UNITED STATES
                        SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   FORM 10-QSB

                   Quarterly Report Under Section 13 or 15(d)
                     of the Securities Exchange Act of 1934.

                  For the quarter ended September 30, 2004
                       Commission file number 000-31735

                            NANOSIGNAL CORPORATION, INC.
                (Name of Small Business Issuer in its charter)


        Nevada                                          88-0231200
 (State or other jurisdiction of                      (IRS Employer
 incorporation or organization)                      Identification Number)

                            5440 W Sahara Ave, Suite 206
                       (Address of principal executive offices)

                              Las Vegas, NV  89146
                            (City, State and Zip Code)

                                    (702) 227-5111
                   Company's telephone number, including area code



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

                Name of each exchange on which registered: None.

   Securities registered pursuant to Section 12(g) of the Act: Common Stock

Check whether the Issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or
for such shorter period of that the Registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past
90 days.    X Yes    No

As of September 30, 2004 there were 238,757,788 shares of Common Stock of the
issuer outstanding.

The aggregate number of shares of the voting stock held by non-affiliates on
September 30, 2004 was 238,757,788. The market value of these shares, computed
by reference to the market closing price on September 30, 2004 was $4,775,156.
For the purposes of the foregoing calculation only, all directors and
executive officers of the registrant have been deemed affiliates.


<PAGE>




                                   INDEX
                                                                   Page No.

PART I - MANAGEMENT DISCUSSION AND ANALYSIS

   Item 1.   Financial Statements

     Balance Sheet as of September 30, 2004                             4

     Statement of Expenses for Three Months
       ended September 30, 2004 and 2003                                5

     Statement of Cash Flows for the Three Months ended
       September 30, 2004 and 2003                                      6

     Notes to Financial Statements                                   7- 8

   Item 2.  Business                                                 9-13


PART II - OTHER INFORMATION

   Item 1.   Legal Proceedings                                         13

   Item 2.   Changes in Securities                                     13

   Item 3.   Defaults upon Senior Securities                           13

   Item 4.   Submission of Matter to a Vote of Security Holders        13

   Item 5.   Other Information                                         13

   Item 6.   Exhibits and Reports on Form 8-K                          13

SIGNATURES                                                             13

                                   Page Two
<PAGE>

PART I MANAGEMENT DISCUSSION AND ANALYSIS

Item 1  Financial Statements

Pollard-Kelley Auditing Services, Inc
Auditing Services   West Market St, Suite 307, Fairlawn, OH 44333 330-864-2265


                     Independent Certified Public Accountants


Board of Directors
NanoSignal Corporation, Inc.

We have reviewed the accompanying consolidated balance sheets of NanoSignal
Corporation, Inc. as of September 30, 2004 and the related consolidated
statements of income, stockholders' equity, and cash flows for the three-month
and since inception periods then ended.  These interim financial statements
are the responsibility of the Company's management.

We conducted our review in accordance with the standards of the Public Company
Accounting Oversight Board.  A review of interim financial statements consists
principally of applying analytical procedures and making inquiries of persons
responsible for financial and accounting matters.  It is substantially less in
scope than an audit in accordance with the standards of the Public Company
Accounting Oversight Board, the object of which is the expression of an
opinion regarding the financial statements taken as a whole.  Accordingly, we
do not express such an opinion.

The Company has not generated significant revenues or profits to date.  This
factor among others may indicate the Company will be unable to continue as a
going concern.  The Company's continuation as a going concern depends upon its
ability to generate sufficient cash flow to conduct its operations and its
ability to obtain additional sources of capital and financing.  The
accompanying consolidated financial statements do not include any adjustments
that might result from the outcome of this uncertainty.

Based on our review, we are not aware of any material modifications that
should be made to the accompanying financial statements in order for them to
be in conformity with generally accepted accounting principles accepted in the
United States of America.

Pollard-Kelley Auditing Services, Inc.

By  /s/ Pollard-Kelley
-----------------------
Pollard-Kelley
Auditing Services, Inc.

December 20, 2004
Fairlawn, Ohio

<PAGE>

                             NANOSIGNAL CORPORATION, INC.
                                  BALANCE SHEET
                               September 30, 2004
                                   (Unaudited)


<TABLE>
<CAPTION>
                                        ASSETS
<S>                                                              <C>
Current Assets
                                                            September 30, 2004
  Cash                                                           $    1,873
                                                                 ----------
    Total Current Assets                                              1,873

Other Assets
  Property and equipment, net                                        58,441
  Paintings                                                          10,000
                                                                 ----------
    Total Other Assets                                               68,441

    Total Assets                                                 $   70,314
                                                                 ----------
                                                                 ----------


                         LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:


  Accounts Payable                                               $  127,615
  Accrued Expenses                                                  138,292
  Lease Payable                                                      38,650
  Accrued Interest Payable                                        1,123,009
  Notes Payable                                                     615,339
  Notes Payable - Shareholders                                    2,131,195
  Deposits                                                           40,000
                                                                 ----------
    Total Current Liabilities                                     4,214,100


STOCKHOLDERS' EQUITY:

  Superpreferred common stock, $.001 par value,
   50,000,000 shares authorized,
   20,000,000 shares issued and outstanding                          20,000
  Common stock, $.001 par value, 500,000,000
   shares authorized. Issued and outstanding
   September 30, 2004 238,757,788 shares                            238,758
  Additional paid in capital                                     25,495,503
  Accumulated deficit                                           (29,898,047)
                                                                 ----------
TOTAL STOCKHOLDERS' EQUITY                                      (4,143,786)

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                           70,314
                                                                 ----------
                                                                 ----------
</TABLE>
               See accompanying notes to financial statements.

                                   Page Four

<PAGE>

                             NANOSIGNAL CORPORATION, INC.
                                STATEMENTS OF EXPENSES
             For Three Months Ended September 30, 2004 and 2003
                                   (Unaudited)

<TABLE>
<CAPTION>
<S>                                     <C>                    <C>                <C>
                                          August 21, 1987
                                        (Date of Inception)         Three months ended
                                                to
                                        September 30           September  30      September  30
                                           2004                   2004               2003
                                        ------------------     -------------      -------------
Operating Expenses:

  General, selling and administrative        $  9,828,819      $     22,899       $    204,321
  Consulting                                   19,549,343           841,500                  -
                                             -------------     -------------      -------------

Loss from operations                          (29,378,162)         (864,399)          (204,321)

Interest expense                                  519,885            63,000             45,000
                                             -------------     -------------      -------------

Net loss                                      (29,898,047)     $(   027,399)      $   (249,321)
                                             -------------     -------------      -------------
                                             -------------     -------------      -------------


Net loss per share:
  Net loss basic and diluted                 $      (0.13)     $      (0.00)      $      (0.00)

Weighted average shares outstanding:

  Basic and diluted                           238,757,788        238,757,788         54,022,792
                                             -------------     -------------      -------------
                                             -------------     -------------      -------------


</TABLE>
               See accompanying notes to financial statements.

                                   Page Five
<PAGE>

                           NANOSIGNAL CORPORATION, INC.
                             STATEMENTS OF CASH FLOWS
             For Three Months Ended September 30, 2004 and 2003
                                 (Unaudited)


<TABLE>
<CAPTION>

                                           2004              2003
<S>                                     <C>                   <C>                 <C>
                                          August 21, 1987
                                        (Date of Inception)         Three months ended
                                                to

                                        September 30           September  30      September  30
                                           2004                   2004               2003
                                        ------------------     -------------      -------------
CASH FLOWS FROM OPERATING ACTIVITIES

Net loss                                    $(29,898,047)     $    (927,399)      $    (249,321)
Adjustments to reconcile net loss to
cash used by operating activities:
  Common stock for services                   20,633,456            841,500                  0
  Impairment                                   3,009,546
  Depreciation                                   293,054              1,984                  0
Net change in:
  Prepaid Expenses                                                                      (5,742)
  Accounts payable                               127,615            (12,295)            67,197
  Accrued Expenses                               138,292
  Accrued interest payable                     1,373,171             63,000             39,000
                                            -------------      -------------      -------------

CASH FLOWS USED IN OPERATING ACTIVITIES       (4,322,913)            (8,620)          (148,866)


CASH FLOWS FROM INVESTING ACTIVITES
  Advances from shareholders                   1,577,559              9,280
  Purchase of property and equipment            (344,422)                 0            (13,351)
  Purchase of paintings                          (10,000)                 0                  0
                                            -------------      -------------      -------------
CASH FLOWS FROM INVESTING ACTIVITIES           1,223,137              9,280            (13,351)

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from shareholder notes payable        1,375,186                  0            164,900
Proceeds from issuing common stock             1,726,463
                                            -------------      -------------      -------------
                                               3,101,649                  0            164,900

Balance at beginning of period                         0              1,213              1,967
Net Increase (Decrease) in cash                    1,873                660              2,683
                                            -------------      -------------      -------------
Balance at end of period                           1,873              1,873              4,650

NON-CASH TRANSACTIONS:
  Issuance of common stock for debt              152,256            152,256                  0
  Issuance of common stock for assets                                                   12,490
  Issuance of common stock for services       20,633,456         10,791,088                  0
  Advances from shareholders                     232,200


</TABLE>
               See accompanying notes to financial statements.

                                   Page Six
<PAGE>
                      NANOSIGNAL CORPORATION, INC.
                     NOTES TO FINANCIAL STATEMENTS
                             (Unaudited)


NOTE 1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying unaudited interim financial statements of Nanosignal
Corporation have been prepared in accordance with accounting principles
generally accepted in the United States of America and the rules of the
Securities and Exchange Commission ("SEC"), and should be read in conjunction
with the audited financial statements and notes thereto contained in the
Company's registration statement filed with the SEC on Form 10-KSB.  In the
opinion of management, all adjustments, consisting of normal recurring
adjustments, necessary for a fair presentation of financial position and the
results of operations for the interim periods presented have been reflected
herein.  The results of operations for interim periods are not necessarily
indicative of the results to be expected for the full year.  Notes to the
financial statements which would substantially duplicate the disclosure
contained in the audited financial statements for the most recent fiscal year
end December 31, 2003 as reported in Form 10-KSB, have been omitted.


NOTE 2  COMMON STOCK

In March 2004 NanoSignal changed the authorized shares of Common Stock from
300,000,000 to 500,000,000 and changed the Superpreferred Common Stock from
20,000,000 to 50,000,000.  The Superpreferred Common Stock has voting rights
of ten votes per each one share of Superpreferred Common Stock.

During the three months ending March 31, 2004 NanoSignal issued 56,384,074
shares of common stock for services valued at $10,081,844.

On January 12, 2004 a related party to the company returned 10,000,000 shares
of common stock for 20,000,000 shares of superpreferred common stock.  This
issuance gave this shareholder a majority voting interest in the company.
The stock issued was valued at $1,500,000 which was the fair market value of
the additional 10,000,000 shares issued.  In the same transaction the
shareholder relieved $152,256 of debt that NanoSignal owed.

On June 1, 2004 NanoSignal issued 30,000,000 shares of superpreferred common
stock for services.   The shares will be valued using the fair market value of
the stock on the date of issuance.

In August 2004,  NanoSignal's board of directors canceled the 30,000,000 shares
of superpreferred common stock issued on June 1, 2004.

On August 17, 2004, the company issued 35,000,000 shares of its common stock,
par value $.001 for consulting services valued at $840,000.

NOTE 3  COMMITMENTS

NanoSignal entered into a lease in October 2002 for office space located in
Pittsburgh, Pennsylvania on a three year lease term through September 2005.
This lease was cancelled in April 2004 and no future payments were necessary.
The monthly rental payment was $1,854 per month.

In February 2004 NanoSignal signed a sublease agreement with a shareholder
for office space in Las Vegas, Nevada.  NanoSignal signed a three year
contact beginning February 1, 2004 for $4,500 per month.

                                   Page Seven

<PAGE>

Employment Agreement

Effective February 2, 2004 NanoSignal entered into an employment agreement
with its Chief Executive Officer.  The one year agreement provides for an
annual salary of $182,500 for each year, plus incentives and certain employee
benefits, as defined by the agreement.  The agreement also provides for
5,000,000 shares of common stock.  The Chief Executive Officer has not
received any compensation, common stock, incentives or employee benefits as
of August 18, 2004.


NOTE 4  SUBSEQUENT EVENT

On October 13, 2004, the company issued 20,000,000 shares of its common stock.
On November 29, 2004 the company canceled the issuance.

NOTE 5  GOING CONCERN

The Company has not generated significant revenues or profits to date.  This
factor among others, may indicate the Company will be unable to continue as a
going concern.  The Company's continuation as a going concern depends upon its
 ability to generate sufficient cash flow to conduct its operations and its
ability to obtain additional sources of capital and financing.  The
accompanying consolidated financial statements do not include any adjustments
that might result from the outcome of this uncertainty.

                                   Page Eight

<PAGE>

ITEM 2.  BUSINESS

This Quarterly Report on Form 10-QSB contains "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 in or
incorporated by reference into this Form 10-QSB, are forward-looking
statements. In addition, when used in this document, the words "anticipate",
"estimate", "project" and similar expressions are intended to identify
forward-looking statements. These forward-looking statements are subject to
certain risks, uncertainties and assumptions including risks relating to our
limited operating history and operations losses; significant capital
requirements; development of markets required for successful performance by
the Company as well as other risks described in the Company's Annual Report
on Form 10-KSB as well as in this report on Form 10-QSB. Should one or more
of these risks or uncertainties materialize, or should underlying assumptions
prove incorrect, actual results may vary materially from those anticipated,
estimated or projected. Although the Company believes that the expectations we
include in such forward-looking statements are reasonable, we cannot assure
you that these expectations will prove to be correct.

The accompanying financial statements have been prepared in accordance with
Generally accepted accounting principles for interim financial information and
With instructions of Form 10Q-SB. 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. The results of operations for the
three months period ended September 30, 2004 are not necessarily indicative of
the results to be expected for the year ended December 31, 2004. The interim
financial statements should be read in conjunction with the audited financial
statements and notes contained in the Company's annual Report on Form 10KSB
for the year- ended December 31, 2003.

A) General

MicroSignal Corporation (the "Company") was incorporated on August 21, 1987 as
"Ragen Corporation" under the laws of the State of Nevada. On October 21,
1999, the Company entered into a reverse merger pursuant to Rule
368(a)(1)(B)if the Internal Revenue Code of 1986 as amended. Pursuant to this
reverse merger, the Company acquired 100% of the common stock of Pro Glass
Technologies, Inc., a Canadian corporation with three wholly owned
subsidiaries in exchange for the issuance of 17,714,000 shares of the
Company's common stock. The Company changed its name to "Pro Glass
Technologies, Inc." and increased the number of authorized common shares to

50,000,000 at that time. Pro Glass Technologies, Inc. is the predecessor due
to the reverse merger and Ragen was the legal survivor. Pro Glass
Technologies, Inc. was a holding company.

Upon completion of the merger, the Company began engaging in the auto glass
repair and replacement business under "Windshield Superstores, Ltd." in
Calgary, Alberta. Fran Aiello became the President and CEO of the Company at
that time.

On September 10, 2002, the Company entered into an Agreement and Plan of
reorganization with MicroSignal Corporation, a Pennsylvania corporation, and
exchanged 100% of the MicroSignal common stock in exchange for the issuance
of 17,051,344 shares of the Company's common stock, or 94% of the Company.
At that time, the Company changed its name to "MicroSignal Corporation".  At
the same time, the Company sold its auto glass repair and replacement
business to its former president, Frank Aiello, in change for the return of
150,000 shares of the Company's common stock owned by him. Mr. Aiello assumed

                                   Page Nine

<PAGE>

responsibility for all the debts and liabilities of the auto glass repair and
replacement business. For accounting purposes, this transaction was treated
as an acquisition of Pro Glass and a recapitalization of MicroSignal.
MicroSignal is the accounting acquirer and the results of its operations
carry over. Accordingly, the operations of the Company while Pro Glass are
not carried over and are adjusted to $0. As part of this transaction, the
Company's fiscal year end changed from September 30 to December 31.

Business Plan

The Company has developed a product designed to improve the quality and
efficiency of magnetic resonance imaging ("MRI") systems. The product
consists of a combination of hardware and software compatible with all MR
machines, designed to improve the image quality as well as the display of the
final MRI exam. At the core of the system is a totally novel method of
reconstructing the MR information obtained by the machine (the raw data),
developed by Dr. Jeffery Taft. The Company's product uses a unique algorithm,
exchange analytic computation technique (EXACT), which decouples the size of
the raw data from the image matrix size and overcomes a lot of the inherent
limitations of the Fourier transformations.  The technology allows tremendous
flexibility once the MRI data has been acquired; it is possible using
SLICES(TM) to obtain sharply magnified images, up to ten times the original
magnification, without creating pixel artifacts inherent to the optical zoom
provided by all manufacturers. The major benefits of MSC's SLICES technology
are:

Increased information extraction
Helps with the elimination of some artifacts
Improves the radiologist's productivity
Reduces patient re-scan and call back
Reduces patient scan time
Reduces film costs

The Company intends to proceed with marketing and sales of the Company's
proprietary product.

Significant opportunities exist for follow-on product both in MRI and in
other computed medical imaging applications such as CAT scan and
nuclear medicine. Exciting opportunities exist to apply new proprietary
MicroSignal Corporation technology to stroke prediction, breast cancer
detection and cardiac evaluation, thus expanding MRI into use for the top
three disease conditions in the U.S. Sales opportunities for these
additional products are in the billions of dollars.

Additional opportunities exist to make use of the Internet to perform high-
end teleradiology and Picture Archiving and Control. MicroSignal
Corporation can become the preferred channel not only for computing and
displaying medical images, but also for transporting them. The transport, if
done properly, can result in an ongoing revenue stream valued in the hundreds
of millions of dollars per year within five years.  There can be no
assurances that the Company will see these results. Future revenues are
dependent upon the Company being able to secure outside financing and raising
additional capital to enable it to commence operations in a meaningful
manner, neither of which the Company has commitments to receive. Until such
time as the Company is able to secure additional financing through loans or
capital raising, the Company's efforts to commence revenue producing
operations will have to be scaled back.

The Company formally changed its name to NanoSignal, Inc in November 2003.
Henceforth, all references to the Company will be with its current name.  The
Company has changed its name effective immediately to "NanoSignal Corporation,
Inc." and has applied for a new trading symbol with the NASD. The Company's
new CUSIP number is 63008S 10 8.

                                   Page Ten
<PAGE>

FINANCIAL CONDITION AND CHANGES IN FINANCIAL CONDITION

OVERALL OPERATING RESULTS:

The Company plans to seek financing and capital to allow it to exploit this
technology as well as to enhance and improve on this technology. During the
next twelve months, the Company intends to seek the necessary financing to
allow it to implement its business plan and to commence operations in a
meaningful way.

We have had no revenues for the three months ended September 30, 2004 and
2003, respectively.

Our operating expenses for the quarter ended September 30, 2004 were $864,399
and were primarily incurred for consultants, rent and other services rendered
in connection with our financial reporting obligations with the Securities
and Exchange Commission as well interest.  Operating expenses for the prior
year quarter ended September 30, 2003 totaled $204,321 for general expenses.


LIQUIDITY AND CAPITAL RESOURCES

The Company has approximately $1,873 in current assets compared to current
Assets of approximately $10,000 for the third quarter ended September 30, 2003.
The Company's current liabilities for the period ended September 30, 2004 are
approximately $4,214,100 compared to current liabilities of approximately
$3,336,000 for the previous third quarter reporting period ended September 30,
2003.  Total assets were approximately $70,314 for the period ended September
30, 2004 composed of the Company's prepaid rent, equipment and paintings.

At September 30, 2004, the Company had negative working capital of
approximately $4,212,227 which consisted of current assets of approximately
$1,873 and current liabilities of approximately $4,214,100. At September 30,
2003 the Company had negative working capital of approximately $3,326,000
which consisted of current assets of approximately $10,000 assets and current
liabilities of approximately $3,336,000. The current liabilities of the
Company at September 30, 2004 are composed primarily of trade payables of
$127,615, lease payables of 38,650, Notes payable to Shareholders of
$2,131,195, accrued interest payable of $1,123,009, other notes payable of
$615,339, deposits of $40,000 and accrued interest of $138,292.

The Company will attempt to carry out its business plan as discussed above.
The Company cannot predict to what extent its lack of liquidity and capital
resources will hinder its business plan prior to commencement of its proposed
operations.


NEED FOR ADDITIONAL FINANCING

The Company's existing capital is not sufficient to meet the Company's
cash needs, including the costs of compliance with the continuing reporting
requirements of the Securities Exchange Act of 1934, as amended.

No commitments to provide additional funds have been made by management or
other stockholders. Accordingly, there can be no assurance that any funds
will be available to the Company to allow it to cover its expenses.

The Company might seek to compensate providers of services by issuances of
stock in lieu of cash.

Employees

As of September 30, 2004, the Company had three employees.

                                   Page Eleven

<PAGE>

DESCRIPTION OF PROPERTIES

The Company presently subleases office space on a one-year lease, which ends
in January 2005. The monthly lease payment is $4,500. The Company anticipates
that this space is sufficient for the near future.

NEW ACCOUNTING PRONOUNCEMENTS

In April 2002, the FASB approved for issuance Statements of Financial
Accounting Standards No. 145, "Rescission of FASB Statements No. 4, 44 and 64,
Amendment of SFAS 13, and Technical Corrections" ("SFAS 145"). SFAS 145
rescinds previous accounting guidance, which required all gains and losses
from extinguishment of debt be classified as an extraordinary item. Under SFAS
145 classification of debt extinguishment depends on the facts and
circumstances of the transaction. SFAS 145 is effective for fiscal years
beginning after May 15, 2002 and is not expected to have a material effect
on the Company's financial position or results of its operations.

In July 2002, the FASB issued Statements of Financial Accounting Standards
No. 146, "Accounting for Costs Associated with Exit or Disposal Activities"
(SFAS 146). SFAS 146 requires companies to recognize costs associated with
exit or disposal activities when they are incurred rather than at the date
of a commitment to an exit or disposal plan. Examples of costs covered by
SFAS 146 include lease termination costs and certain employee severance costs
that are associated with a restructuring, discontinued operation, plant
closing, or other exit or disposal activity. SFAS 146 is to be applied
prospectively to exit or disposal activities initiated after December 31,
2002. The adoption of SFAS 146 is not expected to have a material effect on
the Company's financial position or results of its operations.

In December 2002, the FASB issued Statements of Financial Accounting Standards
No. 148 "Accounting for Stock-Based Compensation--Transition and Disclosure"
an amendment of FASB Statement No. 123. This Statement amends FASB Statement
No. 123, Accounting for Stock-Based Compensation, to provide alternative
methods of transition for a voluntary change to the fair value based method
of accounting for stock-based employee compensation. In addition, this
Statement amends the disclosure requirements of Statement 123 to require
prominent disclosures in both annual and interim financial statements about
the method of accounting for stock-based employee compensation and the effect
of the method used on reported results. The adoption of SFAS 148 is not
expected to have a material effect on the Company's financial position or
results of its operations.


Inflation

The Company's results of operations have not been affected by inflation and
management does not expect inflation to have a significant effect on its
operations in the future.

Item 3. Controls and Procedures

(a) Evaluation of disclosure controls and procedures.

Our Chief Executive Officer and Chief Financial Officer (collectively the
"Certifying Officers") maintain a system of disclosure controls and procedures
that is designed to provide reasonable assurance that information, which is
required to be disclosed, is accumulated and communicated to management
timely. Under the supervision and with the participation of management, the
Certifying Officers evaluated the effectiveness of the design and operation
of our disclosure controls and procedures (as defined in Rule [13a-14(c)/15d-
14(c)] under the Exchange Act) within 90 days prior to the filing date of
this report. Based upon that evaluation, the Certifying Officers concluded
that our disclosure controls and procedures are effective in timely alerting
them to material information relative to our company required to be disclosed
in our periodic filings with the SEC.

                               Page Twelve

<PAGE>

(b) Changes in internal controls.

Our Certifying Officer has indicated that there were no significant changes
in our internal controls or other factors that could significantly affect
such controls subsequent to the date of his evaluation, and there were no
such control actions with regard to significant deficiencies and material
weaknesses.


PART II OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS
None.

ITEM 2. CHANGES IN SECURITIES
The company issued 35,000,000 shares of its common stock in an S-8
registration filing on August 17, 2004.

ITEM 3. RECENT SALES OF UNREGISTERED SECURITIES
None.

ITEM 4. DEFAULTS UPON SENIOR SECURITIES
None.

ITEM 5. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No issues have been submitted to the shareholders.

ITEM 6. OTHER INFORMATION
None.

ITEM 7. EXHIBITS AND REPORTS ON FORM 8-K

a. Exhibits

Exhibit Number Name of Exhibit

None

b. Reports on Form 8-K

NanoSignal, Inc. filed a report on Form 8-K on August 31, 2004 that reported
that a shareholder had filed suit against The Depository Trust and Clearing
Corporation, The Depository Trust Company, Knight Trading Group, Inc. (NITE)
and The National Securities Clearing Corporation for alleged violations of
the Stock Borrow Program. The plaintiff alleges that Knight Securities has
failed to deliver approximately 447 million shares under this program.

NanoSignal, Inc. filed a report on Form 8-K on September 1, 2004 that reported
that the company had engaged Ronald J. Stauber, 1880 Century Park East, Suite
300, Los Angeles, California 90067, 310-556-0080 as special counsel to the
company

NanoSignal, Inc. filed a report on Form 8-K on September 7, 2004 that reported
that the company had engaged Gary L Blum, 3278 Wilshire Blvd. #603, Los
Angeles, California 90010, 213-381-7450 as securities counsel to the company

NanoSignal, Inc. filed a report on Form 8-K on September 29, 2004 that
reported that the company had engages two independent audit committee members.

Signatures
Pursuant to the requirements of Section 13 or 15(d) 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.


NANOSIGNAL CORPORATION, INC.

By  /s/  Scott A. Ervin                               Dated: December 30, 2004
    ------------------------------
         Scott A. Ervin, President