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


                                  FORM 10-QSB/A
                                 Amendment No. 1



                Quarterly Report Under Section 13 or 15(d) of the
                         Securities Exchange Act of 1934
                  For the quarterly period ended June 30, 2004


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



===============================================================================
         Delaware                   0-08281                 76-0402866
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     (State or other       (Commission File Number)        (IRS Employer
     jurisdiction of                                     Identification No.)
      incorporation)
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                104 West Callaghan, Fort Stockton, Texas          79735
                ----------------------------------------          -----
                (Address of principal executive offices)        (Zip Code)


      Registrant's telephone number, including area code:    (432) 336-0336


     Securities registered under Section 12 (b) of the Exchange Act: NONE


       Securities registered under Section 12 (g) of the Exchange Act:
                   Common Stock Par Value $ 0.001 per share

Check  whether  the issuer (1) has filed all  reports  required to be filed by
Section 13 or 15(d) of the  Securities  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     No  X
                                    ---     ---

State the  number of shares  outstanding  of each of the  issuer's  classes of
common equity, as of the latest practicable date:  66,456,481 common shares as
of December 22, 2004.

Transitional Small Business Disclosure Format (check one):

                                 Yes     No  X
                                    ---     ---

<PAGE>

                                EXPLANATORY NOTE


      This Amendment No. 1 on Form 10-QSB/A to our Quarterly Report on Form
10-QSB for the fiscal quarter ended June 30, 2004, which was filed with the
Securities and Exchange Commission on August 18, 2004 (the "Form 10-QSB"), is
being filed solely to amend and restate Item 3, Evaluation of Internal and
Disclosure Controls, in its entirety as set forth herein.  Other than Item 3,
none of the information contained in the Form 10-QSB has been revised or
amended.


<PAGE>


Item 3.           CONTROLS AND PROCEDURES

Evaluation of Internal and Disclosure Controls
----------------------------------------------

      The Company's principal executive and principal financial officers have
evaluated the effectiveness of the Company's disclosure controls and
procedures (as defined in Rule 13a-15(e) of the Securities Exchange Act of
1934, as amended) as of the end of the period covered by this quarterly
report and have concluded that such disclosure controls and procedures are
adequate and effective based upon their evaluation as of such date.

      There were no significant changes in internal controls over financial
reporting that occurred during the second fiscal quarter that has materially
affected, or is reasonably likely to materially affect, the Company's
internal control over financial reporting.

Item 4.  Exhibits and Reports on Form 8-K

(a)   Exhibits

      The following documents are filed as exhibits to this Amendment No. 1
to Form 10-QSB:

--------------------------------------------------------------------------------
Exhibit No.                             Description
--------------------------------------------------------------------------------
   31.1     Certification of Chief Executive Officer pursuant to Section 302 of
            the Sarbanes-Oxley Act of 2002
--------------------------------------------------------------------------------
   31.2     Certification of Chief Financial Officer pursuant to Section 302 of
            the Sarbanes-Oxley Act of 2002

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<PAGE>


                                   SIGNATURES

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

                                       WIRELESS FRONTIER INTERNET, INC.



                                        By: /s/Alex Gonzalez
                                            --------------------------------

                                            Name:  Alex Gonzalez
                                            Title: Chairman and Chief Executive
                                                   Officer

                                        Date:  December 27, 2004




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