---

**UNITED STATESSECURITIES AND EXCHANGE COMMISSION** Washington, D.C. 20549

FORM 10-QSB

(Mark One)

**x******QUARTERLY
  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2004

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

For the transition period from ________________ to ______________

Commission file number:**001-16063**

JUPITER ENTERPRISES, INC.
  (Exact name of small business issuer as specified in it charter)

|NEVADA                                                               | 98-0208667                       
|-------------------------------------------------------------------- | ---------------------------------
|(State or other jurisdiction of incorporation
      or organization) | (IRS Employer Identification No.)

No. 24 Xiao Shi Qiao Jiugulou Street, XiCheng District,
  Beijing China100009
  (Address of principal executive offices)

011 86 10 64049701
  (issuer's telephone number)

94 Rue de Lausanne, CH1202, Geneva, Switzerland
  (Former name, former address and former fiscal year, if changed since last report)

Check whether the issuer (1) filed all reports required to
  be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months
  (or such shorter period that the issuer was required to file such reports),
  and (2) has been subject to such filing requirements for the past 90 days. Yes  **x******No  ** ̈******

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY 
  PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the issuer filed all documents and reports required
  to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution
  of securities under a plan confirmed by a court. Yes  ** ̈******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: 
  As of August 27, 2004, the issuer had 1,178,308 shares of common stock, $0.001
  par value, outstanding.

Transitional Small Business Disclosure Format (Check one):
  Yes  ** ̈******No  **x******

---

INDEX

|                                     |                                                                      | Page
|------------------------------------ | -------------------------------------------------------------------- | ----
|PART I  FINANCIAL
      INFORMATION |                                                                     
|                                     |                                                                      |     
|                                     | Item 1. Financial Statements.                                        | F-1 
|                                     |                                                                      |     
|                                     | Item 2. Management's Plan of Operation.                              | 1   
|                                     |                                                                      |     
|                                     | Item 3. Controls and Procedures.                                     | 2   
|                                     |                                                                     
|PART II  OTHER INFORMATION          |                                                                     
|                                     |                                                                      |     
|                                     | Item 1. Legal Proceedings.                                           | 3   
|                                     |                                                                      |     
|                                     | Item 2. Changes in Securities and Use
      of Proceeds.             | 3   
|                                     |                                                                      |     
|                                     | Item 3. Defaults upon Senior Securities.                             | 3   
|                                     |                                                                      |     
|                                     | Item 4. Submission of Matters to a Vote
      of Securities Holders. | 3   
|                                     |                                                                      |     
|                                     | Item 5. Other Information.                                           | 3   
|                                     |                                                                      |     
|                                     | Item 6. Exhibits and Reports on Form
      8-K.                      | 3   
|                                     |                                                                     
|SIGNATURES                           | 4                                                                   

---



|JUPITER ENTERPRISES, INC.(A development stage enterprise)Index to Financial
      Statements
|--------------------------------------------------------------------------------------------

|Balance Sheet -                       |                                                   
|------------------------------------- | --------------------------------------------------
|                                      | June 30, 2004                                     
|                                      |                                                   
|Statements of Loss -                  |                                                   
|                                      | For the periods ended June 30, 2004 and
      2003
|                                      |                                                   
|Statement of Cash Flows
      -       |                                                   
|                                      | For the periods ended June 30, 2004 and
      2003
|                                      |                                                   
|Notes to Financial Statements
      - |                                                   
|                                      | June 30, 2004                                     

F-1

---

|JUPITER
      ENTERPRISES, INC.(A development stage enterprise)Balance Sheet(Unaudited)
|---------------------------------------------------------------------------------------

|                                                                          |   | June 30, |  
|------------------------------------------------------------------------- | - | -------- | -
|                                                                          |   | 2004     |  
|ASSETS                                                                    |   |          |  
|Current assets:                                                           |   |          |  
|Cash                                                                      | $ | -        |  
|Total current assets                                                      |   | -        |  
|                                                                          |   |          |  
|Other assets:                                                             |   |          |  
|Option
      to acquire Beijing Bluesky Kspan Steel Construction Co., Ltd |   | 100      |  
|Deferred
      charges                                                    |   | 2,886    |  
|Total other assets                                                        |   | 2,986    |  
|Total assets                                                              | $ | 2,986    |  
|                                                                          |   |          |  
|                                                                          |   |          |  
|LIABILITIES                                                               |   |          |  
|Current liabilities:                                                      |   |          |  
|Accounts
      payable and accrued expenses                               | $ | 146,199  |  
|Due
      to related parties                                              |   | 92,525   |  
|Total current liabilities                                                 |   | 238,724  |  
|                                                                          |   |          |  
|Total liabilities                                                         |   | 238,724  |  
|                                                                          |   |          |  
|Commitments and contingencies                                             |   | -        |  
|                                                                          |   |          |  
|STOCKHOLDERS' EQUITY                                                      |   |          |  
|Common stock, $.001 par value,
      100,000,000 shares authorized,       |   |          |  
|1,178,308
      shares issued and outstanding                             |   | 1,178    |  
|Capital in excess of par
      value                                      |   | 135,467  |  
|Deficit accumulated during
      the development stage                    |   | (372,383 | )
|Total
      stockholders' equity                                          |   | (235,738 | )
|Total
      liabilities and stockholders' equity                          | $ | 2,986    |  

F-2

The accompanying notes are an integral part of these statements.

---

|JUPITER
      ENTERPRISES, INC.(A development stage enterprise)Statements of Loss(Unaudited)
|--------------------------------------------------------------------------------------------

|                                                        |   | Inception,     |   |   |                              |   |   |         |  
|------------------------------------------------------- | - | -------------- | - | - | ---------------------------- | - | - | ------- | -
|                                                        |   | March 12, 1999 |   |   |                              |   |   |         |  
|                                                        |   | through        |   |   |                              |   |   |         |  
|                                                        |   | June 30,       |   |   | Quarter Ended June
      30, |  
|                                                        |   | 2004           |   |   | 2004                         |   |   | 2003    |  
|                                                        |   |                |   |   |                              |   |   |         |  
|Revenues                                                | $ | -              |   | $ | -                            |   | $ | -       |  
|                                                        |   |                |   |   |                              |   |   |         |  
|General and administrative expenses                     |   | 223,105        |   |   | 3,151                        |   |   | 14,286  |  
|Operating income (loss)                                 |   | (223,105       | ) |   | (3,151                       | ) |   | (14,286 | )
|                                                        |   |                |   |   |                              |   |   |         |  
|Other income (expense):                                 |   |                |   |   |                              |   |   |         |  
|Expenses in connection with
      abandoned acquisition |   | (57,509        | ) |   | -                            |   |   | -       |  
|Impairment loss                                         |   | (91,700        | ) |   | -                            |   |   | -       |  
|Interest expense                                        |   | (69            | ) |   | -                            |   |   | -       |  
|Total
      other income (expense)                      |   | (149,278       | ) |   | -                            |   |   | -       |  
|Income
      (loss) before taxes on income              |   | (372,383       | ) |   | (3,151                       | ) |   | (14,286 | )
|                                                        |   |                |   |   |                              |   |   |         |  
|Provision (credit) for taxes on income                  |   | -              |   |   | -                            |   |   | -       |  
|Net (loss)                                              | $ | (372,383       | ) | $ | (3,151                       | ) | $ | (14,286 | )
|                                                        |   |                |   |   |                              |   |   |         |  
|Basic earnings (loss) per common share                  |   |                |   | $ | -                            |   | $ | (0.02   | )
|                                                        |   |                |   |   |                              |   |   |         |  
|Weighted average number of shares outstanding           |   |                |   |   | 1,178,308                    |   |   | 940,945 |  

F-3

The accompanying notes are an integral part of these statements.

---

|JUPITER
      ENTERPRISES, INC.(A development stage enterprise)Statements of Cash Flows(Unaudited)
|--------------------------------------------------------------------------------------------------

|                                                         |   | Inception,     |   |   |                              |   |   |         |  
|-------------------------------------------------------- | - | -------------- | - | - | ---------------------------- | - | - | ------- | -
|                                                         |   | March 12, 1999 |   |   |                              |   |   |         |  
|                                                         |   | through        |   |   |                              |   |   |         |  
|                                                         |   | June 30,       |   |   | Quarter Ended June
      30, |  
|                                                         |   | 2004           |   |   | 2004                         |   |   | 2003    |  
|Cash flows from operating activities:                    |   |                |   |   |                              |   |   |         |  
|Net (loss)                                               | $ | (372,383       | ) | $ | (3,151                       | ) | $ | (14,286 | )
|                                                         |   |                |   |   |                              |   |   |         |  
|Adjustments to reconcile net (loss) to cash              |   |                |   |   |                              |   |   |         |  
|provided (used) by developmental
      stage activities: |   |                |   |   |                              |   |   |         |  
|Impairment
      loss                                    |   | 91,700         |   |   | -                            |   |   | -       |  
|(Decrease)
      increase in accounts payable            |   | 146,199        |   |   | 476                          |   |   | 9,894   |  
|Net cash flows from operating activities                 |   | (134,484       | ) |   | (2,675                       | ) |   | (4,392  | )
|                                                         |   |                |   |   |                              |   |   |         |  
|Cash flows from investing activities:                    |   |                |   |   |                              |   |   |         |  
|Acquisition of BlueSky option                            |   | (91,800        | ) |   |                              |   |   | (91,800 | )
|Less,
      Stock issued in connection therewith         |   | 91,800         |   |   | -                            |   |   | 91,800  |  
|(Increase) in deferred charges                           |   | (60,395        | ) |   | -                            |   |   | -       |  
|Abandoned acquisition costs                              |   | 57,509         |   |   | -                            |   |   | -       |  
|Net
      cash flows from investing activities           |   | (2,886         | ) |   | -                            |   |   | -       |  
|                                                         |   |                |   |   |                              |   |   |         |  
|Cash flows from financing activities:                    |   |                |   |   |                              |   |   |         |  
|Advances from related parties                            |   | 92,525         |   |   | 2,675                        |   |   | 7,891   |  
|Proceeds from sale of common stock                       |   | 41,260         |   |   | -                            |   |   | -       |  
|Expenses in connection with capital
      changes        |   | (3,499         | ) |   | -                            |   |   | (3,499  | )
|Common stock issued for services                         |   | 7,084          |   |   | -                            |   |   | -       |  
|Net
      cash flows from financing activities           |   | 137,370        |   |   | 2,675                        |   |   | 4,392   |  
|Net
      increase (decrease) in cash and equivalents    |   | -              |   |   | -                            |   |   | -       |  
|                                                         |   |                |   |   |                              |   |   |         |  
|Cash and equivalents:                                    |   |                |   |   |                              |   |   |         |  
|Beginning of period                                      |   | -              |   |   | -                            |   |   | -       |  
|End of period                                            | $ | -              |   | $ | -                            |   | $ | -       |  
|                                                         |   |                |   |   |                              |   |   |         |  
|Supplemental cash flow disclosures:                      |   |                |   |   |                              |   |   |         |  
|Cash paid for interest                                   | $ | -              |   | $ | -                            |   | $ | -       |  
|Cash paid for income taxes                               |   | -              |   |   | -                            |   |   | -       |  

F-4

The accompanying notes are an integral part of these statements.

---

|JUPITER
      ENTERPRISES, INC.(A development stage enterprise)Notes to Unaudited Financial StatementsJune 30, 2004
|-------------------------------------------------------------------------------------------------------------------

The accompanying unaudited interim financial statements include
  all adjustments which in the opinion of management are necessary in order to
  make the accompanying financial statements not misleading, and are of a normal
  recurring nature. However, the accompanying unaudited financial statements do
  not include all of the information and footnotes necessary for a complete presentation
  of financial position, results of operations, cash flows and stockholders' equity
  in conformity with U.S. generally accepted accounting principles. Except as
  disclosed herein, there has been no material change in the information disclosed
  in the notes to the financial statements included in the Company's annual report
  for the year ended March 31, 2004. Operating results for the quarter ended June
  30, 2004, are not necessarily indicative of the results that can be expected
  for the year ended March 31, 2005.

Note 1  Development stage activities:
  The Company continues to be a development stage enterprise, and its activities
  have been limited to its formation and the raising of equity capital and filings
  with the Securities and Exchange Commission. In its current development stage,
  management expects to continue to incur losses while the Company implements
  its business plan.

Prior to December 31, 2001, the Company had plans to become
  a direct sales marketing company that markets, distributes and sells its own
  brand of natural health products via the internet.

In November, 2001, the Company entered into an agreement to
  acquire all of the outstanding shares of Beijing MingHe-Han Science and Technology
  Co., Ltd. ("MHST"), a Chinese company engaged in steel building fabrication
  systems for the Chinese building and construction industry. The consideration
  was to be 1,500,000 shares of post-split shares. However, the agreement was
  subsequently rescinded and canceled, and has not been reflected in the accompanying
  financial statements.

In February 2002, the Company entered into an agreement with
  a Chinese company engaged in steel building fabrication systems for the Chinese
  building and construction industry. However this contract was terminated as
  of January 31, 2003. As a result of the termination, deferred charges in the
  amount of $57,509 related to the intended acquisition were expensed in the year
  ended March 31, 2003. In March, 2003, the Company entered into an agreement
  to acquire 100% of the stock of Beijing BlueSky Kspan Steel Construction Co.,
  Ltd ("BlueSky").

MingHe-Han, a joint venture domiciled in China, previously
  had the exclusive right to acquire a controlling interest in Bluesky, which
  is owned 77% by Wu Zhenxing and 23% by Harper & Harper, Ltd., a Niue corporation.
  MingHe-Han was indebted to Harper & Harper in the amount of $275,000, and
  assigned its exclusive right to acquire the controlling interest in Bluesky
  to Harper & Harper in exchange for cancellation of the loan.

On May 2, 2003, the Company issued 675,000 shares of restricted
  common stock to Harper & Harper in exchange for an option to acquire all
  of BlueSky's stock, as described above. The option was valued at $91,800, which
  represented the quoted market value of Jupiter stock on the date issued ($0.17
  per share), less a restricted stock discount of 20%.

As of August 18, 2004, the acquisition of BlueSky had not
  been consummated. The acquisition is still pending, but government permits are
  required before a structure and price can be developed and finalized. Therefore,
  during the quarter ended March 31, 2004, the option to acquire BlueSky, previously
  valued at $91,800, was determined to be impaired, and was written down to $100.
  An impairment loss of $91,700 was recognized.

On April 25, 2003, the Board of Directors of Jupiter voted
  to increase the authorized shares of common stock from 5,000,000 to 100,000,000
  to facilitate the BlueSky purchase.

In connection with the pending acquisition, the Company has
  incurred $2,886 in legal fees. These costs will be capitalized as part of the
  cost of the assets acquired when the acquisition is completed. Accordingly,
  they have been reflected as deferred charges in the accompanying balance sheet.

F-5

---

|JUPITER
      ENTERPRISES, INC.(A development stage enterprise)Notes to Unaudited Financial StatementsJune 30, 2004
|-------------------------------------------------------------------------------------------------------------------

Note 2  Capital stock:
  Effective October 21, 2002 the Company effected a 1 for 20 reverse split of
  its common stock, under which each shareholder received 1 new share of stock
  for each 20 formerly held. The reverse split has been retroactively reflected
  in the accompanying financial statements. Previously, on December 10, 2001,
  the Company completed a 3 for 1 forward stock split whereby three shares of
  the Corporation's $0.01 par value common stock outstanding were issued for every
  one share outstanding.

Since its inception, the Company has issued shares of its
  common stock as follows, retroactively adjusted to give effect to the 1 for
  20 reverse split:

|         |  |                                     |           |  | Price Per |  |          |  
|-------- |  | ----------------------------------- | --------- |  | --------- |  | -------- | -
|Date     |  | Description                         | Shares    |  | Share     |  | Amount   |  
|         |  |                                     |           |  |           |  |          |  
|03/30/99 |  | Shares issued for cash              | 300,000   |  | $0.0333   |  | $10,000  |  
|05/27/99 |  | Shares issued for cash              | 126,000   |  | 0.2000    |  | 25,200   |  
|06/20/00 |  | Shares issued for cash              | 30,300    |  | 0.2000    |  | 6,060    |  
|09/05/02 |  | Shares issued for services          | 22,000    |  | 0.0200    |  | 440      |  
|10/21/02 |  | Shares issued for fractional shares | 8         |  | 0.0000    |  | -        |  
|03/05/03 |  | Shares issued for services          | 25,000    |  | 0.2658    |  | 6,644    |  
|05/02/03 |  | Shares issued for BlueSky option    | 675,000   |  |           |  | 91,800   |  
|         |  | Less, Related expenses              |           |  |           |  | (3,499   | )
|         |  | Cumulative total                    | 1,178,308 |  |           |  | $136,645 |  

Note 3 - Uncertainty, going concern: 
  At June 30, 2004, the Company was not currently engaged in a business and had
  suffered losses from development stage activities to date. Although management
  is currently attempting to implement its business plan (see Note 1 in the notes
  to the financial statements included in the Company's Form 10-KSB as of the
  year ended March 31, 2004), is seeking to acquire certain assets as described
  in Note 1 above, and is seeking additional sources of equity or debt financing,
  there is no assurance these activities will be successful. Accordingly, the
  Company must rely on its officers and directors to perform essential functions
  without compensation until a business operation can be commenced. These factors
  raise substantial doubt about the ability of the Company to continue as a going
  concern. The financial statements do not include any adjustments that might
  result from the outcome of this uncertainty.

F-6

---

Item 2. Management's Plan of Operation

Statements contained herein which are not historical facts
  are forward-looking statements as that term is defined by the Private Securities
  Litigation Reform Act of 1995. Although the Company believes that the expectations
  reflected in such forward-looking statements are reasonable, forward-looking
  statements are subject to risks and uncertainties that could cause actual results
  to differ from those projected. The Company cautions investors that any forward-looking
  statements made by the Company are not guarantees of future performance and
  that actual results may differ materially from those in the forward-looking
  statements. Such risks and uncertainties include, without limitation: established
  competitors who have substantially greater financial resources and operating
  histories, regulatory delays or denials, ability to compete as a start-up company
  in a highly competitive market, and access to sources of capital.

Jupiter Enterprises, Inc. (the "Company") has generated no
  revenues in the cumulative period from inception (March 12, 1999) through the
  period ended June 30, 2004. The Company has not developed any products or provided
  any services and has experienced difficulties in completing transactions.

On November 28, 2001, the Company entered into an Agreement
  and Plan of Reorganization by and among the Company, Beijing MingHe-Han Science
  and Technology Co., Ltd. (MHST) and certain shareholders of MHST. Pursuant to
  the Agreement, the Company obtained 100% of the shares of MHST in exchange for
  10,000,000 shares of common stock of the Company.

In February 2002, the transaction was restructured whereby,
  in lieu of acquiring MHST as a wholly-owned subsidiary, the Company would acquire
  only certain assets of MHST for the same consideration. In April 2002, the transaction
  with MHST was mutually terminated. All shares of common stock of the Company
  that were issued to the original MHST shareholders pursuant to the original
  Reorganization Agreement dated November 28, 2001 were canceled and returned
  to treasury of the Company.

On April 8, 2002, the Company and The MingHe Group ("MingHe"),
  a Chinese corporation which operates a construction business in Mainland China,
  entered into an Acquisition Agreement wherein the Company was to acquire the
  entire construction business of MingHe, in exchange for 30,000,000 shares of
  common stock of the Company. The Company was not able to complete the transaction
  as originally agreed, and no shares were issued.

On January 31, 2003, the Company entered into a Termination
  Agreement with MingHe and Yin Mingshan, the sole shareholder of MingHe. Pursuant
  to the Termination Agreement, the Acquisition Agreement was terminated. Mr.
  Mingshan also resigned as a director and officer of the Company, effective December
  31, 2002. The Company also issued 675,000 shares of its restricted common stock
  to Harper & Harper, Ltd ("H&H") in exchange for the right to acquire
  a controlling interest in Beijing BlueSky Kspan Steel Constitution Company Ltd.
  ("BlueSky"). As a result of the issuance to H&H, H&H holds a controlling
  interest in the Company. H&H also owns approximately 23% of BlueSky.

On March 12, 2003, the Company entered into an Agreement and
  Plan of Reorganization by and among the Company, BlueSky and the shareholders
  of BlueSky. Pursuant to the Agreement, the Company agreed to acquire 100% of
  the outstanding shares of BlueSky in exchange for 65 million shares of the Company.
  Although the agreement contemplated an immediate closing, the transaction has
  not yet closed. Closing of the transaction has been substantially delayed, but
  remains pending. For the year ended March 31, 2004, the option to acquire BlueSky,
  previously valued at $91,800, was determined to be impaired, and was written
  down to $100. An impairment loss of $91,700 was recognized.

BlueSky is a steel fabrication company that fabricates heavy
  steel girders for hi-rise construction projects, lightweight steel buildings
  and bridges, as its core business. In addition, BlueSky builds and leases grain
  storage warehouses to the PRC's Ministry of Agriculture. BlueSky was founded
  in 1996 and currently employs approximately 230 people.

There can be no assurance that the Company will be able
  to continue as a going concern or achieve material revenues or profitable operations.
  The Company requires financing, and no assurances can be given that financing
  will be available to the Company in the amounts required, or that, if available,
  will be on terms satisfactory to the Company.

1

---

Item 3. Controls and Procedures.

Based on their most recent evaluation, which was completed
  as of the end of the period covered by this periodic report on Form 10-QSB,
  the Company's Chief Executive Officer and Chief Financial Officer believe the
  Company's disclosure controls and procedures (as defined in Exchange Act Rules
  13a-14 and 15d-14) are effective to ensure that information required to be disclosed
  by the Company in this report is accumulated and communicated to the Company's
  management, including its principal executive officer and principal financial
  officer, as appropriate, to allow timely decisions regarding required disclosure.
  During the fiscal quarter to which this report relates, there were no significant
  changes in the Company's internal controls or other factors that could significantly
  affect these controls subsequent to the date of their evaluation and there were
  no corrective actions with regard to significant deficiencies and material weaknesses.

2

---

PART II - OTHER INFORMATION

Item 1. Legal Proceedings -None.

Item 2. Changes in Securities and Use of Proceeds 
  None.

Item 3. Defaults upon Senior Securities - None.

Item 4. Submission of Matters to a Vote of Securities Holders
   None.

Item 5. Other Information

Effective August 17, 2004, the Board appointed Chris Harper
  as Chairman, CEO and President to replace Michael J.A. Harrop, who recently
  resigned as an officer and director on July 27, 2004.

Mr. Harper began his career in 1966, founding Georgia Thread
  Mill Corporation. Georgia Thread Mill diversified from thread manufacturing
  in early 1970 through the purchase of Keytronics, a computer memory and technical
  equipment manufacturer, which was sold to Memorex Corporation in 1978. Mr. Harper
  then formed Cavalier Oil Company, which developed into an international oil
  and gas group with drilling, exploration and production in Africa, South America
  and Canada, and was sold to Tiperrary Corporation in the early 1980s. Mr. Harper
  continued to invest in the natural resources industry, developing gold mining
  operations in Africa, coal and copper mining in the United States, tin and coal
  mining in England and gold and asbestos mining in Canada. After successfully
  listing companies on the London, United States and German stock exchanges, Mr.
  Harper began to concentrate his efforts on developing the merchant banking aspects
  of the company. Mr. Harper has participated in various roles, including the
  formation, development, financing and public listing of over fifty companies
  on the stock exchanges of five countries.

Item 6. Exhibits and Reports on Form 8-K

(a) Exhibits

|Exhibit | Description                                                                                                                                                                                                                                                                                                                                  
|------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  |                                                                                                                                                                                                                                                                                                                                              
|        |                                                                                                                                                                                                                                                                                                                                              
|2.3     | Agreement and Plan of Reorganization
        dated November 28, 2001 by and among the Company, Beijing MingHe-Han Science
        and Technology Co., Ltd. ("MingHe-Han") and certain shareholders of MingHe-Han
        (Incorporated by reference to Exhibit 2.3 of the current report on Form
        8-K, filed December 14, 2001).      
|        |                                                                                                                                                                                                                                                                                                                                              
|2.4     | Rescission and Restructuring
        Agreement dated February 13, 2002 by and among the Company, Beijing MingHe-Han
        Science and Technology Co., Ltd. ("MingHe-Han") and certain shareholders
        of MingHe-Han. (Incorporated by reference to Exhibit 2.4 of the current
        report on Form 8-K/A-1 filed February 19, 2002.)
|        |                                                                                                                                                                                                                                                                                                                                              
|2.5     | Termination Agreement between
        the Registrant and Beijing MingHe-Han Science and Technology Co., Ltd.,
        dated April 8, 2002 (Incorporated by reference to Exhibit 2.5 of the current
        report on Form 8-K filed April 11, 2002.)                                                                                         
|        |                                                                                                                                                                                                                                                                                                                                              
|2.6     | Acquisition Agreement between
        the Registrant and The MingHe Group dated April 8, 2002 (Incorporated
        by reference to Exhibit 2.6 of the current report on Form 8-K filed April
        11, 2002.)                                                                                                                             
|        |                                                                                                                                                                                                                                                                                                                                              
|2.7     | Termination Agreement by
        and among the Company, The MingHe Group and Yin Mingshan dated January
        31, 2003. (Incorporated by reference to Exhibit 2.7 of the quarterly report
        on Form 10- QSB for the period ended December 31, 2002).                                                                                 

3

---

|3.2  | Bylaws, as currently in effect (Incorporated
      by reference to the Registrant's registration statement on Form 10-SB, filed
      August 14, 2000).                                             
|---- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                                     
|3.3  | Articles of Incorporation, as amended and currently
      in effect. (Incorporated by reference to the Registrant's quarterly report
      on Form 10-QSB for the quarter ended September 30, 2003).
|     |                                                                                                                                                                                                     
|10.1 | Jupiter Enterprises, Inc. 2002 Stock Plan (Incorporated
      by reference to Exhibit 10.1 of the Registrant's registration statement
      on Form S-8, file no. 333-86848).                       
|     |                                                                                                                                                                                                     
|31.1 | Section 302 Certification
      by the Corporation's Chief Executive Officer. (Filed herewith).                                                                                                     
|     |                                                                                                                                                                                                     
|31.2 | Section 302 Certification
      by the Corporation's Chief Financial Officer. (Filed herewith).                                                                                                     
|     |                                                                                                                                                                                                     
|32.1 | Section 906 Certification
      by the Corporation's Chief Executive Officer. (Filed herewith).                                                                                                     
|     |                                                                                                                                                                                                     
|32.2 | Section 906 Certification
      by the Corporation's Chief Financial Officer. (Filed herewith).                                                                                                     

(b) Reports on Form 8-K

The Company did not file any Current Reports during the quarter ended June 30, 2004.

SIGNATURES

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

|                      | JUPITER ENTERPRISES, INC.
|--------------------- | -------------------------
|                      |                          
|                      |                          
|                      |                          
|                      |                          
|Date: August 31, 2004 | By:                      
|                      |                          
|                      |                          
|                      |                          
|                      |                          
|                      |                          
|                      | By:                      
|                      |                          

4

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EXHIBIT INDEX

|Exhibit No. | Description                                                                                                                                                                                                                                                                                                                                  
|----------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|            |                                                                                                                                                                                                                                                                                                                                              
|2.3         | Agreement and Plan of Reorganization
        dated November 28, 2001 by and among the Company, Beijing MingHe-Han Science
        and Technology Co., Ltd. ("MingHe-Han") and certain shareholders of MingHe-Han
        (Incorporated by reference to Exhibit 2.3 of the current report on Form
        8-K, filed December 14, 2001).      
|            |                                                                                                                                                                                                                                                                                                                                              
|2.4         | Rescission and Restructuring
        Agreement dated February 13, 2002 by and among the Company, Beijing MingHe-Han
        Science and Technology Co., Ltd. ("MingHe-Han") and certain shareholders
        of MingHe-Han. (Incorporated by reference to Exhibit 2.4 of the current
        report on Form 8-K/A-1 filed February 19, 2002.)
|            |                                                                                                                                                                                                                                                                                                                                              
|2.5         | Termination Agreement between
        the Registrant and Beijing MingHe-Han Science and Technology Co., Ltd.,
        dated April 8, 2002 (Incorporated by reference to Exhibit 2.5 of the current
        report on Form 8-K filed April 11, 2002.)                                                                                         
|            |                                                                                                                                                                                                                                                                                                                                              
|2.6         | Acquisition Agreement between
        the Registrant and The MingHe Group dated April 8, 2002 (Incorporated
        by reference to Exhibit 2.6 of the current report on Form 8-K filed April
        11, 2002.)                                                                                                                             
|            |                                                                                                                                                                                                                                                                                                                                              
|2.7         | Termination Agreement by
        and among the Company, The MingHe Group and Yin Mingshan dated January
        31, 2003. (Incorporated by reference to Exhibit 2.7 of the quarterly report
        on Form 10- QSB for the period ended December 31, 2002).                                                                                 
|            |                                                                                                                                                                                                                                                                                                                                              
|3.2         | Bylaws, as currently in
        effect (Incorporated by reference to the Registrant's registration statement
        on Form 10-SB, filed August 14, 2000).                                                                                                                                                                                  
|            |                                                                                                                                                                                                                                                                                                                                              
|3.3         | Articles of Incorporation,
        as amended and currently in effect. (Incorporated by reference to the
        Registrant's quarterly report on Form 10-QSB for the quarter ended September
        30, 2003).                                                                                                                             
|            |                                                                                                                                                                                                                                                                                                                                              
|10.1        | Jupiter Enterprises, Inc.
        2002 Stock Plan (Incorporated by reference to Exhibit 10.1 of the Registrant's
        registration statement on Form S-8, file no. 333-86848).                                                                                                                                                            
|            |                                                                                                                                                                                                                                                                                                                                              
|31.1        | Section
        302 Certification by the Corporation's Chief Executive Officer. (Filed
        herewith).                                                                                                                                                                                                                                    
|            |                                                                                                                                                                                                                                                                                                                                              
|31.2        | Section
        302 Certification by the Corporation's Chief Financial Officer. (Filed
        herewith).                                                                                                                                                                                                                                    
|            |                                                                                                                                                                                                                                                                                                                                              
|32.1        | Section
        906 Certification by the Corporation's Chief Executive Officer. (Filed
        herewith).                                                                                                                                                                                                                                    
|            |                                                                                                                                                                                                                                                                                                                                              
|32.2        | Section
        906 Certification by the Corporation's Chief Financial Officer. (Filed
        herewith).                                                                                                                                                                                                                                    

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