UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C., 20549
                                   FORM 10-QSB/A


 (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
                                   ACT OF 1934

                   For the quarter report ended June 30, 2004
                                       or

( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934

                  For the transition period from to ___________

                        Commission File number 000-28581

                             QUANTUM COMPANIES, INC.
   (Exact name of small business issuer as registrant as specified in charter)

                                Nevada 88-0448810
                (State or other jurisdiction of (I.R.S. Employer
               incorporation or organization) Identification No.)

                    122 East Grand Ave., Escondido, CA 92025
                     (Address of principal executive office)

          Registrants telephone no., including area code (760) 741-1128


          Check whether the registrant (1) has filed all reports  required to be
     filed by Section 13 or 15(d) of the Securities  Exchange Act of 1934 during
     the preceding 12 months (or for such shorter period that the registrant was
     required to file such reports),  Yes [X] No [ ] and (2) has been subject to
     such filing requirements for the past 90 days. Yes [ X] No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

   Indicate the number of shares outstanding of each of the issuers classes of
                 common stock, as of the last practicable date.


                         Class                  Outstanding as of June 30, 2004

                       Common Stock, $0.001                 3,085,000




                                        i

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                                TABLE OF CONTENTS


                          PART 1. FINANCIAL INFORMATION

                                  Heading                      Page

Item 1.      Consolidated Financial Statements                   1-2

             Consolidated Balance Sheets June 30, 2004
              And December 31, 2003                              3-4

             Consolidated Statements of Stockholders Equity      5

             Consolidated Statements of Cash Flows for the six months
              Ended June 30, 2004 and 2003                       6

             Notes to Consolidated Financial Statements          7-8

Item 2.      Managements Discussion and Analysis and
              Result of Operations                               9-10

Item 3.      Controls and Procedures                             10


                           PART II. OTHER INFORMATION

Item 1.      Legal Proceedings                                   10

Item 2.      Changes in Securities                               11

Item 3.      Defaults Upon Senior Securities                     11

Item 4.      Submission of Matter to be a Vote of Securities Holders  11

Item 5.      Other Information on Form 8-K                       11

Item 6.      Exhibits and Reports on 8K                          11

               Signatures                                                  S-1

<PAGE>







ii






                          PART 1. FINANCIAL INFORMATION

ITEM 1. Financial Statement

          The accompanying  unaudited financial statements have been prepared in
     accordance with the  instructions for Form 10-QSB pursuant to the rules and
     regulations of the Securities and Exchange  Commission and,  therefore,  do
     not  include  all  information  and  footnotes  necessary  for  a  complete
     presentation of the financial position, results of operations,  cash flows,
     and stockholders  equity in conformity with generally  accepted  accounting
     principles.  In the  opinion  of  management,  all  adjustments  considered
     necessary  for a  fair  presentation  of  the  results  of  operations  and
     financial  position  have been included and all such  adjustments  are of a
     normal recurring nature.

          The unaudited  balance  sheet of the Company as of June 30, 2004,  and
     the related balance sheet of the Company as of December 31, 2003,  which is
     derived from the  Companys  audited  financial  statements,  the unaudited
     statement  of  operations  and cash flows for the six months ended June 30,
     2004 and June 30, 2003 and the  statement  of  stockholders  equity for the
     period of October 15, 1999 to June 30, 2004 are included in this document.

          Operating  results  for the  quarters  ended  June 30,  2004,  are not
     necessarily  indicative  of the results  that can be expected  for the year
     ending December 31, 2004


                                       1
<PAGE>

Armando C. Ibarra, C.P.A.
of Certified Public Accountants
Armando Ibarra, Jr., C.P.A., JD
To the Board of Directors of
Quantum Companies, Inc.



          We have  reviewed  the  accompanying  consolidated  balance  sheets of
     Quantum  Companies,  Inc. and  subsidiaries  as of June 30,  2004,  and the
     related  consolidated  statements of operations  and cash flows for the six
     and three months then ended and from October 15, 1999  (inception)  through
     June 30, 2004.  These financial  statements are the  responsibility  of the
     Companys management.

          We conducted our review in accordance with the standards of the Public
     Company  Accounting  Oversight Board (United  States).  A review of interim
     financial   information   consists   principally  of  applying   analytical
     procedures to financial  data and making  inquiries of persons  responsible
     for financial and accounting  matters.  It is  substantially  less in scope
     than an audit  conducted  in  accordance  with the  standards of the Public
     Company  Accounting   Oversight  Board,  the  objective  of  which  is  the
     expression  of an opinion  regarding the  financial  statements  taken as a
     whole. Accordingly, we do not express such an opinion.

          Based on our review,  we are not aware of any  material  modifications
     that should be made to the accompanying financial statements for them to be
     in conformity with U.S. generally accepted accounting principles.

          As  discussed in Note 2, there is  substantial  doubt that the Company
     may be unable to continue as a going concern.  The  accompanying  financial
     statements do not include any adjustments to the financial  statements that
     might be  necessary  should the  Company be unable to  continue  as a going
     concern.



____________________________
Armando C. Ibarra, CPA-APC

August 12, 2004
Chula Vista, California


                                       2
<PAGE>


                            QUANTUM COMPANIES, INC.
                         (A Development Stage Company)
                          Consolidated Balance Sheets
                                     ASSETS
                                                  As of        As of
                                                  June 30,   December 31,
                                                   2004        2003
Current Assets
Cash                                           $  19,925    $  24,364
Accounts receivable                                2,000        2,000
Trading securities                                 2,100          900
Total Current Assets                              24,025       27,264
Other Assets
Investments in other companies                     2,000            -
Web-site                                           3,420        3,420
Total Other Assets                                 5,420        3,420
TOTAL ASSETS                                   $  29,445    $  30,684
LIABILITIES & STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable                               $     947    $     112
Loan payable - related party                      20,000       20,000
Total Current Liabilities                         20,947       20,112
TOTAL LIABILITIES                                 20,947       20,112
STOCKHOLDERS' EQUITY
Common stock ($.001 par value,
25,000,000 shares authorized;
3,085,000 shares issued and
outstanding as of June 30, 2004
and December 31, 2003, respectively.)              3,085        3,085
Stock subscription receivable                     (1,600)      (1,600)
Additional paid-in capital                       117,765      117,765
Deficit accumulated during development stage    (110,752)    (108,678)
Total Stockholders' Equity                         8,498       10,572
TOTAL LIABILITIES &
STOCKHOLDERS' EQUITY                           $  29,445    $  30,684


                                       3
<PAGE>


                             QUANTUM COMPANIES, INC.
                          (A Development Stage Company)
                      Consolidated Statements of Operations

                                                 Six Months       Six Months
                                                   Ended            Ended
                                                  June 30,         June 30,
                                                    2004             2003
    Revenues                                    $                 $     -
    Operating Expenses
        General & administrative expenses               3,424           13,152
    Total Operating expenses                            3,424           13,152
    Operating Income (Loss)                            (3,424)         (13,152)
    Other Income (Expenses)
        Loss in investment                                  -                -
        Gain (loss) on marketable securities            1,350                -
    Total Other Income (Expenses)                       1,350                -
    Net Income (Loss) from continuing operat$ons       (2,074) $       (13,152)
    Discontinued Operations
    Gain (loss) on operations of apartment building         -                -
    Net Income (Loss)                           $      (2,074)$        (13,152)
    Basic Income (Loss) Per Share               $       (0.00) $         (0.00)
    Weighted average number of
      common shares outstanding                     3,085,000        2,810,000














                                                 Three Months    Three Months
                                                   Ended            Ended
                                                  June 30,         June 30,
                                                  2004              2003
Revenues                                              $     -       $      -
Operating Expenses
General & administrative expenses                       1,372         12,601
Total Operating expenses                                1,372         12,601
Operating Income (Loss)                                (1,372)       (12,601)
Other Income (Expenses)
Loss in investment                                          -              -
Gain (loss) on marketable securities                    1,350              -
Total Other Income (Expenses)                           1,350              -
Net Income (Loss) from continuing operat$ons      $       (22)   $   (12,601)
Discontinued Operations
Gain (loss) on operations of apartment building             -              -
Net Income (Loss)                                 $       (22)   $   (12,601)
Basic Income (Loss) Per Share                     $     (0.00)   $     (0.00)
Weighted average number of
common shares outstanding                           3,085,000      2,936,105





                                                   October 15, 1999
                                                    (Inception)
                                                      through
                                                     June 30,
                                                       2004
    Revenues                                        -
Operating Expenses
General & administrative expenses                    26,258
Total Operating expenses                             26,258
Operating Income (Loss)                             (26,258)
Other Income (Expenses)
Loss in investment                                   (3,000)
Gain (loss) on marketable securities                    450
Total Other Income (Expenses)                        (2,550)
Net Income (Loss) from continuing operat$ons      $ (28,808)
Discontinued Operations
Gain (loss) on operations of apartment building     (81,944)
Net Income (Loss)                                 $(110,752)
Basic Income (Loss) Per Share
Weighted average number of
common shares outstanding




                                       4
<PAGE>


                             QUANTUM COMPANIES, INC.
                          (A Development Stage Company)
       Consolidated Statement of Changes in Stockholders' Equity (Deficit)
             From October 15, 1999 (inception) through June 30, 2004


                                                                  Common
                                                    Common         Stock
                                                     Stock        Amount


Beginning balance, October 15, 1999                          -           $ -

Common stock issued on October 15, 1999 for
organization costs @ $0.01 per share                   100,000           100

Net income,  December 31, 1999

Balance,  December 31, 1999                            100,000           100

Common stock issued on September 5, 2000 in
connection with a private placement valued @ $0.01
per share (less $5,000 stock subscription)           1,550,000         1,550

Common stock issued on September 5, 2000 for
subscription receivable @ $0.01 per share              160,000           160

Net loss,  December 31, 2000

Balance,  December 31, 2000                          1,810,000         1,810

Common stock issued on March 1, 2001 in
connection with a real estate purchase contract valued
 @ $0.10 per share                                   1,000,000         1,000

Net loss,  December 31, 2001

Balance,  December 31, 2001                          2,810,000         2,810

Stock subscription received on April 30, 2002

Net loss,  December 31, 2002

Balance,  December 31, 2002                          2,810,000         2,810

Common stock issued on April 9, 2003 for
directors fees valued @ $0.01 per share                175,000           175

Common stock issued on April 9, 2003 to

Corporate Capital valued @ $0.01 per share             100,000           100

Net loss,  December 31, 2003

Balance,  December 31, 2003                          3,085,000         3,085

Net loss,  June 30, 2004

Balance, June 30, 2004                               3,085,000       $ 3,085






                                                     Additional       Stock
                                                      Paid In     Subscription
                                                      Capital      Receivable


Beginning balance, October 15, 1999                           $ -        $ -

Common stock issued on October 15, 1999 for
organization costs @ $0.01 per share                          900

Net income, December 31, 1999

Balance, December 31, 1999                                    900          -

Common stock issued on September 5, 2000 in
connection with a private placement valued @ $0.01
per share (less $5,000 stock subscription)                 13,950     (5,000)

Common stock issued on September 5, 2000 for
subscription receivable @ $0.01 per share                   1,440     (1,600)

Net loss, December 31, 2000

Balance, December 31, 2000                                 16,290     (6,600)

Common stock issued on March 1, 2001 in
connection with a real estate purchase contract valued
@ $0.10 per share                                          99,000

Net loss, December 31, 2001

Balance, December 31, 2001                                115,290     (6,600)

Stock subscription received on April 30, 2002                          5,000

Net loss, December 31, 2002

Balance, December 31, 2002                                115,290     (1,600)

Common stock issued on April 9, 2003 for
directors fees valued @ $0.01 per share                     1,575

Common stock issued on April 9, 2003 to

Corporate Capital valued @ $0.01 per share                    900

Net loss, December 31, 2003

Balance, December 31, 2003                                117,765     (1,600)

Net loss, June 30, 2004

Balance, June 30, 2004                                   $117,765   $ (1,600)





                                                             Deficit
                                                          Accumulated
                                                            During       Total
                                                         Developement
                                                            Stage

Beginning balance, October 15, 1999                            $ -          $ -

Common stock issued on October 15, 1999 for
organization costs @ $0.01 per share                             -        1,000

Net income, December 31, 1999                                    -

Balance, December 31, 1999                                       -        1,000

Common stock issued on September 5, 2000 in
connection with a private placement valued @ $0.01
per share (less $5,000 stock subscription)                       -       10,500

Common stock issued on September 5, 2000 for
subscription receivable @ $0.01 per share                        -            -

Net loss, December 31, 2000                                 (1,000)      (1,000)

Balance, December 31, 2000                                  (1,000)      10,500

Common stock issued on March 1, 2001 in
connection with a real estate purchase contract valued
@ $0.10 per share                                                -      100,000

Net loss, December 31, 2001                                 (8,304)      (8,304)

Balance, December 31, 2001                                  (9,304)     102,196

Stock subscription received on April 30, 2002                    -
Net loss, December 31, 2002                                (81,505)     (81,505)

Balance, December 31, 2002                                 (90,809)      25,691

Common stock issued on April 9, 2003 for
directors fees valued @ $0.01 per share                          -        1,750

Common stock issued on April 9, 2003 to

Corporate Capital valued @ $0.01 per share                       -        1,000

Net loss, December 31, 2003                                (17,869)     (17,869)

Balance, December 31, 2003                                (108,678)      10,572

Net loss, June 30, 2004                                     (2,074)      (2,074)

Balance, June 30, 2004                                   $(110,752)   $   8,498



                                       5
<PAGE>

             QUANTUM COMPANIES, INC.
          (A Development Stage Company)
      Consolidated Statements of Cash Flows

                                              Six Months   Six Months
                                                Ended        Ended
                                              June 30,     June 30,
                                                  2004         2003
    CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)                               $ (2,074)   $(13,152)
Adjustments to reconcile net loss to net cash
used in operating activities:
Net loss from sale of disposable asset                 -           -
(Increase) decrease in assets:
Accounts receivables                                   -      (1,000)
Investment in trading securities                  (1,200)          -
Increase (decrease) in liabilities:
Payables & current liabilities                       835           -
Common stock issued for services                       -       2,750
Net cash provided by (used in)
operating activities                              (2,439)    (11,402)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of disposable asset and improvements          -           -
Sale of disposable asset                               -           -
Costs of selling disposable asset                      -           -
Investment in other companies                     (2,000)          -
Website development                                    -      (2,323)
Net cash provided by (used in)
investing activities(                              2,000)     (2,323)
CASH FLOWS FROM FINANCING ACTIVITIES
Change in stock subscription                           -           -
Change in loans payable                                -           -
Change in common stock                                 -           -
Change in paid in capital                              -           -
Net cash provided by (used in)
financing activities                                   -           -
Net increase (decrease) in cash                   (4,439)    (13,725)
Cash at beginning of period                       24,364      16,458
Cash at end of period                           $ 19,925    $  2,733
Supplemental Cash Flows Disclosures:
Gain on valuation of trading securities         $  1,200 $         -
Cash paid during period for income taxes $             - $         -
Schedule of Non-Cash Activities:
Common stock issued for services             $         -    $  2,750












                                                Three Months Three Months
                                                   Ended       Ended
                                                  June 30,     June 30,
                                                   2004         2003
    CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)                               $    (22)   $(12,601)
Adjustments to reconcile net loss to net cash
used in operating activities:
Net loss from sale of disposable asset                 -           -
(Increase) decrease in assets:
Accounts receivables                                   -           -
Investment in trading securities                  (1,350)          -
Increase (decrease) in liabilities:
Payables & current liabilities                       835           -
Common stock issued for services                       -           -
Net cash provided by (used in)
operating activities                                (537)    (12,601)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of disposable asset and improvements          -           -
Sale of disposable asset                               -           -
Costs of selling disposable asset                      -           -
Investment in other companies                     (2,000)          -
Website development                                    -           -
Net cash provided by (used in)
investing activities                              (2,000)          -
CASH FLOWS FROM FINANCING ACTIVITIES
Change in stock subscription                           -           -
Change in loans payable                                -           -
Change in common stock                                 -           -
Change in paid in capital                              -           -
Net cash provided by (used in)
financing activities                                   -           -
Net increase (decrease) in cash                   (2,537)    (12,601)
Cash at beginning of period                            8      22,462
Cash at end of period                           $ 19,925    $  2,733
Supplemental Cash Flows Disclosures:
Gain on valuation of trading securities         $   1,350 $         -
Cash paid during period for income taxes        $      -  $        -
Schedule of Non-Cash Activities:
Common stock issued for services                $      -  $         -







                                                 October 15, 1999
                                                  (Inception)
                                                   through
                                                   June 30,
                                                    2004
    CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)                               $(110,752)
Adjustments to reconcile net loss to net cash
used in operating activities:
Net loss from sale of disposable asset             85,370
(Increase) decrease in assets:
Accounts receivables                               (2,000)
Investment in trading securities                   (2,100)
Increase (decrease) in liabilities:
Payables & current liabilities                        947
Common stock issued for services                    2,750
Net cash provided by (used in)
operating activities                              (25,785)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of disposable asset and
improvements                                     (403,351)
Sale of disposable asset                          350,000
Costs of selling disposable asset                 (32,019)
Investment in other companies                      (2,000)
Website development                                (3,420)
Net cash provided by (used in)
investing activities                              (90,790)
CASH FLOWS FROM FINANCING ACTIVITIES
Change in stock subscription                       (1,600)
Change in loans payable                            20,000
Change in common stock                              2,810
Change in paid in capital                         115,290
Net cash provided by (used in)
financing activities                              136,500
Net increase (decrease) in cash                    19,925
Cash at beginning of period                             -
Cash at end of period                           $  19,925
Supplemental Cash Flows Disclosures:
Gain on valuation of trading securities
Cash paid during period for income taxes
Schedule of Non-Cash Activities:
Common stock issued for services




                                       6
<PAGE>


NOTE 1.   CONDENSED FINANCIAL STATEMENTS

The  accompanying  June 30, 2004  consolidated  financial  statements  have been
prepared  by the  Company  without  audit.  In the  opinion of  management,  all
adjustments  (which  include  only normal  recurring  adjustments)  necessary to
present fairly the financial  position,  results of operations and cash flows at
June 30, 2004 and 2003 and for all  periods  presented  have been made.  Certain
information and Footnote  disclosures  normally included in financial statements
prepared in accordance  with  accounting  principles  generally  accepted in the
United States of America have been  condensed or omitted.  It is suggested  that
these condensed  financial  statements be read in conjunction with the financial
statements and notes thereto included in the Companys December 31, 2003 audited
consolidated  financial statements.  The results of operations for periods ended
June 30, 2004 and 2003 are not necessarily  indicative of the operating  results
for the full years.


NOTE 2.   GOING CONCERN

The Company's  consolidated  financial  statements are prepared using  generally
accepted accounting principles applicable to a going concern, which contemplates
the realization of assets and liquidation of liabilities in the normal course of
business.  However, the Company has no current source of revenue. The Company is
in the  development  stage and is currently  implementing  their  business plan.
Without  realization of additional capital, it would be unlikely for the Company
to continue  as a going  concern.  It is  managements  plan to seek  additional
capital through sale of its securities through private  placements.  There is no
guarantee that the Company will be able to raise any capital through any type of
offerings.


NOTE 3.   ORGANIZATION AND DESCRIPTION OF BUSINESS

Quantum  Companies,  Inc. (the Company) was  incorporated  under the laws of the
State of Nevada on October  15,  1999.  The Company  was  incorporated  with the
intent of  acquiring  real  estate  property.  On January  30,  2001 the Company
entered  into an agreement to purchase a 7-unit  apartment  building  from Triad
Industries,  Inc. a publicly traded company.  The Company purchased the property
for $399,000 of which $100,000 was paid by the issuance of the Companys  common
stock,  by issuing  1,000,000  shares at $.10 per share.  Due to logistics,  the
property was sold on August 13, 2002 for  $350,000 to an unrelated  third party.
Therefore the real estate  operation is presented as a  discontinued  operation.
The  Company  received  cash  proceeds  of  about  $27,000  from the sale of the
property,  which it has approximately  used $6,095 to develop Eshop Communities,
Inc. (referred to hereafter as Eshop).

The Company has issued 3,085,000 shares of $0.001 par value common stock.




                                       7
<PAGE>


NOTE 3.   ORGANIZATION AND DESCRIPTION OF BUSINESS - CONTINUED

The Company operates through its two subsidiaries: Eshop of California and Eshop
of Nevada.

Eshop,  Inc., was incorporated in California on August 23, 2002 and in Nevada on
September  12, 2002.  Eshop is an operating  subsidiary  of the Company that has
developed an online  marketing  portal that is geared toward  smaller  business
that cannot afford large marketing budgets to give them an advertising presence.
Eshop  charges  the  merchant a fee to put them in the online  portal that Eshop
then promotes this portal to the local community. The merchants have the ability
to  promote  themselves  on the  portal by having  an info  page,  link to their
website, and a printable coupon.





                                       8
<PAGE>


ITEM 2. Managements  Discussion and Analysis of Financial  Condition and Results
of Operations

Liquidity and Capital Resources

          As of June 30, 2004, the Company has $24,025 in total current  assets,
     compared to total  current  assets of $27,264 as of December 31, 2003.  The
     major  factor in the  reduction  of  current  assets was the use of cash in
     operations to fund the  implementation  of the Companys  business plan and
     the  investment  of $2,000 in United  States  Tourist  Attractions.com.  It
     should be noted that the Companys  President,  Michael Kelleher owns forty
     five (45) percent of United States Tourist Attractions.com.  Currently, the
     current  assets  are  comprised  of  $19,925  in cash,  $2,000 in  accounts
     receivable, and $2,100 in trading securities.

          As of June  30,  2004,  the  Company  has  $20,947  in  total  current
     liabilities  which is $835 more than December 31, 2003. The increase is due
     to general and administrative  charges that were accrued.  Also, ncluded in
     the current  liabilities  is a note  payable to Triad  Industries,  Inc. It
     should be noted that Mr. Kelleher and Ms. Bryson,  are officers / directors
     of Triad  Industries,  Inc., a publicly traded company that owns 100% of RB
     Capital & Equities,  Inc.,  Gam  Properties,  Inc.  and  Corporate  Capital
     Formation,  Inc. The loan is non-  interest  bearing and payment terms have
     not been set.  It should be noted  that  Triad  Industries,  Inc.  and its
     wholly owned  subsidiaries  own 39% of the outstanding  common stock of the
     Company or 1,210,000 common shares of 3,085,000 common shares  outstanding.
     The  primary  purpose of the loan was to give the  Company  the  ability to
     enact its  business  plan.  It is important to realize that the loan can be
     accelerated and due immediately. However, in the opinion of management this
     is highly  unlikely.  If the loan was  accelerated  and the Company did not
     have the ability to repay the note,  Triad  Industries,  Inc would have the
     rights of an unsecured creditor.  The management of Triad Industries,  Inc.
     has  agreed to allow the  Company  to repay the note with  common  stock if
     there  is not  sufficient  cash.  Management  anticipates  if the  note was
     converted before the Companys  common stock trades  publicly,  it would be
     converted  at  approximately  $.015  per share or  1,333,333  shares of the
     Companys  common  stock.  If the  note was  converted  after  the  Company
     commences  trading,  management  would look to use the trading price of the
     Companys common stock.

Results of Operations

          For the three months ending June 30, 2004,  the Company had a net loss
     of $22 compared to a net loss of $12,601 for the same period of 2003.  This
     $12,579  decrease  in the net loss  stems  from the  implementation  of the
     Companys  business plan not going as planned.  Management had  anticipated
     the burn rate to be about two thousand  dollars a month when it had hired a
     portal  master  and  started  submitting  the  website  to search  engines.
     However,  the Company has not yet  contracted  with a portal  master due to
     unforeseen  circumstances.  The  portal  master  the  Company  had  been in
     conversation  with had to relocate to the east coast for personal  reasons.
     It should be noted that this  individual is due back in late August and the
     Company is  planning  to use their  services  then.  Furthermore,  the test
     marketing  of the  Companys  portal did not go well.  Management  is still
     trying to determine if the results would be constant in any community or if
     the region where the product was tested the local  business  community  was
     not ready for this type of service.

          The  Company  had zero  revenues  from the  advertising  portal  since
     inception therefore no comparative information is presented.

Net Operating Loss

          The Company has  accumulated  approximately  $110,752 of net operating
     loss carryforwards as of June 30, 2004, which may be offset against taxable
     income and incomes taxes in future years. However, of


                                       9
<PAGE>

          this  accumulated  net  operating  loss $81,944 was from the sale of a
     discontinued operation. The loss from the discontinued operation can not be
     used to offset future  income.  The use of these to losses to reduce future
     incomes taxes will depend on the  generation of sufficient  taxable  income
     prior to the expiration of the net loss  carryforwards.  The  carryforwards
     expire in the year 2024. In the event of certain  changes in control of the
     Company, there will be an annual limitation on the amount of carryforwards,
     which can be used.

Sale of Common Capital Stock

            None.

Risk Factors and Cautionary Statements

          Forward-looking  statements  in this  report are made  pursuant to the
     safe harbor provisions of the Private  Securities  Litigation Reform Act of
     1995.  The Company  wished to advise readers that actual results may differ
     substantially  from  such   forward-looking   statements.   Forward-looking
     statements  involve  the risk and  uncertainties  that could  cause  actual
     results  to differ  materially  from those  expressed  on or implied by the
     statements, including, but not limited to the following: the ability of the
     Company  to  successfully  meet its cash and  working  capital  needs,  the
     ability of the Company to successfully market its product,  and other risks
     detailed in the Companys  periodic  report filings with the Securities and
     Exchange Commission.

Item 3. Controls and Procedures

          The Companys management,  including our President and Chief Financial
     Officer,  have conducted an evaluation of the  effectiveness  of the design
     and operation of our disclosure controls and procedures (as defined in Rule
     13a-14(c)  promulgated  under  the  Securities  Exchange  Act of  1934,  as
     amended)  as of the  quarter  ended  June 30,  2004,  the end of the period
     covered by this report.  Based upon that  evaluation,  our Chief  Executive
     Officer and Chief  Financial  Officer have  concluded,  that our disclosure
     controls and procedures are effective for timely  gathering,  analyzing and
     disclosing the information we are required to disclose in our reports filed
     under the Securities Exchange Act of 1934, as amended.


                                           PART II OTHER INFORMATION

 ITEM 1. LEGAL PROCEEDINGS

          The Company is not a party to any material  pending legal  proceedings
     and no such action by, or to the best of its knowledge, against the Company
     has been threatened.

          However,  it should be noted that the Company has become  aware of the
     fact that another  entity has  trademarked  the name  Eshop.  The Company
     received the opinion from legal  counsel that the  likelihood of successful
     litigation  against the Company to stop using the name Eshop  would be in
     his  opinion  fifty-  fifty.  To  head  off a  further  potential  problem,
     management has decided to rename the operating subsidiary. Currently no new
     name has been proposed.  Management will evaluate in the next 60 days names
     that  identify  the business  plan the Company is trying to enact.  At that
     time, management will acquire the appropriate web domains and will file the
     appropriate documents to enact the name change



                                       10
<PAGE>


ITEM 2. CHANGES IN SECURITIES

            None.

As of June 30, 2004, the Company has 3,085,000 shares of common stock issued and
outstanding.

 ITEM 3. DEFAULTS UPON SENIOR SECURITES

            None.



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

            None.

ITEM 5. OTHER INFORMATION

            None.

ITEM 6. EXHIBITS AND REPORTS ON 8-K

a.       33.1 302 Certification of the President
b.       33.2 302 Certification of the CFO
c.       99.1 906 Certification of Michael Kelleher
d.       99.2 906 Certification of Linda Bryson




                                       11
<PAGE>





                                   SIGNATURES

     In accordance with the requirements of the Securities Exchange Act of 1934,
the registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.



                                                     UANTUM COMPANIES, INC.


                                             Dated: August 12, 2004
                                             By:/S/ Michael Kelleher
                                               Michael Kelleher
                                               President, Director



                                             Dated: August 12, 2004
                                             By:/S/ Linda Bryson
                                               Linda Bryson
                                               Sec. / Treas., CFO, Director












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