Microsoft Word 10.0.3416;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 September 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 September 30, 2004
Common Stock, $0.001                                     3,085,000





                                        i



<PAGE>



                                TABLE OF CONTENTS


                          PART 1. FINANCIAL INFORMATION

Heading                                                                   Page

Item 1. Consolidated Financial Statements                                 1-2

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

Consolidated Statements of Operations for the nine months
Ended September 30, 2004 and 2003                                         5

Consolidated Statements of Comprehensive Income (Loss)                    6

Consolidated Statements of Stockholders Equity                            7

Consolidated Statements of Cash Flows for the nine months
Ended September 30, 2004 and 2003                                         8

Notes to Consolidated Financial Statements                                9

Item 2. Managements Discussion and Analysis and
Result of Operations                                                     10-11

Item 3. Controls and Procedures                                          11


PART II. OTHER INFORMATION

Item 1. Legal Proceedings                                               12

Item 2. Changes in Securities                                           12

Item 3. Defaults Upon Senior Securities                                 12

Item 4. Submission of Matter to be a Vote of Securities Holders         12

Item 5. Other Information on Form 8-K                                   12

Item 6. Exhibits and Reports on 8K                                      12

Signatures                                                              S-1








                                       ii


<PAGE>




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

Operating results for the quarters ended September 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.
Certified Public Accountants
Armando Ibarra, Jr., C.P.A., JD
Public Accountants

Members of the Better Business Bureau since 1997



October 28, 2004

To the Board of Directors of
Quantum Companies, Inc.
(A Development Stage Company)


This letter confirms our understanding of the arrangements for the review of
interim financial information of Quantum Companies, Inc. (A Development Stage
Company) for the quarter ended September 30, 2004.

Our review will be conducted in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data and making inquires of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statements taken as a
whole. Accordingly, we will not express on whether the Company's interim
financial information is fairly presented in conformity with generally accepted
accounting principles.

Management of Quantum Companies, Inc. (A Development Stage Company) has the
responsibility for the proper recording of transactions in the books of account,
for establishing and maintaining adequate and effective internal control, for
the safeguarding of assets, for ensuring compliance with applicable laws and
regulations, and for the preparation and substantial accuracy of the interim
financial information.

Due to the limited nature of the procedures to be performed, such a review
engagement cannot be relied upon to disclose deficiencies in internal control,
errors, fraud, or illegal acts that may exist. However, we will inform the
appropriate level of management of such matters that come to our attention,
unless they are clearly inconsequential.







                                        2
<PAGE>

Quantum Companies, Inc.


Our fees for these services will be based on the actual time spent and costs
incurred at our standard hourly rates. Our standard hourly rates vary according
to the degree of responsibility involved and the experience level of the
personnel assigned to your review. The following estimate is based on
anticipated cooperation from your personnel and the assumption that unexpected
circumstances will not be encountered during the review. If significant
additional time is necessary we will discuss it with you and arrive at a new fee
estimate before we incur the additional costs.

Our invoices are due and payable upon presentation.

               Principal                $ 100.00  -      150.00  / an hour
               Staff                    $ 40.00  -       90.00  / an hour
               Bookkeeping & Clerical   $ 25.00  -       45.00  / an hour


We estimate our total fee for this engagement to be $800.

We appreciate the opportunity to be of service to you and believe this letter
accurately summarized the significant terms of our engagement. If you have any
questions, please let us know. If you agree with the terms of our engagement as
described in this letter, please sign the enclosed copy and return it to us.


Very truly yours,


---------------------------------
ARMANDO C. IBARRA, C.P.A. - APC


RESPONSE:


This letter correctly sets forth the understanding of Quantum Companies, Inc.


Officer signature:


--------------------------------


Title:


Date:
                                        3
<PAGE>

                           QUANTUM COMPANIES, INC.
                         (A Development Stage Company)
                          Consolidated Balance Sheets
                                     ASSETS
                                                  As of          As of
                                               September 30,   December 31,
                                                   2004           2003

Current Assets
Cash                                           $  16,727    $  24,364
Accounts receivable                                2,000        2,000
Trading securities                                 1,200          900
Total Current Assets                              19,927       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                                   $  25,347    $  30,684
LIABILITIES & STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable                               $     247    $      112
Loan payable - related party                      20,000       20,000
Total Current Liabilities                         20,247       20,112
TOTAL LIABILITIES                                 20,247       20,112
STOCKHOLDERS' EQUITY
Common stock ($.001 par value,
25,000,000 shares authorized;
3,085,000 shares issued and
outstanding as of September 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    (114,150)    (108,678)
Total Stockholders' Equity                         5,100       10,572
TOTAL LIABILITIES &
STOCKHOLDERS' EQUITY                           $  25,347    $  30,684


                                        4
<PAGE>

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


                                                Nine Months      Nine Months
                                                   Ended            Ended
                                              September 30,    September 30,
                                                    2004             2003
    Revenues                                  $                 $     -
    Operating Expenses
        Depreciation                                      -                -
        General & administrative expenses               5,772           13,222
    Total Operating Expenses                            5,772           13,222
    Operating Income (Loss)                            (5,772)         (13,222)
    Other Income & (Expenses)
        Loss in investment                                  -                -
        Gain (loss) on marketable securities              300                -
   Total Other Income & (Expenses)                       300                -
    Net Income (Loss) from Continuing Operat$ons       (5,472) $       (13,222)
    Discontinued Operations
    Gain (loss) on operations of apartment building         -                -
    Net Income (Loss)                       $          (5,472)$        (13,222)
    Basic Income (Loss) Per Share           $           (0.00) $         (0.00)
    Weighted average number of
      common shares outstanding                     3,085,000        2,986,282







                                                 Three Months      Three Months
                                                      Ended            Ended
                                                  September 30,    September 30,
                                                     2004              2003
Revenues                                              $     -       $      -
Operating Expenses
Depreciation                                                -              -
General & administrative expenses                       2,348             70
Total Operating Expenses                                2,348             70
Operating Income (Loss)                                (2,348)           (70)
Other Income & (Expenses)
Loss in investment                                          -              -
Gain (loss) on marketable securities                     (900)             -
Total Other Income & (Expenses)                          (900)             -
Net Income (Loss) from Continuing Operat$ons                (3,248)$      (70)
Discontinued Operations
Gain (loss) on operations of apartment building             -              -
Net Income (Loss)                                 $       (3,248   )$      (70)
Basic Income (Loss) Per Share                     $        (0.00)$       (0.00)
Weighted average number of
common shares outstanding                              3,085,000      3,085,000





                                                 (Inception)
                                                    through
                                                 September 30,
                                                      2004

Revenues                                           $      -
Operating Expenses
Depreciation                                              -
General & administrative expenses                    28,606
Total Operating Expenses                             28,606
Operating Income (Loss)                             (28,606)
Other Income & (Expenses)
Loss in investment                                   (3,000)
Gain (loss) on marketable securities                   (600)
Total Other Income & (Expenses)                      (3,600)
Net Income (Loss) from Continuing Operat$ons      $ (32,206)
Discontinued Operations
Gain (loss) on operations of apartment building     (81,944)
Net Income (Loss)                                 $(114,150)
Basic Income (Loss) Per Share
Weighted average number of
common shares outstanding




                                        5
<PAGE>

                             QUANTUM COMPANIES, INC.
                          (A Development Stage Company)
            Consolidated Statement of Changes in Stockholders' Equity (Deficit)
        From October 15, 1999 (inception) through September 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   0

Net loss,  December 31, 2003

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

Net loss,  September 30, 2004

Balance, September 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, September 30, 2004

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






                                                            Total

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)

Balance, December 31, 2000                                  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)

Balance, December 31, 2001                                 102,196

Stock subscription received on April 30, 2002                5,000

Net loss, December 31, 2002                                (81,505)

Balance, December 31, 2002                                  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)

Balance, December 31, 2003                                  10,572

Net loss, September 30, 2004                                (5,472)

Balance, September 30, 2004                              $   5,100





                                        6
<PAGE>


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




                                               Nine Months       Nine Months
                                                  Ended             Ended
                                               September 30,     September 30,
                                                  2004              2003


CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)                                $  (5,472)   $ (13,222)
Adjustments to reconcile net loss to net cash
used in operating activities:
Net loss from sale of disposable assets                 -           -
(Increase) decrease in assets:
Accounts receivables                                    -      (1,000)
Prepaid expenses & real estate escrow                   -       1,000
Investment in trading securities                     (300)          -
Increase (decrease) in liabilities:
Payables & current liabilities                        135        (212)
Common stock issued for services                        -       2,750
Net cash provided by (used in)
operating activities                               (5,637)    (10,684)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of disposable assets
and improvements                                        -           -
Sale of disposable assets                               -           -
Costs of selling disposable assets                      -           -
Investments in other companies                     (2,000)          -
Website development                                     -        (875)
Net cash provided by (used in)
investing activities                               (2,000)       (875)
CASH FLOWS FROM FINANCING ACTIVITIES
Change in stock subscription                            -           -
Change in loans payable                                 -      20,212
Change in common stock                                  -           -
Change in additional paid-in capital                    -           -
Net cash provided by (used in)
financing activities                                    -      20,212
Net increase (decrease) in cash                    (7,637)      8,653
Cash at beginning of period                        24,364      16,458
Cash at end of period                            $ 16,727    $ 25,111
Supplemental Cash Flows Disclosures:
Gain (loss) on valuation of trading secur$ties        300      $    -
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
                                                      September 30  September 30
                                                        2004            2003




CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)                                    $    (3,248) $        (70)
Adjustments to reconcile net loss to net cash
used in operating activities:
Net loss from sale of disposable assets                      -           -
(Increase) decrease in assets:
Accounts receivables                                         -           -
Prepaid expenses & real estate escrow                        -       1,000
Investment in trading securities                           750           -
Increase (decrease) in liabilities:
Payables & current liabilities                            (700)       (212)
Common stock issued for services                             -           -
Net cash provided by (used in)
operating activities                                    (3,198)        718
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of disposable assets and improvements               -           -
Sale of disposable assets                                    -           -
Costs of selling disposable assets                           -           -
Investments in other companies                               -           -
Website development                                          -       1,448
Net cash provided by (used in) investing activities          -       1,448
CASH FLOWS FROM FINANCING ACTIVITIES
Change in stock subscription                                 -           -
Change in loans payable                                      -           -
Change in common stock                                       -      20,212
Change in additional paid-in capital                         -           -
Net cash provided by (used in)
financing activities                                         -      20,212
Net increase (decrease) in cash                         (3,198)     22,378
Cash at beginning of period                             19,925       2,733
Cash at end of period                                 $ 16,727    $ 25,111
Supplemental Cash Flows Disclosures:
Gain (loss) on valuation of
trading secur$ties                                    $   (900)  $       -
Cash paid during period for income taxes                 $   -    $      -
Schedule of Non-Cash Activities:
Common stock issued for services                       $     -     $     -




                                                    October 15, 1999
                                                     (Inception)
                                                       through
                                                     September 30
                                                        2004

CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)                                     $(114,150)
Adjustments to reconcile net loss to net cash
used in operating activities:
Net loss from sale of disposable assets                  85,370
(Increase) decrease in assets:
Accounts receivables                                     (2,000)
Prepaid expenses & real estate escrow                         -
Investment in trading securities                         (1,200)
Increase (decrease) in liabilities:
Payables & current liabilities                              247
Common stock issued for services                          2,750
Net cash provided by (used in) operating activities     (28,983)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of disposable assets and improvements         (403,351)
Sale of disposable assets                               350,000
Costs of selling disposable assets                      (32,019)
Investments 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 additional paid-in capital                    115,290
Net cash provided by (used in) financing activities     136,500
Net increase (decrease) in cash                          16,727
Cash at beginning of period                                   -
Cash at end of period                                 $  16,727
Supplemental Cash Flows Disclosures:
Gain (loss) on valuation of trading secur$ties
Cash paid during period for income taxes
Schedule of Non-Cash Activities:
Common stock issued for services









                                        7
<PAGE>

                             QUANTUM COMPANIES, INC.
                          (A Development Stage Company)
                   Consolidated Notes to Financial Statements
                            As of September 30, 2004
7



NOTE 1.   CONDENSED FINANCIAL STATEMENTS

The accompanying September 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
September 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 Company's December 31,
2003 audited consolidated financial statements. The results of operations for
periods ended September 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 management's 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 Company's 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.


                                        8
<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.


                                        9
<PAGE>






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

Liquidity and Capital Resources

As of September 30, 2004, the Company has $19,927 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 Company's business plan and the investment of
$2,000 in United States Tourist Attractions.com. It should be noted that the
Company's President, Michael Kelleher owns forty five (45) percent of United
States Tourist Attractions.com. Currently, the current assets are comprised of
$16,727 in cash, $2,000 in accounts receivable, and $1,200 in trading
securities.

             As of September 30, 2004, the Company has $20,247 in total current
liabilities which is $135 more than December 31, 2003. The increase is due to
general and administrative charges that were accrued. Also, included 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 it's 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
Company's common stock trades publicly, it would be converted at approximately
$.015 per share or 1,333,333 shares of the Company's common stock. If the note
was converted after the Company commences trading, management would look to use
the trading price of the Company's common stock.

Results of Operations

             For the three months ending September 30, 2004, the Company had a
net loss of $3,248 compared to a net loss of $70 for the same period of 2003.
This $3,178 increase in the net loss stems from the administration costs while
the company is not producing any revenues. 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. Furthermore, the test marketing of the
Company's 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.

            For the nine months ending September 30, 2004, the Company had a net
loss of $5,472 compared to a net loss of $13,222 for the same period of 2003.
This $7,750 decrease in the net loss stems from the implementation of the
Company's 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.

                                        11
<PAGE>


            Furthermore, the test marketing of the Company's portal has not gone
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.
Management has not yet identified any new areas to test the portal in and is
considering abandoning the project, if another business opportunity becomes
available.

            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 $114,750 of net operating
loss carryforwards as of September 30, 2004, which may be offset against taxable
income and incomes taxes in future years. However, of 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 Company's periodic report
filings with the Securities and Exchange Commission.

Item 3. Controls and Procedures

            The Company's 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.
                                        12
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                            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 originally anticipated reevaluating in the next 60 days names that
identify the business plan the Company is trying to enact. However, with the
failure of the marketing portal, management has yet to rename its subsidiaries
due to the possibility of changing its business plan. At the time this decision
is made, management will acquire the appropriate web domains and will file the
appropriate documents to enact the name change

ITEM 2. CHANGES IN SECURITIES

            None.

As of September 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











                                        13
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                                   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.



QUANTUM COMPANIES, INC.


Dated: November 10, 2004

By:_____________________
Michael Kelleher
President, Director



Dated: November 10, 2004

By:_____________________
Linda Bryson
Sec. / Treas., CFO,
Director







                                        S-1
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