U.S. 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

                          Commission File No. 333-110324

                           KING CAPITAL HOLDINGS, INC.
        (Exact name of small business issuer as specified in its charter)

       Florida                                                  16-1682307
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                              Identification No.)

                             9387 S. Old State Road
                            Lewis Center, Ohio 43035
                    (Address of Principal Executive Offices)

                                 (770)514-2006
                           (Issuer's telephone number)


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

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 that the issuer was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
Yes [ X] No [ ]


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

State the number of shares outstanding of each of the issuer's classes of common
equity, as of November 15, 2004: 33,101,400 shares of common stock.





<PAGE>

                           KING CAPITAL HOLDINGS INC.
                              FINANCIAL STATEMENTS

                                      INDEX


Part I-- FINANCIAL INFORMATION

  Item 1. Financial Statements

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

  Item 3. Control and Procedures

Part II-- OTHER INFORMATION

  Item 1. Legal Proceedings

  Item 2. Changes in Securities

  Item 3. Defaults Upon Senior Securities

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

  Item 5. Other Information

  Item 6. Exhibits and Reports on Form 8-K

Signature

<PAGE>


Item 1. Financial Information
-----------------------------

BASIS OF PRESENTATION

The accompanying reviewed financial statements are presented in accordance with
generally accepted accounting principles for interim financial information and
the instructions to Form 10-QSB and item 310 under subpart A 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 only of normal
occurring accruals) considered necessary in order to make the financial
statements not misleading, have been included. Operating results for the nine
months ended September 30, 2004 are not necessarily indicative of results that
may be expected for the year ending December 31, 2004. The financial statements
are presented on the accrual basis.

<PAGE>

                           KING CAPITAL HOLDINGS, INC.
                                 AND SUBSIDIARY
                   CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                        AS OF SEPTEMBER 30, 2004 AND 2003
                                   (UNAUDITED)



                   KING CAPITAL HOLDINGS, INC. AND SUBSIDIARY



<TABLE>

                KING CAPITAL HOLDINGS, INC. AND SUBSIDIARY


<CAPTION>

                                 CONTENTS


<S>               <C>        <C>
PAGE                1        CONDENSED CONSOLIDATED BALANCE SHEET AS OF SEPTEMBER 30, 2004 (UNAUDITED)

PAGE                2        CONDENSED  CONSOLIDATED  STATEMENTS OF OPERATIONS  FOR THE THREE AND NINE MONTHS ENDED
                             SEPTEMBER 30, 2004 AND 2003 (UNAUDITED)

PAGE                3        CONDENSED  CONSOLIDATED  STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER
                             30, 2004 AND 2003 (UNAUDITED)

PAGE              4 - 5      NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

</TABLE>

<PAGE>


<TABLE>

                   KING CAPITAL HOLDINGS, INC. AND SUBSIDIARY
                      CONDENSED CONSOLIDATED BALANCE SHEET
                            AS OF SEPTEMBER 30, 2004
                            ------------------------
                                   (UNAUDITED)





                                     ASSETS
                                     ------
<CAPTION>

CURRENT ASSETS
<S>                                                                                       <C>
 Cash                                                                                     $  2,303
 Accounts receivable, net                                                                   33,445
 Prepaid expenses                                                                            2,400
                                                                                          --------
      Total Current Assets                                                                  38,148

PROPERTY AND EQUIPMENT, NET                                                                 27,663
                                                                                          --------

TOTAL ASSETS                                                                              $ 65,811
                                                                                          ========


                    LIABILITIES AND STOCKHOLDERS' EQUITY
                    ------------------------------------
                                                                                          --------

CURRENT LIABILITIES
  Accounts payable and accrued expenses                                                   $ 50,408
                                                                                          --------

TOTAL LIABILITIES                                                                           50,408
                                                                                          --------

STOCKHOLDERS' EQUITY
  Preferred stock, $0.001 par value, 10,000,000 shares authorized, none
  issued and outstanding Common stock, $0.001 par value, 100,000,000 shares
  authorized, 33,101,400 shares issued and
   outstanding                                                                              33,101
  Additional paid in capital                                                               (15,422)
  Accumulated deficit                                                                       (1,276)
  Less subscription receivable                                                              (1,000)
                                                                                          --------
       Total Stockholders' Equity                                                           15,403
                                                                                          --------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                                $ 65,811
                                                                                          ========

</TABLE>

   See accompanying notes to condensed consolidated financial statements.
                                      1

<PAGE>

<TABLE>

                   KING CAPITAL HOLDINGS, INC. AND SUBSIDIARY
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                 -----------------------------------------------
                                   (UNAUDITED)

<CAPTION>

                                                         For The Three     For The Three    For The Nine      For The Nine
                                                         Months Ended      Months Ended     Months Ended      Months Ended
                                                         September 30,     September 30,    September 30,     September 30,
                                                             2004              2003             2004              2003
                                                         ------------      ------------     ------------      ------------
<S>                                                      <C>               <C>              <C>               <C>
REVENUE                                                  $    191,867      $     80,898     $    468,392      $    248,159

OPERATING EXPENSES
  Mortgage application costs and expenses                      59,033            23,315          164,626           104,495
  Advertising                                                  20,149             6,656           83,568            50,989
  General and administrative                                  145,340            13,302          222,647            49,677
                                                         ------------      ------------     ------------      ------------
      Total Operating Expenses                                224,522            43,273          470,841           205,161
                                                         ------------      ------------     ------------      ------------

INCOME (LOSS) FROM OPERATIONS                                 (32,655)           37,625           (2,449)           42,998

OTHER INCOME
  Interest income                                                   1                 9                4                50
                                                         ------------      ------------     ------------      ------------
      Total Other Income                                            1                 9                4                50
                                                         ------------      ------------     ------------      ------------

Income (Loss) Before Provision for Income Taxes               (32,654)           37,634           (2,445)           43,048

Provision for Income Taxes                                     (4,531)               --               --                --
                                                         ------------      ------------     ------------      ------------

NET INCOME (LOSS)                                        $    (28,123)     $     37,634     $     (2,445)     $     43,048
                                                         ============      ============     ============      ============

 Net income (loss) per share - basic and diluted         $         --      $         --     $         --      $         --
                                                         ============      ============     ============      ============

Weighted average number of shares outstanding during
 the period - basic and diluted                            33,101,400        31,182,730       33,101,400        30,647,660
                                                         ============      ============     ============      ============

</TABLE>

     See accompanying notes to condensed consolidated financial statements.
                                        2

<PAGE>

<TABLE>

                   KING CAPITAL HOLDINGS, INC. AND SUBSIDIARY
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                 -----------------------------------------------
                                   (UNAUDITED)

<CAPTION>

                                                                              For The Nine             For The Nine
                                                                              Months Ended             Months Ended
                                                                           September 30, 2004       September 30, 2003
                                                                           --------------------     --------------------

 CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                                <C>                     <C>
  Net income (loss)                                                                $ (2,445)               $ 43,048
  Adjustments to reconcile net income (loss) to net cash provided by
   operating activities:
   Depreciation expense                                                               4,935                     792
  Changes in operating assets and liabilities:
   Increase in accounts receivable                                                  (11,455)                (16,520)
   Increase (decrease) in prepaid expenses                                             (549)                    298
   Increase in accounts payable and accrued expenses                                  9,690                   8,969
                                                                                   --------                --------
          Net Cash Provided By Operating Activities                                     176                  36,587
                                                                                   --------                --------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchase of property and equipment                                                     --                  (7,371)
                                                                                   --------                --------
          Net Cash Used In Investing Activities                                          --                  (7,371)
                                                                                   --------                --------

CASH FLOWS FROM FINANCING ACTIVITIES:
    Decrease in cash overdraft                                                       (3,985)                     --
    Proceeds from sale of common stock                                                   --                   8,450
    Distributions to members                                                             --                 (10,500)
                                                                                   --------                --------
            Net Cash Used In Operating Activities                                    (3,985)                 (2,050)
                                                                                   --------                --------

NET INCREASE (DECREASE) IN CASH                                                      (3,809)                 27,166

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                                      6,112                  10,855
                                                                                   --------                --------

CASH AND CASH EQUIVALENTS AT END OF PERIOD                                         $  2,303                $ 38,021
                                                                                   ========                ========

</TABLE>

     See accompanying notes to condensed consolidated financial statements.
                                        3

<PAGE>


                KING CAPITAL HOLDINGS, INC. AND SUBSIDIARY
           NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                     AS OF SEPTEMBER 30, 2004 AND 2003
                     ---------------------------------
                                (UNAUDITED)


NOTE 1     BASIS OF PRESENTATION AND ORGANIZATION
------     --------------------------------------

           (A) Basis of Presentation
           -------------------------

           The accompanying unaudited financial statements have been prepared in
           accordance with accounting principles generally accepted in the
           United States of America and the rules and regulations of the
           Securities and Exchange Commission for interim financial information.
           Accordingly, they do not include all the information necessary for a
           comprehensive presentation of financial position and results of
           operations.

           It is management's opinion however, that all material adjustments
           (consisting of normal recurring adjustments) have been made which are
           necessary for a fair financial statements presentation. The results
           for the interim period are not necessarily indicative of the results
           to be expected for the year.

           (B) Principles of Consolidation
           -------------------------------

           The accompanying 2004 and 2003 consolidated financial statements
           include the accounts of King Capital Holdings, Inc. and its 100%
           owned subsidiary King Capital, LLC. All intercompany accounts have
           been eliminated in the consolidation.

           (C) Use of Estimates
           --------------------

           In preparing financial statements in conformity with generally
           accepted accounting principles, management is required to make
           estimates and assumptions that affect the reported amounts of assets
           and liabilities and the disclosure of contingent assets and
           liabilities at the date of the financial statements and revenues and
           expenses during the reported period. Actual results could differ from
           those estimates.

           (D) Earnings Per Share
           ----------------------

           Basic and diluted net income per common share is computed based upon
           the weighted average common shares outstanding as defined by
           Financial Accounting Standards No. 128, "Earnings Per Share." As of
           September 30, 2004 and 2003, there were no common share equivalents
           outstanding.

           (E) Income Taxes
           ----------------

           For the nine months ended September 30, 2004, the Company accounts
           for income taxes under the Statement of Financial Accounting
           Standards No. 109, "Accounting for Income Taxes" ("Statement 109").
           Under Statement 109, deferred tax assets and liabilities are
           recognized for the future tax consequences attributable to
           differences between the financial statement carrying amounts of
           existing assets and liabilities and

                                       4

<PAGE>



                KING CAPITAL HOLDINGS, INC. AND SUBSIDIARY
           NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                     AS OF SEPTEMBER 30, 2004 AND 2003
                     ---------------------------------
                                (UNAUDITED)



           their respective tax bases. Deferred tax assets and liabilities are
           measured using enacted tax rates expected to apply to taxable income
           in the years in which those temporary differences are expected to be
           recovered or settled. Under Statement 109, the effect on deferred tax
           assets and liabilities of a change in tax rates is recognized in
           income in the period that includes the enactment date.

           For the nine months ended September 30, 2003, the members of King
           Capital Holdings, Inc. elected to be taxed as a partnership.
           Therefore, income was taxed directly to each member. Accordingly, no
           provision for income taxes is included in the accompanying financial
           statements for 2003.

NOTE 2     GOING CONCERN
------     -------------

           As reflected in the accompanying financial statements, the Company
           has a working capital deficiency of $12,260. This raises substantial
           doubt about its ability to continue as a going concern. The ability
           of the Company to continue as a going concern is dependent on the
           Company's ability to raise additional capital. The financial
           statements do not include any adjustments that might be necessary if
           the Company is unable to continue as a going concern.

           Management believes that actions presently being taken to obtain
           additional funding provide the opportunity for the Company to
           continue as a going concern.


                                       5


<PAGE>

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

Overview

We are a provider of traditional mortgage services and we derive our revenues
from the brokering of mortgage loans. We charge a fixed processing fee, a credit
report fee, a brokerage fee, and an origination fee. We recognize revenues when
the loan is closed, at which time we are paid by the lender.

We have generated revenues to date and although we expect to continue to
generate revenues we will still need to raise additional funds to expand our
business. Therefore we will continue to operate on a reduced budget until such
time. If we are unable to raise additional funds by fiscal year end 2004 we may
have to limit our operations to an extent not presently determinable by
management. Sean King, our sole officer, director and principal shareholder, has
agreed verbally that he will cover the costs for our operations until additional
funds become available. We have no written agreement with Mr. King to legally
insure that he will provide the funding for our operation. Although we have no
commitments for capital, other than verbal assurances from Mr. King, we may
raise additional funds through:

     -    public offerings of equity, securities convertible into equity or
          debt,
     -    private offerings of securities or debt, or
     -    other sources.

Even if we do not raise additional capital, we believe that we will be able to
continue operations for twelve months based on the funding to be provided by Mr.
King and revenues that we anticipate generating in the near future. Our
investors should assume that any additional funding will cause substantial
dilution to current stockholders. In addition, we may not be able to raise
additional funds on favorable terms, if at all.

The report of our independent auditors on our financial statements for the year
ended December 31, 2003 contains an explanatory paragraph which indicates that
the Company has a working capital deficiency of $14,750 and this raises
substantial doubt about our ability to continue as a going concern.

Results of Operations

For the Three Months Ended September 30, 2004 and 2003

Gross revenues increased from $80,898 for the three month period ended September
30, 2003 to $191,867 for the three months period ended September 30, 2004, an
increase of $110,969. These revenues were generated from our brokering of
mortgage loans. We are not aware of any known trends, events, demands,
commitments or uncertainties in our industry that are reasonably likely to have
a material impact on our present or future financial condition or operating
performance. The increase in revenues is due significant part upon our increased
marketing and advertising of our services as well as maintaining relationships
with and providing support to, existing and new customers. There can be no
assurance that our revenues will increase in the future. Accordingly, our
ability to maintain or increase revenues will depend in part upon our ability to
market and advertise our services to attract new customers. Our net income from
operations for the period ending September 30, 2003 was $37,634 as compared to a
net loss from operations for the period ending September 30, 2004 of ($28,123).

Selling, general and administrative expenses increased from $13,302 for the
period ending September 30, 2003 to $145,340 for the period ending September 30,
2004. These expenses represent our total operating expenses during this period.
The increase in our total operating expenses was due to the increased sale,
marketing and advertising expenditures and mortgage application costs. Mortgage
expense and application cost expense was $59,033 and $23,315 for the three
months ended September 30, 2004 and 2003, respectively an increase of $35,718.
The increase was due to the increase in revenue. Advertising expenses were
$20,149 and $6,656 for the three months ended September 30, 2004 and 2003,
respectively an increase of $13,493 additional advertising costs based on the
increase in revenue.

                                       6

<PAGE>

For the Nine Months Ended September  30, 2004 and 2003

Our net loss from operations for the nine months ended September 30, 2004 was
$(2,449) as compared to a net income from operations for the nine months ended
September 30, 2003 of $42,998. Revenues for the nine months ended September 30,
2004 were $468,392. This represents an increase of 88.75% as compared to
revenues of $248,159 for the nine months ended September 30, 2003. The increase
in revenues is due in significant part upon our increased marketing and
advertising of our services as well as maintaining relationships with and
providing support to, existing and new customers.

Mortgage application costs and expenses increased from $104,495 for the nine
months ended September 30, 2003 to $164,626 for the nine months ended September
30, 2004, an increase of 57.50%. As a percentage of sales, mortgage application
costs and expenses decreased 10%. The decrease was due to the tightening of our
application policies, the passing of our initial costs to the applicants and
changing our policy for commission payments to brokers.

Advertising expense for the nine months ended September 30, 2004 was $83,568.
This represents an increase of 63.9% as compare to advertising expenses of
$50,989 for the nine months ended September 30, 2003. Advertising expense as a
percentage of sales was 17.9% at September 30, 2004 and 20.6% at September 30,
2003. Due to an increase in name awareness and customers referrals we were able
to decrease our advertising as a percentage of sales.

General and administrative expenses increased from $49,677 in the nine months
ended September 30, 2003 to $222,647 for the nine months ended September 30,
2004. As a percentage of revenues, general and administrative expenses increased
from 20.1% in the nine months ended September 30, 2003 to 47.6% in the nine
months ended September 30, 2004 due to increased payroll and operating expenses.
Our general and administrative costs consist of rent, utilities, telephone and
administrative salaries. We expect these costs to remain consistent over the
current revenue amounts.

Capital Resources and Liquidity.

As of September 30, 2004, we had $2,303 in cash. Our general and administrative
is expected to average $15,416 per month for the next 12 months based upon our
projected operating budget. We can currently satisfy less than one month of
operations without receiving additional funds from Mr. King or additional
investors.

Our operating activities provided cash of $176 in the nine months ending
September 30, 2004, whereas in the nine months ending September 30, 2003 our
operating activities provided cash of $36,587. As of September 30, 2004, we had
total current assets of $38,148 including cash of $2,303. As of September 30,
2004, our total current liabilities amounted to $50,408.

We plan to pay a salary of $4,000 per month to our sole officer and director for
the next 12 months. We do not have sufficient cash to meet our minimum expenses
for the next 12 months and we will be unable to expand on our business unless we
are successful in raising additional capital. We are seeking equity financing of
between $250,000 and $500,000 to cover our expenses. If we cannot raise at least
$250,000 it will have a significant impact on our liquidity and our ability to
proceed with our business expansion plans. Specifically, failure to raise at
least $250,000 may require us to reduce our current staff and will prevent us
from hiring additional resources necessary to support our expansion plans.
Moreover, expansion will be delayed since we will not have the requisite funding
available. In addition, we will need to raise additional capital to continue our
operations past 12 months, and there is no assurance we will be successful in
raising the needed capital.

PLAN OF OPERATIONS

We began implementing phases of our current business plan in November 2001. Our
plan of operations for the twelve months following the date of raising the
needed capital is to complete the following objectives within the time period
specified, subject to the availability of adequate capital as outlined below:

                                       7
<PAGE>

ONLINE MORTGAGE ORIGINATION

We intend to complete the development of our corporate website. We have not yet
contracted with a web design company and expect to launch our website and be
fully operational within three months of receipt of adequate capital. The
estimated cost for completing our website is budgeted at $10,000 over the next
twelve months. We will be utilizing it to pursue the following market tactics in
order to generate leads for our online services:

     o    Registering with Internet search engines to ensure our company's
          services appear in prime locations when online searches for mortgage
          and home loans are made.

     o    Forming strategic alliances that will generate additional leads from
          companies offering complementary services.

     o    Targeting cost effective e-mail campaigns to users that have expressed
          an interest in obtaining real estate or mortgage related information.

     o    Placing banner advertisements on real estate related web sites which
          is designed to bring new qualified visitor/customers directly to the
          web site. We have approached, but not negotiated or contracted with
          any additional advertisers who will advertise on our web site during
          the fourth quarter of 2004.

     o    Linking with existing real estate sites that will allow users to click
          and immediately be connected to our company's web site.

UPGRADED TECHNOLOGY INFRASTRUCTURE AND SECURITY

Over the next twelve months, we intend to establish an upgraded computer server
which houses all of our computer-based technology from our Internet web site to
our e-mail capabilities. We intend to use server hardware provided by Dell
Computer Corp., and routers and switches are provided by Cisco Systems. Our
server will run on a Microsoft Windows NT operating system software. Our
technology security systems will be designed to prevent most unauthorized access
to internal systems and illegal third party access to our data. In addition, we
monitor our servers to ensure that we have sufficient space to handle software
upgrades. All software and data in the system is backed up to magnetic tape each
night, which is stored off-site. The estimated costs for implementing our
updated technology infrastructure and security is $12,500.

Further Development of organizational infrastructure.

Commencing January 2004, we started to recruit and hire additional mortgage loan
originators, create competitive compensation packages, and develop a sales and
training program.

Organizational infrastructure expenses will initially consist primarily of
communication expenses, recruitment of personnel and fees for outside
professional advisors and firms. Our ability to develop organization strength
will be severely limited if we raise no or nominal funds. During the next twelve
months, we anticipate hiring four additional salaried full-time employees, a
number of commissioned full-time employees and no part-time employees. We intend
to arrange meetings with mortgage loan originators that may be interested in
joining us. We may utilize the services of staffing and recruiting firms as
well. We may also employ individuals whose sole responsibility will be to
identify and recruit qualified mortgage loan originators. We also intend to
selectively advertise in mortgage trade publications to recruit employees. We
have budgeted $24,000 over the next twelve months for employee recruiting and
training.

Completion of our plan of operation is subject to attaining adequate revenue. We
can not assure investors that adequate revenues will be generated. If we are
unable to generate sufficient revenues, we may be unable to proceed with our
plan of operations. Even without significant revenues within the next twelve
months, we still anticipate being able to continue with our present activities,
but we may require financing to potentially achieve our goal of profit, revenue
and growth.

                                       8

<PAGE>

Sean King, our sole officer, director and principal shareholder has agreed to
provide financing to us in the future until we are able to receive additional
funding. We are seeking equity financing for a total of $250,000-$500,000 to
cover our administrative expenses, marketing and expansion. We anticipate that
any such financing will be through the sale of shares of our common stock at
prices based upon our trading market once such market develops. If we are not
able to obtain financing of at least $250,000 it will have a significant impact
on our liquidity and ability to proceed with our business expansion plans.

We anticipate that our operational, general and administrative expenses for the
next 12 months will total $ 239,640.00. The breakdown is as follows:

Web Development                         $ 10,000.00
Legal/Accounting                        $  7,500.00
Upgraded Computer systems               $ 12,500.00
Telecommunications/DSL                  $    720.00
Employee recruitment and training       $ 24,000.00
General Administrative
         Advertising                    $100,000.00
         Automotive                     $   4000.00
         Charitable contributions       $    500.00
         Deprecation expense            $   1270.00
         Employee benefits              $   1500.00
         Entertainment                  $   4000.00
         Insurance                      $   6700.00
         Office salaries                $  25000.00
         Office supplies                $   7000.00
         General and administrative     $   1000.00
         Professional development       $   5000.00
         Professional expense           $   8000.00
         Rent                           $   2200.00
         Repairs & Maintenance          $   1500.00
         Taxes                          $   6250.00
         Telephone                      $   6000.00
         Travel                         $   1000.00
         Utilities                      $   4000.00
          Total General Administrative  $184,920.00
                                        -----------
Total Expenses                          $239,640.00

The foregoing represents our best estimate of our cash needs based on current
planning and business conditions. The exact allocation, purposes and timing of
any monies raised in subsequent private financings may vary significantly
depending upon the exact amount of funds raised and status of our business plan.
As discussed, we may expand into additional states but we do not expect this
expansion in the next 12 months based on the steps that must first be completed
as set forth in the plan of operations.

In the event we are not successful in generating sufficient revenue, additional
funds may be required and we would then not be able to proceed with our business
plan for the development and marketing of our core products and services. Should
this occur, we would likely seek additional financing to support the continued
operation of our business. We anticipate that depending on market conditions and
our plan of operations, we could incur operating losses in the foreseeable
future. We base this expectation, in part, on the fact that we may not be able
to generate enough gross profit from our advertising and new products to cover
our operating expenses.

                                       9
<PAGE>

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.


(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.

          The Company is currently not a party to any pending legal proceedings
          and no such action by, or to the best of its knowledge, against the
          Company has been threatened.

Item 2.   Changes in Securities.

          None


Item 3.   Defaults Upon Senior Securities.

          None

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

          No matter was submitted during the quarter ending September 30, 2004,
          covered by this report to a vote of the Company's shareholders,
          through the solicitation of proxies or otherwise.

Item 5.   Other Information.

          None

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

          (a)  Exhibits

          31.1 Certification pursuant to Section 302 of Sarbanes Oxley Act
               of 2002

          32.1 Certification pursuant to Section 906 of Sarbanes Oxley Act
               of 2002


          (b) Reports of Form 8-K

              None



                                       10
<PAGE>


                                   SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, there unto
duly authorized.

                                           KING CAPITAL HOLDINGS, INC.
                                           Registrant


Date: November 15, 2004                    By: Sean King
                                           -------------------------
                                           Sean King
                                           President, Chief Executive Officer,
                                           Chief Financial Officer and
                                           Chief Accounting Officer




                                       11