UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 30549




                                   FORM 10-QSB




(MarkOne)

[X]  QUARTERLY  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT
     OF 1934
                               For the quarterly period ended September 30, 2004

[  ] TRANSACTION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
                        For the transition period from            to
                                                       ----------    -----------

                                                 Commission file number: 0-27489
                                                                         -------

                                 DuraVest, Inc.
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

           Florida                                               59-2624574
-------------------------------                              -------------------
(State or Other Jurisdiction of                                 (IRS Employer
Incorporation or Organization)                               Identification No.)


      37 Prince Arthur Avenue, Suite 300, Toronto, Ontario, Canada M5R 1B2
      --------------------------------------------------------------------
                    (Address of principal executive offices)


                                 (416) 961-1409
                           ---------------------------
                           (Issuer's telephone number)



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




                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the  registrant  filed all  documents  and reports  required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the  distribution  of
securities under a plan confirmed by a Court. Yes [X] No [ ]


                      APPLICABLE ONLY TO CORPORATE ISSUERS

The number of shares outstanding of each of the issuer's classes of common
equity, as of October 18, 2004 was 36,766,640 shares of common stock.

Transitional Small Business Disclosure Format (Check one):  Yes {X}  No {  }

<PAGE>

                                      INDEX

                                                                     Page Number
                                                                     -----------

Part I.  Financial Information


     Item 1.  Financial Statements

              Balance Sheet as of September 30, 2004                       3

              Statements of Operations for the Three Months                4
              Ended September 30, 2004 and September 30, 2003,
              for the Nine Months Ended September 30, 2004
              And September 30, 2003, and from August 5,
              1980 (inception) to September 30, 2004                       5

              Statements of Cash Flows for Nine Months Ended
              September 30, 2004 and September 30, 2003 and
              from August 5, 1908 (inception) to September 30, 2004        6

              Notes to Financial Statements                                7

     Item 2.  Plan of Operation                                           11


Part II. Other Information

         Item 1.  Legal Proceedings                                       16

         Item 2.  Changes in Securities                                   16

         Item 3.  Defaults in Senior Securities                           16

         Item 4.  Submission of Matters to a Vote of
                  Securities Holders                                      16

         Item 5.  Other Information                                       16

         Item 6.  Exhibits and Reports on Form 8-K                        16




                                       2
<PAGE>

                         PART I - FINANCIAL INFORMATION



Item 1.  Financial Statements


                                 DuraVest, Inc.
                          (a development stage company)
                                  Balance Sheet
                               September 30, 2004


Assets
   Cash                                                               $  53,770
   Receivable - related  party                                            9,080
                                                                      ---------

                                                                      $  62,850
                                                                      =========

Liabilities and Stockholders' Deficit

Liabilities:
   Accounts payable                                                   $  33,971
   Accrued interest - related parties                                     6,066
   Notes payable - related parties                                      155,000
                                                                      ---------
Total liabilities                                                       195,037

Commitments and Contingencies

Stockholders' Deficit

Preferred stock, $0.0001 par value, 20,000,000 shares
  authorized, 0 shares issued and outstanding                                --
Common stock, $0.0001 par value; 80,000,000 shares
  authorized; 36,766,640 shares issued and                                3,680
outstanding
Additional paid-in capital                                              448,820
Deficit accumulated during the development stage                       (584,687)
                                                                      ---------

Stockholders' deficit, net                                             (132,187)
                                                                      ---------

                                                                      $  62,850
                                                                      =========


                         See notes to financial statements

                                       3

<PAGE>
<TABLE>
<CAPTION>


                                                            DuraVest, Inc.
                                                     (a development stage company)

                                                        Statements of Operations


                                                                                                                          From
                                                  For the three    For the three    For the nine     For the nine     Aug. 5, 1980
                                                  months ended     months ended     months ended     months ended    (inception) TO
                                                  September 30,    September 30,    September 30,    September 30,    September 30,
                                                      2004             2003             2004             2003             2004
                                                  -------------    -------------    -------------    -------------    -------------
<S>                                                 <C>              <C>              <C>               <C>            <C>


Development stage expenses:
     Selling, general and administrative            $  43,563        $   3,552        $  87,711         $  35,316       $ 596,152
                                                    ---------        ---------        ---------         ---------       ---------

Total development stage expenses                       43,563            3,552           87,711            35,316         596,152
                                                    ---------        ---------        ---------         ---------       ---------
Loss from operations                                  (43,563)          (3,552)         (87,711)          (35,316)       (596,152)

Other Income and (Expenses)
     Recovery of bad debts                             20,000           20,000
     Interest expense                                  (2,500)            (812)          (4,909)           (2,063)         (7,672)
     Other gain (loss)                                    321              (59)             183                30            (862)
                                                    ---------        ---------        ---------         ---------       ---------

Net loss                                            $ (45,743)       $  (4,424)       $ (92,437)        $ (17,348)      $(584,686)
                                                    =========        =========        =========         =========       =========

Net loss per common share (basic and diluted)       $   (0.00)       $   (0.00)       $   (0.00)        $   (0.00)
                                                    =========        =========        =========         =========

Weighted average number of common shares
 outstanding                                       36,766,640       36,766,640       36,766,640        36,766,640
                                                   ==========       ==========       ==========        ==========


                                                See notes to financial statements
</TABLE>



                                                              4

<PAGE>
<TABLE>
<CAPTION>

                                                            DuraVest, Inc.
                                                     (a development stage company)

                                                       Statements of Cash Flows

                                                                                                                From
                                                                    For the nine         For the nine       Aug. 5, 1980
                                                                    months ended         months ended     (inception) to
                                                                    September 30,        September 30,     September 30,
                                                                         2004                 2003              2004
                                                                    -------------        -------------     --------------
<S>                                                                 <C>                   <C>                <C>
Operating activities:
   Net loss                                                         $   (92,437)          $  (17,348)        $ (584,686)

   Adjustments to reconcile net loss to net cash
    used in operating activities:
      Change in assets and liabilities:
         Receivable related party                                        (9,080)                   -             (9,080)
         Accrued interest                                                 3,303                2,063              6,066
         Accounts payable                                                30,783               (3,221)            33,970
                                                                    -----------           ----------         ----------

Net cash used in operating activities                                   (67,431)             (18,506)          (553,730)
                                                                    -----------           ----------         ----------

Financing activities:
   Proceeds from issuance of debt to related parties                    135,000                5,000            170,000
   Repayment of debt  to related parties                                (15,000)                                (15,000)
   Proceeds from loans from shareholder                                                                           2,100
   Repayment of debt  to shareholder                                                                             (2,100)
   Proceeds from issuance of common stock                                                                       452,500
                                                                    -----------           ----------         ----------

Net cash provided by financing activities                               120,000                5,000            607,500
                                                                    -----------           ----------         ----------

Net increase (decrease) in cash and cash equivalents                     52,569              (13,506)            53,770

Cash and equivalents, beginning of period                                 1,201               16,016                  0
                                                                    -----------           ----------         ----------

Cash and equivalents, end of period                                 $    53,770           $    2,510         $   53,770
                                                                    ===========           ==========         ==========


Supplemental disclosure is as follows:

Cash paid for interest                                              $     1,606           $        -         $    1,606
Cash paid for taxes                                                 $         -           $        -         $        -


                                               See notes to financial statements
</TABLE>

                                                              5
<PAGE>


                                 DuraVest, Inc.
                          (a development stage company)

                          Notes to Financial Statements

1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     BASIS OF PRESENTATION

     The accompanying unaudited condensed financial statements of DuraVest, Inc.
     (the Company) have been prepared in accordance with generally accepted
     accounting principles for interim financial information and with the
     instructions to Item 310(b) of Regulation S-B. Accordingly, they do not
     include all of the information and footnotes required by accounting
     principles generally accepted in the United States of America for complete
     financial statements. All adjustments which, in the opinion of management,
     are considered necessary for a fair presentation of the results of
     operations for the periods shown are of a normal recurring nature and have
     been reflected in the unaudited condensed financial statements. There are
     no additional material subsequent events or material contingencies that
     require disclosure. The results of operations for the periods presented are
     not necessarily indicative of the results expected for the full fiscal year
     or for any future period. The information included in these unaudited
     condensed financial statements should be read in conjunction with Plan of
     Operation contained in this report and with the financial statements and
     accompanying notes included in the Annual Report on Form 10-KSB for the
     fiscal year ended December 31, 2003.

     NATURE OF OPERATIONS

     The Company was incorporated on August 5, 1980 under the laws of the State
     of Florida. The Company has been operating as a development stage
     enterprise since its inception and is devoting substantially all its
     efforts to the ongoing development of the Company.

     GOING CONCERN

     The accompanying financial statements were prepared assuming that the
     Company will continue as a going concern. This basis of accounting
     contemplates the realization of assets and the satisfaction of its
     liabilities in the normal course of operations. Since inception the Company
     has incurred losses of approximately $585,000 and has never generated
     revenues from operations, and has been dependent on investor capital and
     related party loans to sustain its activities. These issues all raise
     substantial doubt about the Company's ability to continue as a going
     concern.



                                       6
<PAGE>


                                 DuraVest, Inc.
                          (a development stage company)

                          Notes to Financial Statements


     The Company's continued existence is dependent upon its ability to meet its
     cash needs for its activities, principally by obtaining additional debt
     financing and equity capital. The Company presently has no source of
     additional capital. There are no assurances that the Company will be able
     to continue as a going concern.

     The financial statements do not include any adjustments to reflect the
     possible future effects on the recoverability and classification of assets
     or the amounts and classification of liabilities that may result from the
     inability of the Company to continue as a going concern.


     INCOME TAXES

     The Company accounts for income taxes pursuant to the provisions of
     Statement of Financial Accounting Standards (SFAS) No. 109, "Accounting for
     Income Taxes," which requires, among other things, a liability approach to
     calculating deferred income taxes. The asset and liability approach
     requires the recognition of deferred tax liabilities and assets for the
     expected future tax consequences of temporary differences between the
     carrying amounts and the tax bases of assets and liabilities. All deferred
     tax assets created by the Company's net operating losses have been offset
     in their entirety by a deferred tax asset valuation allowance.


     FOREIGN CURRENCY TRANSLATION

     During 1999 the Company opened a bank account denominated in a foreign
     currency which is used to pay for some operational expenses. The bank
     account is translated using rates of exchange at September 30, 2004 and
     2003; expenses are translated at average exchange rates in effect during
     the period. The cumulative effect resulting from such translation is
     recorded as remeasurement gain or loss in the financial statements.


     EARNINGS PER SHARE

     The Company follows the provisions of SFAS No. 128, "Earnings per Share,"
     which requires companies with complex capital structures or common stock
     equivalents to present both basic and diluted earnings (loss) per share
     ("EPS") on the face of the income statement. Basic EPS is calculated as
     income available to common stockholders divided by the weighted average
     number of common shares outstanding during the period. Diluted EPS is
     calculated using the "if converted" method for common stock equivalents.
     The Company, as of September 30, 2004, has no common stock equivalents. The
     Company had no common share issuances during 2004 or 2003, so the issued
     shares at each September 30th is the weighted average shares outstanding.



                                       7
<PAGE>


                                 DuraVest, Inc.
                          (a development stage company)

                          Notes to Financial Statements


     RECLASSIFICATIONS

     Certain prior period amounts have been reclassified to conform to the
     current period presentation.


2.   CAPITAL STOCK

     The total number of shares of capital stock which the Company has the
     authority to issue is 100,000,000 shares, consisting of 80,000,000 shares
     of common stock having a par value of $0.0001 per share and 20,000,000
     shares of preferred stock having a par value of $0.0001 per share. Each
     share of common stock entitles the holder to one vote, without any right of
     cumulative voting. With regard to the preferred stock, the Board of
     Directors has the authority to classify any unissued shares by setting or
     changing in any one or more respects the preferences, conversion or other
     rights, voting powers, restrictions, limitations as to dividends,
     qualifications or terms or conditions of redemption of such shares.


3.   RELATED PARTY TRANSACTIONS FUNDS DISBURSED

     Disbursements totaling $4,778 and $3,135 have been paid to officers,
     companies owned by shareholders, and other related parties during the
     periods ended September 30, 2004 and 2003 for items such as administrative
     fees, consulting services rendered, and reimbursement of rent and expenses
     paid on behalf of the Company.

     Receivable - Cardio
     -------------------

     A receivable in the amount of $9,080 was recorded for expenses paid by the
     Company during the nine months ended September 30, 2004 on behalf of Cardio
     Management Systems, Inc., a related entity. (See Note 5 Conditional
     Acquisition Agreement).

     Notes Payable - WCG
     -------------------

     On December 15, 2002 the Board of Directors authorized the Company to
     borrow $25,000 from Wellington-Cooke Gallery, Ltd, (`WCG') a related
     company. The president of the Company is the owner of WCG. The note is
     unsecured, bears interest at a rate of 10% per annum, with the interest and
     principal payable on demand. Interest of $1,549 was paid on this note
     during June, 2004.



                                       8
<PAGE>


                                 DuraVest, Inc.
                          (a development stage company)

                          Notes to Financial Statements


     On September 12, 2003 and October 15, 2003, with the Board of Directors'
     approval, the Company borrowed a total of $10,000 from WCG. The notes are
     unsecured, bears interest at a rate of 5% per annum, with the interest and
     principal payable on demand.

     On January 28, 2004 the Board of Directors authorized the Company to borrow
     $10,000 from WCG. The note is unsecured, bears an interest rate of 5% per
     annum, with the interest and principal payable on demand.

     On March 12, 2004, with the Board of Directors' approval, the Company
     borrowed a total of $10,000 from WCG. The note is unsecured, bears interest
     at a rate of 5% per annum, with the interest and principal payable on
     demand.

     On May 18, 2004, with the Board of Directors' approval, the Company
     borrowed a total of $15,000 from WCG. The note is unsecured, with interest
     at a rate of 5% per annum. On June 15, 2004 the Company repaid this note.

     During June, 2004 the Company paid a total of $1,606 of accrued interest to
     WCG. At September 30, 2004 $4,072 of accrued interest was still due WCG.

     Note Payable Fulton Partners
     ----------------------------

     On June 1, 2004, with the Board of Directors' approval, the Company
     borrowed $100,000 from Fulton Partners Limited (Fulton), a related entity
     by virtue the majority owner of Fulton being an affiliate of a director and
     a shareholder of the Company. The note is unsecured, bears interest at a
     rate of 6% per annum, with the interest and principal payable on demand. No
     interest has been paid on this loan and $1,994 is accrued at September 30,
     2004.

4.   COMMITMENT AND CONTINGENCIES

     The Company conducts its operations from leased facilities, under operating
     leases on a month-to-month basis, which can be terminated by either party
     upon giving notice 60 days in advance. Lease rent expense for the periods
     ended September 30, 2004 and 2003 amounted to $3,454 and $1,422. At
     September 30, 2004, future minimum lease payments and rent usage tax were
     $0.


                                       9
<PAGE>


                                 DuraVest, Inc.
                          (a development stage company)

                          Notes to Financial Statements



5.   CONDITIONAL ACQUISITION AGREEMENT

     On April 4, 2002 the Company entered into a conditional stock exchange
     agreement with Cardio Management Systems, Inc. ("Cardio"), a corporation
     organized under the Canadian Business Corporation Act (Cardio is a related
     party to the Company, as the Company's president is the holder of record of
     all the Cardio shares as nominee for Herne Finance Limited; Herne is
     controlled by a director of the Company and Herne is a 13.6% shareholder of
     the Company). Under the agreement, if certain conditions are met, the
     Company will issue 5,000,000 shares of its common stock in exchange for all
     of the outstanding stock (1,000,000 shares) of Cardio stock and as a result
     Cardio will become a wholly owned subsidiary of the Company. The Company
     and Cardio have amended the Exchange Agreement to provide that if Cardio
     makes a specified Additional Investment in Estracure before the Company
     acquires Cardio under the Exchange Agreement Cardio's stockholder would
     receive the 5,000,000 shares of the Company's common stock plus one
     additional share for each $1.50 (Canadian Funds) spent in the specified
     Additional Investment. The principal assets of Cardio are (i) shares of
     common stock of Estracure, Inc. ("Estracure"), a corporation organized
     under the Canadian Business Corporation Act and (ii) an optional right to
     acquire additional shares of Estracure common stock at a fixed purchase
     price, at no time to exceed 50% ownership of Estracure outstanding common
     stock.

     If the stock exchange is completed the stock of Estracure owned by Cardio
     could be considered to be "investment securities" as such are defined by
     the Investment Company Act of 1940 ("40 Act"). The condition precedent to
     the completion of the stock exchange shall be the receipt by the Company of
     either (1) a "no-action" letter from the SEC that the completion of the
     stock exchange with the resultant ownership by the Company of Cardio with
     its investment in Estracure (with Estracure not being a "majority owned
     subsidiary" of Cardio under the 40 Act) will not cause a violation of the
     40 Act; or (2) an opinion of counsel that the completion of the stock
     exchange with the resultant ownership by the Company of Cardio with its
     investment in Estracure (with Estracure not being a "majority owned
     subsidiary" of Cardio under the 40 Act) will not cause a violation of the
     40 Act. The Company intends to pursue the satisfaction of either or both of
     these two conditions. However, there is no assurance that it will be able
     to satisfy either of them.



                                       10
<PAGE>


ITEM 2.  PLAN OF OPERATION

     The Issuer was organized in 1980 as a Florida corporation named Ronnie
Interior Designs, Inc. (which was changed to Ronnie Systems, Inc. on 1997). It
was formed to engage in the interior design business. These business operations
became dormant in 1995.

     In March of 1998, the Issuer was reorganized. Its Articles of Incorporation
were amended to: (i) change its name to Great Wall Food and Beverage
Corporation; (ii) change its authorized capital to its present structure; and
(iii) reverse split its then outstanding 100,000 shares of Common Stock into
10,000 shares (one new share for each ten old shares).

     As part of the reorganization, the Issuer's Board of Directors authorized
the Issuer to acquire all of the outstanding 1,700,000 shares of Food & Beverage
Masters (China), Inc., an unaffiliated Delaware corporation in exchange for
1,700,000 shares of the Issuer's Common Stock. It was represented to the Issuer
that the Delaware company owned 80% of a joint venture with the Chan Zhou Dairy
Company. This Chinese company owned and operated a dairy processing plant. These
facilities were located in Chan Zhou, China in the Yangtze River Delta in the
Jiangsu Province of China. The Chinese Joint Venture was to produce and market
bagged milk, yogurt, ice cream and related dairy products in the Chan Zhou area.
In addition, the proposed Delaware subsidiary was exploring the formation of
another venture with a different Chinese partner. The purpose of the second
proposed venture was to bottle and market low and non-alcoholic drinks.

     The Issuer was also authorized to issue a total of 6,760,000 shares of
Common Stock to six other companies and individuals who were to furnish
assignments of intangible assets and services to the proposed Chinese
operations.

     The Issuer then made a cash offering of shares of its Common Stock at $.15
per share to raise capital for the pending Chinese operations. The offering was
made from March through August of 1998. A total of 26,666,400, shares were sold
for $399,999.60 in gross proceeds (these numbers are adjusted to reflect a
November 9, 2001 10-for-one Forward Stock Split). The offering was made pursuant
to the exemption from the registration requirements of Section 5 of the
Securities Act of 1933 provided in Rule 504 of Regulation D adopted under that
Act.

     Following the offering the Issuer proceeded to pursue the proposed
transaction. However, during these efforts the Issuer learned that the Chinese
project, its assets and operations were not as represented. In October of 1998,
the Issuer terminated the proposed venture. None of the stock authorized for the
Chinese project was issued.

     The Issuer spent approximately $315,000 on the Chinese project prior to its
termination. Included in these costs were $100,000 deposited on the purchase of
equipment which purchase was not completed. The Issuer and the equipment
manufacturer agreed on April 14, 2000 that the deposit would be refunded to the
Issuer in five equal monthly installments. The Issuer received two payments of
$20,000 on the settlement agreement before the manufacturer defaulted. The
Issuer pursued collection proceedings on the balance of $60,000 and settled for
a payment of $20,000 in March 2003.

     In November of 1999, Hatchment Holdings, Inc., a company wholly owned by
Bradley R. Wilson, then an officer and director of the Issuer, purchased
10,000,000 shares of the Issuer's then Common Stock for cash at $.0052 per share
for a total of $52,000 (adjusted for November 2001 Forward Split).



                                       11
<PAGE>



     On November 9, 2001 the Issuer amended its Articles of Incorporation to
change its name to DuraVest, Inc. ("DuraVest" or "Issuer"), and to complete a
forward split of its outstanding Common Stock in the basis of ten shares of the
new stock for each then outstanding share. This resulted in an increase of its
total outstanding shares of Common Stock to 36,766,640 shares.

     The Issuer's present business plan is to continue the registration of its
Common Stock under Section 12(g) of the Securities Exchange Act of 1934
("Exchange Act") and to complete the Cardio acquisition as defined below and/or
find another new business opportunity. The Issuer will seek and attempt to enter
into a business combination or acquisition of assets by which it will become
engaged in an active business venture. It is likely that if such a transaction
is made it may involve control of the Issuer being acquired by the other party
to the transaction.

     On April 4, 2002 the Issuer entered into a Conditional Stock Exchange
Agreement ("Exchange Agreement") with Cardio Management Systems, Inc., a
corporation organized under the Canada Business Corporation Act ("Cardio"), and
Ms. Patti Cooke, the sole record stockholder of Cardio. (Ms. Cooke holds the
Cardio shares as a nominee for Herne Finance Limited, a private company owned by
Brian M. Copsey, a director of the Issuer, Hatchment Holdings, Inc., a company
owned by a former officer and director of which Ms Cooke is the sole officer and
director and/or any third party which furnishes funds to Cardio to make an
additional investment in Estracure, Inc., a Canadian corporation ("Estracure")
She is also the President and a director of the Issuer.) Under the Exchange
Agreement, if specified conditions are met, the Issuer will acquire all of the
outstanding stock of Cardio in exchange for 5,000,000 shares of the Issuer's
common stock together with the additional shares of the Issuer which would be
issued to Cardio if it invests additional money in Estracure as set out below.
The Issuer's stock would be issued as "restricted securities" as such are
defined under the Securities Act of 1933. They would be issued in reliance upon
the exemption from registration under Section 5 of that Act provided in Section
4(2) thereof or Regulation D adopted thereunder.

     Cardio was formed in 2002 to provide funds to and acquire an investment in
Estracure. Cardio has acquired 26 of the 100 shares of Estracure presently
outstanding for which it paid $2,500,000 Canadian (which equated to $1,590,000
U.S. as of May 8, 2002). Estracure is involved in the research, development and
commercialization of the use of "Estradiol" to reduce restenosis after
angioplasty (see additional description following). If the undergoing human
clinical trails of Estradiol are deemed successful, Cardio has the option to
acquire sufficient additional shares of Estracure to increase its ownership
interest therein in exchange for $7,500,000 Canadian ($5,681,818 U.S. as of
March 26, 2004).

     Estracure has advised Cardio that Estracure is in need of the "Additional
Investment" of $7,500,000 to continue funding of its research and development
program. Cardio is in the process of negotiating the terms of the Additional
Investment with Estracure and seeking the funds to make the Additional
Investment. At this time it appears that, if Cardio makes the Additional
Investment in Estracure, Cardio will increase its percentage ownership in
Estracure to approximately one-third. The Issuer and Cardio have amended their
Exchange Agreement to provide that if Cardio makes the Additional Investment in
Estracure before the Issuer acquires Cardio under the Exchange Agreement
Cardio's stockholder would receive the 5,000,000 shares of the Issuer's common
stock plus one additional share for each $1.50 (Canadian Funds) spent in the
Additional Investment. This would result in a total of 10,000,000 of the
Issuer's shares going to the Cardio stockholder, if the total $7,500,000
Canadian is invested by Cardio.


                                       12
<PAGE>


      The contractual arrangements between Cardio and Estracure provide that
Cardio may not, at any time, acquire more than 50% of the outstanding common
stock of Estracure (which prohibition is designed to protect valuable and
favorable Canadian Tax treatment for Estracure and its shareholders). If
DuraVest acquires the stock of Cardio it could be considered to be "investment
securities" as such are defined under the Investment Company Act of 1940 ("40
Act") and their ownership by Cardio as a wholly owned subsidiary of DuraVest
could cause DuraVest to become an unregistered inadvertent investment company
under the 40 Act. The parties to the Exchange Agreement have been advised that
the circumstances of the Cardio investment in Estracure are such that there is a
reasonable possibility that: (i) DuraVest could apply for and obtain a
"no-action" letter from the United States Securities and Exchange Commission
("SEC") under which the Cardio acquisition could be completed without causing a
violation of the 40 Act by DuraVest; or (ii) if DuraVest would acquire
sufficient additional assets so that the Estracure investment would be less than
40% of its total assets less cash items, DuraVest could obtain an opinion of
counsel that the completion of the Cardio acquisition would not cause a
violation of the 40 Act by DuraVest

     Accordingly, the completion of the acquisition of Cardio by DuraVest is
conditioned upon the receipt of DuraVest of either:

     (i) A "no-action" letter from the SEC that the completion of the Cardio
acquisition with the resultant ownership by DuraVest of Cardio with its
investment in Estracure (with Estracure now being a "majority owned subsidiary"
of Cardio under the 40 Act) will not cause a violation of the 40 Act; or

     (ii) An opinion of counsel that the completion of the Cardio acquisition
with the resultant ownership by DuraVest of Cardio with its investment in
Estracure (with Estracure not being a "majority owned subsidiary" of Cardio
under the 40 Act) will not cause a violation of the 40 Act.

     DuraVest intends to pursue the satisfaction of either or both of these two
conditions or to amend the Cardio-Estracure arrangements to enable Cardio to
acquire more than 50% of Estracure. However, there is no assurance, it will be
able to satisfy either of the stated requirements or to amend the
Cardio-Estracure arrangements.

     Cardio has informed Estracure that Cardio has: (i) acquired a commitment
for $7,500,000 (Canadian) to fund its exercise of its option to acquire an
additional ownership interest in Estracure provided Cardio acquires a majority
voting interest in Estracure; and (ii) is negotiating with Estracure in an
effort to achieve that result. There is no assurance that Cardio will be
successful in these efforts.

     The only material assets of Cardio are its investment in Estracure and its
option to acquire additional stock in Estracure. Neither Cardio nor DuraVest
presently have the funds to finance the exercise of Cardio's options to acquire
additional Estracure stock. Accordingly, their ability to exercise this option
will be dependent upon their ability to raise additional capital. There is no
assurance that: (i) Estracure's human clinical trials of the Estradiol
treatments will be successful; (ii) Cardio or DuraVest will be able to raise
sufficient capital to exercise the option to acquire the additional Estracure
stock; or (iii) Estracure will be able to successfully develop and commercially
market Estradiol.

     The shareholders of Estracure, including Cardio, have entered into a
"Shareholders Agreement", the principal provisions of which are as follows:

     (i) Cardio is entitled to nominate two of the five members of the Board of
Directors;


                                       13
<PAGE>



     (ii) Subject to the option of Cardio to subscribe to additional shares in
consideration of the sum of C$7,500,000, the shareholders of Estracure benefit
from a preemptive right to subscribe, on a pro rata basis, to any additional
shares issued to Estracure;

     (iii) A Shareholder of Estracure may only assign its shares therein in the
following circumstances:

         - The assignment is made to an affiliate, subsidiary, or holding
company of said shareholder, provided, where such a shareholder is Cardio and
the assignee is DuraVest, that as a result of such assignment, DuraVest must not
be considered to have control of Estracure nor, in the opinion of Estracure, may
it be in violation of the Investment Company Act of 1940 (US); or

         - Such a shareholder has offered his shares to the other shareholders
who are entitled to acquire same on a pro rata basis.

     (iv) In the event that one or more shareholders holding, in the aggregate,
more than 50% of the issued and outstanding shares of Estracure which to assign
their shares to a third party, the remaining shareholders may require that their
shares be purchased on the same terms and conditions. Inversely, under the same
circumstances, the shareholders controlling more than 50% of the issued and
outstanding shares of Estracure may compel the remaining shareholders to sell to
such a third party.

     (v) A Shareholder shall be deemed to sell all of its shares in Estracure
upon the occurrence of certain events, the following of which are applicable to
Cardio:

         - Change of control of Cardio except for its Acquisition by DuraVest
without the unanimous consent of the other shareholders of Estracure;

         - The seizure of a shareholder's shares in Estracure and such seizure
is not or contested within 30 days thereof;

         - The bankruptcy of a shareholder;

         - Fraud by a shareholder;

         - Criminal Act by a shareholder;

         - The default of a shareholder in respecting anyone of its obligation
under the terms of Shareholders Agreement in such default has not been remedied
within a reasonable time; and

     (vi) Decisions in respect of a number of matters have been made subject to
the consent of the shareholders, either by a 75% majority or by unanimous
approval.

     Estracure's Estradiol project has been developed by a team of Canadian
medical researchers working under the auspices of the Montreal Heart Institute.
They began their research in 1997 to determine why arteriosclerosis and other
diseases creating indurations of the arteries occurred more frequently in men
than women. They focused their efforts on the potential role of naturally
occurring hormones unique to women in blocking the onset of arteriosclerosis or
other indurations of the arteries. After preliminary trials they focused their
efforts on a form of Estradiol (17-beta Estradiol), a female sex hormone of the
estrogen family. At this point their goal was to develop a product and treatment
which would reduce the recurrence of blockage following an angioplasty
procedure, a non-surgical interventional procedure using a tiny balloon to open
blocked arterial passages and the use of intravascular stents. The Estracure
treatment involves the application or injection of Estradiol during the
angioplasty procedure to impede the re-blocking of the arterial passage.


                                       14
<PAGE>



     The results of the research to date have been promising. The initial
theoretical studies have been followed by work in a more clinically relevant
model, the stent porcine coronary artery model, where there was a renewed
confirmation of restenosis as well as a lower inflammatory score.

     Estracure is now proceeding with human clinical trials of Estradiol.
Estracure Inc. under approval received from Canadian health authorities'
authorization to initiate a Phase II clinical trial of 17-8-Estradiol in the
prevention of restenosis in patients following percutaneous transluminal
coronary angioplasty (PTCA) and stent implantation.

     The Phase II clinical trial evaluating the safety and efficacy of
17-8-Estradiol in patients having narrowing or constriction of the coronary
arteries caused by atherosclerotic disease. 17-8-Estradiol is being locally
administered in a minimally invasive fashion by bolus infusion during a PTCA
procedure. Contrary to other anti-restenosis drugs presently in clinical
evaluation, 17-8-Estradiol is a non-toxic naturally occurring hormone that has
been shown by Estracure's scientific team to have a dual beneficial effect in
improving vascular healing and preventing restenosis after angioplasty. Animal
studies have demonstrated that local delivery of 17-8-Estradiol significantly
decreases neointimal hyperplasia after PTCA without secondary effects.

     If the results of these trials are satisfactory, Estracure intends to
proceed with the research and development of Estradiol and take the necessary
actions to produce it, including obtaining the necessary regulatory approvals.
Before Estracure can proceed beyond the human clinical trials, it will have to
acquire additional funding. If Cardio is not able to provide capital by
exercising its option, Estracure will have to pursue other sources not now known
to it.

     Except for the arrangements with Cardio, there are no present arrangements
for, or ongoing negotiations with respect to, a business combination with the
Issuer. The Issuer has no present knowledge of any other specific candidate for
a business combination. The management of DuraVest believes it will have to
acquire additional capital to continue its operations over the next 12 months.
If it acquires Cardio during that period and desires for Cardio to exercise its
option to purchase additional Estracure stock, DuraVest will have to obtain the
$7,500,000 Canadian necessary for the option and additional capital to finance
DuraVest's operations. There are no present arrangements for the acquisition of
any additional capital or any assurance that such will be available.



                                       15
<PAGE>


                           PART II - OTHER INFORMATION

Item 1.   Legal Proceedings
---------------------------

          Not Applicable


Item 2.   Changes in Securities
-------------------------------

          Not Applicable


Item 3.   Defaults in Senior Securities
---------------------------------------

          Not Applicable


Item 4.   Submission of Matters to a Vote of Securities Holders
---------------------------------------------------------------

          Not Applicable


Item 5.   Other Information
---------------------------

     On October 4, 2004, Messrs. Brian M. Copsey and David W. Gough resigned
from their positions as members of DuraVest's Board of Directors.


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K


     (a)  Exhibit 31     Certificate Pursuant to Section 302 of the
                         Sabanes-Oxley Act

          Exhibit 32     Certificate Pursuant to Section 906 of the
                         Sabanes-Oxley Act

     (b)  Form 8-K

          No Reports on Form 8-K were filed for the quarter ended
          September 30, 2004



                                       16
<PAGE>


                                   SIGNATURES
                                   ----------

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

                                      DURAVEST, INC.

Dated:  October 21, 2004              By: /s/ Patti Cooke
                                          --------------------------------------
                                          Patti Cooke, President, Principal
                                          Executive, Financial and Accounting
                                          Officer




























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