U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC  20549
FORM 10-KSB

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended October 30, 2004

Commission File No. 0-1455

OPT-SCIENCES CORPORATION
(Name of small business issuer in its charter)

        NEW JERSEY                             21-0681502
(State or other jurisdiction of             (I.R.S. Employer
incorporation or organization)             Identification No.)

Post Office Box 221, 1912 Bannard Street, Riverton, New Jersey  08077
(Address of principal executive offices)                    (Zip Code)

Issuer's telephone number, including Area Code: (856) 829-2800

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

Securities registered under Section 12(g) of the Exchange Act:

Common Stock, $.25 par value per share
(Title of Class)

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

Check if there is no disclosure of delinquent filers in response to Item 405
of Regulation S-B contained in this form, and no disclosure will be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB(X)

The issuer's revenues for its most recent fiscal year were $4,067,838.

The aggregate market value of the 239,945 common shares held by non-affiliates
of the registrant was $1,343,692 computed by reference to the closing bid
price of such stock as listed on the non NASDAQ over the counter market on
December 31, 2004.

This computation is based on the number of issued and outstanding shares held
by persons other than officers, directors and shareholders of 5% or more of
the registrant's common shares.

(APPLICABLE ONLY TO CORPORATE REGISTRANTS)

The number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practical date.  Common Stock, par value of $.25
per share: 775,585 Shares outstanding as of December 31, 2004.

Documents Incorporated by Reference:  See Exhibits.

Transitional Small Business Disclosure Format

Yes    No X



















































TABLE OF CONTENTS

FORM 10-KSB ANNUAL REPORT - FISCAL YEAR 2004
OPT-SCIENCES CORPORATION AND SUBSIDIARY

PART I                                                     PAGE

Item  1.  Description of Business                            4
Item  2.  Description of Property                            7
Item  3.  Legal Proceedings                                  8
Item  4.  Submission of Matters to a Vote of Security
          Holders                                            8

PART II

Item  5.  Market for Common Equity and
          Related Stockholder Matters                        8
Item  6.  Management's Discussion and Analysis or Plan of
          Operation                                          9
Item  7.  Financial Statements                              12
Item  8.  Changes In and Disagreements with Accountants
          on Accounting and Financial Disclosure            12

PART III

Item  9.  Directors, Executive Officers, Promoters and
          Control Persons; Compliance with Section 16(a)
          of the Exchange Act                               13
Item 10.  Executive Compensation                            14
Item 11.  Security Ownership of Certain Beneficial Owners
          and Management                                    15
Item 12.  Certain Relationships and Related
          Transactions                                      16

PART IV

Item 13.  Exhibits and Reports on Form 8-K                  17
Item 14.  Controls and Procedures                           17

 -  Signatures                                              18
 -  Section 302 Certification                               19
 -  Section 906 Certification                               21















PART I

     This annual report contains forward-looking statements.  These
statements relate to future events or future financial performance and
involve known and unknown risks, uncertainties and other factors that
may cause the Company's or its industry's actual results, levels of
activity, performance or achievements to be materially different from
the future results, levels of activity, performance or achievements
expressed or implied by the forward-looking statements.

     In some cases, you can identify forward-looking statements by
terminology such as "may," "will," "should," "expects," "plans,"
"anticipates," "believes," "estimates," "predicts," "potential," or
the negative of these terms or other comparable terminology.  These
statements are only predictions.  Actual events or results may differ
materially.

     Although Management believes that the expectations reflected in
the forward-looking statements are reasonable, the Company cannot
guarantee future results, levels of activity, performance or
achievements.  Moreover, neither the Company nor any person assumes
responsibility for the accuracy and completeness of these forward-
looking statements.  The Company is under no duty to update any of the
forward-looking statements after the date of this report to conform
its prior statements to actual results.

ITEM 1.  DESCRIPTION OF BUSINESS

BUSINESS OF THE COMPANY.

OVERVIEW.  Opt-Sciences Corporation, formed in 1956, conducts its
business through its wholly owned subsidiary, O & S Research, Inc.
Both companies are New Jersey corporations.  As used in this form 10-
KSB, the terms "we" or "our" refer to the combined operations of Opt-
Sciences Corporation and O & S Research, Inc.  Our principal business
is to provide optical coatings, filters, faceplates and lighting
wedges which improve display readability for electronic instruments
used primarily in aircraft.  This includes the application of
different types of anti-reflection coatings, transparent conductive
coatings and other optical coatings.  We also provide full glass
cutting, grinding and painting operations which augment our optical
coating capabilities.  Most of our products are designed to enable
pilots to read aircraft instruments in direct sunlight or at night or
in covert situations using appropriate night vision filters.  This is
a niche business primarily dependent for its success on aircraft
manufacturing and retrofitting.  It requires custom manufacturing of
small lots of products to satisfy component requirements for specific
aircraft.

CORE PRODUCTS.  The distinguishing characteristic of our business is
our optical thin film coating capability.  Almost all products which
we offer incorporate an optical coating of some type.  The primary
coatings are our anti-reflection coating used for glare reduction and
our transparent conductive coating used for electromagnetic
interference shielding.  We apply either or both coatings to different

                                       4

types of glass face plates which we mount on the front of liquid
crystal displays (LCDs), cathode ray tubes (CRTs) and
electromechanical displays (EMDs).

NEW PRODUCTS; ANCILLARY PRODUCTS AND SERVICES.  In addition to coated
glass described above, we also offer a full range of other specialty
instrument glass, including night vision filter glass, circular
polarizers, touchpads, glass sandwiches for LCDs as well as other
custom designed specialty glass components and assemblies.  In
September 2000, we acquired Astro thin film coating equipment which
allows us to apply anti-reflection coatings to large glass substrates
and optical filters at a more competitive price. The Astro coating
equipment is now operational, and we use it for displays generally
larger than 13" diagonal.  This system has begun to generate revenues
but they are not yet material and the system is not yet profitable. We
are developing procedures to optimize satisfactory production and are
soliciting orders for such production.  Both LCD and CRT displays in
13" and larger diagonal size range are used in medical, industrial and
commercial products.

GROWTH STRATEGY.  During Fiscal Year 2004, the demand for display
glass used on commercial aircraft, business aircraft and military
aircraft continued to be weak until the fourth quarter when it
improved.  Except for recent orders to meet unexpected requirements of
two of our largest customers, revenue generation has been flat or
slightly negative.  The fulfillment of the recent unexpected orders
provided an increase in sales and accounted for all of this years
operating profit.  The recent orders were not indicative of a
significant long term improvement in product demand.  They were more a
function of temporary operational requirements of the customers.
After two consecutive years of declining earnings, we made a closer
strategic review of our sales and marketing, our production facilities
and efficiencies, our staffing and methods to maximize the value of
our limited financial and human resources. We have taken the following
steps to improve operating results for the future:  1) we are re-
examining whether to maintain the traditional wedge glass product
lines:  these products require much labor and machinery, but provide
modest profit margins; further, these products represent a diminishing
portion of dollar value of our overall sales as wedge glass electro
mechanical display products become obsolete and are replaced by liquid
crystal displays and cathode ray tubes.  We are experiencing
production inefficiencies caused in part by the outsized allocation of
personnel and space to such low revenue production.  Since such products are
treated as commodities in the market place, there is less opportunity for
value added profitability; 2) we have hired new technical personnel to
improve equipment performance and new management personnel to improve
operations; 3) we are seeking to hire additional line employees to expedite
production and reduce late deliveries.






                                   5

MARKETING AND SALES.  Our principal sales executive is our President,
who maintains regular contact with the largest customers and
continually seeks to develop new customers.  We do not currently
employ the services of manufacturers representatives or sales
personnel.  O & S Research, Inc. and our products are listed in the
Thomas Register.  We also maintain our own website at osresearch.com.
We engage in a low cost public relations and advertising program.
Purchasing personnel of major corporations or governmental agencies
place orders with us, based on price, delivery terms, satisfaction of
technical specifications and quality of product.  Procurement
departments of customers ordinarily purchase products from us because
we are on an approved vendor list.  We enhance sales prospects by
providing creative technical solutions to customer requirements.  We
are currently an approved vendor for major aircraft programs.  We
continue to be a major supplier for the anti-glare face plates
covering the flat panel displays on the Boeing 777, the 737 and the
717 models of commercial aircraft with the majority of the display
glass being used for the 737. Boeing has announced that the production
of the 717 will be discontinued in 2006.  The 777 production is not expected
to increase significantly over the next few years. Boeing has been
challenged over the past several years by overseas aircraft
production, primarily that of Airbus.  We expect that a majority of
growth in overall commercial airplane production at Boeing will be
from the 737. In Fiscal 2004, we derived 62% of our revenues from
three major customers, Honeywell, Philips Electronics, and L3
Communications.  Honeywell is an avionics subcontractor for the above
Boeing commercial aircraft.  Challenged by overseas production, the
loss or curtailment of additional business with any of these companies
would have a negative impact on our success.

PATENTS, TRADEMARKS AND PROPRIETARY KNOWLEDGE.  We do not hold any
patent or have any registered trademark.  However, our customers do
rely on our accumulated experience and know-how in satisfying their
instrument glass requirements.

MANUFACTURING.  Our customers commonly use Cathode Ray Tubes and
Liquid Crystal Displays for aircraft instrumentation.  Typically, a
customer sends such items to us for processing; we use our technology
to apply a micro thin optical non-glare and/or conductive coating to a
face plate, which is then mounted on the Cathode Ray Tube or Liquid
Crystal Display.  We cut the face plate from large pieces of glass
purchased from multiple domestic sources on a commodity basis.  After
testing for quality control, we ship the inspected products to our
customer.

We also manufacture glass lenses from large raw glass pieces.  The
glass is a commodity product which can be purchased from several glass
manufacturers.  We cut, grind, polish and coat the pieces with a micro
thin optical coating.  We then ship the lenses to the customer after
clearance through quality control.

Both processes utilize the deposit of a thin film of a metal or metal-
oxide on the surface of the glass. The process takes place in a heated
vacuum chamber. We heat the deposited material to over 1800 degrees


                                    6
centigrade causing it to evaporate. When the vapor contacts the glass,
it condenses forming a very thin film as hard as the original metal
being evaporated. The thin films range in thickness from 250 angstroms
to 1500 angstroms.

ENVIRONMENTAL MATTERS.  We believe we are in material compliance with
applicable United States, New Jersey and local laws and regulations
relating to the protection of the environment, and we do not devote
material resources to such matters.

COMPETITION.  Competition is based on product quality, price,
reputation and ability to meet delivery deadlines.  The market for our
products is very competitive. The type and amount of instrument glass
consumed is subject to changes in display technology and in ongoing
reduction in the number of displays used on both new aircraft and
retrofitted aircraft. Our competitors include Naugatuck Glass Company,
OCLI, Metavac, Mod A Can, Tyrolit, Schott Glass and Hoya Optics.  Our
competitors generally have significantly more financial, technical and
human resources than we do. Because of this, our competitors have the
capacity to respond more quickly to emerging technologies and customer
preferences and may devote greater resources to development, promotion
and sale of their products than we can. This competition could result,
and in the past has resulted, in price reductions, reduced margins and
lower market share.

EMPLOYEES.  As of October 30, 2004, we employed 43 employees, of which
42 were full time individuals and none of whom are members of
organized labor.  This represents an increase of 3 full time employees
from the end of Fiscal 2003.  We expect to make adjustments to our
employee levels based on changes in the market and our specific
efforts to improve efficiencies and customer service.  We believe we
have a good relationship with our employees.  We are subject to the
federal minimum wage and hour laws and provide various routine
employee benefits such as life and health insurance.  We also provide
a 401K Plan for the benefit of all our employees; we do not have any
stock option plans. The 401K Plan includes a matching contribution
from us representing $0.50 for each $1.00 an employee contributes up
to 6% of the employee's base wages.

ITEM 2. DESCRIPTION OF PROPERTY

We conduct our operations at the principal office and manufacturing
facility located in the East Riverton Section of Cinnaminson, New
Jersey.  We own this 1.4 acre property in fee simple, and the property
is not encumbered by any lien or mortgage.  The cinderblock and
masonry facility contains approximately 11,000 square feet of
manufacturing space and approximately 1,200 square feet of office
space.  We also own and utilize a building containing 3,000 square
feet of warehouse and 5,000 square feet of manufacturing space on
premises adjacent to the main manufacturing facility.  In addition, we
lease on a year to year basis 5,000 square feet for general warehouse
and material storage.




                                     7
ITEM 3. LEGAL PROCEEDINGS

We are not a party to any material pending legal proceeding.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

On September 1, 2004, the controlling stockholders of the Company, who
represented more than two thirds of the Company's outstanding stock,
consented to a reverse stock split with a ratio of 1:2,000.  The
Company has filed a Preliminary Schedule 13(e)(3) and a Preliminary
Schedule 14C Information Statement with the Securities and Exchange
Commission for review prior to taking further steps to implement the
reverse stock split.

PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED SECURITY HOLDER MATTERS

Our Common Shares are not listed on an established public trading
market, but are quoted on the Pink Sheets, the non-NASDAQ over the
counter market.  The symbol for our Shares is OPST.  Only limited and
sporadic trading occurs.  Subject to the foregoing qualification, the
following table sets forth the range of bid and asked quotations, for
the calendar quarter indicated, as recorded by Pink Sheets LLC., and
reflects inter-dealer prices, without retail mark up, mark down or
commission and may not necessarily represent actual transactions.

Fiscal 2003                      Bid                          Ask
First Quarter               $7.25 - 7.25               $  9.00 -  9.00
Second Quarter               5.05 - 7.25                  9.00 -  9.05
Third Quarter                5.05 - 6.25                  8.00 -  9.05
Fourth Quarter               6.25 - 7.10                  7.00 -  8.00

Fiscal 2004                      Bid                          Ask
First Quarter               $6.35 - 6.75                      NONE
Second Quarter               6.55 - 7.50                  10.00 - 10.00
Third Quarter                7.00 - 8.00                  10.00 - 10.00
Fourth Quarter               6.30 - 7.00                   7.00 - 10.00

As of December 31, 2004, the closing bid for the Common Stock was
$5.60. The closing ask price was $6.25.  The Company had 946
shareholders of record of its Common Stock as of December 31, 2004.
Of these shareholders, 565 are considered "lost" shareholders for whom
we do not have current addresses.  We have initiated steps to take the
Company private, which, when implemented, will eliminate costs of
remaining a public company and reduce the burdens on our executive and
financial personnel in devoting time and financial resources to
compliance with the recently enacted Sarbanes-Oxley legislation.  See
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS ABOVE.

DISTRIBUTIONS

The Company did not declare or pay any dividend on its Common Stock
during Fiscal Year 2004 and does not anticipate the payment of
dividends on its Common Stock in the foreseeable future.

                                       8
ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

This Management's Discussion and Analysis as of October 30, 2004
should be read in conjunction with the audited condensed consolidated
financial statements and notes thereto set forth in this report.  It
may also contain forward looking statements as defined in Part I
hereof.

LIQUIDITY AND CAPITAL RESOURCES.

We have sufficient liquidity and credit to fund our contemplated
capital and operating activities through Fiscal 2005 and to implement
the reverse stock split mentioned above under SUBMISSION OF MATTERS TO
A VOTE OF SECURITY HOLDERS.

We continue to use our working capital to finance current operations,
including equipment purchases, capital improvements, inventory,
payroll and accounts receivable.

Our cash position improved in Fiscal 2004, primarily because of changes in
balance sheet items.  We experienced net income of $198,528 compared to
$62,257 in the prior year. Cash also increased due to an increase in accrued
and deferred taxes of $115,705, a reduction of inventory $5,700, an increase
in accounts payable of $45,665 and a decrease in accounts receivable of
$21,330. Our cash flow of $586,435 compared to ($86,601) in Fiscal 2003.
Overall our cash balances increased $543,035 during Fiscal 2004 to $4,770,451
from $4,227,416 at the end of Fiscal 2003.  This resulted in an increase in
current assets of $468,688 from $6,496,834 in Fiscal 2003 to $6,965,522 in
Fiscal 2004.

Because of recent challenges to profitability and an increasingly
competitive environment, we believe it is necessary to make ongoing
investments in new equipment and processes to compete successfully in
the aerospace and commercial display markets. In Fiscal 2005 and
Fiscal 2006, we have projected significant expenditures of capital to
update equipment and to expand or replace our facilities.


RESULTS OF OPERATIONS

FISCAL 2004
Largely because of unexpected requirements of two of our customers,
our net sales in the fourth quarter of 2004 increased to $1,210,000,
up 31% from the same period last year and up 17% from the third
quarter. This revenue increase resulted in a net operating profit of
$232,600 and a net profit of $155,700 for the quarter.  This
significant increase in the fourth quarter was driven in large part by
the temporary operational requirements of our two largest customers,
rather than an overall improvement in the avionics market.  We expect
the first quarter results of Fiscal 2005 to be flat and the second
quarter results to decline.  During the fourth quarter of Fiscal 2004,
we booked $1,481,000 in new orders, up 37% from the $1,074,000 in new
orders booked in the third quarter. Despite an increase in sales in
the fourth quarter, our backlog of orders also increased to $1,465,000
at the end of the year compared with $1,350,000 at the end of Fiscal
2003.
                                        9
Overall, we ended the year with net sales of $4.1 million, an increase
of approximately $200,000 or 5% over Fiscal 2003. Net operating income
increased to $213,000, up $200,000 from Fiscal 2003. Net income of
$198,500 also increased, up by $136,200 from Fiscal 2003. Our backlog
of orders at the end of Fiscal 2004 was approximately $115,000 higher
than at the end of Fiscal 2003. During Fiscal 2005, we anticipate that
the backlog will fluctuate between $1.1 to $1.3 million, assuming that
we are able to book new business at the rate we are able to deliver
products to our customers. Of this backlog of orders, we expect to
deliver 85% within the first half of Fiscal Year 2005.

The increase in sales in the fourth quarter resulted in a more
efficient operating level. As sales increased over Fiscal 2003, the
cost of sales in Fiscal 2004 remained relatively constant at $3.21
million or 78.8% of net sales compared to $3.21 million or 83.4% of
net sales in Fiscal 2003.  Sales, general and administrative expenses
increased to $647,500 or 15.9% of net sales from $625,800 or 16.2% of
net sales in Fiscal 2003. These expenses were higher in Fiscal 2004
and are expected to increase substantially in 2005 as a result of
Sarbanes/Oxley compliance costs. Interest and other income decreased
slightly to $107,450 in Fiscal 2004, down 2% from $109,358 in Fiscal
2003.  Income taxes increased to $121,926 in Fiscal 2004 compared to
$60,022 in Fiscal 2003. This increase was the result of the increase
net income for the year compared to Fiscal 2003.

As previously mentioned, primarily because of the unexpected orders in
the fourth quarter, net income after taxes increased to $198,528 or
4.9% of net sales from $62,257 or 1.6% of net sales in Fiscal 2003.
Sales to our two principal customers are expected to decline in Fiscal
2005, in part because a product representing $600,000 of revenues in
Fiscal 2004 has been phased out and is being replaced by a lower cost
product which we manufacture. It is not likely that this anticipated
reduction in sales will be offset by increased demand for our other
products.

Most of our commercial aircraft display products are for use in Boeing
aircraft.  The impact of Boeing's sales on the Company is difficult to
project with a high degree of accuracy.  But we do know that Boeing
has announced the termination of production of the 757 in 2004 and the
717 in 2006, and that the newly announced Boeing 7E7 scheduled for
delivery in 2008 will utilize proprietary cockpit displays of a sole
source avionics vendor which does not purchase instrument glass from
us.

The future market for our business aircraft instrument glass
continues to shrink. As the average primary instrument display on new
aircraft is getting larger, the need for smaller, specialized and
otherwise redundant instruments has declined. For example, the current
state-of-the-art business jet cockpit consists of four 14 inch LCDs
and two 6 inch LCDs, which replaces up to 40 electro-mechanical gages
used on older business jets. As the market volume shrinks, the
competition will most likely become more intense over market share.
This competition will probably take the form of lower prices and
shorter delivery times.


                                       10
The military market for our products is also shrinking because the
military is investing in un-manned vehicles for surveillance and
reconnaissance as well as using fewer and larger flight displays
including rear projection displays that do not use our instrument
glass.

During this past year our plans for diversifying our customer and
market base by adding the Astro optical coating system have not made
the positive impact as originally anticipated. Early last year we
hired a new vacuum engineer to focus on identifying and repairing the
problems plaguing the Astro equipment. Unfortunately, further problems
were identified as those initially identified were resolved.
Continuing equipment malfunctions have again minimized Astro based
sales last year. It is anticipated that to make the system fully
functional in 2005, an additional $100,000 investment will most likely
be required.

FISCAL YEAR 2003

Our net sales in the fourth quarter of 2003 decreased to $920,000,
down 6% from the same period in the prior year and down 18% from the
third quarter, resulting in a net operating loss of $98,935 and a net
loss of  $27,543.  This operating loss was primarily due to
disappointing sales for the fourth quarter, manufacturing equipment
problems and a higher cost of sales. During the fourth quarter, we
booked  $780,000 in new orders, down 5% from the $822,000 in new
orders book in the third quarter. Our  $920,000 of sales lowered the
backlog of orders to $1.35 million from $1.46 million at end of the
second quarter.  We experienced declines in sales and profits by
comparison with Fiscal Year 2002. Net sales of $3.8 million declined
by $343,208; and net operating income of $12,921 declined by $70,126
from Fiscal 2002. Overall, net income declined by $47,710 from Fiscal
2002.  As a percentage, net income declined less than net operating
income in Fiscal 2003 primarily because Fiscal 2002 included
securities losses and Fiscal 2003 recognized securities gains. Our
backlog of orders at the end of Fiscal 2003 was approximately $20,000
higher than at the end of Fiscal 2002.

INFLATION

During the three year period that ended on October 30, 2004, inflation
did not have a material effect on our operating results.

COMPANY RISK FACTORS

During Fiscal 2004 we derived 95% of our revenues from instrument
glass used for avionics and related aerospace products.

Our revenues are concentrated with a limited number of customers.

For a major portion of our business, we rely on raw materials
exclusively manufactured in Japan.  An interruption of supplies from
Japan would have a significant impact on sales and our ability to
support our customers.


                                       11
Our success depends on the efforts and expertise of our President,
Anderson L. McCabe. He is our chief executive officer, our chief
financial officer and our principal marketing officer. His death,
disability or termination of employment would adversely affect the
future of our Company.  We do not have employment contracts with Mr.
McCabe or other management personnel. We do not maintain key man life
insurance on Mr. McCabe or other key personnel.

Our future revenue may change from quarter to quarter which may cause
our operating results to decline. Our revenue may vary due to a number
of factors:
-  Reduced demand for our avionics related instrument glass;
-  Aggressive price competition by our competitors;
-  The introduction of alternate display products which do not
   utilize our products, such as rear projection displays;
-  Overdue deliveries to our customers; and
-  Operational plans of our customers.

The market for our products is very competitive.

The technology being used for aircraft instruments is currently
changing very rapidly.  The type and amount of instrument glass we
sell is subject to changes in display technology and in ongoing
reductions in the number of displays used in aircraft, both new and
used.  A switch to the use of rear projection displays could render
our products obsolete. We are adapting to new customer requirements
and preferences. Our future survival and success depends on our
manufacturing high quality and low cost instrument glass for the
aerospace industry. If we fail to keep pace with new technologies and
means of manufacturing, our core products might become obsolete and
our business uncompetitive.

Our industry is subject to great risk from outside influences, such as
terrorist attacks (9/11) and biological epidemics (SARs and Avian flu
outbreaks in Asia).  Other factors that may in the future influence
our industry are inflation, changes in diplomatic and trade relations
with other countries, political and economic stability, tariffs, trade
barriers and other regulatory barriers.

ITEM 7. FINANCIAL STATEMENTS

The Consolidated Financial Statements, the notes thereto, and the
reports thereon by Goff Backa, Alfera & Company, LLC. dated December
17, 2004, are filed as part of this report starting on page 22 below.

ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE

A previously reported change in Accountants from Mayer Shanzer &
Mayer, P.C. to Goff, Backa, Alfera & Co. LLC was implemented in Fiscal
Year 2003.  There was no disagreement with the prior accounting firm
regarding Accounting and Financial disclosure.



                                       12

PART III

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
PERSONS; COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

INFORMATION REGARDING EXECUTIVE OFFICERS AND DIRECTORS

Anderson L. McCabe, 49 years old, is President, Chief Executive
Officer and Chief Financial Officer of the Company and its
manufacturing subsidiary.  He graduated from the University of South
Carolina in 1977 and received a B.S. in Chemical Engineering.  From
1977 to 1985, he was employed by United Engineers and Constructors,
Inc., a subsidiary of Raytheon Corporation as Process Engineer with
managerial responsibilities.  In 1986 he became president of the
Company.  He has been director of the Company since 1987.  Arthur J.
Kania, 72 years old, is the Secretary of the Company.  He is not
active in the day-to-day operations of the Company or its
manufacturing subsidiary.  Mr. Kania's principal occupations during
the past five years have been as Principal of Trikan Associates (real
estate ownership and management - investment firm); and as a partner
of the law firm of Kania, Lindner, Lasak and Feeney.  He has been a
director of the Company since 1977.

Arthur J. Kania, Jr., 49 years old, has been a director of the Company
since 1987.  He is a principal of Trikan Associates (real estate
ownership and management-investment firm) and vice-president of
Newtown Street Road Associates (real estate ownership and management).
SECTION 16(A)     BENEFICIAL OWNERSHIP REPORTING COMPLIANCE.

Section 16(a) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), requires the Company's officers and directors, any
person owning ten percent or more of the Company's common stock, to
file in their personal capacities initial statements of beneficial
ownership, statements of change in beneficial ownership and annual
statements of beneficial ownership with the Securities and Exchange
Commission (the "SEC").  Persons filing such beneficial ownership
arrangements are required by SEC regulation to furnish to the Company
copies of all such statements filed with the SEC.  The rules of the
SEC regarding the filing of such statements require that "late
filings" of such statements be disclosed in the Company's information
statement.  Based solely on the Company's review of copies of such
statements received by its, and on representations from, the Company's
existing directors and officers that no annual statements of
beneficial ownership were required to be filed by such persons, the
Company believes that all such statements were timely filed in 2004.











                                       13
ITEM 10.     EXECUTIVE COMPENSATION

The following table sets forth on an accrual basis for the fiscal
years shown, the remuneration of the sole compensated executive
officer of the Company.

Summary Compensation Table

Officer's Salary 2004  Base Salary  Other Compensation  Bonus   Total
Anderson L. McCabe     $75,000      $2,500*           $15,000 $92,500
President, Director

Officer's Salary 2003
Anderson L. McCabe     $75,000      $5,000*           $25,000 $105,000
           *Annual Retainer as Director

DIRECTOR COMPENSATION FOR 2004 FISCAL YEAR
Cash Compensation
Name                   Annual Retainer Meeting Fees Consulting Fees Other Fees

Anderson L. McCabe      $2,500          $0                 $0         $0
Arthur J. Kania         $2,500          $0                 $0         $22,250*
Arthur J. Kania, Jr.    $2,500          $0                 $0         $0
*  See Certain Transactions and Relationships below.

OPTION/SAR GRANTS

The Company did not grant stock options or stock appreciation rights
during Fiscal Year 2004, nor does it have any of such rights
outstanding from prior years.


























                                       14
ITEM 11.   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT

Name and Address of             Amount and Nature of       Percent of
Beneficial Owner                 Beneficial Owner                Class

               510,853                   66%
Arthur John Kania Trust 3/30/67
Suite 525, Two Bala Plaza
333 City Avenue
Bala Cynwyd, PA  19004

Security Ownership of Directors and Officers:

Name and Address of            Amount and Nature of        Percent of
Beneficial Owner               Beneficial Owner            Class

Anderson L. McCabe                  1,064(1)                   *
P.O. Box 221
1912 Bannard Street
Riverton, N.J.  08077

Arthur J. Kania                    23,723(1)                   3%
Suite 525, Two Bala Plaza
Bala Cynwyd, PA  19004

Arthur J. Kania, Jr.                  0(1)                     *
Suite 525, Two Bala Plaza
Bala Cynwyd, PA  19004

Directors and Officers
As a Group                          24,787                     3%

*Less than 1% of the outstanding Common Stock

1.   Excludes 510,853 shares (66% of the outstanding shares) owned by
a Trust for the benefit of Arthur J. Kania's children and a total of
10,000 shares (1.3% of the outstanding shares) owned by separate
trusts for the benefit of each of Arthur J. Kania's grandchildren.
Mr. Kania disclaims beneficial ownership in all such shares.  Mr.
McCabe, husband of a beneficiary of the trust, disclaims beneficial
ownership in all such shares.  Arthur J. Kania, Jr., a son of Arthur
J. Kania, is a beneficiary of the first aforementioned trust and
father of beneficiaries of the second aforementioned trusts, but has
no power to vote such shares in said trusts and is not a beneficial
owner under the applicable rules.










                                      15
ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Arthur J. Kania is the father of Arthur J. Kania, Jr. and the father-
in-law of Anderson L. McCabe.  Those individuals constitute the Board
of Directors. Anderson L. McCabe is the sole executive officer. Rose
Sayen, an employee of Arthur J. Kania, is the Trustee of the Arthur J.
Kania Trust, which is the principal shareholder of the Company.

During Fiscal year 2004, we incurred legal fees of $22,250 to the firm
of Kania, Lindner, Lasak and Feeney, of which Arthur J. Kania is the
senior partner.  Mr. Kania does not share or participate in fees
generated from the Company.

During Fiscal Year 2004, we incurred consulting fees of $31,194 to
Sandra McCabe, the wife of our President.









































                                       16
PART IV

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-KSB

(a) Financial Statements, Schedules and Exhibits

1.  Financial Statements and Schedules. See Table of
Contents to Consolidated Financial Statements and
Schedules on page 22.

2.   Exhibits:

3.   Articles of Incorporation and By-Laws Incorporated by
reference to the Form 10-KSB filed by the Registrant
with the SEC for its fiscal year ended November 1,
1997 starting on page 22.

21.  List of Subsidiaries
Incorporated by reference to the Form 10-KSB filed by
the Registrant with the SEC for its fiscal year ended
November 1, 1997 starting on page 54.

     (b) Reports on Form 8-K

There were no reports filed on Form 8-K during the quarter ended
October 30, 2004.

ITEM 14. CONTROLS AND PROCEDURES

(a)  Evaluation of disclosure controls and procedures.

Based on an evaluation on December 14, 2004, Opt-Science's principal
executive officer and principal accounting officer have concluded that
Opt-Science's disclosure controls and procedures (as defined in Rules
13a-14( c ) and 15d-14( c ) under the Securities Exchange Act of 1934 (the
"Exchange Act")) are effective to ensure that information required to
be disclosed by the Company in reports that it files or submits under
the Exchange Act is recorded, processed, summarized and reported
within the time periods specified in Securities and Exchange
Commission rules and forms.

(b)  Changes in internal controls.

There were no significant changes in Opt-Science's internal controls
or in other factors that could significantly affect these controls
subsequent to the date of their evaluation, including any corrective
actions with regard to significant deficiencies and material
weaknesses.

In accordance with the requirements of Section 13 or 15(d) of the
Exchange Act, the registrant has caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.




                                       17

OPT-SCIENCES CORPORATION


By:_______________________________________
Anderson L. McCabe
President

Date:  January 30, 2005

In accordance with the Exchange Act, this report has been signed below
by the following persons on behalf of the registrant and in the
capacities and on the dates indicated.

SIGNATURE               TITLE                  DATE

__________________
Anderson L. McCabe    President,         January 30, 2005
                      CEO, CFO
                      and Director

__________________
Arthur J. Kania       Secretary          January 30, 2005
                      and
                      Director

___________________
Arthur J. Kania, Jr.  Director           January 30, 2005

____________________
Lorraine Domask       Chief Accountant   January 30, 2005

























                                       18

SECTION 302 CERTIFICATION

I, Anderson L. McCabe, President, Chief Executive Officer and Chief
Financial Officer, certify that:

1.  I have reviewed this annual report on Form 10-KSB of OPT-SCIENCES
CORPORATION;

2.  Based on my knowledge, this annual report does not contain any
untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances
under which such statements were made, not misleading with respect to
the period covered by this annual report;

3.  Based on my knowledge, the financial statements, and other
financial information included in this annual report, fairly present
in all material respects the financial condition, results of
operations and cash flows of the registrant as of, and for, the
periods presented in this annual report;

4.  The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant
and have:

a)  designed such disclosure controls and procedures to ensure
that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this annual report
is being prepared;

b)  evaluated the effectiveness of the registrant's disclosure
controls and procedures on December 14, 2004 (the "Evaluation Date"); and

c)  presented in this annual report our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;

5.  The registrant's other certifying officers and I have disclosed,
based on our most recent evaluation, to the registrant's auditors and
the audit committee of registrant's board of directors (or person
performing the equivalent functions):

     a)  all significant deficiencies in the design or operation of
internal controls which could adversely affect the registrant's
ability to record, process, summarize and report financial data and
have identified for the registrant's auditors any material weaknesses
in internal controls; and






                                    19

     b)  any fraud, whether or not material, that involves management
or other employees who have a significant role in the registrant's
internal controls; and

6.  The registrant's other certifying officers and I have indicated in
this annual report whether there were significant changes in internal
controls or in other factors that could significantly affect internal
controls subsequent to the date of our most recent evaluation,
including any corrective actions with regard to significant
deficiencies and material weaknesses.

Date:  January 30, 2005


/s/Anderson L. McCabe



Anderson L. McCabe
President, Chief Executive Officer and Chief Financial Officer
































                                       20




SECTION 906 CERTIFICATION


I, Anderson L. McCabe, Chief Executive Officer and Chief Financial
Officer of OPT-SCIENCES CORPORATION (the "Company"), certify, pursuant
to section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section
1350, that:

(1)  the Annual Report on Form 10KSB of the Company for the
fiscal year ended October 30, 2004 (the "Report) fully
complies with the requirements of Section 13(a) or 15(d) of
the Securities Exchange Act of 1934 (15 U.S.C. 78m or
78o(d); and
(2)  the information contained in the Report fairly presents, in
all material respects, the financial condition and results
of operations of the Company.

Dated:  January 30, 2005


                           By:/s/Anderson L. McCabe
Anderson L. McCabe, Chief Executive Officer
and Chief Financial Officer




























                                      21



TABLE OF CONTENTS



                                                               PAGE


Report of Independent Registered Public Accounting Firm          23

Consolidated Balance Sheets                                      24

Consolidated Statements of Earnings                              26

Consolidated Statements of
      Stockholders' Equity                                       27

Consolidated Statements of Cash Flows                            28

Notes to Consolidated Financial Statements                       29



































                                      22


Report of Independent Registered Public Accounting Firm


To Stockholders and Board of Directors
OPT-Sciences Corporation

We have audited the accompanying consolidated balance sheets of OPT-
Sciences Corporation and Subsidiary as of October 30, 2004 and November 1,
2003 and the related statements of operations, changes in stockholders'
equity and cash flows for each of the fiscal years in the two year period
ended October 30, 2004.  These financial statements are the responsibility
of the Company's management.  Our responsibility is to express an opinion
on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public
Company Accounting Oversight Board (United States).  Those standards
require that we plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free of material misstatement.
An audit includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements.  An audit also
includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation.  We believe that our audits provide a reasonable basis for
our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the consolidated financial position of OPT-
Sciences Corporation and Subsidiary as of October 30, 2004 and November 1,
2003 and the consolidated results of their operations and their cash flows
for each of the fiscal years in the two year period ended October 30, 2004
in conformity with U.S. generally accepted accounting principles.




Goff, Backa, Alfera & Company, LLC

Pittsburgh, Pennsylvania
December 17, 2004
















                                       23

                                  ASSETS

                                   October 30,          November 1,
                                     2004                  2003
CURRENT ASSETS

Cash and cash equivalents     $     4,770,451         $      4,227,416
Trade accounts receivable             577,077                  598,407
Inventories                           444,726                  450,421
Prepaid expenses                       18,888                   21,693
Prepaid income taxes                      -0-                   61,775
Loans and exchanges                     5,615                    1,000
Marketable securities               1,148,765                1,119,100

  Total current assets              6,965,522                6,479,812


PROPERTY AND EQUIPMENT

Land                                  114,006                  114,006
Building and improvements             448,342                  433,307
Machinery and equipment             1,692,263                1,678,791
Small tools                            53,580                   53,580
Furniture and fixtures                  8,624                    8,048
Office equipment                       53,376                   52,594
Automobiles                            60,100                   60,100

  Total property and
           equipment                2,430,291                2,400,426

  Less:  accumulated depreciation   1,455,935                1,297,707

              Net property and
                 equipment            974,356                1,102,719

OTHER ASSETS

Deposits                                2,837                    2,837

Total assets                  $     7,942,715         $      7,585,368















                                        24


                        LIABILITIES AND STOCKHOLDERS' EQUITY


                                            October 30,          November 1,
                                               2004                  2003
CURRENT LIABILITIES

Accounts payable - trade                $     108,563       $        62,895
Accrued income taxes                           84,623                   -0-
Deferred income taxes                          43,620                12,538
Other current liabilities                     168,589               172,528

  Total current liabilities                   405,395               247,961


STOCKHOLDERS' EQUITY

Common capital stock - par value
$.25 per share - authorized
and issued 1,000,000 shares                   250,000                250,000
Additional paid in capital                    272,695                272,695
Retained earnings                           7,224,408              7,025,880
Accumulated other comprehensive income:
Unrealized holding (loss) gain
on marketable securities                      (22,565)               (23,950)
Less treasury stock at cost -
224,415 shares                               (187,218)              (187,218)


   Total stockholders' equity               7,537,320              7,337,407

            Total liabilities and
               stockholders' equity      $  7,942,715          $   7,585,368





















                                      25

                           Fiscal Year Ended               Fiscal Year Ended
                           October 30, 2004                November 1, 2003
                          (52 weeks)                      (52 weeks)


NET SALES                      $4,067,838                        $3,848,169

COST OF SALES                   3,207,329                         3,209,446

Gross profit on sales             860,509                           638,723


OPERATING EXPENSES

Sales & delivery                   38,144                            59,361
General and administrative        609,361                           566,441

 Total operating expenses         647,505                           625,802

 Operating income                 213,004                            12,921

OTHER INCOME                      107,450                           109,358

 Net income before taxes          320,454                           122,279

FEDERAL AND STATE
INCOME TAXES                      121,926                            60,022

 Net income                       198,528                            62,257

EARNINGS PER SHARE OF
COMMON STOCK                         0.26                              0.08

Weighted average number
of shares                         775,585                            775,585



















                                       26


                                            Accumulated
                                            Other
            Common    Paid-in    Retained   Comprehensive  Treasury
            Stock     Capital    Earnings   Income         Cost       Total


BALANCE NOVEMBER 2, 2002
            $250,000  $272,695  $6,963,623  $(83,930)  $(187,218) $7,215,170

Net income for fiscal year
ended November 1, 2003              62,257                            62,257

Unrealized holding gains on
securities arising during period,
net of tax of $45,251                         59,980                  59,980

TOTAL COMPREHENSIVE INCOME                                           122,237

BALANCE NOVEMBER 1, 2003
            $250,000  $272,695  $7,025,880  $(23,950)  $(187,218) $7,337,407

Net income for fiscal year
ended October 30, 2004             198,528                           198,528

Unrealized holding gains on
securities arising during period,
net of tax of $1,045                           1,385                   1,385

TOTAL COMPREHENSIVE INCOME                                           199,913

BALANCE OCTOBER  30, 2004
            $250,000  $272,695  $7,224,408  $(22,565)  $(187,218) $7,537,320






















                                      27

                         Fiscal Year Ended               Fiscal Year Ended
                         October 30, 2004                November 1, 2003
                        (52 weeks)                      (52 weeks)
CASH FLOWS FROM OPERATING ACTIVITIES

Net income (loss)           $198,528                         $62,257

Adjustments to reconcile net income to net
cash provided by operating activities:

Depreciation                 158,228                         166,703
Loss (gain) on sale of securities
                             (14,745)                        (11,660)
Deferred income taxes	      31,082                          46,847

Decrease (increase) in:
Accounts receivable           21,330                          81,042
Inventories                    5,695                         (53,018)
Prepaid expenses               2,805                          (5,934)
Prepaid income taxes          61,775                         (52,875)
Loans and exchanges           (4,615)                          3,825

(Decrease) increase in:
Accounts payable              45,668                        (366,374)
Accrued income taxes          84,623                            -0-
Other current liabilities     (3,939)                         42,586

Net cash provided (used)
         by operating activities
                             586,435                         (86,601)

CASH FLOWS FROM INVESTING ACTIVITIES

Purchases of property and equipment
                             (29,865)                       (101,077)
Purchases of securities     (298,159)                       (626,268)
Proceeds from sale of securities
                             284,624                         579,581
Net cash (used)
by investing activities      (43,400)                       (147,764)

Increase (decrease) in cash $543,035                         234,365)

Cash and cash equivalents
at beginning of year       4,227,416                       4,461,781

Cash and cash equivalents
at end of period          $4,770,451                      $4,227,416

SUPPLEMENTAL DISCLOSURES:

Interest paid       $           -0-                             $216

Income taxes paid           $(55,101)                        $66,351

                                   28

OPT-Sciences Corporation and Subsidiary
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS




NOTE 1 -     Summary of Significant Accounting Policies

Principles of Consolidation

The consolidated financial statements include the accounts of
OPT-Sciences Corporation and its wholly owned subsidiary.  All
significant intercompany accounts and transactions have been
eliminated.

Use of Estimates

The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts
of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting
period.  Actual results could differ from those estimates.

Cash and Cash Equivalents

The Company considers certificates of deposit and debt securities
purchased with a maturity of three months or less to be cash
equivalents.

Line of Business and Credit Concentration

The Company, through its wholly owned subsidiary, is engaged in
grinding, polishing, coating and painting of optical glass for
the custom fabrication of precision optical components for
aircraft instruments.  The Company grants credit to companies
within the aerospace industry.

Accounts Receivable

Bad debts are charged to operations in the year in which the
account is determined to be uncollectible.  If the allowance
method for doubtful accounts were used it would not have a
material effect on the financial statements.

Inventories

Raw materials are stated at the lower of average cost or market.
Work in process and finished goods are stated at accumulated cost
of raw material, labor and overhead, or market, whichever is
lower.  Market is net realizable value.



                                      29

OPT-Sciences Corporation and Subsidiary
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS




Marketable Securities

Marketable securities consist of debt and equity securities and
mutual funds.  Equity securities included both common and
preferred stock.

The Company's investment securities are classified as "available-
for-sale".  Accordingly, unrealized gains and losses and the
related deferred income tax effects when material, are excluded
from earnings and reported as a separate component of
stockholders' equity as accumulated other comprehensive income.
Realized gains or losses are computed based on specific
identification of the securities sold.

Property and Equipment

Property and equipment are comprised of land, building and
improvements, machinery and equipment, small tools, furniture and
fixtures, office equipment and automobiles.  These assets are
recorded at cost.

Depreciation for financial statement purposes is calculated over
estimated useful lives of three to twenty-five years, using the
straight-line method.

Maintenance and repairs are charged to expense as incurred.

Income Taxes

Deferred income taxes reflect the net tax effects of temporary
differences between the carrying amounts of assets and
liabilities for financial reporting purposes and the amounts used
for income tax purposes.

Employee Benefit Plans

On October 1, 1998, the Company implemented a 401(k) profit
sharing plan.  All eligible employees of the Company are covered
by the Plan.  Company contributions are voluntary and at the
discretion of the Board of Directors.  Company contributions were
$25,870 and $26,010 for the years ended October 30, 2004 and
November 1, 2003, respectively.

Earnings per Common Share

Earnings per common share were computed by dividing net income by
the weighted average number of common shares outstanding.


                                    30

OPT-Sciences Corporation and Subsidiary
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 2 - Inventories

         Inventories consisted of the following:

                                         October 30,          November 1,
                                             2004                  2003

         Finished goods                     $87,299               $54,945
         Raw materials and supplies         137,211                82,110
         Work in progress                   220,216               313,366

                                           $444,726              $450,421

NOTE 3 - Marketable Securities
                                          Gross          Gross
                           Amortized      Unrealized     Unrealized      Fair
                           Cost           Gains          Losses          Value
         October 30, 2004
            Common stock    $204,807       $28,165   $      -0-      $232,972
            Preferred stock  562,411          -0-        (2,308)      560,103
            Corporate bonds   26,312         1,700          -0-        28,012
            Municipal bonds   82,244          -0-          (439)       81,805
            Mutual funds     312,578          -0-       (66,705)      245,873

                          $1,188,352        $29,865    $(69,452)   $1,148,765

          November 1, 2003
             Common stock   $160,456        $52,044         -0-      $212,500
             Preferred stock 603,610           -0-       (3,981)      599,629
             Corporate bonds   6,949            412         -0-         7,361
             Municipal bonds  82,244            469         -0-        82,713
             Mutual funds    306,813           -0-      (89,916)      216,897

                          $1,160,072        $52,925    $(93,897)   $1,136,122


          Sales of securities available for sale during the years ended October
          30, 2004 and November 1,2003 were as follows:

                                   2004            2003

          Proceeds from sales    $284,624       $579,581

          Gross realized gains    $17,441        $53,104

          Gross realized losses    $2,696        $41,444






                                         31

NOTE 4 -     Income Taxes

The income tax expense of the Company consists of the following:

                                2004                  2003
Current tax expense:
  Federal                   $  64,646              $   4,769
  State                        26,198                  8,406
  Total                        90,844                 13,175
Deferred tax expense:
  Federal                      24,391                 42,721
  State                         6,691                  4,126
  Total                        31,082                 46,847

Income Tax Expense           $121,926              $  60,022

At October 30, 2004 the Company had a deferred tax asset of
$13,483 and a deferred tax liability of $57,103, resulting in a
net deferred tax liability of $43,620.

At November 1, 2003, the Company had a deferred tax asset of
$30,143 and a deferred tax liability of $59,703, resulting in a
net deferred tax liability of $29,560.

Deferred income taxes result from significant temporary
differences between income for financial reporting purposes and
taxable income.  These differences arose principally from the use
of accelerated tax depreciation and the carry forward of capital
and net operating losses.

At October 30, 2004, the Company had capital loss carry forwards
of $123,591 expiring in 2006 and 2007.  Of these losses, an
amount equal to $46,100 less capital gains from this year of
$14,745 is deemed to be usable before expiration.

NOTE 5 -      Major Customers

Two customers accounted for approximately $2,535,320 of net sales
during the year ended October 30, 2004.  The amount due from
these customers, included in trade accounts receivable, was
approximately $113,432 on October 30, 2004.

Two customers accounted for approximately $1,854,500 of net sales
during the year ended November 1, 2003.  The amount due from
these customers, included in trade accounts receivable, was
approximately $328,954 on November 1, 2003.









                                        32

OPT-Sciences Corporation and Subsidiary
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



NOTE 6 -     Concentration of Credit Risk of Financial Instruments

The Company has various demand and time deposits with financial
institutions where the amount of the deposits exceeds the federal
insurance limits of the institution on such deposits.  The
maximum amount of accounting loss that would be incurred if an
individual or group that makes up the concentration of the
deposits failed completely to perform according to the terms of
the deposit was $4,304,489 on October 30, 2004 and $3,699,212 on
November 1, 2003.

NOTE 7 -      Related Party Transactions

During fiscal years 2004 and 2003, the Company incurred legal
fees of $22,250 and $24,500, respectively to the firm of Kania,
Lindner, Lasak and Feeney, of which Mr. Arthur Kania, a
shareholder and director, is senior partner.  Of the legal fees,
$22,250 and $24,500 were included in accounts payable at October
30, 2004 and November 1, 2003, respectively.

During the fiscal years 2004 and 2003, the Company paid
consulting fees of $31,194 and $30,154 respectively, to the wife
of the Company's President.

NOTE 8 -      Pending Reverse Stock Split

On September 1, 2004, the Company's board of directors approved a
reverse stock split pursuant to which: (i) each 2,000 shares of
the Company's outstanding common stock would be converted into
one share of new common stock; and (ii) the Company would pay
cash for fractional shares that result from the reverse stock
split at the rate of $4.75 per share of existing common stock.

The purpose of the reverse stock split is to reduce the number of
the Company's stockholders below 300, after which the Company
intends to de-register its common stock with the United States
Security and Exchange Commission and cease being a publicly
traded company.  The Company estimates the aggregate cost of the
reverse stock split to be approximately $1.1 million, including
the cost of acquiring shares of stock and transaction expenses.
The reverse stock split was adopted as an amendment to the
Company's Certificate of Incorporation by consent of more than
two-thirds of the Company's stockholders on September 1, 2004.
The Company is now awaiting review of the Company's Schedule 14C
by the United States Security and Exchange Commission before it
implements the reverse stock split.

NOTE 9 -       Reclassifications

Certain amounts in the prior year financial statements have been
reclassified for comparative purposes to conform to the presenta-
tion in the current year financial statements.


                                      33