U.S. SECURITIES AND
                                    EXCHANGE
                                   COMMISSION
                              WASHINGTON D.C. 20549

                                   FORM 10-QSB

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


                          For the fiscal quarter ended:
                                  June 30, 2004
                        Commission file number: 0-27842


                                  COLMENA CORP.
             (Exact name of registrant as specified in its charter)

                               Delaware 54-1778587
                (State or other jurisdiction of (I.R.S. Employer
               incorporation or organization) Identification No.)

                               101 SW 11th Avenue
                            Boca Raton, Florida 33486
                    (Address of principal executive offices)
                                   (Zip code)

                                 (561) 392-6010
                         (Registrant's telephone number,
                              including area code)


     Indicate by check mark whether 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 ____
                                                  --

APPLICABLE TO CORPORATE ISSUERS

     Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practical date:

     On July 15, 2004, the issuer had outstanding 125,023,663 shares of common
stock, $.01 par value per share.





<PAGE>




                                  COLMENA CORP.
                                   FORM 10-QSB
                      QUARTERLY PERIOD ENDED JUNE 30, 2004

                                      INDEX


                                                                        Page

PART I - FINANCIAL INFORMATION

 Item 1 - Financial Statements

 Balance Sheet (Unaudited)
   As of June 30, 2004...................................................   3
 Statements of Operations (Unaudited)
   For the Three and Nine Months Ended June 30, 2004 and 2003.............  4
 Statements of Cash Flows (Unaudited)
   For the Nine Months Ended June 30, 2004 and 2003.......................  5

Condensed Notes to Financial Statements................................... 6-7

Item 2 - Management's Discussion and Analysis and Plan of
  Operation............................................................... 8-10

Item 3 - Control and Procedures...........................................  10

PART II - OTHER INFORMATION

Item 1 - Legal Proceedings................................................. 11

Item 2 - Changes in Securities and Use of Proceeds......................... 11

Item 3 - Default Upon Senior Securities.................................... 11

Item 4 - Submission of Matters to a Vote of Security Holders............... 11

Item 5 - Other Information................................................. 11

Item 6 - Exhibits and Reports on Form 8-K.................................. 11

Signatures................................................................. 11



                                      -2-
<PAGE>

                                  COLMENA CORP.
                                  BALANCE SHEET
                                  June 30, 2004
                                   (Unaudited)

                                     ASSETS

CURRENT ASSETS:
     Cash                                                $     17
                                                        -------------
      Total Assets                                       $     17
                                                        =============


                                 LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES:
    Accounts Payable                                     $ 21,302
    Loans Payable - Related Parties                         2,769
                                                        -------------
        Total Current Liabilities                          24,071
                                                        =============
STOCKHOLDERS' DEFICIT:
Preferred Stock ($.001 Par Value; 10,000,000
  Share Authorized; No Shares Issued and Outstanding)           -
Convertible Preferred Stock ($.001 Par Value;
  1,000,000 Share Authorized; 702,515 Shares
  Issued and Outstanding)                                     702
Common Stock ($.01 Par Value; 650,000,000
  Shares Authorized; 125,023,663 Shares
  Issued and Outstanding)                               1,250,237
Common Stock Issuable, $.01 Par Value (866,000 Shares)      8,660
Additional Paid-in Capital                             17,272,123
Accumulated Deficit                                   (18,555,776)
                                                     ----------------
        Total Stockholders' Deficit                       (24,054)
                                                     ----------------
        Total Liabilities and Stockholders' Deficit     $      17
                                                     ================

                 See accompanying notes to financial statements

                                      -3-
<PAGE>


                                  COLMENA CORP.
                            STATEMENTS OF OPERATIONS
<TABLE>
<S>                                                        <C>                  <C>               <C>                <C>

                                                                For the Three Months               For the Nine Months
                                                                 Ended June 30,                     Ended June 30,
                                                             -------------------------------    ------------------------------
                                                                  2004             2003              2004             2003
                                                             -------------------------------    ------------------------------
                                                              (Unaudited)       (Unaudited)      (Unaudited)       (Unaudited)

REVENUES                                                       $     -          $      -          $      -         $       -
                                                              --------------    ------------    --------------  --------------
OPERATING EXPENSES:
    Compensation Expense                                         20,240            32,001           44,190           105,794
    Professional and Legal Fees                                   5,902             6,514           23,543            20,239
    Selling, General and Administrative                           1,648             4,170           11,450            21,760
                                                              --------------    -------------   --------------  --------------
        Total Operating Expenses                                 27,790            42,685           79,183           147,793
                                                              --------------    -------------   --------------  --------------

LOSS FROM OPERATIONS                                            (27,790)          (42,685)         (79,183)         (147,793)
                                                              --------------    -------------   --------------  --------------
OTHER EXPENSE:
    Settlement Income (Expense),  net                                 -                 -               -              6,431
    Interest Expense, net                                             -             (1,121)             -             (9,907)
                                                              --------------    -------------   --------------  ---------------
TOTAL OTHER EXPENSE                                                   -             (1,121)             -             (3,476)
                                                              --------------    -------------   --------------  ---------------
NET LOSS                                                       $ (27,790)        $ (43,806)       $(79,183)       $ (151,269)
                                                              ===============   =============   ==============  ===============
BASIC AND DILUTED:
   Net Loss Per Common Share - Basic and Diluted               $ (0.00)          $ (0.00)         $ (0.00)        $ (0.00)
                                                              ===============   =============   ==============  ===============
   Weighted Common Shares Outstanding - Basic and Diluted      125,278,663       111,885,469      124,589,476      98,764,198
                                                              ===============   ==============  =============== ===============

</TABLE>
                 See accompanying notes to financial statements

                                      -4-
<PAGE>

                                  COLMENA CORP.
                            STATEMENTS OF CASH FLOWS

<TABLE>
<S>                                                                             <C>               <C>

                                                                             For the Nine Months Ended June 30,
                                                                            -------------------------------------
                                                                                 2004                2003
                                                                            ------------------- -------------------
                                                                              (Unaudited)         (Unaudited)

CASH FLOWS FROM OPERATING ACTIVITIES:
    Net Loss                                                                  $ (79,183)         $ (151,269)
    Adjustments to Reconcile Net Loss To Net Cash Used in Operations:

           Stock-Based Compensation                                              44,190              76,285

           Increase in:
              Accounts Payable and Accrued Expenses                              15,098              (9,027)
                                                                            --------------      ------------
Net Cash Flows Used in Operating Activities                                     (19,895)            (84,011)
                                                                            --------------      ------------

CASH FLOWS FROM FINANCING ACTIVITIES:
    Proceeds from Loans Payable - Related Party                                       -               6,600
    Payments on Loan Payable                                                          -              (3,750)
    Proceeds from Sale of Common Stock                                                -              48,950
    Proceeds from Sale of Preferred Stock                                             -              18,450
    Due to Related Party                                                              -              13,644
                                                                            --------------      ------------
Net Cash Flows Provided by Financing Activities                                       -              83,894
                                                                            --------------      ------------
Net Increase (Decrease) in Cash                                                 (19,895)               (117)

Cash - Beginning of Year                                                         19,912                 117
                                                                            --------------      ------------
Cash - End of Period                                                          $      17           $       -
                                                                            ==============      ============
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Cash paid during the year for:
   Interest                                                                   $       -           $     272
                                                                             =============      ============
   Income Taxes                                                               $       -           $       -
                                                                             =============      ============
NON-CASH INVESTING AND FINANCING ACTIVITIES:
    Issuance of Common Stock for Debt and Bonds payable                       $       -           $ 430,030
                                                                             ==============     ============
</TABLE>

                 See accompanying notes to financial statements

                                      -5-

<PAGE>

                                  COLMENA CORP.
                     CONDENSED NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)


NOTE 1 - BASIS OF PRESENTATION

The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting principles for interim financial information
and with the instructions to Form 10-QSB and Item 310(b) of Regulation S-B.
Accordingly, the financial statements 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 have been
included and all adjustments considered necessary for a fair presentation have
been included and such adjustments are of a normal recurring nature.

These financial statements should be read in conjunction with the audited
financial statements for the year ended September 30, 2003 and notes thereto
contained in the Report on Form 10-KSB of Colmena Corp. ("our Company" or the
"Company") as filed with the Securities and Exchange Commission (the
"Commission"). The results of operations for the nine months ended June 30, 2004
are not necessarily indicative of the results for the full fiscal year ending
September 30, 2004.


NOTE 2 - LOANS PAYABLE - RELATED PARTIES

As of September 30, 2003, the Company had received advances of $2,769 from two
related parties, which balance remains at June 30, 2004. These advances bear
interest at the prime rate plus two percentage points and are due upon demand.

NOTE 3 - STOCKHOLDERS' DEFICIT

Common Stock

In October 2003, the Company cancelled 33,000 shares previously shown as
issuable. In connection with the cancellation of these shares, the Company
reduced compensation expense by $700.

During the three months ended December 31, 2003, the Company granted 616,700
shares of common stock to directors and employees for services rendered. In
connection with these shares, the Company recorded compensation expense of
$14,360 based on the average monthly closing price of the Company's common stock
in the month the services were performed.

During the three months ended March 31, 2004, the Company granted 514,500 shares
of common stock to directors and employees for services rendered. In connection
with these shares, the Company recorded compensation expense of $10,290 based on
the average monthly closing price of the Company's common stock in the month the
services were performed.

During the three months ended June 30, 2004, the Company granted 470,000 shares
of common stock to directors and employees for services rendered. In connection
with these shares, the Company recorded compensation expense of $9,400 based on
the average monthly closing price of the Company's common stock in the month the
services were performed. As of June 30, 2004, 318,500 of these shares had not
yet been issued by the transfer agent and are reflected as issuable.


On May 19, 2004, the Board of Directors voted to issue 547,500 shares of common
stock in exchange for the surrender of 1,095,000 options that were granted to
certain Board members for services rendered prior to May 2002. In connection
with this exchange, the Company recorded non-cash compensation of $10,840 which
is calculated as the difference between the fair market value of shares issued
on the date of grant and the fair value on the exchange date of the stock
options exchanged based on the Black-Scholes method. As of June 30, 2004,
547,500 of these shares had not yet been issued by the transfer agent and are
reflected as issuable.


                                     -6-


<PAGE>




                                  COLMENA CORP.
                     CONDENSED NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)

NOTE 3 - STOCKHOLDERS' DEFICIT (continued)

A summary of the options issued under the employment and consulting agreements
as of June 30, 2004 and changes during the period is presented below:


                                                                     Weighted
                                                Number of            Average
                                               Options and           Exercise
                                                  Warrants            Price
   ------------------------------------------- ------------------ ----------- --
       Stock Options
   ------------------------------------------- ------------------ --------------
   Balance at September 30, 2003                 1,181,000      $        0.03
   ------------------------------------------- ------------------ --------------
   Granted                                             -                   -
   ------------------------------------------- ------------------ --------------
   Exercised                                           -                   -
   ------------------------------------------- ------------------ --------------
   Forfeited                                    (1,095,000)              0.02
   ------------------------------------------- ------------------ --------------
   Balance at June 30, 2004                         86,000      $        0.03
   ------------------------------------------- ================== ==============

   Options exercisable at end of period             86,000      $        0.03
   ------------------------------------------- ================== ==============
   Weighted average fair value of options                       $        0.00
      granted during the period
   ------------------------------------------- ------------------ --------------

   The following table summarizes information about employee stock options and
consultant warrants outstanding at June 30, 2004:
<TABLE>
<S>             <C>                   <C>              <C>               <C>              <C>                 <C>

                              Options and Warrants Outstanding                          Options and Warrants Exercisable
          --------------------------------------------------------------------------    ----------------------------------

                                                        Weighted
                                                        Average          Weighted                              Weighted
                 Range of            Number            Remaining          Average            Number             Average
                 Exercise        Outstanding at       Contractual        Exercise        Exercisable at        Exercise
                   Price         March 31, 2004           Life             Price         March 31, 2004          Price
                ------------    ------------------    -------------     ------------    ------------------    -----------
             $   0.02 -0.05                86,000       0.50 Years   $         0.03                86,000  $         0.03
                                ==================    =============     ============    ==================    ============
</TABLE>

NOTE 4 - GOING CONCERN

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. The Company has no active business
operations, has recurring losses including the net loss for the nine months
ended June 30, 2004 of $79,183, had cash used in operations of $19,895 for the
nine months ended June 30, 2004, and had an accumulated deficit of $18,555,776
at June 30, 2004. These conditions raise substantial doubt about the Company's
ability to continue as a going concern.

The Company maintains an agreement as a telephone service reseller with
BellSouth and management looks to expand on such operations, or locate a
merger/acquisition candidate. On June 18, 2004, the Company filed a current
report on Form 8-K advising that the Company had signed a letter of intent (the
"Letter") to acquire NetWorth Systems, Inc., a Florida corporation engaged in
the business of providing information technology (IT) management and auditing
services.


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

OVERVIEW

         During November 1997, our Company became engaged in the business of
marketing and distributing long-distance telephone service calling cards and in
the manufacture and distribution of premium hand-rolled cigars, in each case
through wholly owned subsidiaries. In September 1998, following a default in
payment obligations totaling approximately $5.6 million by the company that
handled the billing and collection for our Company's long-distance telephone
services, our Company and its subsidiaries were forced to discontinue day-to-day
business operations. During March 1999, our Company's board of directors
concluded negotiations to divest our Company of all of its wholly-owned
subsidiaries, positioning our Company to undertake new business endeavors or to
become a more attractive acquisition candidate.

     On June 10,  2004,  our  Company  signed a letter of intent  with  NetWorth
Systems,  Inc.,  a Florida  corporation  engaged in the business of providing IT
management and auditing  services (the "Letter" and  "NetWorth,"  respectively).
Pursuant to the terms of the Letter,  our Company  intends to acquire all of the
securities of NetWorth in exchange for 75,000,000 shares of our Company's common
stock, which represents approximately 60% of the outstanding common stock of our
Company as of the date of  closing.  As a result of this  proposed  transaction,
NetWorth would become a wholly owned subsidiary of our Company.


                                       -7-

<PAGE>


            At the end of the fiscal year ending on September 30, 2005, if
NetWorth achieves at least $250,000 in net, pre-tax profits, NetWorth will
receive additional shares of common stock so as to give NetWorth 80% of our
Company's outstanding common stock at that time. If NetWorth fails to meet 100%
of the specified profit projection at that time, the number of additional shares
to be issued will be adjusted in direct proportion to the percentage of net,
pre-tax profit actually achieved, provided, however, that if NetWorth fails to
achieve at least $125,000 in net, pre-tax profits at that time, it will not
receive any additional shares of our Company's common stock.

            The proposed acquisition is subject to the condition precedent that
all material executive officers and directors for NetWorth will enter into
employment agreements with NetWorth on terms satisfactory to our Company. As a
further condition precedent to closing, our Company will secure a written
agreement from the Tucker Family Spendthrift Trust and the Calvo Family
Spendthrift Trust, which will provide in part that despite each trust's status
as a non-affiliate, for a period of two years following closing, each trust
agrees to be governed by the volume limitations of Rule 144 as applicable for
affiliates of an issuer, provided that within 120 days of closing, NetWorth
raises at least $1,000,000 in capital at a price of at least $0.05 per share.

            The parties hope to sign an acquisition agreement and close on the
transaction around the middle of August 2004, following completion of the
required independent audits of NetWorth's financial statements.

PLAN OF OPERATIONS

         Our Company currently has no day-to-day business operations other than
those pertaining to the maintenance of our corporate existence and the filing of
reports required by the Commission and our efforts to become an active reseller
of BellSouth telecommunications services.

         The foregoing plan of operation contains forward-looking statements
that are subject to risks and uncertainties, which could cause actual results to
differ materially from those, discussed in the forward-looking statements and
from historical results of operations. Among the risks and uncertainties, which
could cause such a difference, are those relating to our Company's dependence
upon certain key personnel, our ability to manage our growth, our Company's
success in implementing our business strategy, our success in arranging
financing where required, and the risk of economic and market factors affecting
our Company or our customers. Many of such risk factors are beyond the control
of our Company and its management.

RESULTS OF OPERATIONS

NINE MONTHS ENDED JUNE 30, 2004 COMPARED TO NINE MONTHS ENDED JUNE 30, 2003

         Our Company reported a net loss for the nine months ended June 30, 2004
of $79,183 and net loss for the nine months ended June 30, 2003 of $151,269.
This translates to per-share loss of $(0.00) for nine months ended June 30, 2004
and per share loss of $(0.00) for the nine months ended June 30, 2003.

         Our Company had no revenues for the nine months ended June 30, 2004 and
2003, respectively.

         Overall, operating expenses decreased to $79,183 for the nine months
ended June 30, 2004 as compared to $147,793 for the nine months ended June 30,
2003.

         Compensation expense decreased to $44,190 for the nine months ended
June 30, 2004 as compared to $105,794 for the nine months ended June 30, 2003.
The decrease was due to a decrease in director and officer activities related to
the restructuring of the Company and the issuance of common stock for services.

         Professional fees were $23,543 for the nine months ended June 30, 2004
as compared to $20,239 for the nine months ended June 30, 2003 and were
primarily attributable to fees associated with the Company's SEC filings.

         For the nine months ended June 30, 2004, selling, general and
administrative expenses were $11,450 as compared to $21,760 for the nine months
ended June 30, 2003.

         For the nine months ended June 30, 2004, interest expense was $0
compared to $9,907 for the nine months ended June 30, 2003 and was attributable
to the Company's borrowings. The reduction for the nine months ended June 30,
2004 is a result of the elimination of our debt.

         No additional meaningful comparisons can be made for the nine months
ended June 30, 2004 as compared to the nine months ended June 30, 2003.


                                       -8-



<PAGE>


LIQUIDITY AND CAPITAL RESOURCES

     As of June 30, 2004, our Company had $17 in cash to meet our outstanding
obligations. During the reporting period and prior, we financed our operating
activities through loans and advances from certain shareholders and from sales
of securities.

     At June 30, 2004, our Company had a stockholders' deficit of $24,054. Our
Company's future operations and growth are dependent on our ability to raise
capital for expansion and to implement our strategic plan.

     Net cash used in operations was $(19,895) for the nine months ended June
30, 2004 as compared to ($84,011) for the nine months ended June 30, 2003. For
the nine months ended June 30, 2004, cash used in operations was primarily
attributable to our net loss of $(79,183) offset by an increase in accounts
payable and accrued expenses of $15,098 and by non-cash compensation expense
from the issuance of common stock $44,190. For the nine months ended June 30,
2003, cash used in operations of $(84,011) and was attributable to our net loss
of $151,269 and a decrease in accounts payable and accrued expenses of ($9,027)
offset by non-cash consulting and compensation expense from the issuance of
common stock $76,285.

         Net cash provided by financing activities for the nine months ended
June 30, 2004 was $0 as compared to net cash provided by financing activities of
$83,894 for the nine months ended June 30, 2003. The difference was primarily
attributable to the decrease in funding from a related party as well as a
decrease in proceeds from the sale of common stock.

     We currently have no material commitments for capital expenditures. Other
than advances received in the past from the related parties, we have no external
sources of liquidity. Accordingly, we are seeking alternative funding sources.
No assurances can be provided, however, that such alternative funding sources
will be located. Due to the anticipated lack of funding, we may not be able to
compensate our professionals to allow us to continue our compliance under the
Exchange Act of 1934, which may cause us to lose our quotation on the Over the
Counter Bulletin Board (OTCBB). We may not have sufficient cash flow from
operations to sufficiently meet all of our cash requirements for the next 12
months. Our Company's future operations and growth are dependent on our ability
to raise capital for expansion, and to seek additional revenue sources. If our
Company decides to pursue any acquisition opportunities or other expansion
opportunities, we may need to raise additional capital, although there can be no
assurance such capital-raising activities would be successful.

CRITICAL ACCOUNTING POLICIES

         A summary of significant accounting policies is included in Note 1 to
the audited financial statements included in our Annual Report on Form 10-KSB
for the year ended September 30, 2003 as filed with the Securities and Exchange
Commission. We believe that the application of these policies on a consistent
basis enables us to provide useful and reliable financial information about our
operating results and financial condition.

The preparation of 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 revenues and expenses during the reporting period.
Actual results may differ from those estimates.


                                       -9-

<PAGE>


GOING CONCERN

     The accompanying financial statements have been prepared assuming that our
Company will continue as a going concern. Currently, the Company has no active
business operations, has recurring losses, had cash used in operations of
$19,895 for the nine months ended June 30, 2004, and an accumulated deficit of
$18,555,776 at June 30, 2004. Additionally, our funding source stopped funding
our Company at the end of July 2003. Accordingly, we are seeking alternative
funding sources. No assurances can be provided, however, that such alterative
funding sources will be located. Due to the anticipated lack of funding, we may
not be able to compensate our professionals to allow us to continue our
compliance under the Exchange Act of 1934, which may cause us to lose our
quotation on the Over the Counter Bulletin Board (OTCBB). These conditions raise
substantial doubt about our Company's ability to continue as a going concern.

     Our Company is taking steps to address this situation. Our Company
maintains an agreement as a telephone service reseller with BellSouth, our
application for an ALEC license in Florida received final approval in May 2002,
and management looks to expand on such operations if funding becomes available,
or locate a merger/acquisition candidate. Although our Company had signed a
letter of intent ("LOI") to acquire National ComTel Network Inc. ("National"),
the parties mutually agreed to withdraw from the LOI because of unresolvable
issues relating to the transfer of National's small business loan. Our Company's
May 24, 2004 letter to National was attached to our report on Form 10-QSB filed
on June 16, 2004 and is incorporated herein by reference.) On June 18, 2004, our
Company filed a current report on Form 8-K advising that our Company had signed
a letter of intent (the "Letter") to acquire NetWorth Systems, Inc., a Florida
corporation engaged in the business of providing information technology (IT)
management and auditing services. The terms of the proposed transaction are set
forth in the Letter attached to the 8-K as an exhibit and incorporated herein by
reference pursuant to Rule 12b-23. Otherwise, management will continue to seek
sources of funding until other income is derived from an acquisition, consulting
activities, or our telecommunications resale license and agreements. Through
June 30, 2004, the Company received proceeds of $94,600 from sale of common
stock and preferred stock to certain officers, directors and affiliates of the
Company, and others. We are also seeking new sources of funding. No assurances
can be provided, however, that such alternative funding sources will be located.

ITEM 3. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures
         Our management, under the supervision and with the participation of our
chief executive officer and principal financial and accounting officer,
conducted an evaluation of our "disclosure controls and procedures" (as defined
in the Securities Exchange Act of 1934 (the "Exchange Act") Rules 13a-14(c))
within 90 days of the filing date of this Quarterly Report on Form 10-QSB (the
"Evaluation Date"). Based on their evaluation, our chief executive officer and
principal financial and accounting officer have concluded that as of the
Evaluation Date, our disclosure controls and procedures are effective to ensure
that all material information required to be filed in this Quarterly Report on
Form 10-QSB has been made known to them in a timely fashion.

Changes in Internal Controls
         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 Evaluation Date set forth above.


                                      -10-

<PAGE>

                           PART II. OTHER INFORMATION


Item 1.  Legal Proceedings

         As permitted by Commission Rule 12b-23, the response to this item is
incorporated by reference from the corresponding item in our Company's report of
Form 10-KSB for the fiscal year ended September 30, 2003.

Item 2.  Changes in Securities

         During the three months ended June 30, 2004, we issued 470,000 shares
of common stock to directors and employees for services rendered. In connection
with these shares, we recorded compensation expense of $9,400 based on the
average monthly closing price of the Company's common stock in the month the
services were performed. As of June 30, 2004, 318,500 of these shares were
issuable.

Item 3.  Defaults Upon Senior Securities

         None

Item 4.  Submission of Matters to a Vote of Security Holders.

           None

Item 5.  Other Information

           None

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

(a)      Exhibits and Index of Exhibits

         99.1   Certification by Chief Executive Officer Pursuant to Section 302
         99.2   Certification by Chief Financial Officer Pursuant to Section 302
         99.3   Certification by Chief Executive Officer Pursuant to Section 906
         99.4   Certification by Chief Financial Officer Pursuant to Section 906


(b) Reports on Form 8-K

         On June 18, 2004, we reported that we signed a letter of intent with
         NetWorth Systems, Inc., a Florida corporation engaged in the business
         of providing IT management and auditing services.


                                   SIGNATURES

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

                                  COLMENA CORP.

Dated:  August 12, 2004           By:  /s/ Anthony Q. Joffe
                                    Anthony Q. Joffe, President,
                                    Chief Executive Officer and Director

Dated:  August 12, 2004           By:  /s/ Adam Wasserman
                                 Adam Wasserman
                                    Chief Financial Officer and Controller


                                      -11-


<PAGE>