UNITED STATES 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
                                       OR

|_|  TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT
                                    OF 1934.

                        For the transition period from to
                         Commission file Number 0-24374

                                 FANTATECH, INC.
       ------------------------------------------------------------------
                 (Name of Small Business Issuer in Its Charter)

               Delaware                                  62-1690722
      ----------------------------          ------------------------------------
      (State or other Jurisdiction          (I.R.S. Employer Identification No.)
           of Incorporation)

        418-A Cloverleaf drive, Baldwin Park, Los Angeles, CA 91706, USA
       ------------------------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)

                                 (626) 820 1090
       ------------------------------------------------------------------
                (Issuer's Telephone Number, Including Area Code)

                                 Not applicable
       ------------------------------------------------------------------
    (Former name, former address and former fiscal year, if changed since last
                                     report)

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  Company  was required to file such reports), and (2) has been
subject to such filing requirements for past 90 days. [X] Yes [ ] No

APPLICABLE  ONLY  TO  CORPORATE  COMPANY

State the number of shares outstanding of each of the issuer's classes of common
equity,  as  of  the  latest  practicable  date. As of August 9, 2004 there were
20,096,107  shares  outstanding.

Transitional Small Business Disclosure Format (check one):
[ ]  Yes  [X]  No


<PAGE>
<TABLE>
<CAPTION>
                                 FANTATECH INC.
                                   FORM 10-QSB

                                      Index

                                                                       Page
                                                                       ----

                         Part I - Financial Information

<S>         <C>                                                        <C>
Item 1.     Financial Statements . . . . . . . . . . . . . . . . . . .    3

Item 2.     Management's Discussion and Analysis or Plan of Operation.   11

Item 3.     Controls and Procedures. . . . . . . . . . . . . . . . . .   16

                         Part II - Other Information

Item 2.     Changes in Securities. . . . . . . . . . . . . . . . . . .   18

Item 6.     Exhibits and Reports on Form 8-K . . . . . . . . . . . . .   18

Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   19
</TABLE>


                                        2
<PAGE>
<TABLE>
<CAPTION>
PART  I  -  FINANCIAL  INFORMATION

ITEM  1  -  FINANCIAL  STATEMENTS

                         FANTATECH INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                         AS OF JUNE 30, 2004 (UNAUDITED)

                                     ASSETS
<S>                                                          <C>
Current assets
   Cash                                                      $   2,793,239
   Trade receivables, net of allowance of $29,299                  309,959
   Related party receivable                                        319,786
   Inventories                                                   2,494,935
   Cost and estimated earnings in excess of
      billings on uncompleted contracts                            770,589
   Deposit and prepayments                                         944,527
   Other receivables                                                33,744
                                                            ---------------

Total current assets                                             7,666,779

Property, plant and equipment, net                               2,480,819
Construction in progress                                         1,115,511
Trademarks                                                         170,950
                                                            ---------------

Total assets                                                $   11,434,059
                                                            ===============

                      LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
   Short-term loans-unsecured                               $      300,000
   Accounts payable                                                351,347
   Accrued liabilities and other payables                        1,033,840
   Related party payable                                           172,681
   Deposits received                                             1,299,437
                                                            ---------------

Total current liabilities                                        3,157,305

Minority interests                                               5,650,126
                                                            ---------------

Total liabilities                                                8,807,431
                                                            ---------------

Commitments and contingencies

Stockholders' equity
   Preferred stock; $0.001 par value; 10,000,000 shares
      authorized; no shares issued and outstanding                       -
   Common stock; $0.001 par value; 100,000,000 shares
      authorized, 20,096,107 shares issued and outstanding          20,096
   Additional paid-in capital                                    2,885,374
   Deficit                                                        (424,189)
   Reserve funds                                                   145,347
                                                            ---------------

Stockholders' equity                                             2,626,628
                                                            ---------------

Total liabilities and stockholders' equity                  $   11,434,059
                                                            ===============
<FN>
See notes to condensed consolidated financial statements
</TABLE>


                                        3
<PAGE>
<TABLE>
<CAPTION>
                       FANTATECH INC. AND SUBSIDIARIES
               CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS ENDED JUNE 30, 2004 AND 2003 (UNAUDITED)

                                                    2004          2003
                                                ------------  ------------
<S>                                             <C>           <C>
SALES                                           $ 1,168,471   $   355,103

COST OF SALES                                       807,487       160,999
                                                ------------  ------------

GROSS PROFIT                                        360,984       194,104

SELLING AND MARKETING EXPENSES                      142,995        65,771

GENERAL AND ADMINISTRATIVE EXPENSES                 333,102       216,063
                                                ------------  ------------

LOSS FROM OPERATIONS                               (115,113)      (87,730)

MINORITY INTERESTS' SHARE OF LOSS                    72,376        29,658

OTHER INCOME (LOSS)
   Loss on disposition of fixed assets                    -        (2,488)
   Interest expense                                       -       (30,810)
   Other expense                                    (32,687)            -
   Interest income                                   26,093         6,016
   Non-operating income                              16,180           903
                                                ------------  ------------

LOSS FROM CONTINUING OPERATIONS
   BEFORE TAX PROVISION                             (33,151)      (84,451)

INCOME TAX EXPENSE                                    8,448         7,625
                                                ------------  ------------

LOSS FROM CONTINUING OPERATION                      (41,599)      (92,076)

DISCONTINUED OPERATIONS
   Loss from operations of HTL                         (284)     (114,697)
   Gain on disposal of HTL                            1,277             -
                                                ------------  ------------

NET LOSS                                        $   (40,606)  $  (206,773)
                                                ============  ============

WEIGHTED AVERAGE SHARES OUTSTANDING
   BASIC AND DILUTED                             20,096,107    20,096,107
                                                ============  ============

BASIC AND DILUTED NET LOSS PER SHARE
   Loss from continuing operations              $     (0.00)  $     (0.01)
   Income (loss) from discontinued operations          0.00         (0.01)
                                                ------------  ------------
   Net loss per share                           $     (0.00)  $     (0.02)
                                                ============  ============
<FN>
See notes to condensed consolidated financial statements
</TABLE>


                                        4
<PAGE>
<TABLE>
<CAPTION>
                      FANTATECH INC. AND SUBSIDIARIES
              CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
        FOR THE SIX MONTHS ENDED JUNE 30, 2004 AND 2003 (UNAUDITED)

                                                    2004          2003
                                                ------------  ------------
<S>                                             <C>           <C>
SALES                                           $ 2,286,814   $ 1,048,252

COST OF SALES                                     1,548,341       261,852
                                                ------------  ------------

GROSS PROFIT                                        738,473       786,400

SELLING AND MARKETING EXPENSES                      279,477       133,111

GENERAL AND ADMINISTRATIVE EXPENSES                 640,587       428,265
                                                ------------  ------------

(LOSS) INCOME FROM OPERATIONS                      (181,591)      225,024

MINORITY INTERESTS' SHARE OF LOSS (INCOME)          139,054       (69,613)

OTHER INCOME (LOSS)
   Loss on disposition of fixed assets                    -        (2,571)
   Interest expense                                       -       (60,379)
   Other expense                                    (46,771)          (34)
   Interest income                                   51,273        20,100
   Non-operating income                              17,906           986
                                                ------------  ------------

(LOSS) INCOME FROM CONTINUING OPERATIONS
   BEFORE TAX PROVISION                             (20,129)      113,513

INCOME TAX EXPENSE                                   19,889        15,009
                                                ------------  ------------

(LOSS) INCOME FROM CONTINUING OPERATIONS            (40,018)       98,504

DISCONTINUED OPERATIONS
   Loss from operations of HTL                         (284)      (55,966)
   Gain on disposal of HTL                            1,277             -
                                                ------------  ------------

NET (LOSS) INCOME                               $   (39,025)  $    42,538
                                                ============  ============

WEIGHTED AVERAGE SHARES OUTSTANDING
   BASIC AND DILUTED                             20,096,107    20,096,107
                                                ============  ============

BASIC AND DILUTED NET (LOSS) INCOME PER SHARE
   (Loss) income from continuing operations     $     (0.00)  $      0.00
   (Loss) income from discontinued operations          0.00         (0.00)
                                                ------------  ------------
   Net (loss) income per share                  $     (0.00)  $      0.00
                                                ============  ============
<FN>
See notes to condensed consolidated financial statements
</TABLE>


                                        5
<PAGE>
<TABLE>
<CAPTION>
                             FANTATECH INC. AND SUBSIDIARIES
                     CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
               FOR THE SIX MONTHS ENDED JUNE 30, 2004 AND 2003 (UNAUDITED)

                                                                       2004         2003
                                                                    -----------  -----------
<S>                                                                 <C>          <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss) income                                                   $  (39,025)  $   42,538
Less: income (loss) from discontinued operations                           993      (55,966)
                                                                    -----------  -----------
(Loss) income from continuing operations                               (40,018)      98,504
Adjustments to reconcile (loss) income from continuing operations
  net cash (used in) provided by operating activities:
   Depreciation expense                                                270,050      260,721
   Loss on disposition of fixed assets, net                                  -        2,571
   Minority interests' share of (loss) income                         (139,054)      69,613
Change in operating assets and liabilities:
   Decrease in trade receivables                                       202,060      404,888
   (Increase) in inventories                                        (1,036,618)     (38,151)
   Decrease (Increase) in costs and estimated earnings
      in excess of billings on uncompleted contracts                   147,050     (488,796)
   (Increase) in deposits and prepayments                             (246,799)    (220,681)
   Decrease (Increase) in other receivables                             22,479      (38,023)
   Increase in billings in excess of costs and
      estimated earnings on uncompleted contracts                            -       74,019
   Increase in deposits received                                       669,437            -
   Increase in related party payable                                   172,681            -
   (Decrease) Increase in accounts payable, accrued
      liabilities and other payables                                  (726,861)       8,756
                                                                    -----------  -----------

Net cash (used in) provided by operating activities                   (705,593)     133,421
                                                                    -----------  -----------

Net cash provided by (used in) discontinued operations                     993      (55,966)
                                                                    -----------  -----------

CASH FLOWS FROM INVESTING ACTIVITIES
   Purchase of property, plant and equipment                        (1,539,469)     (46,794)
   Increase in related party receivable                               (203,508)           -
                                                                    -----------  -----------

Net cash used in investing activities                               (1,742,977)     (46,794)
                                                                    -----------  -----------

CASH FLOWS FROM FINANCING ACTIVITIES

Net cash provided by financing activities                                    -            -
                                                                    -----------  -----------

NET (DECREASE) INCREASE IN CASH                                     (2,447,577)      30,661

Cash and cash equivalents, at beginning of period                    5,240,816    3,290,249
                                                                    -----------  -----------

Cash and cash equivalents, at end of period                         $2,793,239   $3,320,910
                                                                    ===========  ===========

Supplementary disclosures of cash flow information:
   Interest paid                                                    $        -   $   64,914
                                                                    ===========  ===========

   Tax paid                                                         $   26,041   $   13,522
                                                                    ===========  ===========
<FN>
See notes to condensed consolidated financial statements
</TABLE>


                                        6
<PAGE>
FANTATECH INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
THREE AND SIX MONTHS ENDED JUNE 30, 2004 AND 2003 (UNAUDITED)


1.   INTERIM  CONDENSED  CONDOLIDATED  FINANCIAL  STATEMENTS

The  interim  unaudited  condensed  consolidated  financial statements have been
prepared  by  Fantatech  Inc. and include all material adjustments, which in the
opinion  of  the  management  are necessary for a fair presentation of financial
results  for  the  three and six months ended June 30, 2004. All adjustments and
provisions  included in these statements are of normal recurring nature. Certain
information and footnote disclosures made in the most recent annual consolidated
financial statements included in the Form 10-KSB for the year ended December 31,
2003  have  been  condensed  or  omitted  for  the interim financial statements;
accordingly, the interim financial statements should be read in conjunction with
the  December  31,  2003  consolidated  financial  statements.  The  results  of
operations  for  the interim periods presented are not necessarily indicative of
the  results  that  can  be  expected  for  the  entire  year.

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  and  disclosure of contingent assets and liabilities at the date of
the  financial  statements  and  the  amount of revenues and expenses during the
reporting  periods.  Management makes these estimates using the best information
available  at  the  time  the  estimates are made. However, actual results could
differ  material  from  those  results.


2.   INVENTORIES

Inventories at June 30, 2004 is summarized as follow:

<TABLE>
<CAPTION>
                             June 30,
                               2004
                           (Unaudited)
                           ------------
<S>                        <C>
Raw Materials              $  1,669,984
Work-in-process                 800,812
Finished Goods                   24,139
                           ------------
                              2,494,935
                           ============
</TABLE>

3.   COSTS AND ESTIMATED EARNINGS IN EXCESS OF BILLINGS ON UNCOMPLETED CONTRACTS

A  summary  of  the  costs  and  estimated  earnings  in  excess  of billings on
uncompleted  contracts  as  of  June  30,  2004  is  as  follow:


                                        7
<PAGE>
<TABLE>
<CAPTION>
                                            June 30,
                                              2004
                                           (Unaudited)
                                          -------------
<S>                                       <C>
Costs incurred on uncompleted contracts   $ 10,039,122
Estimated earnings to date                   1,584,900
                                          -------------
                                            11,624,022

Less: Billings to date                     (10,853,433)
                                          -------------
                                          $    770,589
                                          =============
</TABLE>

Included in the accompanying balance sheet under the following captions:

<TABLE>
<CAPTION>
                                              June 30,
                                                2004
                                            (Unaudited)
                                            ------------
<S>                                         <C>
Costs and estimated earnings in excess
   of billings on uncompleted contracts     $    770,589

Billings in excess of costs and estimated
   earnings on uncompleted contracts                   -
                                            ------------
                                            $    770,589
                                            ============
</TABLE>

4.   PROPERTY,  PLANT  AND  EQUIPMENT

Property, plant, and equipment at June 30, 2004 consisted of the following:

<TABLE>
<CAPTION>
                                        June 30,
                                          2004
                                      (Unaudited)
                                      ------------
<S>                                   <C>
Leasehold improvements                $   410,168
Plant and machinery                        96,142
Furniture and fixtures                    101,245
Computers and equipment                 3,641,689
Motor vehicles                            294,658
                                      ------------
                                        4,543,902

Less: Accumulated depreciation and
      amortization                     (2,063,083)
                                      ------------

                                      $ 2,480,819
                                      ============
</TABLE>

Depreciation and amortization expense was $270,050 for the six months ended June
30,  2004.


                                        8
<PAGE>
5.   SHORT-TERM  LOANS

Short-term loans-unsecured represent $280,000 borrowed from Top Link Development
Limited,  an  unrelated  third  party  and  $20,000  borrowed from Fang Dehou, a
related  party.  Fang Dehou is a director of Intsys Share Limited, the Company's
subsidiary.  Loans in the amount of $300,000 are unsecured, non-interest bearing
and  payable  upon  demand.


6.   EARNINGS  PER  SHARE

Basic  earnings  (loss)  per  share  ("EPS")  amounts  are based on the weighted
average  shares of common stock outstanding. Diluted EPS assumes the conversion,
exercise  or issuance of all potential common stock instruments such as options,
warrants  and  convertible  securities, unless the effect is to reduce a loss or
increase  earnings  per share. As of June 30, 2004, the Company did not have any
common  stock  equivalents  outstanding.


7.   MINORITY  INTEREST

As  of  June  30,  2004,  the  minority  interest  balance  is $5,650,126. It is
comprised  of the minority shares of its subsidiaries, namely SDCL, Hytechnology
Inc.  and  Fantatech Development Inc. ("FDI"), which the Company did not own. As
of  June  30,  2004,  the Company owned 65.41% interest of SDCL, 70% interest of
Hytechnology  Inc.,  and  SDCL  owned  40%  interest  of  FDI.

The  minority  interests'  share  of the loss was $139,054 during the six months
ended  June  30,  2004  and their share of the income was $69,613 during the six
months  ended  June  30,  2003.


8.   REVERSE  STOCK  SPLIT

On June 10, 2004, the Board of Directors of the Company approved that two shares
of  the  Company's  Common Stock, par value $0.001 per share ("Pre-Reverse-Split
Common  Stock") was reclassified into one share of the Registrant's reclassified
Common  Stock,  par  value  $0.001 per share ("Post-Reverse-Split Common Stock")
effective  on  June 30, 2004. Each fractional share of Post-Reverse-Split Common
Stock  was  rounded  up  to  the  next  whole number of share. The reverse split
reduced  the  Company's  issued and outstanding shares from 40,192,063 shares to
20,096,107 shares. The par value of the Company's Common Stock was not affected.
Retroactive  effect  has  been  given  to  share  and  per  share amounts in the
financial  statements  resulted  from  the  reverse  stock  split.


9.   SALE  OF  HYTECHNOLOGY  LIMITED

On  May  12,  2004, the Company's wholly owned subsidiary, Intsys Share Limited,
sold 99% of the issued and outstanding shares of common stock of its subsidiary,


                                        9
<PAGE>
Hytechnology Limited ("HTL"), to Top Link Hi-Tech Development (H.K.) Limited for
$1,277  pursuant  to  the  Bought and Sold Note. There is no direct relationship
between Top Link and the Company, nor Top Link and Intsys, nor Top Link and HTL.
However,  the ultimate ownership of Top Link is Shenzhen Huaqiang Technology Co.
Ltd.,  as it owns 20% interest in Hyvision Digital Film Inc., a related party of
the  Company.  HTL  was  engaged  in  the  sales  and marketing of entertainment
products, including the products of SDCL, a subsidiary of the Company.

During  the  fiscal  year  ended  December  31,  2003,  HTL generated revenue of
$860,925  or  15.8%  of  the Company's total revenue. HTL had a profit margin of
3.7% as compare to the Company's profit margin of 30.1%. The management believes
that  the  sales of HTL will have minimal impact in related to the Company's net
profit  for  the fiscal year ended 2004 as the Company will continue to sell and
market  the  products  subsequent  to  the  sale.

Due to the sale of HTL, its operation has been treated as discontinued operation
in  the  financial  statements.

The  following is the new organization chart of the Company as of June 30, 2004:


                            Fantatech Inc. (Delaware)
                                       |
                                       |
                                       | 100%
                                       |
                           Intsys Share Limited (BVI)
                                       |
                                       |
                 ---------------------------------------------
                 |                                           |
                 |                                           |
                 | 70%                                       | 65.41%
          Hytechnology  Inc.                             Shenzhen
               (U.S.)                              Digitainment  Co.  Ltd.
                                                           (PRC)
                                                             |
                                                             |
                                                             | 40%
                                                             |
                                                         Fantatech
                                                     Development  Inc.
                                                           (PRC)


                                       10
<PAGE>
ITEM  2  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

This  quarterly report on Form 10-QSB contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the
Securities Exchange Act of 1934. These statements relate to future events or the
Company's  future  financial  performance. The Company has attempted to identify
forward-looking  statements  by terminology including "anticipates", "believes",
"expects",  "can",  "continue",  "could", estimates", "intends", "may", "plans",
"potential",  "predict",  "should"  or  "will" or the negative of these terms or
other comparable terminology. Although the Company believes that the expectation
reflected  in  the forward-looking statements are reasonable, the Company cannot
guarantee  future  results,  level of activity, performance or achievements. The
Company's  expectations  are  as  of the date this Form 10-QSB is filed, and the
Company  does  not  intend to update any of the forward-looking statements after
the  date  this  quarterly  report  on  Form  10-QSB  is  filed to confirm these
statements  to  actual  results,  unless  required  by  law.

OVERVIEW

Fantatech  Inc.,  formerly Lucas Educational Systems, Inc., (the "Company"), was
incorporated  in  1996.  The  Company  designs,  develops  and  produces hi-tech
entertainment  and  amusement  products.  Its  optimal  integration  team  is
experienced  and  creative  in  software, film production and some comprehensive
serial  products  involved  with  wide  range  field  and  specialty,  including
computer,  video  and  film,  simulation,  artificial  intelligence  and  system
integration.  The  Company has already successfully launched a series of hi-tech
popular  amusement and entertainment products that are presently applied in many
theme parks, entertainment centers and shopping malls worldwide. Many years ago,
the  Company  realized  the  impending  increase  of  scientific  and  technical
requirements  for amusement products as well as the developing trend of multiple
technique application on digital film and virtual reality. After many years, the
Company  has  developed  the capabilities of planning, designing, producing, and
managing  CG  technology  based hi-tech entertainment products, and we are among
the  few hi-tech companies in the world who can create an entire system of large
size  indoor  attraction.

During  the  six  months  ended June 30, 2004, four amusement centers, FantaWild
FunPlex,  were  opened  in  Guangdong,  Hunan  and  Shanxi provinces in PRC. The
Company  will  have three more FunPlex to be opened in the third quarter. One of
them  is  located  in Nanjing, Jiangsu Province and the other two are located in
Dalian,  Liaoning  Province.  In  addition,  the  Company signed agreements with
investors  and plans to open several more FunPlex in other cities of the PRC and
Middle  East  countries.  The  Company  plans  to  open  the FunPlex in Beijing,
Tianjin,  Yantai  (Shandong  Province)  and  Dongguan  (Guangdong  Province).
Furthermore,  the  large  size  attraction, 4D Ride Dino-Rampage, has been under
construction  since  mid-2003  and is nearly done. It is located in Tianjin, PRC
and covers approximately 50,000 square feet. The Company plans to have the grand
opening of the 4D Ride Dino-Rampage on November 2004. Also, the Company plans to
construct  a  Floating Sphere 4D Theater in Beijing during the year of 2004. The
project  in  Beijing  will  cover  approximately  30,000  square  feet.


                                       11
<PAGE>
On  May  12,  2004, the Company's wholly owned subsidiary, Intsys Share Limited,
sold 99% of the issued and outstanding shares of common stock of its subsidiary,
Hytechnology Limited ("HTL"), to Top Link Hi-Tech Development (H.K.) Limited for
$1,277  pursuant  to  the  Bought and Sold Note. There is no direct relationship
between Top Link and the Company, nor Top Link and Intsys, nor Top Link and HTL.
However,  the ultimate ownership of Top Link is Shenzhen Huaqiang Technology Co.
Ltd.,  as it owns 20% interest in Hyvision Digital Film Inc., a related party of
the  Company.  HTL  was  engaged  in  the  sales  and marketing of entertainment
products,  including  the  products of SDCL, a subsidiary of the Company. During
the  fiscal  year  ended December 31, 2003, HTL generated revenue of $860,925 or
15.8% of the Company's total revenue. HTL had a profit margin of 3.7% as compare
to  the Company's profit margin of 30.1%. The management believes that the sales
of  HTL  will have minimal impact in related to the Company's net profit for the
fiscal  year  ended  2004  as  the  Company will continue to sell and market the
products  subsequent  to  the  sale.

Due to the sale of HTL, its operation has been treated as discontinued operation
in  the  financial  statements.

The consolidated financial statements of the Company include the accounts of the
Company  and  its  wholly-owned  and  majority-owned  subsidiaries. All material
intercompany  balances  and  transactions  are  eliminated at consolidation. The
consolidated  financial  statements  have  been  prepared  in  accordance  with
generally accepted accounting principles in the United States of America and are
presented  in  U.S.  Dollars ("$"). The functional currency of the Company's PRC
operations  is  the Chinese Renminbi ("RMB"). The accounts of foreign operations
are  prepared  in  their  local  currency  and are translated into USD using the
applicable  rate  of exchange. Transactions denominated in currencies other than
the  U.S.  Dollars  are  translated into U.S. Dollars at the applicable exchange
rates.  Monetary  assets  and  liabilities  denominated  in other currencies are
translated  into  U.S. Dollars at the applicable rate of exchange at the balance
sheet date. The resulting transaction gains or losses are credited or charged to
the  consolidated  statements  of  operations.

CONSOLIDATED  RESULTS  OF  OPERATIONS

Three  months  ended  June  30,  2004  and  2003:

Revenue
The Company generated revenues of $1,168,471 for the three months ended June 30,
2004,  which  was  a  $813,368  or  229%  increase  from  $355,103  (Adjusted
retroactively due to the sales of HTL) for the three months ended June 30, 2003.
This  is  primarily  due  to the outbreak of SARS in China in May and June 2003.

Gross  profit
Gross  profit  margin  has  decreased to 31% for the three months ended June 30,
2004,  from  55%  (Adjusted retroactively due to the sales of HTL) for the three
months  ended  June 30, 2003. The decrease is due to the decreasing sales of 4-D
theaters,  which  has  a  higher  profit  margin  in  general.


                                       12
<PAGE>
Selling  and  marketing  expenses
Selling  and marketing expenses increased by $77,224 or 117% to $142,995 for the
three  months  ended  June 30, 2004 from $65,771 for the three months ended June
30,  2003.  This  is primarily due to the increase of advertising and trade show
expenses  for  promoting  the  FantaWild  FunPlex and other large size amusement
centers. That leads the Company's sales goes up significantly with comparing the
same  period  in  2004  and  2003.

General  and  administrative  expenses
General and administrative expenses increased by $117,039 or 54% to $333,102 for
the  three  months  ended June 30, 2004 from $216,063 for the three months ended
June 30, 2003. This is primarily due to the increases in salaries and consulting
fees.  Also,  during  the  second  quarter  of 2004, the Company had general and
administrative expenses of approximately $103,000 relating to FDI, which was not
a part of the Company during the three months ended June 30, 2003 because it was
not  formed  until  August  2003.

Loss  from  operations
The Company recorded loss from operations of $115,113 for the three months ended
June  30,  2004  and  loss from operations of $87,730 for the three months ended
June  30,  2003.  The loss increase during the second quarter of 2004 was mainly
because  of  decreasing  gross  profit and increasing general and administrative
expenses.

Other  income  (loss)
There  was no loss on the disposition of fixed assets for the three months ended
June 30, 2004 as compared to a loss of $2,488 on the disposition of fixed assets
for  the  three  months  ended  June  30,  2003.

Interest  expense for the three months ended June 30, 2003 was $30,810 (Adjusted
retroactive due to the sales of HTL) and the Company did not record any interest
expense  for  the three months ended June 30, 2004. This is primarily due to the
fact  that  the  bank  loan of $2,168,675 which was obtained in August 2002, had
been  fully  settled  upon  its  maturity  in  August  2003.

Other  expenses  of  $32,687  and $0 were recorded during the three months ended
June  30,  2004  and  2003, respectively. This is primary due to a non-operating
expenses  occurred  during  the  second  quarter  of  2004.

Interest  income  for  the three months ended June 30, 2004 increased to $26,093
from  $6,016 (Adjusted retroactive due to the sales of HTL) for the three months
ended  June  30,  2003  due  to  the  increase  in cash held in interest-bearing
accounts.

Minority  interests
The  Company recorded a minority interests' share of the loss of $72,376 for the
three  months ended June 30, 2004, as compared to a minority interests' share of
the  loss  of  $29,658  for the three months ended June 30, 2003, to reflect the
interests of the minority shareholders in Hytechnology, Inc. (30%), Hytechnology
Limited  (1%),  SDCL  (34.6%)  and  the  FDI  (60%  of  SDCL).

Income  tax  expenses


                                       13
<PAGE>
The  Company  is subject to income taxes on an entity basis on income arising or
derived  from  the  tax  jurisdiction  in which each entity is domiciled. Intsys
Share  Limited  is not liable for income taxes. The Company's 65.41% owned China
subsidiary,  SDCL, is subject to Enterprise Income Tax in China at a rate of 15%
on  net income. However, based on the local tax rules, SDCL is entitled to a tax
holiday for the first two years of its operations and a 50% reduction of the tax
rate  for  the  third through fifth years (years 2001 - 2003) of operations. The
provisions  for  taxes  on earnings of SDCL were $8,448 and $7,625 for the three
months  ended  June  30,  2004  and  2003,  respectively.

Discontinued  operations
The Company recorded loss from operations of HTL of $284 and $114,697 during the
three  months  ended  June 30, 2004 and 2003, respectively. The Company recorded
gain  on  disposal of HTL of $1,277 during the three months ended June 30, 2004.

Net  loss
The  Company  recorded a net loss of $40,606 for the three months ended June 30,
2004  as  compared to a net loss of $206,773 for the three months ended June 30,
2003.  This  is primarily due to the increase of sales. The Company expects that
the  net  profit for year 2004 can be a bit better than the year 2003's level as
there  will  be  more  FunPlex  and  amusement  centers to open during the year.

Six months ended June 30, 2004 and 2003:

Revenue
The  Company  generated revenues of $2,286,814 for the six months ended June 30,
2004,  which  was  a  $1,238,562  or  118%  increase  from  $1,048,252 (Adjusted
retroactively  due  to the sales of HTL) for the six months ended June 30, 2003.
This  is primarily due to the outbreak of SARS in China in May and June 2003. As
there  will  be more FantaWild FunPlex to be opened during the year, the Company
expects  that  the  revenue  will be a bit more than the prior year's level even
though  there  will  be  less  sales  of  4-D  Theater.

Gross  profit
Gross profit margin has decreased to 32% for the six months ended June 30, 2004,
from  75% for the three months ended June 30, 2003. This is due to the decreases
in  product  sales  to  new  overseas  markets. In general, the price and profit
margin of overseas markets is relatively higher than the local market. Since the
Company  did  not  have  any overseas sales during the period, the profit margin
dropped.

Selling  and  marketing  expenses
Selling and marketing expenses increased by $146,366 or 110% to $279,477 for the
six  months  ended June 30, 2004 from $133,111 for the six months ended June 30,
2003.  This  is  primarily  due  to  the  increase of advertising and trade show
expenses  for  promoting  the  FantaWild  FunPlex and other large size amusement
centers.  That  leads the Company's sales goes up with comparing the same period
in  2004  and  2003.

General  and  administrative  expenses
General and administrative expenses increased by $212,322 or 50% to $640,587 for
the  six months ended June 30, 2004 from $428,265 (Adjusted retroactively due to
the


                                       14
<PAGE>
sales  of  HTL) for the six months ended June 30, 2003. This is primarily due to
the increases in salaries and consulting fees. The Company now has approximately
400  employees  as  comparing  to approximately 300 employees during 2003. Also,
during  the  first  two  quarters  of  2004,  the  Company  had  general  and
administrative expenses of approximately $200,000 relating to FDI, which was not
a  part  of the Company during the six months ended June 30, 2003 because it was
not  formed  until  August  2003.

Loss  from  operations
The  Company  recorded loss from operations of $181,591 for the six months ended
June  30,  2004  and income from operations of $225,024 for the six months ended
June  30,  2003.  This is mainly due to the low profit margin and an increase in
general  and  administrative  expenses.

Other  income  (loss)
There  was  no  loss on the disposition of fixed assets for the six months ended
June 30, 2004 as compared to a loss of $2,571 on the disposition of fixed assets
for  the  six  months  ended  June  30,  2003.

Interest  expense  for  the  six  months ended June 30, 2003 was $60,379 and the
Company  did  not  record any interest expense for the six months ended June 30,
2004.  This  is primarily due to the fact that the bank loan of $2,168,675 which
was  obtained in August 2002, had been fully settled upon its maturity in August
2003.

Other expenses of $46,771 and $34 were recorded during the six months ended June
30, 2004 and 2003, respectively. This is primary due to a non-operating expenses
occurred  during  the  second  quarter  of  2004.

Interest income for the six months ended June 30, 2004 increased to $51,273 from
$20,100  for the six months ended June 30, 2003 due to the increase in cash held
in  interest-bearing  accounts.

Minority  interests
The Company recorded a minority interests' share of the loss of $139,054 for the
six  months  ended  June 30, 2004, as compared to a minority interests' share of
the  income  of  $69,613  for the six months ended June 30, 2003, to reflect the
interests of the minority shareholders in Hytechnology, Inc. (30%), Hytechnology
Limited  (1%),  SDCL  (34.6%)  and  the  FDI  (60%  of  SDCL).

Income  tax  expenses
The  Company  is subject to income taxes on an entity basis on income arising or
derived  from  the  tax  jurisdiction  in which each entity is domiciled. Intsys
Share  Limited  is not liable for income taxes. The Company's 65.41% owned China
subsidiary,  SDCL, is subject to Enterprise Income Tax in China at a rate of 15%
on  net income. However, based on the local tax rules, SDCL is entitled to a tax
holiday for the first two years of its operations and a 50% reduction of the tax
rate  for  the  third through fifth years (years 2001 - 2003) of operations. The
provisions  for  taxes  on earnings of SDCL were $19,889 and $15,009 for the six
months  ended  June  30,  2004  and  2003,  respectively.


                                       15
<PAGE>
Discontinued  operations
The  Company recorded loss from operations of HTL of $284 and $55,966 during the
six months ended June 30, 2004 and 2003, respectively. The Company recorded gain
on  disposal  of  HTL  of  $1,277  during  the  six  months ended June 30, 2004.

Net  loss
The  Company  recorded  a  net loss of $39,205 for the six months ended June 30,
2004  as  compared  to a net income of $42,538 for the six months ended June 30,
2003.  This  is  primarily due to the lower profit margin and higher general and
administrative  expenses.  However,  the Company expects that the net profit for
year  2004  can be a bit better than the year 2003's level as there will be more
FunPlex  and  amusement  centers  to  open  during  the  year.

Financial condition, liquidity, capital resources

For  the  six  months  ended  June 30, 2004, our operations utilized net cash of
$2,447,577,  as compared to generate net cash of $30,661 in the six months ended
June  30,  2003.  This is primarily due to the decrease in income generated from
operations  in 2004 as compared to 2003, the significant increase in inventories
in  2004, the decrease in related party receivable, the significant decreases in
accounts  payable, accrued liabilities and other payables in 2004, offset by the
significant increase in deposits received, and increase in related party payable
in  2004.

As  of  June  30, 2004, we had cash on hand of $2,793,239 and a positive current
ratio  of  2.43.

As  of  June  30,  2003, we had a bank loan of $2,168,675, which was obtained in
August  2002  for  the  purpose  of  financing  a  major  project. The loan bore
interests  at 5.31% per annum and was repayable on August 27, 2003. The loan was
guaranteed  by  Shenzhen  Huaqiang  Holdings  Limited and was fully settled upon
maturity.  The Company did not have any bank loans during the first two quarters
of  2004.

The  Company  did have substantial capital expenditures of $1,539,469 during the
six  months  of  2004 as the Company purchased computer equipments, vehicles and
there  are  all  together  four  FunPlex  were  established.

We  had no significant capital expenditure commitment outstanding as of June 30,
2004.

We anticipate, based on currently proposed plans and assumptions relating to its
existing  operations,  that  our  projected cash flows from operations, combined
with  cash  that  we  expect to generate from the issuance of our securities and
from  borrowings,  will  be sufficient to support our planned operations for the
next  twelve  months.  Depending  on  our rate of growth, we may seek additional
capital  in  the  future  to  support  expansion of operations and acquisitions.


ITEM  3  -  CONTROLS  AND  PROCEDURES

1)   Evaluation  of  Disclosure  Controls  and  Procedures


                                       16
<PAGE>
Disclosure  controls  and  procedures  are  designed  to ensure that information
required  to  be  disclosed in the reports filed or submitted under the Exchange
Act  of  1934  is  recorded, processed, summarized and reported, within the time
periods  specified  in  the  rules  and  forms  of  the  Securities and Exchange
Commission.  Disclosure  controls  and  procedures  include, without limitation,
controls  and  procedures  designed  to ensure that information include, without
limitation, controls and procedures designed to ensure that information required
to  be  disclosed  in  the  reports  filed  under  the  Exchange  Act of 1934 is
accumulated  and  communicated  to  the  Company's  management,  including  its
principal  executive  and  financial  officers,  as appropriate, to allow timely
decisions  regarding  required  disclosure.

As  of  the end of the period covered by this report, the Company carried out an
evaluation,  under  the  supervision and with the participation of the Company's
management,  including  its  principal  executive  and  financial officer of the
effectiveness  of  the design and operation of the Company's disclosure controls
and  procedures. Based upon and as of the date of that evaluation, the Company's
principal  executive  and  financial  officer  concluded  that  the  Company's
disclosure  controls  and  procedures  are  effective to ensure that information
required to be disclosed in the reports that Company files and submits under the
Exchange  Act  of  1934  is  recorded, processed, summarized and reported as and
required.

2)   Changes  in  Internal  Control

There  were  no  changes  in the Company's internal controls or in other factors
that  could have significantly affected those controls subsequent to the date of
the  Company's  most  recent  evaluation.


                                       17
<PAGE>
PART  II  -  OTHER  INFORMATION

ITEM  2  -  CHANGES  IN  SECURITIES
During the six months ended June 30, 2004, we did not issue any shares of common
stock.


ITEM  6  -  EXHIBITS  AND  REPORTS  ON  FORM  8-K

(a)  Exhibits.

Exhibit
Number      Description
-------     -----------
31.1        Certification of the Chief Executive Officer pursuant to Section 302
            of  the  Sarbanes-Oxley  Act  of  2002
31.2        Certification of the Chief Financial Officer pursuant to Section 302
            of  the  Sarbanes-Oxley  Act  of  2002
32.1        Certification  by Chief Executive Officer Pursuant to Rule 13a-14(b)
            and  18  U.S.C.  Section  1350
32.2        Certification  by Chief Financial Officer Pursuant to Rule 13a-14(b)
            and  18  U.S.C.  Section  1350


(b)  Reports  on  Form  8-K

     There  were two reports filed on the Form 8-K during the three months ended
     June  30,  2004.

Form          Filing Date           Description
----          -----------           -----------
8-K           June 21, 2004         A report on item 2, which announced the sale
                                    of  Hytechnology  Limited.

8-K           June  30,  2004       A  report  on  item  5,  which announced the
                                    reverse split of the Company's common stock.


                                       18
<PAGE>
                                   SIGNATURES

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

                                 FANTATECH INC.


Dated:  August 16, 2004                         By  /s/  Guangwei Liang
                                                --------------------------------
                                                Name:  Guangwei  Liang
                                                Title:  Chief  Executive Officer

Dated:  August 16, 2004                         By  /s/  Carl  Yuen
                                                --------------------------------
                                                Name:  Carl  Yuen
                                                Title:  Chief  Financial Officer


                                       19
<PAGE>