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 March 31, 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 0-50519

                             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.)

              350 W. Ninth Street, Suite #204, Escondido, CA 92025
                     (Address of principal executive office)

          Registrants telephone no., including area code (760) 291-1710


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 [ ] No [X]

                      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 March 31, 2004
     Common Stock, $0.001                              3,085,000



<PAGE>







                                TABLE OF CONTENTS


                          PART 1. FINANCIAL INFORMATION
                                     Heading                            Page

Item 1.                Consolidated Financial Statements                1

                       Consolidated Balance Sheets March 31, 2004
                         And December 31, 2003                          2

                      Consolidated Statements of Operations three months
                         Ended March 31, 2004 and 2003                  3

                      Consolidated Statements of Stockholders Equity    4

                      Consolidated Statements of Cash Flows three months
                           Ended March 31, 2004 and 2003                5

                      Notes to Consolidated Financial Statements        6-7

Item 2.               Managements Discussion and Analysis and
                           Result of Operations                         8-9

Item 3.             Controls and Procedures                             9


                           PART II. OTHER INFORMATION

Item 1.               Legal Proceedings                                 9

Item 2.               Changes in Securities                             9

Item 3.               Defaults Upon Senior Securities                   9-10

Item 4.               Submission of Matter to be a Vote of
                        Securities Holders                             10

Item 5.               Other Information on Form 8-K                    10

Item 6.               Exhibits and Reports on 8K                       10

                           Signatures                                   S-1






<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 March 31, 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 three  months ended March 31, 2004 and March 31, 2003 and the
statement of stockholders equity for the period of October 15, 1999 to March 31,
2004 are included in this document.

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


                                       1
<PAGE>

                           QUANTUM COMPANIES, INC.
                         (A Development Stage Company)
                          Consolidated Balance Sheets
                                     ASSETS
                                              As of        As of
                                             March 31,   December 31,
                                              2004         2003
Current Assets
Cash                                        $  22,462    $  24,364
Accounts receivable                             2,000        2,000
Trading securities                                750          900
Total Current Assets                           25,212       27,264
Other Assets
Investments in other
companies                                           -            -
Web-site                                        3,420        3,420
Total Other Assets                              3,420        3,420
TOTAL ASSETS                                $  28,632    $  30,684
LIABILITIES & STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable                            $     112    $     112
Loan payable - related
party                                          20,000       20,000
Total Current Liabilities                      20,112       20,112
TOTAL LIABILITIES                              20,112       20,112
STOCKHOLDERS' EQUITY
Common stock ($.001 par value, 25,000,000
shares authorized;
3,085,000 shares issued and outstanding a
s of March 31, 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                            (110,730)    (108,678)
Total Stockholders' Equity                      8,520       10,572
TOTAL LIABILITIES &
STOCKHOLDERS' EQUITY                        $  28,632    $  30,684



                                       2
<PAGE>

                  QUANTUM COMPANIES, INC.
               (A Development Stage Company)
           Consolidated Statements of Operations
                                       For The        For The   October 15, 1999
                                     Three Months    Three Months    (Inception)
                                        Ended          Ended           through
                                      March 31,       March 31,       March 31,
                                       2004             2003             2004
Revenues                                  $   -          $   -         $    -
Operating Expenses
General & administrative
expenses                                  2,052            551         24,886
Total Operating expenses                  2,052            551         24,886
Operating Income (Loss)                  (2,052)          (551)       (24,886)
Other Income (Expenses)
Loss in investment                            -              -         (3,000)
Loss on marketable securities                 -              -           (900)
Total Other Income (Expenses)                 -              -         (3,900)
Net Income (Loss) from continuing
operations                          $    (2,052)   $      (551)   $   (28,786)
Discontinued Operations
Gain (loss) on operations of
apartment building                            -              -        (81,944)
Net Income (Loss)                   $    (2,052)   $      (551)   $  (110,730)
Basic Income (Loss) Per Share       $     (0.00)   $     (0.00)
Weighted average number of
common shares outstanding             3,085,000      2,810,000



                                       3
<PAGE>


                             QUANTUM COMPANIES, INC.
                          (A Development Stage Company)
       Consolidated Statement of Changes in Stockholders' Equity (Deficit)
            From October 15, 1999 (inception) through March 31, 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

   Other comprehensive loss March 31, 2004

   Net loss,  December 31, 2003

   Balance,  March 31, 2004                      3,085,000      $ 3,085






                                                                       Deficit
                                           Additional      Stock     Accumulated
                                            Paid In    Subscription    During
                                            Capital     Receivable   Development
                                                                       Stage


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                                                                 (1,000)

Balance, December 31, 2000                     16,290       (6,600)      (1,000)

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                                                                 (8,304)

Balance, December
31, 2001                                     115,290       (6,600)       (9,304)

Stock subscription received
on April 30, 2002                                            5,000

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

Balance, December 31, 2002                    115,290       (1,600)     (90,809)

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                                             (17,869)

Balance, December 31, 2003                    117,765       (1,600)    (108,678)

Other comprehensive loss
March 31, 2004

Net loss, December 31, 2003                                              (2,052)

Balance, March 31, 2004                     $ 117,765    $  (1,600)   $(110,730)




                                                            Other
                                                        Comprehensive
                                                            Income      Total
                                                            (Loss)


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

Other comprehensive loss March 31, 2004                          0

Net loss, December 31, 2003                                      -      (2,052)

Balance, March 31, 2004                                        $ -   $   8,520



                                       4
<PAGE>




                    QUANTUM COMPANIES, INC.
                 (A Development Stage Company)
             Consolidated Statements of Cash Flows
                                                For The     For The   October 15
                                             Three Months  Three Months    1999
                                                 Ended        Ended  (Inception)
                                                March 31,    March 31,  through
                                                 2004         2003      March 31
                                                                           2004
CASH FLOWS FROM OPERATING ACTIVITIES
Net income
(loss)                                      $  (2,052)   $    (551)   $(110,730)
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                                         -       (1,000)      (2,000)
Increase (decrease) in liabilities:
Payables & current
liabilities                                         -            -          112
Investment in trading
securities                                        150            -         (750)
Common stock issued for
services                                            -        2,750        2,750
Net cash provided by (used in) operating
activities                                     (1,902)       1,199      (25,248)
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)
Website development                                 -       (2,323)      (3,420)
Net cash provided by (used in)
investing activities                                -       (2,323)     (88,790)
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)
inancing activities                                 -            -      136,500
Net increase (decrease)
in cash                                        (1,902)      (1,124)      22,462
Cash at beginning of year                      24,364       16,458            -
Cash at end of year                         $  22,462    $  15,334    $  22,462
Supplemental Cash Flows
Disclosures:
Loss on valuation of
trading securities                            $  150.00  $      -
Cash paid during period
for income taxes                              $     -    $      -
Schedule of Non-Cash
Activities:
Common stock issued
for services                                  $     -    $   2,750


                                       5
<PAGE>




                             QUANTUM COMPANIES, INC.
                   Consolidated Notes to Financial Statements
                              As of March 31, 2004




NOTE 1.   CONDENSED FINANCIAL STATEMENTS

The  accompanying  March 31, 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
March 31, 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
March 31, 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 $0.01 par value common stock.


                                       6
<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.






                                       7
<PAGE>




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

Liquidity and Capital Resources

     As of March 31,  2004,  the Company has  $25,212 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.  Currently,  the current
assets are comprised of $22,462 in cash, $2,000 in accounts receivable, and $750
in trading securities.

     As of March 31, 2004, the Company has $20,112 in total current  liabilities
which is the same as of December 31, 2003.  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 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 onverted 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 March 31, 2004,  the Company had a net loss of
$2,052  compared to a net loss of $551 for the same period of 2003.  This $1,351
increase in the net loss stems from  additional  expenditures  while the Company
attempts to enact its business plan. 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.  Management views this as a small setback. It should
be noted that this  individual  is due back in late  August  and the  Company is
planning to use their services then.

     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  $110,730 of net operating loss
carryforwards  as of March 31, 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.

                                       8
<PAGE>

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  March 31,  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


 ITEM 2. CHANGES IN SECURITIES

            None.

As of March 31, 2004,  the Company has  3,085,000  shares of common stock issued
and outstanding.

 ITEM 3. DEFAULTS UPON SENIOR SECURITES

                                       9
<PAGE>

            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










                                       10
<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.



                                    QUANTUM COMPANIES, INC.


                          Dated: June 28, 2004

                                               By:/s/ Michael Kelleher
                                                   Michael Kelleher
                                                   President, Director



                          Dated: June 28, 2004

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






                                      S-1
<PAGE>