SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-QSB
                                   -----------

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

     For Quarter ended September 30, 2004

[_]  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR 15 (d)  OF THE  SECURITIES
     EXCHANGE ACT OF 1934

     For the transition period from                   to
                                    -----------------    ----------------

                           Commission File No 0-32307


                           SEA SUN CAPITAL CORPORATION
                           ---------------------------
             (Exact name of registrant as specified in its charter)

            Delaware                                           59-3518707
            --------                                           ----------
(State or other jurisdiction                            (IRS Employer ID Number)
of incorporation or organization)


               424 Brookmill Rd., Oakville, Ontario L6J 5K5 Canada
               ---------------------------------------------------
                    (Address of principal executive offices)

                                 (905) 844-3680
                           ---------------------------
                           (Issuer's Telephone Number)

                               ALPHA HOLDING, INC.
      Suite 205, 9977 - 178 St. Bldg. #14, Edmonton, Alberta T5T 6J6 Canada
      ---------------------------------------------------------------------
              (Former name, former address and former fiscal year,
                          if changed since last report)

INDICATE 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
                                 ------            ------

As of November 15, 2004,  the issuer had 8,330,000  shares of Common Stock,  par
value $.001 per share, issued and outstanding.


<PAGE>






Item 1.  Financial Statements and Exhibits
------------------------------------------

(a)  The unaudited financial  statements of Registrant for the nine months ended
     September  30,  2004,   follow.   The  financial   statements  reflect  all
     adjustments  which are, in the opinion of  management,  necessary to a fair
     statement of the results for the interim period presented.







                           SEA SUN CAPITAL CORPORATION
                           ---------------------------
                               SEPTEMBER 30, 2004
                                   (unaudited)




                                    I N D E X
                                    ---------


                                                                      Page No.
                                                                      --------



CONDENSED BALANCE SHEET                                                  F-2

CONDENSED STATEMENTS OF OPERATIONS                                       F-3

CONDENSED STATEMENTS OF CASH FLOWS                                       F-4

NOTES TO CONDENSED FINANCIAL STATEMENTS                               F-5 - F-8



















                                       F-1
<PAGE>





                           SEA SUN CAPITAL CORPORATION
                             CONDENSED BALANCE SHEET
                                (unaudited) AS OF
                               SEPTEMBER 30, 2004

                                     Assets
                                     ------

Current assets
     Loans receivable - related party                           $           430
     Inventory                                                            4,530
                                                                ----------------

         Total assets                                           $         4,960
                                                                ================

                    Liabilities and Stockholders' Deficiency
                    ----------------------------------------

Current liabilities
     Accounts payable/Accrued expenses                          $         9,842
     Due to related party                                                33,077
                                                                ----------------

         Total Liabilities                                      $        42,919
                                                                ----------------
Stockholders' deficiency
   Preferred stock  - $. 001 par value,
         authorized 50,000,000 shares,
         issued 0 shares                                                      0

Common stock  - $.001 par value,
         authorized 100,000,000 shares,
         issued 8,330,000 shares                                          8,330
     Additional paid-in capital                                           5,160
     Deficit                                                            (51,449)
                                                                ----------------

         Total stockholders' deficiency                                 (37,959)
                                                                ----------------

         Total liabilities and stockholders' deficiency         $         4,960
                                                                ================






          The accompanying notes are an integral part of the condensed
                              financial statements.

                                       F-2
<PAGE>






<TABLE>
<CAPTION>
                           SEA SUN CAPITAL CORPORATION
                       CONDENSED STATEMENTS OF OPERATIONS
                                   (unaudited)


                                                 Three Months Ended                  Nine Months Ended
                                                    September 30,                      September 30,
                                                    -------------                      -------------
                                               2 0 0 4          2 0 0 3           2 0 0 4          2 0 0 3
                                           --------------   --------------    --------------   --------------


<S>                                        <C>              <C>               <C>              <C>
Cost and expenses
   Selling and administrative expenses     $      12,102    $       1,731     $      19,559    $       5,826
                                           --------------   --------------    --------------   --------------

   Operating loss                                (12,102)          (1,731)          (19,559)          (5,826)


Net loss                                   $     (12,102)   $      (1,731)    $     (19,559)   $      (5,826)
                                           ==============   ==============    ==============   ==============

Loss per common share                      $        (.00)   $        (.00)    $        (.00)   $        (.00)
                                           ==============   ==============    ==============   ==============

Weighted average common
shares outstanding                             8,300,000        3,800,000         8,300,000        3,800,000
                                           ==============   ==============    ==============   ==============
</TABLE>





















          The accompanying notes are an integral part of the condensed
                              financial statements.

                                       F-3
<PAGE>





<TABLE>
<CAPTION>
                           SEA SUN CAPITAL CORPORATION
                       CONDENSED STATEMENTS OF CASH FLOWS
                                   (unaudited)


                                                            Nine Months Ended September 30
                                                               2 0 0 4           2 0 0 3
                                                           --------------    --------------


<S>                                                        <C>               <C>
Cash flows from operating activities
     Net loss                                              $     (19,559)    $      (5,826)
     Adjustments to reconcile net loss
         to net cash used in  operating activities:
     Changes in operating assets and liabilities-
         Accrued expenses                                          7,420             3,270
                                                           --------------    --------------

Cash used in operating activities                                (12,139)           (2,556)
                                                           --------------    --------------

Cash flows from financing activities
         Due to related party                                     12,139             2,556
                                                           --------------    --------------

Cash provided by financing activities                             12,139             2,556
                                                           --------------    --------------

Net change in cash                                                    --                --

Cash - beginning of period                                            --                --
                                                           --------------    --------------

Cash - end of period                                       $          --     $          --
                                                           ==============    ==============
</TABLE>














          The accompanying notes are an integral part of the condensed
                              financial statements.

                                       F-4
<PAGE>





                          SEA SUN CAPITAL CORPORATION.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (unaudited)


1.   BUSINESS DESCRIPTION - ORGANIZATION
     -----------------------------------

     The  accompanying   unaudited  condensed  financial  statements  have  been
     prepared in accordance with accounting principles generally accepted in the
     United  States of America for interim  financial  information  and with the
     instructions  to Form 10-QSB and Item 310 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.  In the  opinion of  management,  all
     adjustments  (consisting of normal recurring accruals) considered necessary
     for a fair presentation have been included.  Operating results for the nine
     months  ended  September  30, 2004 are not  necessarily  indicative  of the
     results  that may be expected for the year ending  December  31, 2004.  For
     further  information,  refer  to the  financial  statements  and  footnotes
     thereto included in the Form 10-KSB for the year ended December 31, 2003.

     On August 19, 1997,  Alpha Holding,  Inc. (the "Company") was  incorporated
     under the laws of the State of  Delaware.  A name change to Sea Sun Capital
     Corporation was effected  September 29, 2004. The Company may engage in any
     business that is permitted by the general corporation law of Delaware.  The
     Company is a "blank check"  company.  A "blank check"  company is a company
     that has no specific  business  plan or purpose or has  indicated  that its
     business plan is to engage in a merger or acquisition  with an unidentified
     company or  companies.  The  Company has been  exploring  sources to obtain
     additional  equity or debt  financing.  The Company has also  indicated its
     intention  to  participate  in one or  more  as yet  unidentified  business
     ventures,  which  management  will  select  after  reviewing  the  business
     opportunities for their profit or growth potential.

     LIQUIDITY AND CAPITAL RESOURCES
     -------------------------------

     The accompanying  financial statements have been prepared assuming that the
     Company  will  continue  as a  going  concern.  The  Company  has  suffered
     recurring  losses from  operations  and has a net capital  deficiency  that
     raises substantial doubt about its ability to continue as a going concern.

     The Company is a "blank check"  Company and has  experienced no significant
     change in liquidity,  capital resources of stockholders'  equity other than
     the receipt of proceeds for its operating  expenses.  Substantially  all of
     such funds have been used to pay expenses incurred by the Company.





                                       F-5
<PAGE>





                          SEA SUN CAPITAL CORPORATION.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (unaudited)


1.   BUSINESS DESCRIPTION - ORGANIZATION (CONT'D)
     --------------------------------------------

     RESULTS OF OPERATIONS
     ---------------------

     For the nine months  ended  September  30,  2004 and 2003,  the Company had
     engaged in no significant  operations other than the acquisition of capital
     for general and administrative  expenses and registration of its securities
     under the Securities  Exchange Act of 1934. During this period, the Company
     received no operating revenues. General and administrative expenses consist
     primarily of professional fees.

     The  Company  is seeking to carry out its plan of  business  to  complete a
     merger or business acquisition transaction.  The Company's existing capital
     will  not be  sufficient  to  meet  the  Company's  cash  needs,  including
     complying with its  continuing  reporting  obligation  under the Securities
     Exchange Act of 1934. Accordingly, additional capital will be required.

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
     ------------------------------------------

     STATEMENT OF CASH FLOWS
     -----------------------

     The Company  considers all highly liquid debt instruments  purchased with a
     maturity of three months or less to be cash  equivalents.  No cash was paid
     for interest for the nine months ended September 30, 2004 and 2003.  During
     the nine months ended  September 30, 2003 and 2002,  the Company paid $0 in
     income taxes.

     START-UP COSTS
     --------------

     The Company  adopted the provisions of the American  Institute of Certified
     Public Accountants'  Statement of Position 98-5, "Reporting on the Costs of
     Start-Up Activities". SOP 98-5 provides guidance on the financial reporting
     of start-up and  organization  costs and requires such costs to be expensed
     as  incurred.The  start-up costs consist  principally of  professional  and
     consulting fees.

     LOSS PER COMMON SHARE
     ---------------------

     Loss per common  share is computed by dividing  the net loss for the period
     by the weighted  average number of shares  outstanding  for the nine months
     ended September 30, 2004 and 2003.






                                       F-6
<PAGE>





                          SEA SUN CAPITAL CORPORATION.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (unaudited)


2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D)
     ---------------------------------------------------

     USE OF ESTIMATES
     ----------------

     The preparation of the  accompanying  condensed  financial  statements,  in
     conformity  with  generally  accepted   accounting   principles,   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 expenses  during the  reporting  periods.  Actual  results could
     differ from those estimates.

     SIGNIFICANT ESTIMATES
     ---------------------

     Several  areas  require  significant   management   estimates  relating  to
     uncertainties  for which it is  reasonably  possible  that  there will be a
     material change in the near term. The significant area requiring the use of
     management estimates related to accrued expenses.

     INCOME TAXES
     ------------

     Deferred  tax  assets and  liabilities  are  recognized  for the future tax
     consequences  attributable to differences  between the financial  statement
     carrying  amounts of existing assets and  liabilities and their  respective
     tax basis.  Deferred tax assets and  liabilities are measured using enacted
     tax rates  expected to apply to taxable  income in the years in which those
     temporary  differences are expected to reverse.  The effect on deferred tax
     assets  and  liabilities  from a change in tax rates is  recognized  in the
     statement of operations in the period that includes the enactment date.

     The Company has not yet  commenced an active trade or business,  therefore,
     the Company did not provide any current or deferred federal or state income
     tax provision or benefit for any of the periods  presented because to date,
     it  has  experienced  operating  losses.  The  Company  has a  federal  net
     operating loss carryforward of approximately  $32,000 expiring in the years
     2017 through 2023. The tax benefit of this net operating loss,  based on an
     effective tax rate of 40%, is approximately $12,800and has been offset by a
     full valuation allowance. .

     The use of net  operating  loss  carryforward  is  subject  to  limitations
     imposed  by the  Internal  Revenue  Service  in the event of the  change in
     control.





                                       F-7
<PAGE>





                          SEA SUN CAPITAL CORPORATION.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (unaudited)


3.   COMMON STOCK
     ------------

     The Company is  authorized to issue  100,000,000  shares of par value $.001
     common stock and 50,000,000 of preferred stock with a $ .001 par value.

     The Company has issued and  outstanding  8,330,000  shares of common  stock
     that have been valued at prices  ranging  from $.001 to $.10.  These values
     were based upon  management's  estimate of the current market prices at the
     time the shares were issued. No preferred stock has been issued.

4.   RELATED PARTY TRANSACTIONS
     --------------------------

     The  caption  "Due to  related  Company"  are  loans  that  are  unsecured,
     non-interest  bearing  and have no fixed  terms  of  repayment,  therefore,
     deemed payable on demand. The Company's operating expenses in 2004 and 2003
     were paid by related companies.  The balance due to the related company, at
     September 30, 2004 was $33,077.

5.   NAME CHANGE
     -----------

     On September 29, 2004 the name Alpha  Holding,  Inc. was changed to Sea Sun
     Capital  Corporation.  At the same  time the  authorized  common  stock was
     increased  from  10,000,000  to  100,000,000  shares  and  a new  class  of
     50,000,000 preferred shares was created.  These changes became effective on
     that  date  with  the  filing  of  the  Certificate  of  Amendment  of  the
     Certificates of Incorporation with the Delaware Secretary of State.























                                       F-8
<PAGE>






Item 2.  Management's Discussion and Analysis or Plan of Operation
------------------------------------------------------------------

     The Company is considered a development  stage company with limited  assets
or capital,  and with limited  operations  or income since  inception in August,
1997. The costs and expenses  associated with the preparation and filing of this
document  and  other  operations  of  the  company  have  been  paid  for by the
controlling shareholders of the Company who are also its officers and directors.
It is anticipated that the Company will require only nominal capital to maintain
the corporate viability of the Company and any additional needed funds will most
likely be provided by the Company's  existing  shareholders  or its officers and
directors in the immediate future. Current shareholders have not agreed upon the
terms and conditions of future financing and such undertaking will be subject to
future  negotiations,  except for the express  commitment  of the  officers  and
directors to fund required  filings  pursuant to the Securities  Exchange Act of
1934 (the " `34 Act").  Repayment  of any such  funding  will also be subject to
such  negotiations.  However,  unless  the  Company  is  able to  facilitate  an
acquisition  of or  merger  with an  operating  business  or is  able to  obtain
significant  outside financing,  there is substantial doubt about its ability to
continue as a going concern.

     In the  opinion  of  management,  inflation  has not and  will  not  have a
material  effect on the operations of the Company until such time as the Company
successfully  completes an acquisition or merger. At that time,  management will
evaluate the  possible  effects of inflation on the Company as it relates to its
business and operations following a successful acquisition or merger.

     Management  plans may but do not currently  provide for experts to secure a
successful  acquisition or merger partner so that it will be able to continue as
a going concern.  In the event such efforts are  unsuccessful,  contingent plans
have been  arranged to provide  that the  current  Director of the Company is to
fund required future filings under the `34 Act, and existing  shareholders  have
expressed an interest in additional funding if necessary to continue the Company
as a going concern.

Plan of Operation
-----------------

     The Company  has  entered  into  negotiations  to acquire a privately  held
company in exchange  for  issuance of a  controlling  interest in the  Company's
common stock.  In the event that  negotiations  are not concluded  successfully,
then during the next twelve  months,  the Company will continue to actively seek
out and investigate  possible business  opportunities with the intent to acquire
or  merge  with  one or more  business  ventures.  In its  search  for  business
opportunities,  management will follow the procedures outlined in Item 1, above.
Because the Company has limited funds,  it may be necessary for the officers and
directors to either  advance  funds to the Company or to accrue  expenses  until
such time as a successful  business  consolidation can be made. The Company will
not make it a condition that the target company must repay funds advanced by its
officers and directors.  Management intends to hold expenses to a minimum and to
obtain services on a  contingency basis when possible.  Further,  the  Company's


                                        2
<PAGE>





directors  will  defer any  compensation  until such time as an  acquisition  or
merger can be accomplished.  However, if the Company engages outside advisors or
consultants  in its search for business  opportunities,  it may be necessary for
the Company to attempt to raise  additional  funds.  As of the date hereof,  the
Company has not made any  arrangements  or definitive  agreements to use outside
advisors or consultants  or to raise any capital.  In the event the Company does
need to raise  capital,  most  likely the only method  available  to the Company
would be through a private sale of its securities.  Because of the nature of the
Company as a  development  stage  company,  it is unlikely  that it could make a
public sale of securities or be able to borrow any significant sum from either a
commercial or private lender. There can be no assurance that the Company will be
able to obtain additional  funding when and if needed, or that such funding,  if
available, can be obtained on terms acceptable to the Company.

     The  Company  does not  intend  to use any  employees,  with  the  possible
exception of  part-time  clerical  assistance  on an  as-needed  basis.  Outside
advisors or  consultants  will be used only if they can be obtained  for minimal
cost or on a deferred  payment  basis.  Management is convinced  that it will be
able to  operate  in  this  manner  and to  continue  its  search  for  business
opportunities during the next twelve months.

Forward-Looking Statements
--------------------------

     This Form 10-QSB includes  "forward-looking  statements" within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities  Exchange  Act of  1934,  as  amended.  All  statements,  other  than
statements of historical  facts,  included or  incorporated by reference in this
Form 10-QSB which address  activities,  events or developments which the Company
expects or anticipates,  will or may occur in the future,  including such things
as future  capital  expenditures  (including  the amount  and  nature  thereof),
finding suitable merger or acquisition  candidates,  expansion and growth of the
Company's  business and operations,  and other such matters are  forward-looking
statements.  These statements are based on certain assumptions and analysis made
by the  Company in light of its  experience  and its  perception  of  historical
trends,  current  conditions and expected  future  developments as well as other
factors it believes  are  appropriate  in the  circumstances.  However,  whether
actual results or developments will conform with the Company's  expectations and
predictions is subject to a number of risks and uncertainties,  general economic
market and business  conditions;  the business  opportunities  (or lack thereof)
that  may be  presented  to and  pursued  by the  Company;  changes  in  laws or
regulation;  and other  factors,  most of which are  beyond  the  control of the
Company.  Consequently,  all of the forward-looking statements made in this Form
10-QSB  are  qualified  by these  cautionary  statements,  and  there  can be no
assurance  that the actual  results or  developments  anticipated by the Company
will be realized  or, even if  substantially  realized,  that they will have the
expected consequence to or effects on the Company or its business or operations.
The  Company   assumes  no  obligations  to  update  any  such   forward-looking
statements.

Item 3.  Controls and Procedures
--------------------------------

     In accordance with Exchange Act Rules 13a-15 and 15d-15,  we carried out an
evaluation,  under the  supervision  and with the  participation  of management,
including our Chief Executive  Officer , of the  effectiveness of our disclosure
controls  and  procedures  as of the end of the period  covered by this  report.
Based  on that  evaluation,  our  Chief  Executive  Officer  concluded  that our
disclosure  controls and  procedures  were effective as of September 30, 2004 to
provide  reasonable  assurance that information  required to be disclosed in our
reports  filed or  submitted  under the  Exchange  Act is  recorded,  processed,
summarized and reported within the time periods  specified in the Securities and
Exchange Commission's rules and forms.

     There has been no change in our internal controls over financial  reporting
that occurred  during the quarter ended  September 30, 2004 that has  materially
affected,  or is reasonably likely to materially  affect,  our internal controls
over financial reporting.


                                        3
<PAGE>





                                     PART II
                                     -------

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

     (a)  The exhibits  required to be filed  herewith by Item 601 of regulation
          S-B, as described in the following index of exhibits, are incorporated
          herein by reference, as follows:

Exhibit No.       Description
-----------       --------------------------------------------------------------
3.1               Articles of Incorporation of Alpha Holding, Inc. (1)

3.2               By-Laws of Alpha Holding, Inc. (1)

31.1              Certification under Section 302 of the Sarbanes-Oxley Act of
                  2002

31.2              Certification under Section 302 of the Sarbanes-Oxley Act of
                  2002

32.1              Certification pursuant to 18 U.S.C. Section 1350, as adopted
                  pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

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

(1)  Incorporated  by  reference  from the Form  10-SB  filed by the  Company on
February 7, 2001

     (b)  The  Company  did not file any  reports  on Form 8-K filed  during the
          quarter ended September 30, 2004



                                   SIGNATURES
                                   ----------

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

Dated:  November 22, 2004                       SEA SUN CAPITAL CORPORATION


                                                /s/ Graham Millington
                                                --------------------------------
                                                Graham Millington, President


                                                /s/ Rodney Koch
                                                --------------------------------
                                                Rodney Koch, Chairman










                                        4