SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM 10-Q

(Mark One)

(X)  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
     EXCHANGE ACT OF 1934
                For the quarterly period ended January 31, 2005

                                       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 0-8006


                             COX TECHNOLOGIES, INC.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

            NORTH CAROLINA                                       86-0220617
    (State or other jurisdiction of                           (I.R.S. Employer
    incorporation or organization)                           Identification No.)

          77 McADENVILLE ROAD
        BELMONT, NORTH CAROLINA                                  28012-2434
(Address of principal executive offices)                         (Zip Code)

                                 (704) 825-8146
              (Registrant's telephone number, including area code)

                                      NONE
              (Former name, former address and former fiscal year,
                         if changed since last report)

Indicated by check mark 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), and (2) has been subject to such
filing requirements for the past 90 days. Yes  [X]   No  [ ]

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes  [ ]   No  [X]

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

Number of shares of Common Stock, no par value, outstanding
at January 16, 2005...................................................38,167,077


<PAGE>


                             COX TECHNOLOGIES, INC.
                                    FORM 10-Q

                                TABLE OF CONTENTS


FACE SHEET ....................................................................1
TABLE OF CONTENTS .............................................................2

PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements
         Statements of Net Assets in Liquidation at January 31, 2005
            (Unaudited) and April 30, 2004 ....................................3
         Statements of Changes in Net Assets in Liquidation for the
            Three and Nine Months ended January 31, 2005(Unaudited) ...........4
         Consolidated Statements of Income For the Three and Nine
            Months Ended January 31, 2004 (Unaudited) .........................5
         Consolidated Statement of Cash Flows For the Nine Months
            Ended January 31, 2004 (Unaudited) ................................6
         Notes to Consolidated Financial Statements (Unaudited) .............7-9

Item 2.  Management's Discussion and Analysis
            of Financial Condition and Results of Operations ...............9-11
Item 3.  Quantitative and Qualitative Disclosure About Market Risks ..........11
Item 4.  Controls and Procedures .............................................11

PART II.  OTHER INFORMATION AND SIGNATURES

Item 1.  Legal Proceedings ...................................................11
Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds .........12
Item 6.  Exhibits

         31.1 - Certification by Co-Chief Executive Officer .................A-1
         31.2 - Certification by Co-Chief Executive Officer .................A-2
         31.3 - Certification by Chief Financial Officer ....................A-3
         32.1 - Certificate of Co-Chief Executive Officers ..................A-4
         32.2 - Certificate of Chief Financial Officer ......................A-5

Signatures ...................................................................12


                                        2
<PAGE>


PART I .  FINANCIAL INFORMATION

Item 1.     Financial Statements

COX TECHNOLOGIES, INC.
STATEMENTS OF NET ASSETS IN LIQUIDATION


                                                January 31, 2005  April 30, 2004
                                                ----------------  --------------
                                                   (Unaudited)
ASSETS
      Cash and cash equivalents                     $2,574,441      $7,597,606
      Amounts due from purchaser                          --           319,613
      Other assets                                        --            36,711
                                                    ----------      ----------
          TOTAL ASSETS                              $2,574,441      $7,953,930
                                                    ==========      ==========

LIABILITIES
       Accounts payable and accrued liabilities     $   45,637      $  707,444
       Distribution declared and unpaid                982,290            --
       Estimated costs of liquidation                  483,725         630,131
                                                    ----------      ----------
       Commitments and contingencies

          TOTAL LIABILITIES                          1,511,652       1,337,575
                                                    ----------      ----------
NET ASSETS IN LIQUIDATION                           $1,062,789      $6,616,355
                                                    ==========      ==========



                  See Notes to Unaudited Financial Statements.


                                        3
<PAGE>


COX TECHNOLOGIES, INC.
STATEMENTS OF CHANGES IN NET ASSETS IN LIQUIDATION


<TABLE>
<CAPTION>
                                                          Three Months Ended       Nine Months Ended
                                                           January 31, 2005         January 31, 2005
                                                           ----------------         ----------------
                                                              (Unaudited)              (Unaudited)
NET DECREASE IN NET ASSETS IN LIQUIDATION:
-----------------------------------------
<S>                                                           <C>                      <C>
   Interest Income                                            $    37,897              $    89,638
   Distribution  to shareholders                              ( 5,343,391)              (5,343,391)
   Decrease (increase) in estimated costs of liquidation          245,202               (  299,813)
                                                            -------------             ------------

NET DECREASE IN ASSETS IN LIQUIDATION                          (5,060,292)              (5,553,566)
NET ASSETS IN LIQUIDATION, BEGINNING OF PERIOD                  6,123,081                6,616,355
                                                            -------------             ------------
NET ASSETS IN LIQUIDATION, END OF PERIOD                      $ 1,062,789              $ 1,062,789
                                                            =============             ============
</TABLE>



                  See Notes to Unaudited Financial Statements.


                                        4
<PAGE>


COX TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
<TABLE>
<CAPTION>

                                                     Three Months Ended  Nine Months Ended
                                                      January 31, 2004    January 31, 2004
                                                      ----------------    ----------------
                                                        (Unaudited)          (Unaudited)
REVENUE:
<S>                                                     <C>                 <C>
   Sales                                                $  2,481,510        $  7,446,371
                                                        ------------        ------------
COSTS AND EXPENSES:
   Cost of sales                                           1,274,501           3,609,674
   General and administrative                                443,493           1,334,283
   Selling                                                   235,679             689,592
   Depreciation                                               24,867              73,694
                                                        ------------        ------------
     TOTAL COSTS AND EXPENSES                              1,978,540           5,707,243
                                                        ------------        ------------
INCOME FROM OPERATIONS                                       502,970           1,739,128
                                                        ------------        ------------

OTHER INCOME (EXPENSE):
   Other income                                               22,298              48,289
   Interest expense                                          (91,281)           (332,717)
                                                        ------------        ------------
     TOTAL OTHER INCOME (EXPENSE)                            (68,983)           (284,428)
                                                        ------------        ------------
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES        433,987           1,454,700
PROVISION FOR INCOME TAXES                                      --                  --
                                                        ------------        ------------
INCOME FROM CONTINUING OPERATIONS                            433,987           1,454,700
OPERATING LOSS FROM DISCONTINUED OPERATIONS                   39,989             364,703
LOSS ON SALE OF ASSETS OF DISCONTINUED OPERATIONS            248,690             248,690
PROVISION FOR INCOME TAXES ON DISCONTINUED OPERATIONS           --                  --
                                                        ------------        ------------
LOSS FROM DISCONTINUED OPERATIONS                            288,679             613,393
                                                        ------------        ------------
NET INCOME                                              $    288,679        $    841,307
                                                        ============        ============
EARNINGS PER SHARE, BASIC AND DILUTED:
   Continuing Operations                                $        .01        $        .04
   Discontinued Operations                                    ( $.01)             ( $.02)
   Net Income                                           $        .00        $        .02

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING      38,331,825          38,335,863
</TABLE>

                  See Notes to Unaudited Financial Statements.


                                        5
<PAGE>


COX TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS


                                                               Nine Months Ended
                                                                January 31, 2004
                                                                ----------------
                                                                   (Unaudited)
CASH FLOW FROM OPERATING ACTIVITIES:
       Net income                                                 $   841,307
       Adjustments to reconcile net income
           to net cash used by operating activities:
           Depreciation                                               181,849
           Amortization of patents                                     28,711
           Increase in allowance for doubtful accounts                  6,170
           Other                                                       (9,853)
           Loss on sale of assets of discontinued operations          248,690
           Decrease in valuation adjustment                             8,928
                                                                  -----------
                                                                    1,305,802
       Changes in assets and liabilities:
          (Increase) decrease in current assets:
               Accounts receivable                                   (312,760)
               Inventory                                             (655,201)
               Prepaid expenses                                       (41,577)
          Increase in current liabilities:
               Accounts payable and accrued expenses                  257,613
                                                                  -----------
CASH PROVIDED BY OPERATING ACTIVITIES                                 553,877
                                                                  -----------
CASH FLOW FROM INVESTING ACTIVITIES:
        Purchase of property and equipment                            (43,675)
        Collection of note receivable from property held for sale      75,000
                                                                  -----------
CASH PROVIDED BY INVESTING ACTIVITIES                                  31,325
                                                                  -----------
CASH FLOW FROM FINANCING ACTIVITIES:
        Issuance of common stock, net                                   1,072
        Decrease in debt                                             (413,192)
        Decrease in subscription receivable                            11,279
                                                                  -----------
CASH USED IN FINANCING ACTIVITIES                                    (400,841)
                                                                  -----------
EFFECT OF EXCHANGE RATE CHANGES ON CASH                               (15,725)
                                                                  -----------
NET INCREASE IN CASH                                                  168,636
CASH AND CASH EQUIVALENTS, beginning of period                        572,149
                                                                  -----------
CASH AND CASH EQUIVALENTS, end of period                          $   740,785
                                                                  ===========
Supplemental Cash Flow Information
Interest paid                                                     $    36,959
Income taxes paid                                                 $       --
Note received from sale of Vitsab operations                      $   175,000


                  See Notes to Unaudited Financial Statements


                                        6
<PAGE>


COX TECHNOLOGIES, INC. AND SUBSIDIARY
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

     These financial statements should be read in conjunction with the financial
statements and notes thereto included in our Annual Report on Form 10-K for the
year ended April 30, 2004. In the opinion of management, all adjustments
(consisting solely of adjustments to the estimated value of assets and costs of
liquidation and other recurring estimates) necessary for a fair statement of the
results of the liquidation of the Company for the interim period have been
recorded.

Note 1.  SALE OF SUBSTANTIALLY ALL ASSETS, ACCOUNTING BASIS AND SUMMARY OF
         SIGNIFICANT ACCOUNTING POLICIES

     Sale of Substantially All Assets

     On December 12, 2003, the Company entered into an Asset Purchase Agreement
(the "Asset Purchase Agreement") with Sensitech Inc., a Delaware corporation
("Sensitech") and Cox Acquisition Corp., a Delaware corporation and a wholly
owned subsidiary of Sensitech, formed for purposes of consummating the Asset
Purchase Agreement ("Buyer") to sell substantially all of its assets ("the Asset
Sale").

     Effective April 16, 2004, the Company and Sensitech completed the Asset
Sale. The aggregate consideration received by the Company at the closing was
comprised of $10,595,589 in cash. In addition, Sensitech assumed $233,569 of the
Company's payables and assumed certain other liabilities. At closing, Sensitech
retained a $250,000 holdback amount in the Asset Sale. Under the terms of the
Asset Purchase Agreement, the Company retained certain assets and liabilities,
including certain cash, receivables, production equipment, office equipment,
machines, tools, fixtures, furniture and certain retained liabilities.

     In connection with the Asset Sale, the Company and Sensitech entered into a
Manufacturing Services Agreement under which the Company continued to
manufacture the Company's products on behalf of Sensitech for a period from
April 16, 2004 through July 2, 2004.

     The parties completed the Asset Sale following a special meeting of the
Company's shareholders on April 15, 2004, whereby the holders of a majority of
the Company's common stock approved the Asset Sale and the subsequent
liquidation and dissolution of the Company pursuant to the Plan of Complete
Liquidation and Dissolution (the "Plan").

     On January 29, 2004 the Company entered into an Asset Purchase Agreement
with Rask Holding ApS, to sell its Vitsab division for $175,000 plus assumed
liabilities. The transaction was consummated on the same date. Rask Holding
acquired all of the assets associated with the Vitsab division except cash and
accounts receivable, and assumed all liabilities associated with the Vitsab
division except liabilities associated with a raw material purchase from a
specific vendor and for taxes resulting from operations of the Vitsab division
prior to January 29, 2004. The Vitsab operations have been reflected as
discontinued operations in the accompanying consolidated statements of income
and cash flows for the three and nine months ended January 31, 2004.

     Liquidation Basis of Accounting

     Pursuant to the Plan of dissolution approved by shareholders on April 15,
2004, we filed Articles of Dissolution with the North Carolina Secretary of
State on January 3, 2005. Since April 15, 2004, the Company has been engaged in
contract manufacturing for Sensitech (which services ended on July 2, 2004),
selling and converting its non-cash assets, discharging its liabilities and
otherwise winding-up the business and affairs in preparation for liquidation.
Under the liquidation basis of accounting, assets are stated at their estimated
net realizable value and liabilities are stated at their anticipated settlement
amounts. Distributions ultimately made to shareholders upon liquidation will
differ from the "net assets in liquidation" recorded in the accompanying
Statement of Net Assets in Liquidation as a result of future changes in
estimated investment income, settlement of liabilities and obligations and final
costs of liquidation.

     Our remaining assets consist of cash.


                                        7
<PAGE>


     Use of Estimates

     The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. Examples of such estimates include, but
are not limited to, the accounting for contingencies and estimated costs of
liquidation, which represents the estimate of costs to be incurred during
dissolution. Actual results could differ from those estimates.

     Cash and Cash Equivalents

     Cash and cash equivalents include all highly liquid investments purchased
with an original or remaining maturity of less than three months at the date of
purchase. Our cash and cash equivalents at January 31, 2005 consisted of
deposits and money market funds maintained with major financial institutions.

     Concentration of Credit Risk

     Financial instruments that potentially subject us to concentrations of
credit risk are comprised principally of cash and cash equivalents. We invest
excess cash through banks, primarily in highly liquid securities, and have
investment policies and procedures that are reviewed periodically to minimize
credit risk.

Note 2.  LIABILITIES

     Liabilities, including the portion of the shareholder distribution declared
and unpaid and estimated costs of liquidation, consist of the following:


                                             January 31, 2005    April 30, 2004
                                             ----------------    --------------
                                               (Unaudited)
Accounts payable and accrued liabilities       $   45,637         $  707,444
Distribution declared and unpaid                  982,290               --
Estimated costs of liquidation:
  Employee compensation and benefits               81,637            130,000
  Legal, audit and tax services                    34,000            125,000
  Insurance                                          --              212,000
  In-the-money stock options                      147,088            152,400
  Other estimated costs of liquidation            221,000             10,731
                                               ----------         ----------
                                                  483,725            630,131
                                               ----------         ----------
Total liabilities                              $1,511,652         $1,337,575
                                               ==========         ==========

     On January 3, 2005 the Company filed Articles of Dissolution with the
office of the North Carolina Secretary of State. The effective date of the
dissolution was fixed as January 16, 2005 (the "effective date"). The Board of
Directors of the Company also approved (i) a distribution of $.14 per share to
holders of the Company's common stock at the close of trading on the effective
date (the "initial distribution"), and (ii) the closing of the Company's
transfer books as of the close of trading on the effective date.

On January 24, 2005, the Company initiated the mailing of transmittal materials
to holders of record on the effective date. As of January 31, 2005, the Company
has disbursed $4,361,101, of the initial $5,343.391 distribution approved, to
shareholders who have accurately completed and returned the transmittal
materials. The balance of $982,290 represents the difference between the
declared total initial distribution and amount disbursed through January 31,
2005. It is anticipated that a second and final distribution to shareholders of
approximately $.02 to $.03 will be made on or before April 30, 2005.


                                        8
<PAGE>


Note 3.  CONTINGENCIES

     From time to time, we have been subject to pending or threatened
litigation. Also, from time to time we have been advised that certain parties
may exert claims related to our previous business activities and current
dissolution efforts. We are unaware of any other claims that are likely to be
made. However, no assurance can be made with respect to claims that may be made
and the results of legal proceedings cannot be predicted with certainty. Future
litigation could be costly, could cause the diversion of management's attention
and could upon resolution, have a material adverse affect on the net assets
available for distribution.

     The Company filed for an arbitration hearing in the third quarter ended
January 31, 2005 involving a potential claim from a third party. The potential
claim involved previous business activities of the Company. The Company reached
a settlement with the potential claimant that avoided prolonged legal activity
and fees and did not significantly reduce the assets available to distribution
to shareholders.


Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS of FINANCIAL CONDITIONS AND RESULTS
        OF OPERATIONS

     Upon the sale of substantially all of the assets of the Company on April
16, 2004, we ceased normal operations and began the orderly liquidation of the
Company. Under the terms of the Asset Sale, we also provided contract
manufacturing services to Sensitech from April 16, 2004 through July 2, 2004.

     We cannot list here all of the risks and uncertainties that could cause our
actual future financial results to differ materially from our present
expectations or projections regarding estimated distribution to shareholders but
we can identify many of them. For example, our future results could be affected
by the cost of satisfying known liabilities for which we have estimated the
value, the need to satisfy unanticipated liabilities arising in the future and
the expenses of dissolving and winding up the Company.

     The following discussion and analysis should be read in conjunction with
our unaudited financial statements and notes thereto.

Critical Accounting Policies and Estimates

     The presentation of our historical and liquidation based financial
condition and results of operations are based upon our financial statements,
which have been prepared in accordance with accounting principles generally
accepted in the United States of America. The preparation of these financial
statements requires us to make estimates and judgments that affect the reported
amount of assets, liabilities, revenues and expenses, and related disclosure of
contingent assets and liabilities. On an on-going basis, we evaluate our
estimates and judgments, including those related to accrued costs of liquidation
and commitments and contingencies. We base our estimates on historical
experience and on various other assumptions that we believe to be reasonable
under the circumstances, the results of which form the basis for making
judgments about the 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 historical
and liquidation based financial statements:

     Contingent Liabilities

     From time to time, we have been subject to pending or threatened
litigation. Also, from time to time we have been advised that certain parties
may exert claims related to our previous business activities and current
dissolution efforts. We are unaware of any other claims that are likely to be
made. However, no assurance can be made with respect to claims that may be made
and the results of legal proceedings cannot be predicted with certainty. Future
litigation could be costly, could cause the diversion of management's attention
and could upon resolution, have a material adverse affect on the net assets
available for distribution.


                                        9
<PAGE>


     Estimated Costs of Liquidation and Effects of Change to Liquidation Basis

     Pursuant to the plan of dissolution, which was approved by stockholders on
April 15, 2004, our operations (other than the contract manufacturing under the
Manufacturing Services Agreement with Sensitech, which services ended on July 2,
2004) have been limited to winding-up our business and affairs, selling our
remaining assets and discharging our known liabilities. We plan to distribute
any remaining assets to our stockholders in accordance with the plan of
dissolution. As a result, we changed our basis of accounting to the liquidation
basis as of April 16, 2004. Under the liquidation basis of accounting, assets
and liabilities are reflected at the estimated amounts to be paid or received;
however actual costs could differ from those estimates. Distributions ultimately
made to stockholders upon liquidation will differ from the "net assets in
liquidation" recorded in the accompanying Statement of Net Assets in Liquidation
as a result of future operations, the sale proceeds ultimately received by us
and adjustments, if any, to estimated costs of liquidation. The accompanying
historical statements of operations for the three and nine months ended and cash
flows for nine months ended January 31, 2004 have been presented on a going
concern basis comparable to prior periods, which assumes the realization of
assets and the liquidation of liabilities in the normal course of business.

      It is our intention to settle our outstanding obligations and convert our
remaining assets to cash as expeditiously as possible. Final dissolution and
related distributions to stockholders will occur upon obtaining final resolution
on all liquidation issues.

     For details of the estimated costs of liquidation at January 31, 2005,
please refer to Note 2 to the unaudited financial statements of the Company on
page 8.

Comparison of our Changes in Net Assets in Liquidation for the Three and Nine
Months Ended January 31, 2005 compared to our Results of Operations for the
Three and Nine Months Ended January 31, 2004

     This comparison should be read in conjunction with the accompanying
financial statements and notes. On April 16, 2004, we completed the sale of
substantially all of our operating assets to Sensitech Inc. and ceased preparing
our financial statements on a going concern basis under U.S. generally accepted
accounting principles. Accordingly, changes in net assets in liquidation for the
three and nine months ended January 31, 2005 are not comparable to the results
of operations for the three and nine months ended January 31, 2004. Effective
April 16, 2004, we adopted the liquidation basis of accounting which is
described in detail in Note 1 to the accompanying financial statements. In the
current fiscal year we had no operations. Therefore, there is no discussion of
operations in this comparison. Net assets in liquidation decreased by $5,060,292
for the quarter ended January 31, 2005. The decrease was due to an approved
distribution to shareholders of $5,343,391 offset somewhat by a decrease in
estimated costs of liquidation of $245,202. We reduced our estimate of costs of
liquidation to reflect our current understanding of the future costs and
expenses expected to be incurred. The decrease in net assets was partially
offset by interest income.

Liquidity and Capital Resources

      As of January 31, 2005, our net assets in liquidation were $1,062,789,
consisting of cash and cash equivalents of $2,574,441. Our cash is being used to
pay our outstanding liabilities and obligations. We recorded $37,897 and $89,638
of interest income for the three and nine months ended January 31, 2005,
respectively. Any cash not used to satisfy liabilities and expenses will be
distributed to stockholders.

     Outstanding Liabilities

     At January 31, 2005, we had $1,511,652 of outstanding liabilities
consisting of $45,637 in accounts payable and accrued liabilities, $982,290 of
shareholder distributions declared and unpaid and $483,725 of estimated costs of
liquidation. Estimated costs of liquidation include both known and estimated
future expenses, including costs and expenses to defend against potential claims
associated with former business activities, professional fees for legal and
accounting services, insurance premium expense, salaries and benefits expenses,
utilities and office supplies. Actual costs and expenses could differ from those
estimates.

     The Company filed for an arbitration hearing in the third quarter ended
January 31, 2005 involving a potential claim from a third party. The potential
claim involved previous business activities of the Company. The Company reached
a settlement with the potential claimant that avoided prolonged legal activity
and fees and did not significantly reduce the assets available to distribution
to shareholders.


                                       10
<PAGE>


Distribution of Assets to Shareholders

     On January 3, 2005 the Company filed Articles of Dissolution with the
office of the North Carolina Secretary of State. The effective date of the
dissolution was fixed as January 16, 2005 (the "effective date"). The Board of
Directors of the Company also approved (i) a distribution of $.14 per share to
holders of the Company's common stock at the close of trading on the effective
date (the "initial distribution"), and (ii) the closing of the Company's
transfer books as of the close of trading on the effective date.

     On January 24, 2005, the Company initiated the mailing of transmittal
materials to holders of record on the effective date. As of January 31, 2005,
the Company has disbursed $4,361,101, of the initial distribution approved, to
shareholders who have accurately completed and returned the transmittal
materials. It is anticipated that a second and final distribution to
shareholders of approximately $.02 to $.03 will be made on or before April 30,
2005.

Forward-Looking Statements

     Statements contained in this document, which are not historical in nature,
are forward-looking within the meaning of the Private Securities Litigation
Reform Act of 1995. Specifically, statements concerning distributions to
shareholders are forward looking statements within the meaning of the Safe
Harbor. These statements are based on management's current expectations and are
subject to certain risks and uncertainties that could cause actual results to
differ materially. Factors that could cause actual results to differ materially
from those described herein include, without limitation the following: the
precise nature, amount and timing of any distributions to shareholders will
depend on and could be delayed by, among other things, claim settlements with
creditors or other third parties, and unexpected or greater than expected
expenses; our shareholders could be liable to our creditors up to the amount of
any liquidating distributions received in the event we fail to create an
adequate contingency reserve to satisfy all creditors' claims against us. In
addition to the other factors mentioned in this document, we urge you to
consider the risk factors and other information contained in our Proxy Statement
dated March 15, 2004. Cox Technologies undertakes no obligation to update
forward-looking statements to reflect events or circumstances after the date
hereof


Item 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISKS

     The Company has identified certain areas that potentially subject it to
significant concentrations of credit risk. These areas for potential risk
include cash and cash equivalents. Cash balances at financial institutions are
in excess of FDIC insurance coverage. The cash balances are maintained at
financial institutions with high credit - quality ratings and the Company
believes no significant risk of loss exists with respect to those balances. The
Company believes that amounts reported for cash and cash equivalents are
considered to be reasonable approximations of their fair values due to their
short-term nature.


Item 4.  CONTROLS AND PROCEDURES

     Since the Asset Sale on April 16, 2004, we have been in the process of
winding down our operations and liquidating the Company, including significantly
reducing our workforce. As of March 11, 2005, the Company has four employees. As
a result of the decrease in workforce, the Company has limitations on its
ability to provide adequate segregation of duties and employ other common
internal control practices. While the activities of the Company are being
closely monitored by the Board of Directors, our inability to provide adequate
segregation of duties and other mitigating controls may be considered a material
weakness in internal controls over financial reporting.


                    PART II. OTHER INFORMATION AND SIGNATURE

Item 1.   Legal Proceedings

     We are not currently engaged in any legal and administrative proceedings
incidental to our previous business activities and current dissolution efforts.


                                       11
<PAGE>


Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds

     No securities of the Registrant were issued during the three months ended
January 31, 2005

Item 6.  Exhibits

             31.1 - Certification by Co-Chief Executive Officer
             31.2 - Certification by Co-Chief Executive Officer
             31.3 - Certification by Chief Financial Officer
             32.1 - Certificate of Co-Chief Executive Officers
             32.2 - Certificate of Chief Financial Officer


                                   SIGNATURES

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


                             COX TECHNOLOGIES, INC.
                                  (Registrant)


Date:    03-11-05                   /s/ Brian D. Fletcher
         --------                   -----------------------
                                    Brian D Fletcher
                                    Co-Chief Executive Officer


Date:    03-11-05                   /s/ Kurt C. Reid
         --------                   -----------------------
                                    Kurt C. Reid
                                    Co-Chief Executive Officer


Date:    03-11-05                   /s/ John R. Stewart
         --------                   -----------------------
                                    John R. Stewart
                                    Chief Financial Officer


                                       12