U.S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                  FORM 10-QSB



[X]  QUARTERLY  REPORT  UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
     OF  1934  for  the  quarterly  period  ended  March  31,  2004

[ ]  TRANSITION  REPORT  UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT  OF  1934  for  the  transition  period  from  _______  to  _______


                                 XENICENT, INC.
                                 --------------
        (Exact name of small business issuer as specified in its charter)


       North Carolina                                 36-4344865
       --------------                                 ----------
(State or other jurisdiction of             (IRS Employer Identification No.)
incorporation or organization)


                P.O. Box 243, Chimney Rock, North Carolina 28720
                ------------------------------------------------
                    (Address of principal executive offices)

                                 (828) 625-2666
                                 --------------
                          (Issuer's telephone number)



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 for such shorter
period  that the registrant was required to file such reports), and (2) has been
subject  to  such  filing  requirements  for  the  past 90 days. Yes [x] No [  ]

Number of shares of common stock outstanding as of
June 9, 2004: 2,112,404

Number of shares of preferred stock outstanding as of
June 9, 2004: -0-




                              INDEX TO FORM 10-QSB

                                                                        Page No.
                                                                        --------
PART  I
-------

Item  1.  Financial Statements - Unaudited

          Condensed Balance Sheet -March 31, 2004                              3

          Condensed Statements of Operations - Three Months Ended
          March 31, 2004 and 2003                                              4

          Condensed Statements of Cash Flows - Three Months Ended
          March 31, 2004 and 2003                                              5

          Notes to Condensed Unaudited Financial Statements                  6-7

Item  2.  Management's Discussion and Analysis of Financial Condition
          And Results of Operations                                            8

Item  3.  Quantitative and Qualitative Disclosures on Market Risk             14

Item  4.  Controls and Procedures                                             15


PART II
-------

Item  1.  Legal Proceedings                                                   15

Item  2.  Changes in Securities                                               15

Item  3.  Defaults Upon Senior Securities                                     15

Item  4.  Submission of Matters to a Vote of Security Holders                 15

Item  5.  Other Information                                                   15

Item  6.  Exhibits                                                         16-18





<PAGE>



ITEM  1.
--------

                                 XENICENT, INC.
                      CONDENSED BALANCE SHEET (UNAUDITED)
                                 MARCH 31, 2004
================================================================================

                                     ASSETS
                                     ------

CURRENT ASSETS:
   Cash                                                        $            656
                                                               ----------------
      TOTAL CURRENT ASSETS                                                  656
                                                               ----------------

PROPERTY, PLANT AND EQUIPMENT:
   Property and equipment, net of accumulated
     depreciation of $7,400                                               1,800
                                                               ----------------


      TOTAL ASSETS                                             $          2,456
                                                               ================


                      LIABILITIES AND STOCKHOLDERS' DEFICIT
                      -------------------------------------

CURRENT LIABILITIES:
   Accounts payable                                                      30,898
   Loan payable to stockholder                                           90,968
                                                               ----------------
      TOTAL CURRENT LIABILITIES                                         121,866
                                                               ----------------


STOCKHOLDERS' DEFICIT:
   Preferred stock ($.001 par value, 5,000,000 shares authorized:
     none issued and outstanding)                                             -
   Common stock ($.001 par value, 50,000,000 shares authorized:
     2,112,404 issued and outstanding)                                    2,112
   Common stock to be returned ($.001 par value,
     80,000 common shares)                                                  (80)
   Additional paid-in-capital                                         1,124,360
   Accumulated deficit                                               (1,245,802)
                                                               ----------------
      TOTAL STOCKHOLDERS' DEFICIT                                      (119,410)
                                                               ----------------

      TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT              $          2,456
                                                               ================


    The accompanying notes are an integral part of these financial statements


                                 XENICENT, INC.
                 CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)
                 FOR THREE MONTHS ENDED MARCH 31, 2004 AND 2003
================================================================================

                                                          2004          2003
                                                       ----------    ----------

REVENUE AND COST OF SALES:
   Sales                                               $        -    $        -
   Cost of sales                                                -             -
                                                       ----------    ----------
      Gross Profit                                              -             -
                                                       ----------    ----------

OPERATING EXPENSES:
   Selling, general and administrative                      5,854        27,479
                                                       ----------    ----------
      TOTAL EXPENSES                                        5,854        27,479
                                                       ----------    ----------

      OPERATING LOSS                                       (5,854)      (27,479)
                                                       ----------    ----------

OTHER EXPENSE
   Interest expense                                        (1,516)         (681)
                                                       ----------    ----------
      TOTAL OTHER EXPENSE                                  (1,516)         (681)
                                                       ----------    ----------

      NET LOSS FROM CONTINUING OPERATIONS                  (7,370)      (28,160)

DISCONTINUED OPERATIONS
   Income from discontinued operations                          -        29,135
                                                       ----------    ----------

      NET LOSS                                         $   (7,370)   $      975
                                                       ==========    ==========

   Net loss per share from continuing operations            (0.00)        (0.01)
   Net income (loss) per share from discontinued
     operations                                                 -          0.01
                                                       ----------    ----------
   Basic & fully diluted loss per share                     (0.00)         0.00
                                                       ==========    ==========
   Weighted average common shares outstanding           2,112,404     2,043,067
                                                       ==========    ==========




    The accompanying notes are an integral part of these financial statements



                                 XENICENT, INC.
                 CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
                 FOR THREE MONTHS ENDED MARCH 31, 2004 AND 2003
================================================================================

                                                          2004          2003
                                                       ----------    ----------

CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)                                   $   (7,370)   $      975
   Adjustments to reconcile net income (loss) to
   net cash provided by (used in) operating activities:
      Depreciation                                            120           290
      Common stock issued for services                          -        12,500
      Increase (decrease) in operating liabilities:
         Accounts payable and accrued expenses            (10,134)        2,256
                                                       ----------    ----------
         NET CASH PROVIDED BY (USED IN)
         OPERATING ACTIVITIES                             (17,384)       16,021
                                                       ----------    ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Acquisitions of property, plant and equipment                -        (2,400)
   Discontinued operations, net                                 -       (29,135)
                                                       ----------    ----------
         NET CASH PROVIDED BY INVESTING ACTIVITIES              -       (31,535)
                                                       ----------    ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from stockholder loans                         17,309        13,090
                                                       ----------    ----------
         NET CASH PROVIDED BY FINANCING ACTIVITIES         17,309        13,090
                                                       ----------    ----------

         NET DECREASE IN CASH AND
         CASH EQUIVALENTS                                     (75)       (2,424)

CASH AND CASH EQUIVALENTS:
   Beginning of year                                          731         2,512
                                                       ----------    ----------

   End of period                                       $      656    $       88
                                                       ==========    ==========

SUPPLEMENTAL CASH FLOW DISCLOSURES AND NON-CASH
INVESTING  INFORMATION:
   Common stock issued to others for services          $        -    $   12,500
                                                       ==========    ==========
   Cash paid during the year for interest              $        -    $        -
                                                       ==========    ==========




    The accompanying notes are an integral part of these financial statements


                                 XENICENT, INC.
                    NOTES TO CONDENSED FINANCIAL STATEMENTS
                           March 31, 2004 (UNAUDITED)


NOTE  1  -  BASIS  OF  PRESENTATION

     The  accompanying  unaudited  condensed  financial  statements  have  been
prepared  in  accordance  with  accounting  principles generally accepted in the
United  States  of America for interim financial information and pursuant to the
rules  and  regulations  of the Securities and Exchange Commission. Accordingly,
they  do  not include all of the information and footnotes required by generally
accepted  accounting  principles  for  complete  financial  statements.

     In  the opinion of management, the unaudited condensed financial statements
contain  all adjustments consisting only of normal recurring accruals considered
necessary  to present fairly the Company's financial position at March 31, 2004,
the  results  of  operations for the three months ended March 31, 2004 and 2003,
and cash flows for the three months ended March 31, 2004 and March 31, 2003. The
results  for  the  period ended March 31, 2004 are not necessarily indicative of
the  results to be expected for the entire fiscal year ending December 31, 2004.
These  financial  statements  should  be  read in conjunction with the Company's
annual  report  on  Form  10-KSB  as  filed  with  the  Securities  and Exchange
Commission.

     Use  of  estimates  -  The  preparation  of  the  financial  statements  in
conformity  with  USGAAP requires the Company's management to make estimates and
assumptions  that  affect  the  reports amounts of assets and liabilities at the
date  of  financial statements and the reported amounts of revenues and expenses
during  the  reported periods. Actual amounts could differ from those estimates.

     Earnings  (Loss)  per  share  -  Basic  earnings  (loss)  per share exclude
dilution  and  are computed by dividing loss available to common shareholders by
the  weighted  average  number  of  common  shares  outstanding  for the period.

     Diluted  earnings  per share are computed by dividing earnings available to
common  shareholders by the weighted average number of common shares outstanding
adjusted  to  reflect potentially dilutive securities. The company does not have
any  dilutive  securities  outstanding  as  of  March  31,  2004.

NOTE  2  -  DISCONTINUED  OPERATIONS

     Effective  December  31,  2003,  the  Company  and  the  former  majority
shareholders  (the  "Shareholders") of Giantek Technology Corporation terminated
the  share  exchange  and  the  reciprocal  investment  in  each  other, and the
Shareholders exercised their right to demand a return of the Giantek shares held
by  the  Company  pursuant  to  the  rescission provisions of the Share Exchange
Agreement,  dated  June  27,  2002.  The  Company  and the Shareholders signed a
Mutual  Rescission  Agreement,  as  of  December 31, 2003, pursuant to which the
Share Exchange Agreement was rescinded in all respects, and the Company returned
the  GTC Shares (as defined) to the Shareholders of GTC and the GTC Shareholders
returned  400,000  common  shares  to  the  Company.  In  addition,  the  Mutual
Rescission  Agreement  contained  mutual  releases  for  the  Company  and  the
Shareholders from liability arising out of the Share Exchange Agreement, as well
as  mutual  indemnification  provisions.

NOTE  3  -  PLANNED  REORGANIZATION

     On  March  22,  2004,  the  Company executed a Letter of Intent between and
among  the  Company,  Duane  Bennett and Harbin Ping Chun Yao Ye Gu Fen You Xian
Gong  Si,  a  corporation  organized and existing under the laws of the Peoples'
Republic  of China ("Ping Chun"), which contemplates a plan of exchange pursuant
to which the Company will issue 70,000,000 new investment shares of common stock
to  the shareholders of Ping Chun in exchange for all of their shares of capital
stock  of  Ping  Chun.  As  a result of the exchange transaction, Ping Chun will
become  a wholly-owned subsidiary of the Company, and the Ping Chun shareholders
will  control  approximately  96%  of  the  issued and outstanding shares of the
Company.  As  part  of  the  transaction,  the  Company will agree to change its
corporate  name  and  stock  ticker  symbol  prior  to  the  Closing.

     The  Letter  of  Intent  states that it sets forth the terms and conditions
upon  which  the  Company and its Board of Directors and shareholders will enter
into a definitive Plan of Exchange with Ping Chun.  There are no guarantees that
negotiations  will  lead to the execution of such a definitive Plan of Exchange,
or  that if a Plan of Exchange is executed, the conditions of closing for either
party  thereunder  will be met and the exchange transaction will be consummated.
If  the  exchange  transaction  is  consummated,  it  will result in a change in
control  of  the  Company, as defined by applicable rules and regulations of the
Securities  Exchange  Commission. As of June 9, 2004, the merger has not closed.

NOTE  4  -  RELATED  PARTY  TRANSACTIONS

During  the  quarter  ended  March  31,  2004,  the  Company received $17,309 in
proceeds from a loan from its President and Chief Executive Officer. The loan is
unsecured,  due  on demand and bears interest at 6% per annum. The proceeds from
the  loan  were  used  for  working  capital  purposes.

NOTE  5  -  STOCKHOLDERS'  EQUITY

     The Company's Board of Directors adopted a 5:1 reverse stock split on March
30,  2004,  which  became  effective  on April 20, 2004. The reverse stock split
combines  the  Company's  outstanding Common Stock on the basis of 5 outstanding
shares  being  combined  into 1 outstanding share. Each shareholder's percentage
ownership  in  the  Company will remain essentially unchanged as a result of the
reverse  stock  split.  All  amounts have been retroactively restated to reflect
the  reverse  stock  spilt.

NOTE  6  -  GOING  CONCERN  CONSIDERATION

     The  Company  has  suffered  recurring losses, has negative cash flows from
operations  of $17,384 and has an accumulated deficit of $1,245,802 at March 31,
2004.  These  factors  raise  substantial  doubt  about the Company's ability to
continue as a going concern. The Company's continued existence is dependent upon
its  ability to resolve its business and liquidity problems, principally through
raising  additional  capital  and  increasing its sales. Management's plans with
regard  to  this  matter  are  to seek additional capital for operations through
either  debt  or equity and/or enact a business combination. Our proposed merger
with  Ping  Chun  is  also  intended  to address this situation. These financial
statements  do  not  include  any  adjustments  that  might  result  from  this
uncertainty.


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

     With the exception of historical facts stated herein, the matters discussed
in  this  report  are  "forward  looking"  statements  that  involve  risks  and
uncertainties  that  could  cause  actual  results  to  differ  materially  from
projected  results.  Such  "forward  looking"  statements  include,  but are not
necessarily  limited  to,  statements  regarding  anticipated  levels  of future
revenues and earnings from operations of the Company. Readers of this report are
cautioned  not to put undue reliance on "forward looking" statements, which are,
by  their  nature,  uncertain  as reliable indicators of future performance. The
Company  disclaims  any  intent  or obligation to publicly update these "forward
looking"  statements,  whether as a result of new information, future events, or
otherwise.  In  addition  the  uncertainties  include,  but  are not limited to,
competitive  conditions  involving  the  Company's  markets.

GENERAL  DESCRIPTION  OF  BUSINESS
----------------------------------

     We  were  incorporated  in  North  Carolina  on July 26, 1996 as Great Land
Development Co. We changed our name to Xenicent, Inc. on November 8, 2000. Since
our incorporation as Great Land Development Co., we have engaged in the business
of  real  estate  consulting and purchasing and reselling vacant tracts of land,
primarily  in  the North Carolina area.  Pursuant to a Share Exchange Agreement,
dated  June  27,  2002  (the "Share Exchange Agreement"), we acquired a majority
interest  in Giantek Technology Corporation ("Giantek"), a Taiwanese corporation
that  manufactures  and  distributes Light Emitting Diode (LED) display systems.
As  of December 31, 2003, we terminated our relationship with Giantek and agreed
to  transfer  our  sixty percent majority interest in Giantek back to its former
controlling  shareholders  pursuant  to  the  rescission provisions of the Share
Exchange  Agreement,  in  exchange  for  the  return  to us of 400,000 shares of
Xenicent  common  stock.

     Since  the  termination of our relationship with Giantek, and the agreement
to  rescind  the  share  exchange  which was consummated on June 27, 2002, we no
longer  control any operating businesses.  The Board of Directors recognizes the
need  to  increase  shareholder  value,  and has determined that the only way to
enhance  shareholder  value  is  to  seek  potential  business opportunities and
effectuate a Business Combination with a Target Business with significant growth
potential  which,  in  the  opinion of our management, could provide a profit to
both  the  Company  and  our  shareholders.

     We  intend  to  seek opportunities demonstrating the potential of long term
growth  as  opposed  to  short  term  earnings.  Our  efforts  in  identifying a
prospective  Target Business are expected to emphasize businesses located in the
United  States  or elsewhere. While we may, under certain circumstances, seek to
effectuate Business Combinations with more than one Target Business, as a result
of  our  limited  resources,  we  will,  in  all likelihood, have the ability to
effectuate  only  a  single  Business Combination.  We may effectuate a Business
Combination  with  a Target Business which may be financially unstable or in its
early  stages  of development or growth.  We will not restrict our search to any
specific  business, industry or geographical location, and we may participate in
a  business  venture  of virtually any kind or nature. Our management may become
involved  in  management of the Target Business and/or may hire qualified but as
yet  unidentified  individuals  to manage such Target Business. Presently, we do
have  a  Letter  of Intent to merge with Harbin Ping Chun Yao Ye Gu Fen You Xian
Gong  Si,  a  corporation  organized  under the laws of the Peoples' Republic of
China.   See  Item  12  herein  for  a  complete  discussion  of  the  proposed
transaction  we  have  entered  into.

     Due  to  our  limited  capital  resources,  the  consummation of a business
combination  will  likely involve the acquisition of, or merger or consolidation
with,  a  company  that  does  not need substantial additional capital but which
desires to establish a public trading market for its shares, while avoiding what
it  might  deem  to be the adverse consequences of undertaking a public offering
itself, such as the time delays and significant expenses incurred to comply with
the  various  federal  and  state  securities  laws that regulate initial public
offerings.  A  target  business  might  desire, among other reasons, to create a
public  market  for  their  shares  in  order  to  enhance liquidity for current
shareholders,  facilitate  raising capital through the public sale of securities
of  which a prior existence of a public market for our securities exists, and/or
acquire  additional  assets  through  the issuance of securities rather than for
cash.

     We  cannot  estimate  the  time  that it will take to effectuate a business
combination.  Additionally,  no  assurance  can  be made that we will be able to
effectuate  a  business  combination  on  favorable terms. We might identify and
effectuate  a  business  combination  with  a target business which proves to be
unsuccessful  for  any  number  of  reasons.

Unspecified  Industry  and  Target  Business.

     We  will  seek to acquire a target business without limiting ourselves to a
particular  industry.  Management has experience in the manufacturing sector and
despite the current economic outlook believes that there are still opportunities
for  growth  in  this  area.  Notwithstanding the foregoing, we cannot commit at
this  time  to  limiting  our  search  for target companies to the manufacturing
sector.

     In  seeking  a  target  business,  we  will  consider,  without limitation,
businesses which offer or provide services or develop, manufacture or distribute
goods  in  the  United  States  or  abroad.  We  are  only  able to make general
disclosures  concerning  the  risks  and  hazards  of  effectuating  a  business
combination with a target business since there is presently no current basis for
us  to  evaluate  the  possible  merits  or  risks of the target business or the
particular  industry  in  which  we  may  ultimately  operate.

     To  the extent that we effectuate a business combination with a financially
unstable  company  or  an  entity  in  its  early stage of development or growth
(including  entities  without established records of sales or earnings), we will
become  subject  to  numerous  risks  inherent in the business and operations of
financially unstable and early stage or potential emerging growth companies.  In
addition,  to the extent that we effectuate a business combination with a target
business  in  an  industry characterized by a high level of risk, we will become
subject  to  the currently unascertainable risks of that industry.  An extremely
high  level of risk frequently characterizes certain industries which experience
rapid  growth.  Although management will endeavor to evaluate the risks inherent
in  a particular industry or target business, there can be no assurances that we
will  properly  ascertain  or  assess  all  significant  risk  factors.

Probable  Lack  of  Business  Diversification.

     As  a  result of our limited resources, in all likelihood, we will have the
ability  to  effect  only  a  single  business  combination.  Accordingly,  our
prospects  for success will be entirely dependent upon the future performance of
a  single  business.

     Unlike  certain  entities  that  have  the  resources to consummate several
business  combinations  or entities operating in multiple industries or multiple
segments  of  a  single  industry,  it  is highly unlikely that we will have the
resources  to  diversify  our  operations  or  benefit  from  spreading risks or
offsetting  losses.
Our  probable  lack  of  diversification  could subject us to numerous economic,
competitive and regulatory developments, any or all of which may have a material
adverse  impact  upon the particular industry in which we may operate subsequent
to  consummation  of  a business combination.  The prospects for our success may
become  dependent  upon  the  development  or  market  acceptance of a single or
limited number of products, processes or services.  Accordingly, notwithstanding
the possibility of management assistance to the target business by us, there can
be  no  assurance that the target business will prove to be commercially viable.

Limited  Ability  to  Evaluate  Target  Business'  Management.

     While  our  ability  to  successfully effect a business combination will be
dependent  upon  certain key personnel, the future role of such personnel in the
target  business cannot presently be stated with any certainty.  There can be no
assurance  that  current  management  will  remain associated in any operational
capacity with the Company following a business combination.  Moreover, there can
be  no  assurances that current management will have any experience or knowledge
relating  to  the  operations  of  the  particular target business. Furthermore,
although  we intend to closely scrutinize the management of a prospective target
business  in connection with evaluating the desirability of effecting a business
combination,  there  can be no assurances that our assessment of such management
will  prove  to  be  correct.

     Accordingly,  we  will  be  dependent, in some significant respects, on the
ability  of  the  management  of the target businesses as of the date hereof. In
addition,  there  can be no assurances that such future management will have the
necessary skills, qualifications or abilities to manage a public company. We may
also  seek to recruit additional managers to supplement the incumbent management
of the target business. There can be no assurances that we will have the ability
to  recruit such additional managers, or that such additional managers will have
the  requisite  skill, knowledge or experience necessary or desirable to enhance
the  incumbent  management.

Selection  of  a  Target  Business  and  Structuring  of a Business Combination.

     We  anticipate  that the selection of a target business will be complex and
risky  because of competition for such business opportunities among all segments
of  the  financial  community. The nature of our search for the acquisition of a
target  business requires maximum flexibility inasmuch as we will be required to
consider  various factors and circumstances which may preclude meaningful direct
comparison  among  the  various  business  enterprises,  products  or  services
investigated.  We  have  virtually  unrestricted  flexibility in identifying and
selecting  a  prospective  target  business. In addition, in evaluating a target
business,  management  will  consider, among other factors, the following, which
are  not  listed  in  any  particular  order.

-    financial  condition  and  results  of  operation  of  the Target Business;

-    growth potential and projected financial performance of the Target Business
     and  the  industry  in  which  it  operates;

-    experience and skill of management and availability of additional personnel
     of  the  Target  Business;

-    capital  requirements  of  the  Target  Business;

-    the  availability  of a transaction exemption from registration pursuant to
     the  Securities  Act  for  the  Business  Combination;

-    the  location  of  the  Target  Business;

-    competitive  position  of  the  Target  Business;

-    stage  of  development  of  the  product,  process or service of the Target
     Business;

-    degree of current or potential market acceptance of the product, process or
     service  of  the  Target  Business;

-    possible proprietary features and possible other protection of the product,
     process  or  service  of  the  Target  Business;

-    regulatory  environment  of  the  industry  in  which  the  Target Business
     operates;

-    costs  associated  with  effecting  the  Business  Combination;  and

-    equity  interest  in  and  possible  management participation in the Target
     Business.

     The  foregoing  criteria  are not intended to be exhaustive; any evaluation
relating  to  the  merits of a particular Business Combination will be based, to
the extent relevant, on the above factors as well as other considerations deemed
relevant  by  us  in connection with effecting a Business Combination consistent
with  our  business  objective.  In  many  instances, it is anticipated that the
historical  operations of a Target Business may not necessarily be indicative of
the  potential  for  the  future because of the possible need to shift marketing
approaches  substantially, expand significantly, change product emphasis, change
or  substantially  augment  management,  or  make  other  changes.

     In  connection  with  our  evaluation  of  a  prospective  Target Business,
management  anticipates  that  it will conduct a due diligence review which will
encompass, among other things, meetings with incumbent management and inspection
of facilities, as well as review of financial or other information which will be
made  available  to  us.  The  time  and costs required to select and evaluate a
Target  Business  (including conducting a due diligence review) and to structure
and  consummate  the  Business  Combination  (including  negotiating  relevant
agreements  and  preparing requisite documents for filing pursuant to applicable
securities  laws  and state "blue sky" and corporation laws) cannot presently be
ascertained  with  any  degree  of  certainty.

     However,  management  will  devote  such  time  as  they  deem  reasonably
necessary,  to  carry out the business and affairs of the Company, including the
evaluation  of  potential  Target  Businesses  and the negotiation of a Business
Combination  and,  as  a  result, the amount of time devoted to our business and
affairs  may  vary  significantly depending upon, among other things, whether we
have  identified  a  Target  Business or are engaged in active negotiations of a
Business  Combination.  Any costs incurred in connection with the identification
and  evaluation  of  a  prospective  Target  Business  with  which  a  Business
Combination  is  not ultimately consummated will result in a loss to the Company
and  reduce  the  amount  of  capital available to otherwise complete a Business
Combination or for the resulting entity to utilize.  In the event we deplete our
cash reserves, we might be forced to cease operations and a Business Combination
might  not  occur.

     We  anticipate  that we will locate and make contact with Target Businesses
primarily  through  the  reputation  and  efforts  of  management, who will meet
personally  with  existing  management  and  key  personnel,  visit  and inspect
material  facilities, assets, products and services belonging to such prospects,
and  undertake  such  further reasonable investigation as they deem appropriate.
Management  has  a  network  of  business contacts and believes that prospective
Target  Businesses  will  be  referred  to the Company through these networks of
contacts.

     We  also  expect that many prospective Target Businesses will be brought to
our  attention  from  various other non-affiliated sources, including securities
broker-dealers,  investment  bankers,  venture  capitalists,  bankers, and other
members  of  the  financial community. Although there are no current plans to do
so,  we may engage the services of professional firms that specialize in finding
business  acquisitions  and  pay  a finder's fee or other compensation. Since we
have  no  current plans to utilize any outside consultants or advisors to assist
in  a  Business Combination, no policies have been adopted regarding use of such
consultants  or  advisors, the criteria to be used in selecting such consultants
or  advisors, the services to be provided, the term of service, or regarding the
total  amount  of  fees  that  may  be  paid.  However,  because  of our limited
resources, it is likely that any such fee we agree to pay would be paid in stock
and  not  in  cash.  In no event will we pay a finder's fee or commission to any
officer  or  director  or  to any entity with which they are affiliated for such
service.

     As  a  general  rule,  Federal  and  state  tax laws and regulations have a
significant  impact  upon  the  structuring  of  business  combinations. We will
evaluate  the  possible tax consequences of any prospective Business Combination
and  will endeavor to structure a Business Combination so as to achieve the most
favorable  tax  treatment  for  us,  the  Target  Business  and their respective
stockholders.  There  can  be  no assurance that the Internal Revenue Service or
relevant  state tax authorities will ultimately assent to our tax treatment of a
particular  consummated  Business  Combination.

     To  the  extent  the  Internal  Revenue  Service  or any relevant state tax
authorities  ultimately  prevail  in  re-characterizing  the  tax treatment of a
Business  Combination,  there  may be adverse tax consequences to us, the Target
Business  and their respective stockholders. Tax considerations as well as other
relevant  factors  will  be  valuated  in determining the precise structure of a
particular  Business  Combination, which could be effected through various forms
of  a  merger,  consolidation  or  stock  or  asset  acquisition.

     There  are currently no limitations relating to our ability to borrow funds
to  increase  the  amount  of  capital  available to us to effectuate a Business
Combination or otherwise finance the operations of the Target Business. However,
our  limited resources and lack of operating history could make it difficult for
us  to  borrow additional funds from other sources. The amount and nature of any
borrowings  by  us will depend on numerous considerations, including our capital
requirements,  potential lenders' evaluation of our ability to meet debt service
on  borrowings  and  the then prevailing conditions in the financial markets, as
well  as  general  economic conditions. We do not have any arrangements with any
bank or financial institution to secure additional financing and there can be no
assurance  that  such  arrangements  if  required  or otherwise sought, would be
available  on  terms commercially acceptable or otherwise in our best interests.
Our  inability  to  borrow  funds  required  to  effect or facilitate a Business
Combination,  or  to  provide funds for an additional infusion of capital into a
Target  Business,  may have a material adverse effect on our financial condition
and future prospects, including the ability to effect a Business Combination. To
the extent that debt financing ultimately proves to be available, any borrowings
may  subject  us  to  various  risks traditionally associated with indebtedness,
including the risks of interest rate fluctuations and insufficiency of cash flow
to  pay principal and interest.  Furthermore, a Target Business may have already
incurred  debt  financing  and,  therefore,  all  the  risks  inherent  thereto.

     If our securities are issued as part of an acquisition, such securities are
required to be issued either in reliance upon exemptions from registration under
applicable  federal  or  state  securities  laws  or  registered  for  public
distribution.  We  intend  to  primarily  target  only  those companies where an
exemption  from registration would be available; however, since the structure of
the  Business  Combination  has  yet to be determined, no assurances can be made
that  we  will  be  able  to rely on such exemptions. Registration of securities
typically  requires significant costs and time delays are typically encountered.

     Due  to  our small size and limited amount of capital, our ability to raise
additional  capital if and when needed could be constrained.  Until such time as
any  enterprise,  product  or  service  which  we  acquire  generates  revenues
sufficient  to  cover  operating  costs,  it  is  conceivable that we could find
ourselves  in  a  situation where it needs additional funds in order to continue
our  operations.  This  need  could arise at a time when we are unable to borrow
funds and when market acceptance for the sale of additional shares of our Common
Stock  does  not  exist.

COMPETITION

     We  expect  to  encounter  intense competition from other entities having a
business  objective similar to ours. Many of these entities are well-established
and  have  extensive  experience  in  connection  with identifying and effecting
business combinations directly or through affiliates.  Many of these competitors
possess  greater  financial, marketing, technical, personnel and other resources
than  us and there can be no assurances that we will have the ability to compete
successfully. Our financial resources will be extremely limited in comparison to
those  of  many  of  our competitors. This inherent competitive limitation could
compel  us  to  select  certain less attractive Target Businesses for a Business
Combination.  There can be no assurances that such Target Businesses will permit
us to meet our stated business objective. Management believes, however, that our
status  as  a reporting public entity could give us a competitive advantage over
privately held entities having a similar business objective to ours in acquiring
a  Target  Business  with  significant  growth  potential  on  favorable  terms.

RESULTS  OF  OPERATIONS
-----------------------

Net  Income  /  Loss

     The  Company  had  a net loss of $7,370 from continuing operations, or less
than  $.01 per common share, for the three months ended March 31, 2004, versus a
net  loss  of  $28,160,  or  $.01 per common share, for the same period ended in
2003.  The  decrease  in  net  loss  from  the prior year was primarily due to a
decrease  in  general  and  administrative  expenses.

     The  Company  had  a net loss of $-0- from discontinued operations, or $-0-
per common share, for the three months ended March 31, 2004, versus a net income
of  $29,135,  or  $.01  per common share, for the same period ended in 2003. The
income  from  discontinued operations in 2003 was from the operations of Giantek
which  was  rescinded  in  December  2003.

Sales

     There  were  no  sales  for the three months ended March 31, 2004 and 2003.

Expenses

     Operating  expenses  for the three months ended March 31, 2004 decreased to
$5,854  from  $27,479  in  the same period in 2003. In comparison with the three
month  period ended March 31, 2004, selling, general and administrative expenses
decreased  due  to  the  rescission  agreement  with  Giantek.

Liquidity  and  Capital  Resources

     On  March  31, 2004, the Company had cash of $656 and a $121,210 deficit in
working capital. This compares with cash of $88 and a working capital deficit of
$66,446  at  March  31, 2003. The change in working capital was due primarily to
shareholder  loans  received  since  the  2003  period.

     Net  cash  flows  used in operating activities were ($17,384) for the three
months  ended  March  31,  2004 as compared with net cash generated by operating
activities  of $16,021 for the same period in 2003. The increase in cash used in
operations  was  primarily  attributable  to  the  increase  in net loss for the
period.

     Net  cash  flows used in investing activities was $-0- for the three months
ended  March  31, 2004 as compared with net cash used in investing activities of
($31,535)  in  the  comparable  period  in  2003.  Cash  flows used in investing
activities  for the three months ended March 31, 2003 were from the discontinued
operations  of  Giantek.

     Net  cash  flows provided by financing activities was $17,309 for the three
months  ended  March  31,  2004  as compared with net cash provided by financing
activities  of $13,090 in the comparable period in 2003. The cash flows provided
by financing activities in both periods were primarily due to loans from related
parties.

     The shareholder loan from Duane Bennett, President and majority shareholder
is  not  evidenced  by a written promissory note and bears simple interest at 6%
per  annum.

     Overall,  we  have  funded  our cash needs from inception through March 31,
2004  with  a  series  of  debt  and  equity  transactions, primarily with Duane
Bennett,  our  President  and  majority stockholder. If we are unable to receive
additional  cash from our majority stockholder, we may need to rely on financing
from outside sources through debt or equity transactions. Our President is under
no legal obligation to provide us with capital infusions. Failure to obtain such
financing  could  have  a  material  adverse  effect on operations and financial
condition.

     As  discussed in this report, our independent auditors have expressed doubt
as  to  our  ability  to continue as a going concern. Our continued existence is
dependent  upon  our  ability  to  resolve  our business and liquidity problems,
principally  through  raising  additional  capital and increasing our sales. Our
plans  with  regard to this matter are to seek additional capital for operations
through  either debt or equity and/or enact a business combination. Our proposed
merger  with  Ping  Chun  is  also  intended  to  address  this  situation.


ITEM  3.  QUANTITATIVE  AND  QUALITATIVE  DISCLOSURES  ABOUT  MARKET  RISK

     We  do  not  have  any  material  risk  with  respect to changes in foreign
currency exchange rates, commodities prices or interest rates. We do not believe
that  we  have  any  other  relevant  market risk with respect to the categories
intended  to  be  discussed  in  this  item  of  this  report.


ITEM  4.  CONTROLS  AND  PROCEDURES

(a)  On  March  31,  2004,  we made an evaluation of our disclosure controls and
     procedures.  In  our  opinion,  the  disclosure controls and procedures are
     adequate  because  the  systems  of controls and procedures are designed to
     assure,  among  other  items,  that  1) recorded transactions are valid; 2)
     valid  transactions  are  recorded; and 3) transactions are recorded in the
     proper  period  in  a  timely  manner to produce financial statements which
     present  fairly  the  financial  condition,  results of operations and cash
     flows  for the respective periods being presented. Moreover, the evaluation
     did  not  reveal any significant deficiencies or material weaknesses in our
     disclosure  controls  and  procedures.

(b)  There have been no significant changes in our internal controls or in other
     factors  that  could  significantly  affect  these  controls since the last
     evaluation.

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  March  22,  2004,  we executed a Letter of Intent between and among us,
Duane Bennett and Harbin Ping Chun Yao Ye Gu Fen You Xian Gong Si, a corporation
organized  and  existing under the laws of the Peoples' Republic of China ("Ping
Chun"),  which  contemplates  a plan of exchange pursuant to which we will issue
70,000,000  new  investment  shares  of common stock to the shareholders of Ping
Chun  in  exchange  for  all of their shares of capital stock of Ping Chun. As a
result  of  the  exchange  transaction,  Ping  Chun will become our wholly-owned
subsidiary, and the Ping Chun Shareholders will control approximately 96% of the
issued  and  outstanding shares of us. As part of the transaction, we will agree
to  change  our  corporate  name and stock ticker symbol prior to the closing. A
copy  of  the Letter of Intent is attached to a Current Report on Form 8-K filed
with  the  Commission  on April 2, 2004, and is incorporated by reference herein

     The  Letter  of  Intent  states that it sets forth the terms and conditions
upon  which  we  and  its  Board of Directors and shareholders will enter into a
definitive  Plan  of  Exchange  with  Ping  Chun.  There  are no guarantees that
negotiations  will  lead to the execution of such a definitive Plan of Exchange,
or  that if a Plan of Exchange is executed, the conditions of closing for either
party  thereunder  will be met and the exchange transaction will be consummated.


Item  6.  Exhibits  and  Reports  on  Form  8-K

(a)  Exhibits

3.    Articles  of Incorporation  with amendments and bylaws are incorporated by
      reference  to Exhibit  No.  1  of  Form  SB-2 as amended filed April 2001.

31.1  Certifications  of  CEO  pursuant  to  Section  302
31.2  Certifications  of CFO pursuant to Section 302 (Included in Item No. 31.1)
32.1  Section  1350  Certifications  of  CEO  &  CFO


(b)  Reports  on  Form  8-K

     A  Current  Report  on  Form  8-K was filed with the Commission on April 2,
2004,  and  is  incorporated  by  reference  herein. It reports the signing of a
Letter  of  Intent to enter into a plan of exchange with Harbin Ping Chun Yao Ye
Gu  Fen You Xian Gong Si, a corporation organized and existing under the laws of
the  Peoples'  Republic of China ("Ping Chun"), pursuant to which Ping Chun will
become  a  subsidiary  of  the  Company.

     The Current Report on Form 8-K also reports the Company's 5:1 reverse stock
split  which  was  adopted  on  March 30, 2004 and became effective on April 20,
2004.




                                   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, thereunto duly authorized.

                                        XENICENT, INC.
                                        --------------
                                        (Registrant)


                                        /S/Duane Bennett, President
Date:  June 9, 2004                     ---------------------------
                                        Duane Bennett, President