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 June 30, 2004

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

     For the transition period from                to
                                    --------------    ---------------


                         Commission File No. 000-50295


                            Two Moons Kachinas Corp.
                            ------------------------
       (Exact name of Small Business Issuer as specified in its Charter)


           NEVADA                                      87-0656515
           ------                                      ----------
(State or Other Jurisdiction of                    (I.R.S. Employer
 incorporation or organization)                   Identification No.)

                          9005 Cobble Canyon Lane
                            Sandy, Utah 84093
                            -----------------
                 (Address of Principal Executive Offices)

                Issuer's Telephone Number:  (801) 942-0555

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

                              Not applicable.

     Check whether the registrant 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 Registrant's
classes of common stock, as of the latest practicable date:

                            June 30, 2004

                               660,300
                               -------

Transitional Small Business Disclosure Format:  Yes X   No
<PAGE>                                             ---    ---

PART I - FINANCIAL INFORMATION

Item 1.   Financial Statements.

          The Financial Statements of the Company required to be filed with
this 10-QSB Quarterly Report were prepared by management, and commence on the
following page, together with Related Notes.  In the opinion of management,
the Financial Statements fairly present the financial condition of the
Company.
<PAGE>
                    TWO MOONS KACHINAS, CORP.
                  [A Development Stage Company]

             UNAUDITED CONDENSED FINANCIAL STATEMENTS

                          JUNE 30, 2004
<PAGE>
                    TWO MOONS KACHINAS, CORP.
                  [A Development Stage Company]




                             CONTENTS

                                                             PAGE

     Unaudited Condensed Balance Sheets,
          June 30, 2004 and December 31, 2003                 2

     Unaudited Condensed Statements of Operations,
          for the three months and six months ended
          June 30, 2004 and 2003 and for the period
          from inception on May 19, 2000 through
          June 30, 2004                                       3

     Unaudited Condensed Statements of Cash Flows,
          for the six months ended June 30, 2004
          and 2003 and for the period from inception on
          May 19, 2000 through June 30, 2004                  4

     Notes to Unaudited Condensed Financial Statements     5 - 9
<PAGE>
<TABLE>
<CAPTION>
                    TWO MOONS KACHINAS, CORP.
                  [A Development Stage Company]

                UNAUDITED CONDENSED BALANCE SHEETS

                              ASSETS

                                                   June 30,   December 31,
                                                     2004         2003
                                                 ___________    ___________
<S>                                            <C>            <C>
CURRENT ASSETS:
     Cash                                       $    5,298     $    7,759
     Interest receivable                                 2              1
     Inventory                                      50,500         50,500
     Prepaid expenses                                  543            126
                                               ___________    ___________
          Total Current Assets                      56,343         58,386

PROPERTY AND EQUIPMENT, net                          2,881          3,896

OTHER ASSETS:
     Website development, net                            -              -
                                               ___________    ___________
                                               $    59,224    $    62,282
                                               ___________    ___________

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
     Accounts payable                          $    20,585    $     9,428
     Advances from shareholder                       6,653          6,173
                                               ___________    ___________
               Total Current Liabilities            27,238         15,601
                                               ___________    ___________

STOCKHOLDERS' EQUITY:
     Preferred stock, $.001 par value,
          5,000,000 shares authorized,
          no shares issued and outstanding               -              -
     Common stock, $.001 par value,
          50,000,000 shares authorized,
          660,300 shares issued and
          outstanding                                  660            660
     Capital in excess of par value                113,400        113,400
     Deficit accumulated during the
          development stage                        (82,074)       (67,379)
                                               ___________    ___________
          Total Stockholders' Equity                31,986         46,681
                                               ___________    ___________
                                               $    59,224    $    62,282
                                               ___________    ___________
</TABLE>
Note:     The balance sheet as of December 31, 2003 was taken from the audited
     financial statements at that date and condensed.

The accompanying notes are an integral part of these unaudited condensed
financial statements.
                               F-2
<PAGE>
<TABLE>
<CAPTION>
                    TWO MOONS KACHINAS, CORP.
                  [A Development Stage Company]

           UNAUDITED CONDENSED STATEMENTS OF OPERATIONS

                                 For the Three   For the Six   From Inception
                                  Months Ended   Months Ended    On May 19,
                                  June 30,         June 30,      2000 Through
                                                                   June 30,
                              2004        2003     2004       2003  2004
<S>                      <C>       <C>         <C>       <C>       <C>
REVENUE                  $      -  $       -   $     -    $     -   $  10,876

COST OF GOODS SOLD              -          -         -          -       7,000
                         --------  ---------   -------    -------   ---------
GROSS PROFIT                    -          -         -          -       3,876

OPERATING EXPENSES:

  Selling                       -          -         -          -       5,144
  General and
   administrative            5,460     1,699     14,706    10,171      81,693
                         ---------  --------   --------   -------   ---------
     Total Operating
      Expenses               5,460     1,699     14,706    10,171      86,837
                         ---------  --------   --------   -------   ---------
LOSS FROM OPERATIONS        (5,460)   (1,699)   (14,706)  (10,171)    (82,961)
                         ---------  --------   --------   -------   ---------
OTHER INCOME:

  Interest income                5        11         11        31         887
                         ---------  --------   --------   -------   ---------
    Total Other Income           5        11         11        31         887
                         ---------  --------   --------   -------   ---------
LOSS BEFORE INCOME TAXES    (5,455)   (1,688)   (14,695)  (10,140)    (82,074)

CURRENT TAX EXPENSE              -         -          -         -           -

DEFERRED TAX EXPENSE             -         -          -         -           -
                         ---------  --------   --------  --------   ---------
NET LOSS                 $  (5,455) $ (1,688)  $(14,695) $(10,140)  $ (82,074)
                         ---------  --------   --------  --------   ---------
LOSS PER COMMON SHARE    $    (.01) $   (.00)  $   (.02) $   (.02)  $    (.14)
                         ---------  --------   --------  --------   ---------
</TABLE>
The accompanying notes are an integral part of these unaudited condensed
financial statements.
                                F-3
<PAGE>
<TABLE>
<CAPTION>
                    TWO MOONS KACHINAS, CORP.
                  [A Development Stage Company]

           UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS

                 NET INCREASE (DECREASE) IN CASH

                                      For the Six         From Inception
                                      Months Ended          On May 19,
                                        June 30,          2000 Through
                                 _____________________        June 30,
                                 2004             2003          2004
                               __________     __________     __________
<S>                            <C>           <C>            <C>
Cash Flows from Operating
Activities:
  Net loss                     $  (14,695)    $  (10,140)    $  (82,074)
    Adjustments to reconcile net
    loss to net cash used by
    operating activities:
      Depreciation and
      amortization                  1,015          1,141          7,823
      Non-cash services paid by
      issuance of stock                 -              -          2,500
      Changes in assets and
      liabilities:
        (Increase) decrease in
        interest receivable            (1)             5             (2)
        (Increase) in inventory         -              -        (50,500)
        (Increase) in prepaid
        expenses                     (417)          (538)          (543)
        Increase in accounts
        payable                    11,157          4,058         38,210
                               __________     __________     __________
         Net Cash (Used) by
         Operating Activities      (2,941)        (5,474)       (84,586)
                               __________     __________     __________
Cash Flows from Investing
Activities:
     Purchase of property and
     equipment                          -              -        (10,171)
     Payments for website
     development                        -              -           (533)
                               __________     __________     __________
         Net Cash (Used) by
         Investing Activities           -              -        (10,704)
                               __________     __________     __________
Cash Flows from Financing
Activities:
     Advances from shareholder        480             28          6,653
     Proceeds from issuance of
     common stock                       -              -        104,800
     Payments for stock
     offering costs                     -              -        (10,865)
                               __________     __________     __________
         Net Cash Provided by
         Financing Activities         480             28        100,588
                               __________     __________     __________
Net Increase (Decrease) in Cash    (2,461)        (5,446)         5,298

Cash at Beginning of Period         7,759         12,701              -
                               __________     __________     __________
Cash at End of Period          $    5,298     $    7,255     $    5,298
                               __________     __________     __________
Supplemental Disclosures of Cash Flow Information:
     Cash paid during the period for:
       Interest                $        -     $        -     $        -
       Income taxes            $        -     $        -     $        -
</TABLE>
Supplemental Schedule of Non-cash Investing and Financing Activities:
     For the six months ended June 30, 2004:
          None

     For the six months ended June 30, 2003:
          None

The accompanying notes are an integral part of these unaudited condensed
financial statements.
                               F-4
<PAGE>
                    TWO MOONS KACHINAS, CORP.
                  [A Development Stage Company]

        NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Organization - Two Moons Kachinas, Corp. ("the Company") was organized
     under the laws of the State of Nevada on May 19, 2000.  The Company
     sells Hopi Kachina Dolls and related artwork.  The Company has not yet
     generated significant revenues from its planned principal operations and
     is considered a development stage company as defined in Statement of
     Financial Accounting Standards No. 7.  The Company has, at the present
     time, not paid any dividends and any dividends that may be paid in the
     future will depend upon the financial requirements of the Company and
     other relevant factors.

     Condensed Financial Statements - The accompanying financial statements
     have been prepared by the Company without audit.  In the opinion of
     management, all adjustments (which include only normal recurring
     adjustments) necessary to present fairly the financial position, results
     of operations and cash flows at June 30, 2004 and 2003 and for the
     periods then ended have been made.

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

     Cash and Cash Equivalents - The Company considers all highly liquid debt
     investments purchased with a maturity of three months or less to be cash
     equivalents.

     Accounts and Loans Receivable - The Company records accounts and loans
     receivable at the lower of cost or fair value.  The Company determines
     the lower of cost or fair value of nonmortgage loans on an individual
     asset basis.  The Company recognizes interest income on an account
     receivable based on the stated interest rate for past-due accounts over
     the period that the account is past-due.  The Company recognizes
     interest income on a loan receivable based on the stated interest rate
     over the term of the loan.  The Company accumulates and defers fees and
     costs associated with establishing a receivable to be amortized over the
     estimated life of the related receivable.  The Company estimates
     allowances for doubtful accounts and loan losses based on the aged
     receivable balance and historical losses.  The Company records interest
     income on delinquent accounts and loans receivable only when payment is
     received.  The Company first applies payments received on delinquent
     accounts and loans receivable to eliminate the outstanding principal.
     The Company charges off uncollectible accounts and loans receivable when
     management estimates no possibility of collecting the related
     receivable.  The Company considers accounts and loans receivable to be
     past-due or delinquent based on contractual terms.

     Inventory - Inventory is carried at the lower of cost or market using
     the specific identification method.  At June 30, 2004 and December 31,
     2003, respectively, inventory consists of Kachina dolls and related
     artwork valued at $50,500 and $50,500.  The Company has estimated that
     no allowance for slow moving or obsolete inventory was necessary at June
     30, 2004 and December 31, 2003.
                               F-5
<PAGE>
                    TWO MOONS KACHINAS, CORP.
                  [A Development Stage Company]

        NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Continued]

     Property and Equipment - Property and equipment are stated at cost.
     Expenditures for repairs and maintenance are charged to operating
     expense as incurred.  Expenditures for additions and betterments that
     extend the useful lives of property and equipment are capitalized upon
     being placed in service.  When assets are sold or otherwise disposed of,
     the cost and related accumulated depreciation or amortization is removed
     from the accounts and any resulting gain or loss is included in
     operations.  Depreciation is computed using the straight-line method
     over the estimated useful lives of the assets of five years.

     Website Costs - The Company has adopted the provisions of Emerging
     Issues Task Force 00-2, "Accounting for Web Site Development Costs."
     Costs incurred in the planning stage of a website are expensed as
     research and development while costs incurred in the development stage
     are capitalized and amortized over the life of the asset, estimated to
     be two years.  As of June 30, 2004, the Company has capitalized a total
     of $533 of website costs.  The Company did not incur any planning costs
     and did not record any research and development costs for the six months
     ended June 30, 2004 and 2003.

     Revenue Recognition - The Company recognizes revenue upon delivery of
     the product.  Revenue derived from sales through art dealers and
     galleries is recorded net of any commissions to the dealers or
     galleries.

     Advertising Costs - Advertising costs, except for costs associated with
     direct-response advertising, are charged to operations when incurred.
     The costs of direct-response advertising are capitalized and amortized
     over the period during which future benefits are expected to be
     received.  During the six months ended June 30, 2004 and 2003,
     respectively, advertising costs amounted to $0 and $0.

     Loss Per Share - The computation of loss per share is based on the
     weighted average number of shares outstanding during the period
     presented in accordance with Statement of Financial Accounting Standards
     No. 128, "Earnings Per Share".

     Accounting Estimates - The preparation of financial statements in
     conformity with generally accepted accounting principles in the United
     States of America requires management to make estimates and assumptions
     that affect the reported amounts of assets and liabilities, the
     disclosures of contingent assets and liabilities at the date of the
     financial statements, and the reported amount of revenues and expenses
     during the reported period.  Actual results could differ from those
     estimated.

     Recently Enacted Accounting Standards - Statement of Financial
     Accounting Standards ("SFAS") No. 149, "Amendment of Statement 133 on
     Derivative Instruments and Hedging Activities", and SFAS No. 150,
     "Accounting for Certain Financial Instruments with Characteristics of
     both Liabilities and Equity", were recently issued.  SFAS No. 149 and
     150 have no current applicability to the Company or their effect on the
     financial statements would not have been significant.
                               F-6
<PAGE>

                    TWO MOONS KACHINAS, CORP.
                  [A Development Stage Company]

        NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 2 - PROPERTY AND EQUIPMENT

     The following is a summary of property and equipment at cost, less
     accumulated depreciation at:

                                                     June 30,  December 31,
                                                       2004         2003
                                                   ___________  ___________
          Computer and office equipment   $             10,171  $    10,171

          Less: accumulated depreciation                (7,290)      (6,275)
                                                   ___________   __________
                                          $              2,881   $    3,896
                                                   ___________   __________

  Depreciation expense for the six months ended June 30, 2004 and 2003
  amounted to $1,015 and $1,009, respectively.

NOTE 3 - OTHER ASSETS

  The following is a summary of other assets at cost, less accumulated
amortization at:

                                                     June 30,  December 31,
                                                       2004         2003
                                                   ___________  ___________
          Website development             $                533   $      533

          Less: accumulated amortization                  (533)        (533)
                                                   ___________   __________
                                          $                  -   $        -
                                                   ___________   __________

  Amortization expense for the six months ended June 30, 2004 and 2003
  amounted to $0 and $132, respectively.

NOTE 4 - CAPITAL STOCK

  Preferred Stock - In March 2004, the Company amended its Articles of
  Incorporation to authorize 5,000,000 shares of preferred stock, $.001 par
  value, with such rights, preferences and designations and to be issued in
  such series as determined by the Board of Directors.  No shares are issued
  and outstanding at June 30, 2004.

  Common Stock - In May 2000, in connection with its organization, the
  Company issued 500,000 shares of its previously authorized but unissued
  common stock.  The shares were issued for cash of $25,000 (or $.05 per
  share).

  In November 2001, the Company issued 79,800 shares of its previously
  authorized but unissued common stock.  The shares were issued for cash of
  $79,800 (or $1.00 per share).  Stock offering costs of $10,865 were netted
  against the proceeds.
                               F-7
<PAGE>
                    TWO MOONS KACHINAS, CORP.
                  [A Development Stage Company]

        NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 4 - CAPITAL STOCK [Continued]

  In September 2003, the Company issued 70,500 shares of its previously
  authorized but unissued common stock to pay for legal services that had
  previously been accrued as accounts payable of $17,625 (or $.25 per share).

  In September 2003, the Company issued 10,000 shares of its previously
  authorized but unissued common stock for services rendered valued at $2,500
  (or $.25 per share).

NOTE 5 - INCOME TAXES

  The Company accounts for income taxes in accordance with Statement of
  Financial Accounting Standards No. 109, "Accounting for Income Taxes".
  SFAS No. 109 requires the Company to provide a net deferred tax
  asset/liability equal to the expected future tax benefit/expense of
  temporary reporting differences between book and tax accounting methods and
  any available operating loss or tax credit carryforwards.  The Company has
  available at June 30, 2004, operating loss carryforwards of approximately
  $83,000, which may be applied against future taxable income and which
  expire in various years through 2024.

  The amount of and ultimate realization of the benefits from the operating
  loss carryforwards for income tax purposes is dependent, in part, upon the
  tax laws in effect, the future earnings of the Company, and other future
  events, the effects of which cannot be determined.  Because of the
  uncertainty surrounding the realization of the loss carryforwards, the
  Company has established a valuation allowance equal to the tax effect of
  the loss carryforwards and, therefore, no deferred tax asset has been
  recognized for the loss carryforwards.  The net deferred tax assets are
  approximately $12,400 and $10,300 as of June 30, 2004 and December 31,
  2003, respectively, with an offsetting valuation allowance of the same
  amount.  The change in the valuation allowance during the six months ended
  June 30, 2004 is approximately $2,100.

NOTE 6 - RELATED PARTY TRANSACTIONS

  Management Compensation - The Company has not paid any compensation to any
  officer or director of the Company.

  Office Space - The Company has not had a need to rent office space.  An
  officer/shareholder of the Company is allowing the Company to use his
  offices as a mailing address, as needed, at no expense to the Company.

  Advances from a shareholder - An officer/shareholder of the Company has
  made advances to the Company and has directly paid expenses on behalf of
  the Company.  At June 30, 2004 and December 31, 2003, respectively, the
  Company owed the shareholder $6,653 and $6,173.  The advances bear no
  interest and are due on demand.
                               F-8
<PAGE>
                    TWO MOONS KACHINAS, CORP.
                  [A Development Stage Company]

        NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 7 - GOING CONCERN

  The accompanying financial statements have been prepared in conformity with
  generally accepted accounting principles in the United States of America,
  which contemplate continuation of the Company as a going concern.  However,
  the Company was recently formed and has not yet been successful in
  establishing profitable operations.  These factors raise substantial doubt
  about the ability of the Company to continue as a going concern.  In this
  regard, management is proposing to raise any necessary additional funds not
  provided by operations through loans or through additional sales of its
  common stock.  There is no assurance that the Company will be successful in
  raising this additional capital or in achieving profitable operations.  The
  financial statements do not include any adjustments that might result from
  the outcome of these uncertainties.

NOTE 8 - LOSS PER SHARE

  The following data shows the amounts used in computing loss per share:

                                For the Three     For the Six   From Inception
                                Months Ended     Months Ended     On May 19,
                                  June 30,          June 30,      2000 Through
                              __________________________________   June 30,
                               2004      2003     2004    2003       2004
                              _______________________________________________
     Loss from operations
     available to common
     shareholders (numerator) $(5,455) $(1,688) $(14,695) $(10,140) $ (82,074)
                              _______  _______  ________  ________  _________
     Weighted average number
     of common shares
     outstanding for the
     period (denominator)     660,300  579,800   660,300   579,800    566,564
                              _______  _______  ________  ________  _________

  Dilutive loss per share was not presented, as the Company had no common
  stock equivalent shares for all periods presented that would affect the
  computation of diluted loss per share.

NOTE 9 - CONCENTRATIONS

  Geographic Region - During the three months ended June 30, 2004, all of the
  Company's sales and operations were located in and around Salt Lake City,
  Utah including all of the Company's inventory and property.
                               F-9
<PAGE>
Item 2.   Management's Discussion and Analysis or Plan of Operation.


Plan of Operation.
------------------

          Our plan of operation for the next 12 months is to continue sales of
Kachina dolls, both through our own web site and through Internet auction
sites and consignment to specialty stores.

          We have placed photographs of the Kachinas on our web site and may
consider putting one or two Kachinas up for auction, with a minimum bid price,
on an Internet auction site.  We also have arrangements with two retail
specialty stores; we attended the Marin County American Indian Arts Show which
was held on February 21-23, 2003; and are actively researching the
availability of similar events to showcase our products.

          As we sell Kachinas, we plan to use the proceeds to buy additional
Kachinas or jewelry for resale.  Our President provides us with rent-free
office space, and our management has verbally agreed not to accept any
compensation until we are operating profitably.  Because of our low overhead,
we believe that we can finance our initial needs for at least 12 months from
the balance of the minimum gross proceeds of $60,000 that we realized from our
public offering.  We plan to keep our expenses low and to keep our inventory
rolling over.

Forward-Looking Statements.
---------------------------

          Statements made in this Quarterly Report which are not purely
historical are forward-looking statements with respect to the goals, plan
objectives, intentions, expectations, financial condition, results of
operations, future performance and business of our Company, including, without
limitation, (i) our ability to gain a larger share of the Kachina doll
industry, our ability to continue to develop products acceptable to the
industry, our ability to retain relationships with suppliers, our ability to
raise capital, and the growth of the Native American arts and crafts industry,
and (ii) statements preceded by, followed by or that include the words "may",
"would", "could", "should", "expects", "projects", "anticipates", "believes",
"estimates", "plans", "intends", "targets" or similar expressions.

          Forward-looking statements involve inherent risks and uncertainties,
and important factors (many of which are beyond our Company's control) that
could cause actual results to differ materially from those set forth in the
forward-looking statements, including the following, in addition to those
contained in our Company's reports on file with the Securities and Exchange
Commission; general economic or industry conditions, nationally and/or in the
communities in which our Company conducts business, changes in the interest
rate environment, legislation or regulatory requirements, conditions of the
securities markets, changes in the Native American arts and crafts industry,
the development of products and that may be superior to the products and
services offered by our Company, demand for Kachina dolls, competition,
changes in the quality or composition of our Company's products, our ability
to raise capital, changes in accounting principles, policies or guidelines,
financial or political instability, acts of war or terrorism, other economic,
competitive, governmental, regulatory and technical factors affecting our
Company's operations, products, services and prices.

          Accordingly, results actually achieved may differ materially from
expected results in these statements.  Forward-looking statements speak only
as of the date they are made.  Our Company does not undertake, and
specifically disclaims, any obligation to update any forward-looking
statements to reflect events or circumstances occurring after the date of such
statements.

Item 3.   Controls and Procedures.
----------------------------------

     As of the end of the period covered by this Quarterly Report, we carried
out an evaluation, under the supervision and with the participation of our
President, of the effectiveness of our disclosure controls and procedures.
Based on this evaluation, our President concluded that our disclosure controls
and procedures are effective in timely alerting them to material information
required to be included in our periodic Securities and Exchange Commission
reports.  It should be noted that the design of any system of controls is
based in part upon certain assumptions about the likelihood of future events,
and there can be no assurance that any design will succeed in achieving its
stated goals under all potential future conditions, regardless of how remote.
In addition, we reviewed our internal controls over financial reporting, and
there have been no changes in our internal controls or in other factors in the
last fiscal quarter that has materially affected or is reasonably likely to
materially affect our internal control over financial reporting.

                    PART II - OTHER INFORMATION

Item 1.   Legal Proceedings.
----------------------------

          None; not applicable.

Item 2.   Changes in Securities.
--------------------------------

          None; not applicable.

Item 3.   Defaults Upon Senior Securities.
------------------------------------------

          None; not applicable.

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

          None; not applicable.

Item 5.   Other Information.
----------------------------

          None; not applicable.

Item 6.   Exhibits and Reports on Form 8-K.
-------------------------------------------

          (a)  Exhibits.

               None.

          (b)  Reports on Form 8-K.

               None.

<PAGE>

                               SIGNATURES

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

                                     Two Moons Kachinas, Corp.



Date: 8/16/2004                      By  /s/ David C. Merrell
     --------------                     -------------------------------------
                                        David C. Merrell
                                        President and Director