UNITED STATES
                       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 THE
                    QUARTERLY PERIOD 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 ____.



                               AAMPRO GROUP, INC.
             (Exact name of registrant as specified in its charter)


         NEVADA                                          87-0419231
(State or Other Jurisdiction of         (I.R.S.  Employer Identification Number)
Incorporation or Organization)


                     1120 Route 22 E, Bridgewater, NJ 08807
              (Address of Principal Executive Offices and Zip Code)

                    Issuer's Telephone Number: (908) 252-0008



Former name, former address and former fiscal year, if changed since last
report: No changes.


Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act: Common Stock, par
value 0.001 per share

Indicate by mark (X) 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 |_|

Number of shares outstanding of each of the registrant's classes of common stock
as of November 30, 2004: Common Stock: 51,999,984.


<PAGE>

                       AAMPRO GROUP, INC. AND SUBSIDIARIES
                                TABLE OF CONTENTS



                                                                     Page

PART I

Item 1.   Financial Statements

Condensed Consolidated Balance Sheet                                   2

Condensed Consolidated Statements of Operations                        3

Condensed Consolidated Statements of Cash Flows                        4

Notes to the Condensed Consolidated Financial Statements               5

Item 2.  Management's Discussion and Analysis of Financial             7
                Condition and Results of Operations

Item 3.  Legal Proceedings                                             9

Item 4.  Procedures and Controls                                       9

PART II

Item 5.  Other information                                             9

Item 6.  Exhibits and Reports on Form 8-K                              9

Signatures                                                             9

Certifications                                                        11


                                       1
<PAGE>

ITEM 1: FINANCIAL STATEMENTS

                       AAMPRO GROUP, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEET
                               SEPTEMBER 30, 2004
<TABLE>
<CAPTION>

     Assets
Current Assets
<S>                                                                            <C>
     Cash                                                                      $   180,518
     Accounts receivable, net of allowance of $117,177                             567,272
     Other current assets                                                           29,666
                                                                               -----------
         Total Current Assets                                                      777,456

Customer lists, net                                                                228,800
Property and equipment, net of accumulated amortization of $358,800                 52,292
Investment                                                                          50,000
                                                                               -----------
         Total Assets                                                            1,108,548
                                                                               -----------
         Liabilities and Stockholders' Equity (Deficit)

Current Liabilities
     Accounts payable and accrued expenses                                         639,114
     Health benefits payable                                                     1,019,726
     Payroll taxes payable                                                       1,247,448
     Current maturities of long-term debt                                           27,123
     Client deposits                                                                76,059
                                                                               -----------
         Total Current Liabilities                                               3,009,470
Long-term debt, excluding current maturities                                        32,619
                                                                               -----------
         Total Liabilities                                                       3,042,089
                                                                               -----------

Stockholders' Equity (Deficit)
     Preferred stock Series A, convertible, no par value, $10,000,000 shares             -
authorized, 0 shares issued and outstanding
     Common stock, $.001, 300,000,000 shares authorized, 51,362,602                 51,363
         issued and outstanding
     Additional paid in capital                                                  1,696,397
     Accumulated (deficit)                                                      (3,681,301)
                                                                               -----------
Total Stockholders' Equity (Deficit)                                            (1,933,541)
                                                                               -----------
         Total Liabilities and Stockholders' Equity (Deficit)                  $ 1,108,548
                                                                               -----------

</TABLE>

          See notes to the condensed consolidated financial statements.

                                       2
<PAGE>

                       AAMPRO GROUP, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                             Three Months Ended                  Nine Months Ended
                                                                September 30,                      September 30,
                                                        ----------------------------    ----------------------------
                                                            2004            2003            2004            2003
                                                        ------------    ------------    ------------    ------------
<S>                                                     <C>             <C>             <C>             <C>
Net Revenue                                             $    783,702    $    656,777    $  2,067,759    $  2,375,196

Gross billings of $10.8 and $15.4 million less
worksite employee costs of $8.7 and $13.0 million
respectively for the nine months ended September 30,
2004 and 2003
Gross billings of $3.5 and $4.9 million less worksite
employee costs of $2.7 and $4.2 for the three months
ended September 30, 2004 and 2003)
Cost of Revenues                                             527,202         468,586       1,710,567       1,892,224
                                                        ------------    ------------    ------------    ------------

Gross Profit                                                 256,500         188,191         357,192         482,972
                                                        ------------    ------------    ------------    ------------

Operating Expenses
     General and administrative expenses                     512,983         150,629       1,153,932         650,610
     Stock based compensation                                      -         130,730               -         623,919
     Depreciation                                              4,032           4,000          11,910          10,218
     Amortization                                              7,800          11,606          41,925          34,818
     Reserve for uncollectible note receivable               241,727               -         241,727               -
                                                        ------------    ------------    ------------    ------------
         Total Operating Expenses                            766,542         296,965       1,449,494       1,319,565
                                                        ------------    ------------    ------------    ------------
Loss From Operations                                        (510,042)       (108,774)     (1,092,302)       (836,593)
                                                        ------------    ------------    ------------    ------------

Other Income (Expense)
     Interest income                                             203             373           1,640             648
     Interest expense                                         (2,215)        (12,593)         (8,025)        (29,655)
                                                        ------------    ------------    ------------    ------------
         Total Other (Expense)                                (2,012)        (12,220)         (6,385)        (29,007)
                                                        ------------    ------------    ------------    ------------
Loss Before Income Taxes                                  (512,054))        (120,994)     (1,028,689)       (865,600)
Income Taxes                                                       -               -               -               -
                                                        ------------    ------------    ------------    ------------
Net Loss                                                $   (512,054)   $   (120,994)   $ (1,098,687)   $   (865,600)
                                                        ------------    ------------    ------------    ------------
Earning (Loss) Per Share                                $      (0.01)   $          -    $      (0.02)   $      (0.02)
                                                        ------------    ------------    ------------    ------------
Weighted Average Number of Common                         52,251,287      47,320,232      52,754,104      42,372,038
     Shares Outstanding
</TABLE>

          See notes to the condensed consolidated financial statements.

                                       3
<PAGE>


                       AAMPRO GROUP, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


<TABLE>
<CAPTION>

                                                                                    Nine Months Ended
                                                                                       September 30,
                                                                                --------------------------
                                                                                    2004           2003
                                                                                -----------    -----------
Cash Flows From Operating Activities
<S>                                                                             <C>            <C>
    Net Loss                                                                    $(1,098,687)   $  (865,600)
    Adjustments to Reconcile Net Loss to Net Cash
      Used in Operations
        Depreciation and amortization                                                53,835         45,036
        Stock and options issued for consulting services                                  -        626,363
        Write off of investment                                                      22,500              -
        Reserve for uncollectible note receivable                                   241,939
    Decrease (Increase) in Assets
        Accounts receivable                                                         (87,962)      (113,632)
        Other current assets                                                         (1,831)       (15,250)
        Deposits                                                                          -            113
    Increase (Decrease) in Liabilities
        Accounts payable and accrued expenses                                       126,428         57,869
        Health benefits payable                                                      57,211        178,809
        Payroll taxes payable                                                       707,553        (84,891)
        Client deposits                                                              (8,286)       (25,548)
                                                                                -----------    -----------
           Net Cash Provided by (Used in) Operating Activities                       12,700       (196,731)
                                                                                -----------    -----------
        Cash Flows From Investing Activities
        Cash paid for equipment                                                      (6,356)       (41,459)
                                                                                -----------    -----------
        Cash Flows From Financing Activities
        Proceeds from notes receivable                                                    -          5,680
        Repayments of long-term debt                                                (22,238)        (4,204)
        Proceeds from long-term debt                                                 50,000         25,000
        Proceeds from issuance of common stock                                            -         22,500
        Proceeds from exercise of stock options                                           -         40,600
                                                                                -----------    -----------
        Net Cash Provided By Financing Activities                                    27,762         89,576
                                                                                -----------    -----------
        Net Decrease in Cash                                                         34,106       (148,614)
        Cash at Beginning of Period                                                 146,412        148,614
                                                                                -----------    -----------
        Cash at End of Period                                                   $   180,518   $          -
                                                                                -----------    -----------

        SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION Cash paid during the
           period for:
             Interest                                                           $     8,025    $    29,655
                                                                                -----------    -----------
             Income Taxes                                                       $         -    $       120
                                                                                -----------    -----------
</TABLE>

   SUPPLEMENTAL SCHEDULE OF NON CASH INVESTING ACTIVITIES

           The Company issued 2,000,000 shares of its common stock valued at
$72,500 for investments.

    The Company received 2,637,387 shares of its common stock back for its
investment in Cross Capital.

          See notes to the condensed consolidated financial statements.

                                       4
<PAGE>

                       AAMPRO GROUP, INC. AND SUBSIDIARIES
            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
               FOR THE NINE MONTH PERIOD ENDED SEPTEMBER 30, 2004
                                   (UNAUDITED)

    NOTE 1: BASIS OF PRESENTATION

    The accompanying unaudited condensed consolidated 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 Item 310 of Regulation S-B. Accordingly, they do not include
    all of the information and footnotes required by generally accepted
    accounting principles 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 ended December
    31, 2004. The unaudited condensed consolidated financial statements should
    be read in conjunction with the consolidated financial statements and
    footnotes thereto included in the Company's annual report on Form 10-KSB for
    the year ended December 31, 2003.

    NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

    NATURE OF ORGANIZATION

    AAMPRO Group, Inc. and Subsidiaries (the "Company") was organized on October
    8, 1995 under the laws of the State of New Jersey. The Company is primarily
    engaged in the business of providing employee leasing, payroll, benefits and
    human resource management services to small and middle market businesses in
    a variety of industries.

    Effective October 1, 2002, the Company entered into an agreement to acquire
    all of the outstanding common stock of Trident Systems, Inc. (Trident).
    Pursuant to the agreement, AAMPRO, Inc. exchanged 100% of their common
    shares for 10,261,607 newly issued shares of Trident.

    For accounting purposes, the acquisition has been treated as a reverse
    acquisition or public shell merger of Trident by AAMPRO, Inc. and as a
    recapitalization of AAMPRO. The historical financial statements prior to
    October 1, 2002, are those of AAMPRO, Inc. Subsequent to the exchange,
    Trident changed its name to AAMPRO Group, Inc. The Company's operations are
    entirely those of AAMPRO Group, Inc.

    On September 29, 2003, the Company formed a new organization, AAMPRO Pay,
    LLC. AAMPRO Pay, LLC was formed to engage in the service of payroll
    processing.

    PRINCIPLES OF CONSOLIDATION

    The consolidated financial statements include the accounts of AAMPRO Group,
    Inc. and its wholly owned subsidiaries, AAMPRO, Inc., and AAMPRO Pay, LLC.
    All significant intercompany balances and transactions have been eliminated.

    REVENUE RECOGNITION

    The Company has adopted a new revenue recognition policy under which
    compensation of worksite employees will be recognized as revenue components
    ("net method"). The change in policy was made based in part on the
    collective weight of the indicators included in Emerging Issues Task Force
    No. 99-19, Reporting Revenues Gross as a Principal versus Net as an Agent
    ("EITF 99-19"). The policy has been applied to the current consolidated
    statement of operations and retroactively applied to the previous years'
    consolidated statement of operations. The new policy had no effect on the
    gross profit, net income (loss) or shareholders' equity (deficit) amounts
    previously reported by the Company in its public filings.

                                       5
<PAGE>

    Revenue is recognized as services are provided. Billing to the Company's
    clients is based on the average annual cost for services spread in equal
    payments over the clients' annual billing cycle. Billings do not reflect
    actual expenses incurred due to the front loading and subsequent phase-out
    of expenses and taxes. As a direct result of this averaging, net income is
    decreased during the first half of the year and subsequently increases
    during the second half of the year. Furthermore, gross revenues generally
    increase in the fourth quarter primarily due to salary increases and bonuses
    that client companies award their employees during this period.


    STOCK-BASED COMPENSATION

    The Company has adopted Statement of Financial Accounting Standards No. 123,
    "Accounting for Stock-Based Compensation" ("SFAS 123"). The provisions of
    SFAS 123 allow companies to either expense the estimated fair value of stock
    options or to continue to follow the intrinsic value method set forth in
    Accounting Principles Bulletin Opinion No. 25, "Accounting for Stock Issued
    to Employees" ("APB 25") but disclose the pro forma effects on net income
    (loss) had the fair value of the options been expensed. The Company follows
    the provisions of FASB 123 in their accounting for stock based compensation.

    NOTE 3: GOING CONCERN UNCERTAINTY

    The accompanying condensed consolidated financial statements have been
    prepared in accordance with accounting principles generally accepted in the
    United States of America, which contemplates continuation of the Company as
    a going concern. The Company has had recurring operating deficits in the
    past few years and has accumulated large deficits. This raises substantial
    doubt about the Company's ability to continue as a going concern.

    Management of the Company has begun the process of raising capital through a
    private placement of their stock. This will infuse working capital into the
    Company and contribute to the business model that the Company has
    incorporated to grow their operations to sustain positive working capital
    and profitability.

    In view of these matters, realization of the assets of the Company is
    dependent upon the Company's ability to meet its financial requirements and
    the success of future operations. These condensed consolidated financial
    statements do not include adjustments relating to the recoverability and
    classification of recorded asset amounts and classification of liabilities
    that might be necessary should the Company be unable to continue in
    existence.

NOTE 4: LITIGATION

    In August 2003, Alan Sporn and Corporate and Shareholder Solutions, Inc.
    filed a suit against the Company in the Superior Court of New Jersey,
    Chancery Division, Hunterdon Country, alleging, among other things, breach
    of contract and the issuance of certain shares of preferred stock which the
    plaintiffs claim are allegedly due to them. The Company is vigorously
    defending this action and has filed an answer denying all of the plaintiffs'
    claims and has counterclaimed.

NOTE 5: INVESTMENT IN CROSS CAPITAL

    In 2003, the Company issued 2,637,387 shares for a $67,071 investment in
    Cross Capital. In 2004, the shares were returned and the investment was
    returned.

                                       6
<PAGE>

ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

FORWARD-LOOKING STATEMENTS

         This Quarterly Report contains forward-looking statements about our
business, financial condition and prospects that reflect our assumptions and
beliefs based on information currently available. We can give no assurance that
the expectations indicated by such forward-looking statements will be realized.
If any of our assumptions should prove incorrect, or if any of the risks and
uncertainties underlying such expectations should materialize, our actual
results may differ materially from those indicated by the forward-looking
statements.

         The key factors that are not within our control and that may have a
direct bearing on operating results include, but are not limited to, acceptance
of our services, our ability to expand our customer base, our ability to raise
capital in the future, the retention of key employees and changes in the
regulation of our industry. There may be other risks and circumstances that we
are unable to predict. When used in this Quarterly Report, words such as,
"believes," "expects," "intends," "plans," "anticipates," "estimates" and
similar expressions are intended to identify forward-looking statements,
although there may be certain forward-looking statements not accompanied by such
expressions. All forward-looking statements are intended to be covered by the
safe harbor created by Section 21E of the Securities Exchange Act of 1934.


Overview

         AAMPRO Group, Inc., together with its consolidated subsidiaries, is a
full service staffing company offering a variety of service offerings to clients
including recruiting, staffing, temporary staffing and payroll outsourcing as
well as offering clients a professional employer organization ("PEO") that
provides a broad range of services comprised primarily of employee leasing and
human resources management. These services include payroll and benefits
administration, health and workers' compensation insurance programs, state and
federal labor compliance, tax filings, safety program design and management and
other related services to small and medium-sized businesses nationally with a
primary concentration in the tri-state (New York/New Jersey/Pennsylvania)
marketplace.

         The Company 's services are designed to improve the productivity and
profitability of small and medium-sized businesses by relieving business owners
and key executives of many employer-related administrative and regulatory
burdens and enables them to focus on the core competencies of their businesses.

         The Company provides its services on a national basis with a primary
focus in the New York, New Jersey and Pennsylvania area and is currently
executing a long-term expansion strategy targeting both organic growth and the
acquisition of smaller and like-sized competitors.


Results of Operations

         The following discussion should be read in conjunction with the
consolidated financial statements and related notes included elsewhere herein.
Historical results and percentage relationships are not necessarily indicative
of the operating results for any future period. Within this discussion and
analysis, all dollar amounts (except for per share amounts) have been rounded to
the nearest thousand.

NET REVENUES

         Our overall net revenues decreased $307,437 or 13% from $2,375,196 in
2003 to $2,067,759 in 2004. The majority of our revenues were from our AAMPRO,
Inc. The decrease was primarily attributable to ceasing our relations with a
major customer. We have also weeded out several smaller unprofitable clients in
order to streamline our client base. We have also instituted our new internet
Human Resources and Payroll program for the second quarter and are looking
forward to increased revenue from our computerized payroll division, Aampro-Pay,
Inc. We have also been able to negotiate with new health care carriers to lower
costs for our health programs making our overall program more attractive to our
target markets.

COST OF REVENUES AND GROSS MARGIN

         AAMPRO's cost of revenues is composed primarily of:
         o Client and Client Employee Payrolls
         o Benefits Premium and Administration
         o Federal and State Income Tax and Payroll Tax

                                       7
<PAGE>

         Cost of revenue, as a percentage of net revenues increased to 82.7% in
2004 from 79.7% in 2003 primarily due to changing our billing to a standard rate
over the course of a year.

Operating Expenses

         Our operating expenses increased from $1,319,565 in 2003 to $1,379,496
in 2004 or 4.5% due to a reduction of stock based compensation off set by
reserve for doubtful collection of $117,177 receivable and increased payroll
overhead costs.


LIQUIDITY AND CAPITAL RESOURCES

         At September 30, 2004, we had cash and cash equivalents totaling
$180,518 compared to $0 at September 30, 2003.

         Net cash provided (used in) operating activities during the nine months
ended September 30, 2004 was $12,700 an increase of $209,431, as compared with
$(196,731) used in 2003. Our capital requirements are dependent on several
factors, including marketing, acquisitions, professional fees and consulting
expenses.

         We believe that our current cash and cash equivalents will not be
sufficient to meet our anticipated cash needs for working capital and capital
expenditures for the next fiscal year. Therefore, we seek to sell additional
equity or debt securities or obtain a credit facility. The sale of additional
equity or convertible debt securities could result in additional dilution to our
stockholders. The incurrence of indebtedness would result in an increase in our
fixed obligations and could result in borrowing covenants that would restrict
our operations. There can be no assurance that financing will be available in
amounts or terms acceptable to us, if at all. If financing is not available when
required or is not available on acceptable terms, we may be unable to develop or
enhance our products or services. In addition, we may be unable to take
advantage of business opportunities or respond to competitive pressures. Any of
these events could have a material and adverse effect on our business, results
of operations and financial conditions.


RISKS AND UNCERTAINTY

         Our business is subject to the effects of general economic conditions,
and in particular competition and government regulation.

         Other risks and uncertainties for the Company include, but are not
limited to:

        o Adverse changes in general economic conditions in any of the countries
        in which we do business, including the U.S., Europe, Japan and other
        geographic areas

        o We might not be able to fund its working capital needs from cash flows

        o Increased competition
        o Litigation
        o State Unemployment and Disability taxes payable

         We may experience material fluctuations in future revenues and
operating results on a quarterly or annual basis resulting from a number of
factors, including but not limited to the risks discussed above. The preceding
statements under "Management's Discussion and Analysis of Financial Condition
and Results of Operations" which are not historical facts are forward-looking
statements. These forward-looking statements involve risks and uncertainties
that could render them materially different, including, but not limited to, the
risk that new products and product upgrades may not be available on a timely
basis, the risk that such products and upgrades may not achieve market
acceptance, the risk that competitors will develop similar products and reach
the market first, and the risk that we would not be able to fund its working
capital needs from cash flow.

         The preceding statements under "Management's Discussion and Analysis of
Financial Condition and Results of Operations" which are not historical facts
are forward-looking statements. These forward-looking statements involve risks
and uncertainties that could render them materially different, including, but
not limited to, the risk that new products and product upgrades may not be
available on a timely basis, the risk that such products and upgrades may not
achieve market acceptance, the risk that competitors will develop similar
products and reach the market first, and the risk that we would not be able to
fund its working capital needs from cash flow.

                                       8
<PAGE>

CRITICAL ACCOUNTING POLICIES

Revenue Recognition and Returns

         Revenue is recognized as services are provided. Billing to the
Company's clients is based on the average annual cost for services spread in
equal payments over the clients' annual billing cycle. Billings do not reflect
actual expenses incurred due to the front-loading and subsequent phase-out of
expenses and taxes. As a direct result of this averaging, net income is
decreased during the first half of the year and subsequently increases during
the second half of the year. Furthermore, gross revenues generally increase in
the fourth quarter primarily due to salary increases and bonuses that client
companies award their employees during this period.

ITEM 3: LEGAL PROCEEDINGS

         In August, 2003, a law suit for breach of contract was commenced
against the Company and Stephen Farkas by a shareholder alleging breach of
contract related to the acquisition of AAMPRO, Inc. by the Company. The Company
has filed a counterclaim and is vigorously defending this action.

ITEM 4: PROCEDURES AND CONTROLS

         Under the supervision and with the participation of our management,
including our principal executive officer and principal financial officer, we
conducted an evaluation of our disclosure controls and procedures, as such term
is defined under Rule 13a-14(c) promulgated under the Securities Exchange Act of
1934, as amended (the "Exchange Act"), within 90 days of the filing date of this
report. Based on their evaluation, our principal executive officer and principal
accounting officer concluded that the Company's disclosure controls and
procedures are effective.

         There have been no significant changes (including corrective actions
with regard to significant deficiencies or material weaknesses) in our internal
controls or in other factors that could significantly affect these controls
subsequent to the date of the evaluation referenced in the above paragraph.

PART II

ITEM 5.  OTHER INFORMATION

         None

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

          (a)   Exhibits.

                31  Certification of Chief Executive Officer and Chief Financial
                    Officer, as required by Rule 13a-14(a) of the Securities
                    Exchange Act of 1934

                32  Certification of Chief Executive Officer, as required by
                    Rule 13a-14(b) of the Securities Exchange Act of 1934

          (b) Reports on Form 8-K

         None

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.

By   /s/ Stephen Farkas
     ------------------------------
(Stephen Farkas, President, Chief Executive Officer,
 Principal Accounting Officer and Director)

                                       9