U.S.
SECURITIES AND EXCHANGE COMMISSION


Washington,
D.C.  20549




FORM
10-QSB




x          QUARTELY
REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGEACT
OF 1934





For the
quarterly period ended September  30, 2004




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





For the
transition period from





Commission
File No.  000-50498





MODENA
6 INC.


(Exact
name of small business issuer as specified in its charter)





Delaware
              
              98-0412436(State or
      other jurisdiction of Incorporation or
      organization)
              
              (I.R.S.
      Employer Identification No.)


107
Arch Street


Ste
2G


Philadelphia,
PA.  19106


(Address
of Principal Executive Offices)





888/839  6042


(Issuer’s
telephone number)





6540
E. Hastings St. #615 Burnaby


British
Columbia V5B 4Z5


(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
o


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 o  No o




State
the number of shares outstanding of each of the issuer’s classes of common equity,
as of September 30 2004: 100,000 shares of common stock.




















MODENA
6 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 Securities





Item
5.                      Other
Information





Item
6.                      Exhibits
and Reports on Form 8-K




Signature




















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 three months
ended September30, 2004 are not
necessarily indicative of results that may be
expected for the year ending December31, 2004. The financial
statements are presented
on the accrual basis.


















MODENA
6,  INC.





FINANCIAL
STATEMENTS





AS
OF


September30, 2004








Modena 6,
Inc.


Financial
Statements Table of Contents






FINANCIAL
STATEMENTS                                                                                                Page
#


Balance
Sheet                                                                                                           F-1





Statement of Operations and Retained
Deficit                                                    F-2





Statement of Stockholders
Equity                                                                         F-3





Cash Flow
Statement                                                                                              F-4





Notes to
the Financial
Statements                                                                       
F-5-F-7
















MODENA
6, INC.


BALANCE
SHEET


As
of   September 30,
2004




ASSETS
              September 302004CURRENT
      ASSETSCash
              
              $
              0TOTAL
      ASSETS
              
              $
              (0
              )LIABILITIES
      AND STOCKHOLDER’S EQUITYCURRENT
      LIABILITIESAccrued
      expenses
              
              $
              750TOTAL
      LIABILITIES
              
              
              750STOCKHOLDER’S
      EQUITYCommon
      Stock  -  par value  $0.001;100,000,000
      shares authorized;100,000
      issued and outstanding
              
              
              100Additional paid
      in capital
              
              
              0Accumulated
      Deficit
              
              
              (850
              )Total stockholder’s equity
              
              
              (750
              )TOTAL
      LIABILITIES AND EQUITY
              
              $
              0




The
accompanying notes are an integral part of these financial
statements.






F-1






MODENA
6, INC.


STATEMENT
OF OPERATIONS


For the
one quarter ended September 30, 2004





The
      QuarterSeptember 302004
              
              
              January
      31, 2004REVENUESales
              
              $
              0
              
              
              $
              0Cost of
      sales
              
              
              0
              
              
              
              0GROSS
      PROFIT
              
              
              0
              
              
              
              0GENERAL
      AND ADMINISTRATIVE EXPENSES
              
              
              0
              
              
              
              850NET
      LOSS
              
              
              0
              
              
              
              (850
              )ACCUMULATED
      DEFICIT, BEGINNING BALANCE
              
              
              0
              
              
              
              0ACCUMULATED
      DEFICIT, ENDING BALANCE
              
              
              0
              
              
              
              (850
              )NET
      EARNINGS PER SHAREBasic
      and Diluted Net loss per share
              
              (Less
      than .01)Basic
      and Diluted Weighted Average Number of Common Shares
      Outstanding
              
              
              100,000




The
accompanying notes are an integral part of these financial
statements.







F-2











MODENA
6  INC.


STATEMENT
OF STOCKHOLDER’S EQUITY From inception


January31, 2004  through  September 30, 2004




SHARES
              
              
              COMMON
      STOCK
              
              
              ACCUMULATED
      DEFICIT
              
              
              TOTALStock
      issued on acceptanceOf
      incorporation expensesJanuary
      31, 2004
              
              
              100,000
              
              
              $
              100
              
              
              $
              0
              
              
              $
              100Net
      loss
              
              
              
              
              
              
              
              
              
              
              (850
              )
              
              
              0Total
      asSeptember 30,
      2004
              
              
              100,000
              
              
              $
              100
              
              
              $
              (850
              )
              
              $
              (750
              )




The
accompanying notes are an integral part of these financial
statements.







F-3


MODENA
6, INC.


STATEMENT
OF CASH FLOWS


For the
quarter ended September 30, 2004








September
      30
                  2004
              
              
              January
      31, 2004CASH
      FLOWS FROM OPERATING ACTIVITIESNet
      income (loss)
              
              $
              0
              
              
              $
              (600
              )Increases
      (Decrease) in accrued expenses
              
              
              0
              
              
              
              750NET
      CASH PROVIDED OR (USED) IN OPERATIONS
              
              
              0
              
              
              
              (100
              )CASH
      FLOWS FROM INVESTING ACTIVITIESNone
              
              
              0
              
              
              
              0CASH
      FLOWSFROM FINANCING ACTIVITIESStock
      issued on incorporation expenses
              
              
              0
              
              
              
              100CASH
      RECONCILIATIONNet
      increase  (decrease) in cash
              
              
              0
              
              
              
              0Beginning cash
      balance
              
              
              0
              
              
              
              0CASH
      BALANCE AT END OF PERIOD
              
              $
              0
              
              
              $
              0




The
accompanying notes are an integral part of these financial
statements.










F-4




MODENA
6, INC.


NOTES
TO FINANCIAL STATEMENTS





1.Summary
of significant accounting policies:




Industry
– Modena 6, Inc. (the
Company), a Company incorporated in the state of Delaware
as of November 18,
2003, plans to locate and negotiate with a business entity
for the combination of that target company with The Company. The combination
will normally take the form of a merger, stock-for-stock exchange or stock-for
stock-assets exchange. In most instance the target company will wish to structure
the business combination to be within the definition of a tax-free reorganization
under Section 351 or Section 368 of the Internal Revenue Code of 1986, as
amended. No assurance can be given that The Company will be successful in
locating or negotiating with any target company.





The Company has been
formed to provide a method for a foreign or domestic Private
company to become a reporting  (“public”) company whose
securities are qualified for trading in the United States secondary
market.





The Company has
adopted its fiscal year end to be October 31.





Result of Operations and Ongoing Entity – The Company is
considered to be an ongoing
entity. The Company’s shareholders fund any shortfalls in The Company’s cash flow
on a day to day basis during the time period that The Company is in the
development stage.





Liquidity
and Capital Resources – In addition to the stockholder funding capital shortfalls;
The Company
anticipates interested investors that intend to fund the Company’s
growth once a business is located.




Cash and
Cash Equivalents – The
Company considers cash on hand and amounts on deposit
with financial institutions which have original maturities of three months or
less to be cash and cash equivalents.





Basis of
Accounting – The
Company’s financial statements are prepared in accordance
with generally accepted accounting principles.





Income
Taxes – The
Company utilizes the asset and liability method to measure and
record deferred income tax assets and liabilities.  Deferred tax
assets and liabilities
reflect the future income tax effects of temporary differences between
the financial statement carrying amounts of existing assets and liabilities
and their respective tax bases and are measured using enacted tax rates
that apply to taxable income in the years in which those temporary differences
are expected to be recovered or settled.  Deferred tax assets are reduced
by a valuation allowance when in the opinion of management, it is more likely
than not that some portion or all of the deferred tax assets will not be realized.
At this time, The
Company has set up an allowance for deferred taxes as there
is no company history to indicate the usage of deferred tax assets and liabilities.






F-5




MODENA
6, INC.


NOTES
TO FINANCIAL STATEMENTS





Fair
Value of Financial Instruments – The Company’s
financial instruments may Include
cash and cash equivalents, short-term investments, accounts receivable, Accounts
payable and liabilities to banks and shareholders.  The carrying
amount of
long-term debt to banks approximates fair value based on interest rates that are
currently available to The Companyfor
issuance of debt with similar terms and
remaining maturities.  The carrying amounts of other financial
instruments approximate
their fair value because of short-term maturities.





Concentrations
of Credit Risk – Financial instruments which potentially expose The Company to
concentrations of credit risk consist principality of operating demand
deposit accounts. The
Company’spolicy is to place its operating demand deposit
accounts with high credit quality financial institutions. At this time The Companyhas no
deposits that are at risk.





2.Related Party Transactions
and Going Concern:




The Company’sfinancial statements have been presented on the basis that it is a going
concern in the development stage, which contemplates the realization of assets
and the satisfaction of liabilities in the normal course of business. At this time
The Company has
not identified the business that it wishes to engage in.





The Company’sshareholders fund The Company’s
activities while The
Company Takes Steps to
locate and negotiate with a business entity for combination; however, There can
be no assurance these activities will be successful.





3.Accounts Receivable and
Customer Deposits:




Accounts
receivable and Customer deposits do not exist at this time and Therefore
have no allowance accounted for or disclosures made.





4.Use of
Estimates:




Management
uses estimates and assumptions in preparing these financial Statements
in accordance with generally accepted accounting principles. Those estimates
and assumptions affect the reported amounts of assets and liabilities, the
disclosure of contingent assets and liabilities, and the reported revenue and
expenses. Management has no reason to make estimates at this time.





5.Revenue and Cost
Recognition:




The Companyuses the
accrual basis of accounting in accordance with generally accepted
accounting principles for financial statement reporting.





6.Accrued
Expenses:




Accrued
expenses consist of accrued legal, accounting and office costs during
t his stage
of the business.








F-6







MODENA
6, INC.


NOTES
TO FINANCIAL STATEMENTS





7.Operating Lease
Agreements:




The Companyhas no
agreements at this time.





8.Stockholder’s Equity:




Common
Stock includes 100,000,000 shares authorized at a par value of $0.001, Which
100,000 have been issued for the amount of $100 on November 18, 2003 in acceptance
of the incorporation expenses for The
Company.





9.Required
Cash Flow Disclosure for Interest and Taxes Paid:




The Company has paid
no amounts for federal income taxes and interest. The Company issued
100,000 common shares of stock to its sole shareholder in Acceptance
of the incorporation expenses for the
Company.





10.Earnings Per
Share:




Basic
earnings per share (‘EPS”) is computed by dviding earnings available to common
shareholders by the weighted-average number of common shares outstanding for the
period as required by the Financial Accounting Standards Board (FASB) under
Statement of Financial Accounting Standards (SFAS) No. 128, “Earnings per Shares”.
Diluted EPS reflects the potential dilution of securities that could Share in
the earnings.







F-7








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




Plan
of Operation




The Registrant is
continuing it efforts to locate a merger Candidate for the purpose
of merger. It is possible that the registrant will
be successful in locating
such a merger candidate and closing such merger. However, if the registrant
cannot effect a non-cash acquisition, the registrant may
have to raise
funds from a private offering of its securities under Rule 506 of Regulation
D. There is no assurance the registrant would
obtain any such equity funding.





Results
of Operation




The Company did not
have any operating income from inception (November 18, 2003) through
January 31,
2004. Some general and administrative expenses from inception
were accrued.  Expenses from inception were compromised of cost mainly associated
with legal, accounting and office.





Liquidity
and Capital Resources




At January 31, 2004
the Company had
no capital resources and will rely upon the issuance
of common stock and additional capital contributions from shareholders to fund
administrative expenses pending acquisition of an operating
company.





Management
anticipates seeking out a target company through solicitation. Such solicitation
may include newspaper or magazine advertisements, mailings and financial
advisors and similar persons, the use of one or more World Wide Web sites and
similar methods. No estimate can be made as to the number of persons who will
be contacted or solicited. Management may engage in such solicitation directly
or may employ one or more other entities to conduct or assist in such solicitation.
Management and its affiliate will pay referral fees to consultants
and others who refer target businesses for mergers into public companies
in which management and its affiliates have an interest. Payments are made if a
business combination occurs, and may consist of cash or a portion of the stock
in the Company
retained by management and its affiliates, or both.





Jacque Bryon Oliphant
will supervise the search for target companies as potential candidates
for a business combination. Jacque Bryon Oliphant
will pay as his own expenses
any costs he incurs in supervising the search for a target company. Jacque Bryon Oliphant
may enter into agreements with other consultants to assist in locating
a target company and may share stock received by it or cash resulting from the
sale of its securities with such other consultants. Jacque Bryon Oliphant controls
us and therefore has the authority to enter into any agreement binding us. Jacques Bryon
Oliphant as our sole officer, director and only shareholder can authorize
any such agreement binding us.












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 controls
actions with regard to significant deficiencies and material weaknesses.














PART
II – OTHER INFORMATION





Item
1. Legal
Proceedings.





The Company I
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 September30, 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




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.




MODENA 6 INC.RegistrantDate:
      October 1, 2004
              By:
              /s/ Jacque Bryon
      OliphantJacque Bryon
      OliphantPresident,  Chief
      Executive Officer ,
                Chief
      Financial Officer