SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

                                   (Mark One)

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

                   For the quarterly period ended May 31, 2004

                                       OR

  [    ]TRANSITION REPORT UNDER SECTION 13 OF 15(D) OF THE EXCHANGE ACT OF 1934

          From the transition period from ___________ to ____________.

                         Commission File Number 0-29439
                                                -------


                            TWISTEE TREAT CORPORATION
                            -------------------------
        (Exact name of small business issuer as specified in its charter)

                               Delaware 43-1796315
                               -------------------
    (State or other jurisdiction of incorporation or organization)(IRS Employer
                               Identification No.)


                 2983 Ravenswood Rd., Fort Lauderdale, FL 33312
                 ----------------------------------------------
                    (Address of principal executive offices)

                                  (877) 667-9377
                                  --------------
                           (Issuer's telephone number)

                                      N/A
                                      ---
     (Former name, former address and former fiscal year, if changed since last
report)

     Indicate by check mark whether the registrant (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:
         --

As of July 20, 2004 7,577,795 shares of Common Stock of the issuer were
outstanding.

<PAGE>

                            TWISTEE TREAT CORPORATION
                                   FORM 10-QSB

                                      INDEX

                                     PART I

Item 1.     Financial Statements                                               3

Item 2.     Management's Discussion and Analysis of Financial Condition and
            Results of Operations                                              7


                                    PART II

Item 1.     Legal Proceedings                                                  9

Item 6.     Exhibits and Reports on Form 8-K                                  10

     Signatures                                                               11

<PAGE>

<TABLE>
<CAPTION>

                            TWISTEE TREAT CORPORATION
                                  BALANCE SHEET
                                  May 31, 2004


ASSETS
<S>                                                              <C>
Current assets
  Cash                                                           $       141
                                                                 ------------
    Total current assets                                                 141

Property and equipment, net                                           53,748
                                                                 ------------
                                                                 $    53,889
                                                                 ============


LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
  Accounts payable and accrued expenses                          $   194,552
  Advances - shareholders                                             37,000
  Note payable - shareholders                                         20,000
                                                                 ------------
    Total current liabilities                                        251,552
                                                                 ------------

Commitments and contingencies

STOCKHOLDERS' DEFICIT:
  Preferred stock, $.0001 par value, 10,000,000
    authorized, no shares issued and outstanding                           -
  Common stock, $.0001 par value, 50,000,000 shares authorized,
    7,577,795 shares issued and outstanding                              758
Additional paid in capital                                         3,900,274
Accumulated deficit                                               (3,998,695)
                                                                 ------------
                                                                     (97,663)
Less: subscriptions receivable                                      (100,000)
                                                                 ------------
  Total Stockholders' Deficit                                       (197,663)
                                                                 ------------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                      $    53,889
                                                                 ============
</TABLE>

                                      -3-
<PAGE>

<TABLE>
<CAPTION>

                                TWISTEE TREAT CORPORATION
                                 STATEMENTS OF EXPENSES


                                        THREE MONTHS ENDED        SIX MONTHS ENDED
                                              MAY 31,                  MAY 31,
                                        2004         2003         2004         2003
                                     -----------  -----------  -----------  -----------
<S>                                  <C>          <C>          <C>          <C>
Operating expenses:
  Payroll and contractual expense    $        -   $   20,000   $        -   $   44,855
  Depreciation and amortization           5,375        6,948       10,750       13,896
    expense
  Consulting expense                          -       11,600       30,000       45,800
  Other general and administrative       13,792        2,546       31,276        5,586
                                     -----------  -----------  -----------  -----------
                                         19,167       41,094       72,026      110,137
                                     -----------  -----------  -----------  -----------

Loss from operations                    (19,167)     (41,094)     (72,026)    (110,137)

Interest expense                         (1,340)           -       (2,680)           -
                                     -----------  -----------  -----------  -----------

Net loss                             $  (20,507)  $  (41,094)  $  (74,706)  $ (110,137)
                                     ===========  ===========  ===========  ===========

Basic and diluted loss per common    $    (0.00)  $    (0.01)  $    (0.01)  $    (0.03)
                                     ===========  ===========  ===========  ===========
  share

Weighted average shares outstanding   7,577,795    5,009,969    6,714,407    4,136,916
                                     ===========  ===========  ===========  ===========
</TABLE>

                                      -4-
<PAGE>

<TABLE>
<CAPTION>

                            TWISTEE TREAT CORPORATION
                            STATEMENTS OF CASH FLOWS


                                                                   For the Six Months
                                                                        May 31,
                                                                        -------
                                                                   2004        2003
                                                                 ---------  ----------
<S>                                                              <C>        <C>
CASH FLOWS FROM OPERATING ACTIVITES:
  Net loss                                                       $(74,706)  $(110,137)
    Adjustments to reconcile net loss to cash used in operating
      activities:
        Depreciation and amortization                              10,750      13,896
        Common stock and options for services                      30,000           -
Changes in operating assets and liabilities:
  Accounts payable and accrued expenses                             2,680      (7,248)
                                                                 ---------  ----------

NET CASH USED IN OPERATING ACTIVITIES                             (31,276)   (103,489)
                                                                 ---------  ----------

CASH FLOWS FROM FINANCING ACTIVITES:
  Proceeds from the sale of common stock                           30,000      92,960
                                                                 ---------  ----------

NET CASH PROVIDED BY FINANCING ACTIVITIES                          30,000      92,960
                                                                 ---------  ----------

NET DECREASE IN CASH                                               (1,276)    (10,529)

Cash, beginning of period                                           1,417      15,962
                                                                 ---------  ----------
Cash, end of period                                              $    141   $   5,433
                                                                 =========  ==========

SUPPLEMENTAL CASH FLOW INFORMATION:
  Interest paid                                                  $      -   $       -
  Income taxes paid                                              $      -   $       -
</TABLE>

                                      -5-
<PAGE>

                            TWISTEE TREAT CORPORATION
                          NOTES TO FINANCIAL STATEMENTS

NOTE 1 - PRESENTATION

The balance sheet of the Company as of May 31, 2004, the related statements of
operations for the three months and six months ended May 31, 2004 and 2003 and
the statements of cash flows for the six months ended May 31, 2004 and 2003
included in the financial statements have been prepared by the Company without
audit.  In the opinion of management, the accompanying financial statements
include all adjustments (consisting of normal, recurring adjustments) necessary
to summarize fairly the Company's financial position and results of operations.
The results of operations for the six months ended May 31, 2004 are not
necessarily indicative of the results of operations for the full year or any
other interim period.  The information included in this Form 10-QSB should be
read in conjunction with Management's Discussion and Analysis and Financial
Statements and notes thereto included in the Twistee Treat Corporation's
November 30, 2003 Form 10-KSB.


NOTE 2 - COMMON STOCK

During February 2004, the Company issued 1,000,000 shares of common stock for
$0.03 per share for cash.

In February 2004, Twistee Treat entered into an exclusive agreement with a
corporate advisor to provide financial, merger and acquisition and corporate
strategy services for an indefinite period, either party may terminate the
agreement with 6 months notice.  In connection with the agreement, Twistee Treat
has paid $20,000 and issued 1,000,000 shares of common stock and 300,000
warrants with an exercise price of $0.085.  The services were valued at $30,000.
The warrants expire in January 2007 and have a cashless feature.

                                      -6-
<PAGE>

Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS

This report contains forward looking statements within the meaning of Section
27A of the Securities Act of 1933, as amended and Section 21E of the Securities
Exchange Act of 1934, as amended. The Company's actual results could differ
materially from those set forth on the forward looking statements as a result of
the risks set forth in the Company's filings with the Securities and Exchange
Commission, general economic conditions, and changes in the assumptions used in
making such forward looking statements.

GENERAL OVERVIEW

Overview.

Twistee Treat operated and franchised soft-serve ice cream desserts and an
assortment of other foods and beverages in its proprietary, cone-shaped
buildings and kiosks.  Incorporated in Missouri in 1997, we redomiciled by
merger into a Delaware corporation in June of 1999 with the name Twistee Treat
Corporation.  On April 6, 2000, we purchased a publicly-reporting Nevada
corporation, Perfection Plus, Inc., as described more fully in our Form 8-K
filed with the Securities and Exchange Commission on April 8, 2000, and as
subsequently amended.  During the six months ended May 31, 2004, the Company did
not have any operations and had three inactive franchises.


RESULTS OF OPERATIONS

THREE MONTHS ENDED MAY 31, 2004 COMPARED TO THREE MONTHS ENDED MAY 31, 2003

There were no net sales for the three and six months ended May 31, 2004 and
2003, respectively.  Twistee is pursuing strategic partners or merger
candidates.

Operating expenses for the three months ended May 31, 2004 decreased by $21,927
or 53% to $19,167 from $41,094 for the corresponding period of the prior year.
The decrease is attributable to the Company replacing its President and reducing
salaries as well as a reduction of legal and professional fees.

For the six month period ending May 31, 2004 operating expenses decreased
$38,111 or 35% to $72,026 from $110,137 for the corresponding period of the
prior year. The decrease is attributable to a decrease in consulting,
professional fees and salaries.

Net loss for the three months ended May 31, 2004 decreased by $20,587 to a loss
of $20,507 from a loss of $41,094 for the corresponding period of the prior
year.  For the three months ended May 31, 2004 and 2003 the Company did not
record a tax benefit.

For the six months ended May 31, 2004, the net loss decreased $35,431 to a loss
of $74,706 from a net loss of $110,137 for the corresponding period of the
previous year.  The Company's did not record a tax benefit for the six months
ended May 31, 2004 and 2003.

                                      -7-
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

At May 31, 2004, Twistee Treat has negative working capital of $251,411 compared
to negative working capital of $247,452 at November 30, 2003.

Net cash provided by operating activities decreased to $31,276 from $103,489.
Twistee Treat received $30,000 from the sale of its common stock for the six
months ended May 31, 2004.  The Company utilized those proceeds to pay current
expenses.

The Company has no credit line or other bank debt, and has generated its cash
from the sale of its common stock.  At May 31, 2004, the Company had a
stockholders' deficit of $197,663, a decrease of approximately 8% from $182,954
of stockholders' deficit existing at November 30, 2003.

As reflected in the accompanying financial statements and at May 31, 2004, the
Company has a working capital deficit of $251,411 and a net loss from operations
of $72,026 for the six months ended May 31, 2004.  The Company's operations are
not sufficient to finance its growth.  The ability of the Company to continue as
a going concern is dependent upon its ability to raise additional capital and
implement its business plan.  The Company anticipates issuing additional debt
and equity securities and reducing operating overhead.  Management believes that
actions presently taken to improve its future operations and obtain additional
funding provide the opportunity for the Company to continue as a going concern.

Factors That May Affect Future Results

Dependence Upon External Financing:  The Company has been building its business
through revenues generated from operations, supplemented by the sale of its
capital common stock.  The ability of the Company to continue to grow and expand
its business is highly dependent upon the ability of the Company to continue to
raise external financing, from the sale of equity and/or the incurrence of debt.
If the Company were unable to obtain debt and/or equity financing upon terms
that were sufficiently favorable to the Company, or at all, it would have a
materially adverse impact upon the ability of the Company to continue to expand
its business and operations, or to implement its business plan as now
contemplated by the Company.

Reliance on Key Management:  The success of the Company is highly dependent upon
the continued services of James A. Tilton, its President and Chief Financial
Officer, who is the primary person responsible for building the Company's
renewed franchises, regional development and licensing business.  If he were to
leave the Company, it could have a materially adverse effect upon the business
and operations of the Company.

                                      -8-
<PAGE>

CRITICAL ACCOUNTING POLICIES

Our discussion and analysis of our financial condition and results of operations
is based upon our audited financial statements, which have been prepared in
accordance with accounting principals generally accepted in the United States.
The preparation of these financial statements requires us to make estimates and
judgments that affect the reported amounts of assets, liabilities, revenues and
expenses, and related disclosure of any contingent assets and liabilities.  On
an on-going basis, we evaluate our estimates, including those related to
uncollectible receivable, investment values, income taxes, the recapitalization
and contingencies.  We base our estimates on various assumptions that we believe
to be reasonable under the circumstances, the results of which form the basis
for making judgments about carrying values of assets and liabilities that are
not readily apparent from other sources.  Actual results may differ from these
estimates under different assumptions or conditions.

We believe the following critical accounting policies affect our more
significant judgments and estimates used in the preparation of our financial
statements:

Impairment of Long-Lived Assets

Property and equipment are stated at cost less accumulated depreciation.  Major
renewals and improvements are capitalized; minor replacements, maintenance and
repairs are charged to current operations. Depreciation is computed by applying
the straight-line method over the estimated useful lives of machinery and
equipment (10 years).  Twistee performs reviews for the impairment of long-lived
assets whenever events or changes in circumstances indicate that the carrying
amount of an asset may not be recoverable.


OTHER INFORMATION

ITEM 1: Legal Proceedings

Twistee Treat has a dispute with a law firm regarding past due fees. The law
firm Feldhake, August & Roquemore LLP received a default judgment for $16,349.94
composed of principal and interest on May 28, 2002 in the Superior Court of
California, County of Orange styled as case number 01HL04797.

Twistee Treat filed a lawsuit on February 5, 2003 against 3866955 Canada Inc.,
Liptok, Inc., Twistee Treat Canada, 3585468 Canada, Inc., Andrew Evans and
Twisters Ice Cream in the United States District Court in the Southern District
of Florida styled as cause number 03-60168. The Company is seeking a declaratory
judgment with respect to the sole and exclusive right to a trademark and service
mark relating to a building design. Among the other causes of action brought by
the Company include the following: falsity and fraud in trademark application;
federal trademark infringement; trade dress infringement; unfair competition and
false designation of origin; common law trademark, trade name infringement and
unfair competition; and domain infringement.

                                      -9-
<PAGE>

ITEM 3.   CONTROLS AND PROCEDURES

Our principal executive officer and principal financial officer evaluated the
effectiveness of our disclosure controls and procedures as (as such term is
defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of
1934, as amended) as of the end of the period covered by this report. Based on
this evaluation, our principal executive officer and principal financial officer
have concluded that our controls and procedures are effective in providing
reasonable assurance that the information required to be disclosed in this
report is accurate and complete and has been recorded, processed, summarized and
reported as of the end of the period covered by this report. During the fiscal
quarter covered by this report, there have not been any significant changes in
our internal controls or, to our knowledge, in other factors that could
significantly affect our internal controls.



PART II - OTHER INFORMATION

Item 2.  Changes In Securities

None

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

a)     Exhibits

   Exhibit No.          Description

     31.1          Certificate of the Chief Executive
                   Officer pursuant Section 302 of the
                   Sarbanes-Oxley Act of 2002               *

     32.1          Certificate of the Chief Executive
                   Officer pursuant to Section 906 of
                   the Sarbanes-Oxley Act of 2002           *

* Filed Herein.

b)     REPORTS ON FORM 8-K

The Company filed the following two reports on Form 8-K during the quarter for
which this report is filed:

None

                                      -10-
<PAGE>

                                   SIGNATURES

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

                         TWISTEE TREAT CORPORATION

Dated: July 20, 2004
                         By:  /s/ JAMES A. TILTON
                         James A. Tilton (President and Chief Financial Officer)


                                      -11-
<PAGE>

EXHIBIT 31.1




                    CERTIFICATION OF CHIEF EXECUTIVE OFFICER
            PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I,  James A. Tilton,  certify  that:

1.   I  have reviewed this Annual Report on Form 10-QSB of Twistee Treat
     Corporation;

2.   Based on my knowledge, this 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
     report;

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

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

     a)   Designed  such  disclosure  controls  and  procedures,  or caused such
          disclosure  controls  and  procedures  to  be  designed  under  our
          supervision, to ensure that material information relating to the small
          business  issuer,  including  its  consolidated  subsidiaries, is made
          known  to  us by others within those entities, particularly during the
          period  in  which  this  report  is  being  prepared;

     b)   Paragraph  omitted  in  accordance  with  SEC  transition instructions
          contained  in  SEC  Release  No.  33-8238;

     c)   Evaluated  the effectiveness of the small business issuer's disclosure
          controls  and  procedures and presented in this report our conclusions
          about  the effectiveness of the disclosure controls and procedures, as
          of  the  end  of  the  period  covered  by  this  report based on such
          evaluation;  and

     d)   Disclosed  in  this  report  any change in the small business issuer's
          internal  control  over  financial  reporting that occurred during the
          small business issuer's most recent fiscal quarter (the small business
          issuer's  fourth  fiscal quarter in the case of an annual report) that
          has materially affected, or is reasonably likely to materially affect,
          the small business issuer's internal control over financial reporting;
          and

5.   The  small business issuer's other certifying officer and I have disclosed,
     based  on  our  most  recent  evaluation of internal control over financial
     reporting,  to the small business issuer's auditors and the audit committee
     of  the  small  business issuer's board of directors (or persons performing
     the  equivalent  functions):

     a)   All  significant deficiencies and material weaknesses in the design or
          operation  of  internal  control  over  financial  reporting which are
          reasonably  likely  to  adversely  affect  the small business issuer's
          ability  to  record,  process,  summarize  and  report  financial
          information;  and

     b)   Any  fraud, whether or not material, that involves management or other
          employees  who  have a significant role in the small business issuer's
          internal  control  over  financial  reporting.

Date:  July 20,  2004


                                   By:  /s/  James A. Tilton
                                   -------------------------------
                                   James A. Tilton
                                   President and Chief Financial Officer

<PAGE>


EXHIBIT 32.1


                    CERTIFICATION OF CHIEF EXECUTIVE OFFICER
           PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


I, James A. Tilton, certify, pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Quarterly
Report of Twistee Treat Corporation on Form 10-QSB for the quarter ended March
31, 2004 fully complies with the requirements of Section 13(a) or 15(d) of the
Securities Exchange Act of 1934 and that information contained in such Form
10-QSB fairly presents in all material respects the financial condition and
results of operations of Twistee Treat Corporation

Date:  July 20, 2004

                                        By:/s/ James A. Tilton
                                        --------------------------
                                        James A. Tilton
                                        President and Chief Financial Officer

<PAGE>