**_________________________________________________________________**
 **UNITED
        STATES**
 **SECURITIES
        AND EXCHANGE COMMISSION**
 **Washington,
        D.C. 20549**
 **-------------------**
 **FORM
        10-QSB/A**
 **(Amendment
        No. 2)**
 **-------------------**
 
 
 
 **(Mark
        One)**
 
 **x**  **QUARTERLY
        REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE**  **ACT
        OF 1934**
 For
        the quarterly period ended March 31, 2004
 or
 **o**  **TRANSITION
        REPORT UNDER SECTION 13 OR 15(d) of the SECURITIES EXCHANGE ACT**  **OF
        1934**
 For
        the Transition Period from _______________ to _______________
 
 **Commission
        File No. 001-16781**
 **-------------------**
 **MICROHELIX,
        INC.**
 (Name
        of small business issuer in its charter)
  **Oregon**
                (State
                  or other jurisdiction of
                incorporation
                  or organization)
              **91-175821**
                (I.R.S.
                  Employer
                Identification
                  No.)**19500
                  SW 90****th****Court**
                **Tualatin,
                  Oregon**
                (Address
                  of principal executive offices)
              **97062**
                (Zip
                  Code)
 
 **(503)
        692-5333**
 (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 report(s), and (2) has been
        subject to such filing requirements for the past 90 days. Yes **x** No **o**
 
 As
        of September 26, 2005, there were 2,096,080 **** shares
        of the issuer's common stock outstanding.
 
 Transitional
        Small Business Disclosure Format: Yes **o** No **x**
 
  1
  **EXPLANATORY
        NOTE**
 
 On
        February 7, 2005 we filed with the Securities and Exchange Commission Amendment
        No. 1 to our quarterly report on Form 10-QSB for the period ended March 31,
        2004
        ("Amendment No. 1"). Amendment No. 1 included financial statements that were
        reviewed by our independent registered public accounting firm, and provided
        new
        officer certifications. This Amendment No. 2 to our quarterly report on Form
        10-QSB for the period ended March 31, 2004 includes the report of our
        independent registered public accounting firm that accompanied the financial
        statements included with Amendment No. 1, and provides new officer
        certifications.
 
 THIS
        AMENDED QUARTERLY REPORT REFLECTS CHANGES FROM THE QUARTERLY REPORT FILED
        ON
        APRIL 29, 2004 AND AMENDMENT NO. 1 FILED ON FEBRUARY 7, 2005 FOR THE
        QUARTERLY PERIOD ENDED MARCH 31, 2004.
 
 The
        information in this Amendment is as of the date of the original Amendment
        No. 1 filing on February 7, 2005 for the quarterly period ended March
        31,
        2004, and does not reflect any subsequent information or events other than
        the
        report by the independent registered public accounting firm referred to above.
        All information contained in this Form 10-QSB/A, Amendment No. 1 and in the
        original Form 10-QSB is subject to updated information contained in filings
        made
        with the Securities and Exchange Commission subsequent to April 29,
        2004.
  2
  **MICROHELIX,
        INC.**
 
 **Quarterly
        Report on Form 10-QSB/A**
 **(Amendment
        No. 2)**
 **Quarterly
        Period Ended March 31, 2004**
 
 **Table
        of Contents**
  **PART
                  II.****OTHER
                  INFORMATION**
                
                **Page****ITEM
                    6. EXHIBITS**
                
                
                4**SIGNATURES**
                
                
                4**CERTIFICATIONS**EXHIBIT
                    31.1
                
                
                5EXHIBIT
                    32.1
                
                
                7EXHIBIT
                    99.1
                
                
                8
   3
  **PART
        II. OTHER INFORMATION**
  **ITEM
        6. EXHIBITS**
 
 (a)
        Exhibits:
  Exhibit
        31.1  Certification
        pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of
        the
        Sarbanes-Oxley Act of 2002
  Exhibit
        32.1  Certification
        pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
        906 of the Sarbanes-Oxley Act of 2002
  Exhibit
        99.1  Report
        of
        Independent Registered Public Accounting Firm
 
 
 **SIGNATURES**
 
 In
        accordance with the requirements of the Securities Exchange Act of 1934,
        the
        registrant caused this report to be signed on its behalf by the undersigned,
        thereunto duly authorized.
 
 **MICROHELIX,
        INC.**
 
 Signature
              Title
              Date/s/ Tyram H. Pettit
              President, Chief Executive
                Officer,
              October 7, 2005Tyram H. Pettit
              and Vice President - Finance ofmicroHelix, Inc.(Principal Executive Officer andPrincipal Financial Officer)
  
 4