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

[X]  Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act
     of 1934

                    For the quarterly period ended March 31, 2004

[ ] Transition report under Section 13 Or 15(d) of the Securities Exchange
     Act of 1934

         For the transition period from                to
                                        --------------    --------------

                        Commission file number 000-24727

                         Raven Moon Entertainment, Inc.
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)

        Florida                                           59-348779
 ----------------------                      ----------------------------------
(State of incorporation)                    (I.R.S. Employer Identification No.)

                      120 International Parkway, Suite 220
                             Heathrow, Florida            32746
                --------------------------------------   --------
               (Address of principal executive offices) (Zip Code)

         Issuer's telephone number, including area code: (407) 304-4764
                                                         --------------
          Securities registered pursuant to Section 12(g) of the Act:

Title of Class:                                      Name of each exchange
                                                     on which registered:

Common Stock, par value $.0001                                None

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes |X| No |_|

Indicate by check mark whether the Registrant is an accelerated filer (as
defined in Rule 12b-2 of the Act). Yes [ ] No [X].

     The number of shares outstanding of the Registrant's Common Stock as of
May 17, 2004 was 141,251,084.

Transitional Small Business Disclosure Format:    Yes |__|  No | X |

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                                TABLE OF CONTENTS

Part I   FINANCIAL INFORMATION                                              Page

Item 1   Financial Statements.............................................    2

         Consolidated Balance Sheets March 31, 2004 (Unaudited)...........    2

         Consolidated Statements of Operations (Unaudited)................    3

         Consolidated Statements of Change in Deficit in Stockholders'
           Equity.........................................................    4

         Consolidated Statements of Cash Flows............................    5

         Notes to Consolidated Financial Statements.......................    6


Item 2   Management Discussion and Analysis of Financial Condition and
         Results of Operations............................................    23

Item 3   Controls and Procedures..........................................    24


Part II    OTHER INFORMATION

Item 1   Legal Proceedings................................................    26

Item 6   Exhibits and Reports on Form 8-K.................................    26

SIGNATURE.................................................................    27


                                      (i)


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                                     Part I.

Item 1.  Financial Statements



                             RAVEN MOON ENTERTAINMENT, INC.
                               Consolidated Balance Sheets
                                     March 31, 2004
                                       (unaudited)


                                         ASSETS



<S>                                                                       <C>
Cash and cash equivalents                                                 $    197,259
Other receivables                                                               23,200
                                                                          ------------

                                                                          $    220,459
                                                                          ============


                     LIABILITIES AND DEFICIT IN STOCKHOLDERS' EQUITY


Accrued salaries and wages payable to officers (Note 7)                   $    147,038
Accrued interest payable to third parties                                       25,500
Notes payable third parties (Note 6)                                            60,000
Loans from shareholders (Note 6)                                                62,000
Advance from Class B Members of LLC (Note 6)                                     5,000
                                                                          ------------

                 Total liabilities                                             299,538


COMMITMENTS AND CONTINGENCIES (Note 8)


DEFICIT IN STOCKHOLDERS' EQUITY
      Preferred stock, $.0001 par value, authorized 800,000,000 shares;
           issued and outstanding 10,134                                             1
      Common stock, $.0001 par value, authorized 200,000,000 shares;
           issued and outstanding 114,058,397                                   11,406
      Additional paid-in capital                                            19,705,644
             Accumulated deficit                                           (19,796,130)
                                                                          ------------

                 Total deficit in stockholders' equity                         (79,079)
                                                                          ------------

                                                                          $    220,459
                                                                          ============


See accompanying notes

                                           2

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                         RAVEN MOON ENTERTAINMENT, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (unaudited)



                                                                   Three months ended
                                                                 March 31,      March 31,
                                                                  2004           2003
                                                               -----------    -----------
<S>                                                            <C>            <C>
REVENUES:
     Sales of plush toys                                       $        70    $   204,275
     Sale of rights to related party to manufacture,
        market and sell video, CD, and DVD products                   --          810,018
                                                               -----------    -----------

                                                                        70      1,014,293


COST OF GOOD SOLD                                                     --          129,667
                                                               -----------    -----------

GROSS PROFIT                                                            70        884,626

EXPENSES:
     Consulting fees                                               533,277        422,960
     Production expense                                          1,651,544        248,994
     Interest                                                        1,500          1,800
     General and administrative expense                            258,592        167,639
                                                               -----------    -----------

      Total expenses                                             2,444,913        841,393
                                                               -----------    -----------

Net loss before proportionate share Clubhouse Videos, Inc.'s
   loss and discontinued operations                             (2,444,843)        43,233

Proportionate share of Clubhouse Videos, Inc.'s loss               (29,933)      (179,000)
                                                               -----------    -----------

Net loss before discontinued operations                         (2,474,776)      (135,767)


Discontinued operations                                               --         (563,281)


Net loss                                                       $(2,474,776)   $  (699,048)
                                                               ===========    ===========

Net (loss) per share from continuing operations                $  (0.02717)   $   0.00176
                                                               ===========    ===========

Proportionate share of Clubhouse Videos, Inc.'s loss           $  (0.00033)   $  (0.00730)
                                                               ===========    ===========

Net income (loss) per share discontinued operations            $      --      $  (0.02297)
                                                               ===========    ===========

Net loss per share                                             $  (0.02750)   $  (0.02851)
                                                               ===========    ===========


See accompanying notes

                                             3

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                                         RAVEN MOON ENTERTAINMENT, INC.
                      CONSOLIDATED STATEMENTS OF CHANGES IN DEFICIT IN STOCKHOLDERS' EQUITY
                               For the three months ended March 31, 2004 and 2003
                                                   (unaudited)



                                                          Preferred Stock                 Common Stock
                                                   ----------------------------    ---------------------------
                                                      Shares          Amount          Shares         Amount
                                                   ------------    ------------    ------------   ------------
<S>                                                <C>             <C>             <C>            <C>
Balance December 31, 2002                               120,495    $        12       21,189,278   $      2,119

   Common stock options granted for expenses               --              --              --             --
   Common stock options granted to related party           --              --              --             --
   Shares issued to related parties for expenses           --              --           600,000             60
   Shares issued for expenses                              --              --         1,000,000            100
   Exercise of options                                     --              --         5,557,460            556
   Net loss for the period                                 --              --              --             --
                                                   ------------    ------------    ------------   ------------
Balance March 31, 2003                                  120,495    $         12      28,346,738   $      2,835
                                                   ============    ============    ============   ============

Balance December 31, 2003                               119,695    $         12      62,287,523   $      6,229
  Preferred stock cancelled                            (109,561)            (11)           --             --
  Common stock options granted for expenses                --              --              --             --
  Common stock options granted to related party            --              --              --             --
  Shares issued for accounts payable                       --              --         1,816,138            182
  Shares issued for expenses                               --              --           250,000             25
  Exercise of options                                      --              --        30,480,603          3,048
  Exercise of options by related party                     --              --        19,224,133          1,922
  Net loss for the period                                  --              --              --             --
                                                   ------------    ------------    ------------   ------------
Balance March 31, 2004                                   10,134    $          1     114,058,397   $     11,406
                                                   ============    ============    ============   ============

                                                        4

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                                 RAVEN MOON ENTERTAINMENT, INC.
              CONSOLIDATED STATEMENTS OF CHANGES IN DEFICIT IN STOCKHOLDERS' EQUITY
                       For the three months ended March 31, 2004 and 2003
                                           (unaudited)
                                           (Continued)



                                                    Additional
                                                     paid-in      Accumulated
                                                     capital        deficit          Total
                                                   ------------   ------------    ------------
<S>                                                <C>            <C>             <C>
Balance December 31, 2002                          $ 12,115,256   $(14,417,864)   $ (2,300,477)

   Common stock options granted for expenses             28,800           --            28,800
   Common stock options granted to related party        409,500           --           409,500
   Shares issued to related parties for expenses         34,065           --            34,125
   Shares issued for expenses                            60,672           --            60,772
   Exercise of options                                  241,784           --           242,340
   Net loss for the period                                 --         (699,048)       (699,048)
                                                   ------------   ------------    ------------
Balance March 31, 2003                             $ 12,890,077   $(15,116,912)   $ (2,223,988)
                                                   ============   ============    ============

Balance December 31, 2003                          $ 16,901,874   $(17,321,354)   $   (413,239)
  Preferred stock cancelled                                  11           --              --
  Common stock options granted for expenses             872,494           --           872,494
  Common stock options granted to related party         573,008           --           573,008
  Shares issued for accounts payable                     82,022           --            82,204
  Shares issued for expenses                              6,475           --             6,500
  Exercise of options                                   813,612           --           816,660
  Exercise of options by related party                  456,148           --           458,070
  Net loss for the period                                  --       (2,474,776)     (2,474,776)
                                                   ------------   ------------    ------------
Balance March 31, 2004                             $ 19,705,644   $(19,796,130)   $    (79,078)
                                                   ============   ============    ============


See accompanying notes

                                            4(Con't)

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                         RAVEN MOON ENTERTAINMENT, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (unaudited)



                                                                                 Three months ended
                                                                               March 31,      March 31,
                                                                                 2004           2003
                                                                              -----------    -----------
<S>                                                                           <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES
    Net (loss)                                                                $(2,474,776)   $  (699,048)
    Discontinued operations                                                          --          563,281
    Adjustments to reconcile net loss to net cash used
         by operating activities:
              Decrease in deposit on inventory                                       --           28,300
              Amortization                                                           --              977
              (Increase) in prepaid expenses                                         --           (6,000)
              (Decrease) increase in accounts payable to third parties            (29,500)        57,213
              (Decrease) increase in accrued wages and salaries to officers      (104,659)       100,463
              Increase in accrued interest to third parties                         1,500          1,800
              (Decrease) in unearned sales rights                                    --         (588,277)
              Common stock options granted for expenses                         1,445,503        438,300
              Shares issued for expenses                                            6,500         94,897
                                                                              -----------    -----------

                        Net cash (used) by operations                          (1,155,432)        (8,094)
                                                                              -----------    -----------

CASH FLOW TO INVESTMENT ACTIVITIES
         Increase in investment in Clubhouse Video, Inc.                             --          (39,000)
                                                                              -----------    -----------


CASH FLOWS FROM FINANCING ACTIVITIES
    Payments to Class B Members                                                      --          (91,000)
    Proceeds from exercise of options                                           1,274,730        242,340
    Notes payable  officers                                                          --          (18,000)
                                                                              -----------    -----------

                        Net cash provided by financing activities               1,274,730        133,340

    Net increase in cash                                                          119,298         86,246

    Cash at beginning of period                                                    77,961         12,727

    Cash at end of period                                                     $   197,259    $    98,973
                                                                              ===========    ===========


See accompanying notes

                                                   5

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                         RAVEN MOON ENTERTAINMENT, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             March 31, 2004 and 2003
                                   (unaudited)


Note 1 -- DESCRIPTION OF THE COMPANY

Raven Moon Entertainment, Inc. and its wholly owned subsidiaries are primarily
engaged in the production and development of Family Values and
Christian-oriented video entertainment products. The market for these products
is worldwide, although the company will devote most of its efforts within the
continental United States.

NOTE 2 -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

PRINCIPLES OF CONSOLIDATION -- The accompanying consolidated financial
statements include the accounts of Raven Moon Entertainment, Inc. and its wholly
owned subsidiaries JB Toys, LLC and Raven Animation, Inc. (the Company). JB
Toys, LLC will cease to exist on December 5, 2012. Inter-company transactions
and balances have been eliminated in consolidation.

REVENUE RECOGNITION -- Revenue from distribution of plush toys are recognized
upon receipt of payment or delivery of product, which does not vary
significantly from the time the products are shipped.

Revenue from the distribution of videos is recognized as earned under the
criteria established by SOP 00-2. The Company's revenue cycle is generally one
to three years, with the expectation that substantially all revenue will be
recognized in the first two years of individual videos. In accordance with SOP
00-2, the Company considers revenue earned when all of the following have
occurred:

     o    The Company has a valid sale or licensing agreement in place.
     o    The video is complete and in accordance with the agreement with the
          customer.
     o    The video has been delivered or is deliverable.
     o    The license period has begun.
     o    The revenue is fixed or determinable and collection is reasonably
          assured.

Revenue from Clubhouse Videos, Inc, formerly Raven Moon Home Video Products,
LLC, a wholly owned subsidiary of the Company not consolidated in these
financial statements (see note 4), accounted for all the revenue from sales of
plush toys and the rights to manufacture, market and sell videos, CDs and DVDs
for the three-month period ended March 31, 2003.

                                       6

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                         RAVEN MOON ENTERTAINMENT, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             March 31, 2004 and 2003
                                   (unaudited)


NOTE 2 -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

PRODUCTION COSTS -- Production costs includes costs to develop and produce video
entertainment products. These costs were paid primarily to companies and
individuals hired to perform a specific task. The Company out-sources these
activities in order to reduce overhead costs. Production costs are amortized by
the ratio of current year's revenue bear to management's estimated ultimate
revenue. Because the Company cannot demonstrate through its' experience the
ultimate revenue from the video entertainment products it has elected to expense
all production costs.

STOCK FOR COMPENSATION -- The Company accounts for the issuance of common or
preferred stock for goods and services at the fair market value of the goods or
services provided or the fair market value of the common or preferred stock
issued, whichever is more reliably determined.

UNCLASSIFIED BALANCE SHEET -- In accordance with the provisions of SOP 00-2, the
Company has elected to present an unclassified balance sheet.

INTELLECTUAL PROPERTY -- Intellectual property is recorded at the lower of cost
or net realizable value. The Company performs an impairment test of intellectual
property quarterly. SFAS 142 requires the Company to compare the fair value of
the intellectual property to its carrying amount to determine if there is
potential impairment. If the carrying amount of the intellectual property
exceeds its fair value, an impairment loss is recognized. Fair values for
intellectual property are determined based on discounted cash flows, market
multiples or appraised values as appropriate. Because the Company cannot
demonstrate through its' experience the ultimate revenue from intellectual
property it has elected to expense all costs associated with intellectual
property.

MANAGEMENT ESTIMATES -- The preparation of financial statements in conformity
with generally accepted accounting principles requires management to make
estimates and assumptions that affect certain reported amounts and disclosures.
Actual results could differ from those estimates.

STOCK-BASED COMPENSATION -- The Company accounts for stock options issued to
employees under Statement of Financial Accounting Standards 123, wherein such
options are valued based upon the Black-Scholes option pricing model.

                                       7

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                         RAVEN MOON ENTERTAINMENT, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             March 31, 2004 and 2003
                                   (unaudited)


NOTE 2 -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

NET INCOME (LOSS) PER SHARE -- Primary earnings-per-share computations are based
on the weighted average number of shares outstanding during the period. The
weighted average number of shares outstanding was 89,968,902 and 24,522,603 for
the three months ended March 31, 2004 and 2003, respectively. Common stock
equivalents were not considered in the calculation of net earnings per share
because their effect would be antidilutive.

INCOME TAXES -- The Company has incurred approximately $19,800,000 of net
operating losses which may be carried forward and used to reduce taxable income
in future years. Deferred tax assets created by the net operating losses are
offset by an equal valuation allowance.

STOCK SPLITS -- The Company adopted a 50 to 1 reverse stock split on June 30,
2003 for common and preferred stock and the Company adopted a 2 for 1 common
stock split for shareholders of record on September 19, 2003. All applicable
share and per-share data in these consolidated financial statements have been
restated to give effect to these stock splits.

INVESTMENTS IN COMMON STOCK -- The investment in Clubhouse Videos, Inc. is more
that 20% of the outstanding common stock, and because the Company can
significantly influence the operating and financial policies of Clubhouse
Videos, Inc. the Company accounts for their investment under the equity method.

RECLASSIFICATIONS -- Certain amounts reported in previous years have been
reclassified to the 2003 financial statement presentation.

CREDIT RISKS -- Financial instruments, which potentially subject the Company to
concentrations of credit risk, consist of cash and cash equivalents. The Company
maintains its cash in bank deposit accounts, which, at times, may exceed
federally insured limits. It has not experienced any losses in such accounts.
The Company believes that it is not exposed to any significant credit risk on
cash and cash equivalents.

NEW ACCOUNTING PRONOUNCEMENTS

In April 2003, the FASB issued SFAS No. 149, "Amendment of Statement 133 on
Derivative Instruments and Hedging Activities." SFAS No. 149 amends and
clarifies financial accounting and reporting for derivative instruments,
including certain derivative instruments embedded in other contracts
(collectively referred to as derivatives) and for hedging activities under SFAS
No. 133, "Accounting for Derivative Instruments and Hedging Activities." SFAS
No. 149 is effective for contracts entered into or modified after June 30, 2003,
except as specified and for hedging relationships designated after June 30,
2003. Adoption of this statement did not have any material impact on the balance
sheet or statement of operations.

                                       8

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                         RAVEN MOON ENTERTAINMENT, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             March 31, 2004 and 2003
                                   (unaudited)


NOTE 2 -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

In May 2003, the FASB issued SFAS No. 150, "Accounting for Certain Financial
Instruments with Characteristics of Both Liabilities and Equity." SFAS 150
requires that certain financial instruments, which under previous guidance were
accounted for as equity, must now be accounted for as liabilities. The financial
instruments affected include mandatory redeemable stock, certain financial
instruments that require or may require the issuer to buy back some of its
shares in exchange for cash or other assets and certain obligations that can be
settled with shares of stock. SFAS 150 is effective for all financial
instruments entered into or modified after May 31, 2003. Otherwise, it was
effective at the beginning of the first interim period beginning after June 15,
2003. Adoption of this statement did not have any material impact on the balance
sheet or statement of operations.

The Company adopted Financial Interpretation No. ("FIN") 45, "Guarantor's
Accounting and Disclosure Requirements for Guarantees, Including Indirect
Guarantees of Indebtedness of Others" for guarantees issued or modified after
December 31, 2002. This Interpretation specifies that a guarantor is required to
recognize, at the inception of a guarantee, a liability for the fair value of
the obligation undertaken in issuing the guarantee. The Interpretation also
modified the disclosure requirements about a guarantor's obligations under
agreements. The financial effect of adopting FIN 45 did not materially affect
the consolidated financial statements.

In December 2003, the FASB revised FIN 46, "Consolidation of Variable Interest
Entities." FIN 46 requires the Company to consolidate a variable interest entity
if the Company is subject to a majority of the risk of loss from the variable
interest entity's activities or entitled to receive a majority of the entity's
residual returns or both. FIN 46 is effective immediately for all new variable
interest entities created or acquired after January 31, 2003. For variable
interest entities created or acquired prior to February 1, 2003, the provisions
of FIN 46 must be applied for the first interim or annual period beginning after
December 15, 2004 for small issuers. The Company does not currently have any
variable interest entities and, accordingly, the adoption of FIN 46 did not have
a significant impact on the Company's consolidated financial position or results
of operations.

In November 2003, during discussions on EITF Issue No. 03-01, "The Meaning of
Other-Than-Temporary Impairment and Its Application to Certain Investments," the
EITF reached a consensus which requires certain quantitative and qualitative
disclosures for debt and marketable equity securities classified as
available-for-sale or held-to-maturity under SFAS 115 and SFAS 124 that are
impaired at the balance sheet date but for which an other-than-temporary
impairment has not been recognized. The consensus on quantitative and

                                       9

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                         RAVEN MOON ENTERTAINMENT, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             March 31, 2004 and 2003
                                   (unaudited)


NOTE 2 -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

qualitative disclosures is effective for fiscal years ending after December 15,
2003 and comparative information for earlier periods presented is not required.
The Company currently does not have any impaired investments and thus the
adoption of this consensus did not have a material impact on the financial
statements.

Note 3 -- BUSINESS AND OPERATIONS

The Company is currently working to establish the following lines of business:

                           Home Video and Television Productions
                           Internet Retail Sales
                           Music CDs
                           Plush Toys

These financial statements are prepared on a going concern basis that assumes
that the Company will be able to realize assets and discharge liabilities in the
normal course of business. Accordingly, it does not give effect to adjustments,
if any, that would be necessary should the Company be unable to continue as a
going concern and therefore be required to realize assets and liquidate its
liabilities, contingent obligations and commitments in other than the normal
course of business and the amounts which may be different from those shown in
these financial statements. The ability to continue as a going concern is
dependent on its ability to:

         Obtain additional debt and equity financing.
         Generate profitable operations in the future.

The Company has initiated several actions to generate working capital; and
improve operating performances, including equity and debt financing and cost
reduction measures. There can be no assurance that the company will be able to
successfully implement its plan, or if successfully implemented the Company will
achieve its goals. Furthermore, if the Company is unable to raise additional
funds it may be required to reduce its workforce, reduce compensation levels,
reduce dependency on outside consultants, modify its growth and operating plans,
and even be forced to terminate operations completely.

                                       10

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                         RAVEN MOON ENTERTAINMENT, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             March 31, 2004 and 2003
                                   (unaudited)


Note 4 -- DISCONTINUED OPERATIONS

On January 14, 2003, the Company announced its intention to split into two
independent publicly traded companies by spinning off Raven Moon Home Video
Products, LLC as a dividend to shareholders. On April 25, 2003 the Company
completed the spin-off of Raven Moon Home Video Products, LLC. The spinoff was
accomplished by the Company's contribution of Raven Moon Home Video Products,
LLC to Clubhouse Video, Inc. All of the common stock was then distributed to the
Class B Members of the LLC on a basis of 152,362 per unit of the LLC and the
shareholders of the Company received one share of Clubhouse Video, Inc. for
every 100 shares of common stock held in the Company. As a result of the
spin-off, the Company's March 31, 2003 financial statements have been prepared
with Raven Moon Home Video Products, LLC results of operations and cash flows
shown as "discontinued operations". All historical financial statements
presented have been restated to conform to this presentation, with the
historical assets and liabilities of Raven Moon Home Video Products, LLC
presented on the balance sheet as "Net liabilities from discontinued
operations". Summarized financial information for discontinued operations at
March 31, 2004 and 2003 is as follows:

                                                             2004            2003
                                                             ----            ----
     <S>                                                  <C>             <C>
     Revenue                                              $       -       $     5,468
                                                          ===========     ===========

     Expenses                                             $       -       $   568,749
                                                          ===========     ===========

     Net income (loss)                                    $       -       ($  563,281)
                                                          ===========     ===========

     Assets                                               $       -       $   855,002
                                                          ===========     ===========


     Liabilities                                          $       -       $ 2,832,235
                                                          ===========     ===========


     Net liabilities from discontinued operations         $       -       $ 1,977,233
                                                          ===========     ===========

                                          11

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                         RAVEN MOON ENTERTAINMENT, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             March 31, 2004 and 2003
                                   (unaudited)


Note 5 -- INVESTMENT IN CLUBHOUSE VIDEOS, INC.

During the three-month period ended March 31, 2003 the Company purchased 21.8
units of the LLC for $218,000. At March 31, 2003 the Company had purchased a
total of 36.8 units of Raven Moon Home Video Products, LLC for $368,000. These
purchases were converted into common stock of Clubhouse Video, Inc. as a result
of the spin-off of the former wholly owned subsidiary. (See Note 4) Following is
a schedule of ownership and related party ownership for the three months ended
March 31, 2004 and 2003:

                                                2004                2003
                                                ----                ----

Percent of Ownership                            27.5%                27.5%

Proportionate share of Clubhouse
          Videos, Inc.'s loss                  ($13,036)         ($  154,000)

Carrying value of Investment
In Clubhouse Videos, Inc.                    $      -             $   39,000

Underlying equity in net assets of
Clubhouse Videos, Inc.                       $      -             $   39,000

At March 31, 2004 the Company has available loss of $47,459, which will be
offset against future proportionate earnings of Clubhouse Videos, Inc.

Following is summarized information about Clubhouse Videos, Inc. assets,
liabilities and results of operations as of March 31, 2004 and 2003:

                                                2004                2003
                                                ----                ----

         Assets                              $   143,567          $  266,725

         Liabilities                         $   974,503          $  125,000

Results of operations (loss)                 $   (47,384)         $ (563,281)

                                       12

<PAGE>


                         RAVEN MOON ENTERTAINMENT, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             March 31, 2004 and 2003
                                   (unaudited)


Note 5 -- INVESTMENT IN CLUBHOUSE VIDEOS, INC. (continued)

At March 31, 2004 Clubhouse Videos, Inc. has 115,000 shares of Preferred Stock
Series A outstanding. The conversion premium for these share is 125%. Conversion
is based upon the amount invested ($115,000) divided by the average close price
for the first 29 days of trading, then adjusted by the premium. Conversion is
automatic on the thirtieth day of trading. The effect of this conversion cannot
be determined at this time.

Note 6 -- DEBT

Debt for the company consists of the following:

Notes payable to third parties bear interest at 10% annually. These are demand
notes, and are unsecured.

Loans from shareholders are non-interest bearing, but the shareholders received
additional shares of preferred stock and common stock in 2000 and are also
entitled to gross revenue royalty fees of the gross revenue of the Company for
ten years. The royalties range from .0125% to .5% of gross revenues. No
royalties were earned in 2004 and 2003.

There are two types of Class B units:

1)   The cash investments for Class B members of LLC are non-interest bearing
     loans. The members are entitled to receive all distributions from gross
     profits of the LLC until the members have received an amount equal to their
     initial cash investment. Once the Class B members, who invested cash have
     been repaid, the Class B members are entitled to annually receive 85% of
     all gross profits of the LLC derived from the sale of products. The Company
     has received $45,000 of cash investments from Class B members and has
     repaid $40,000 as of March 31, 2004. Subsequent to March 31, 2004 the
     Company has received an additional $135,000 of cash investments.

2)   The members who exchange services or rights to intellectual property for
     Class B units are not entitled to receive any distributions from gross
     profits of the LLC unit the members who invested cash have received their
     investment. Once the Class B members, who invested cash have been repaid,
     the Class B members are entitled to annually receive 85% of all gross
     profits of the LLC derived from the sale of products. The Company has
     exchanged 100 units to WEE-OOO, LTD, a related party, for the rights to
     Gina D, 50 units to Mike Gibilisco for the rights to the BoBo Blocks and
     200 units to Bernadette DiFrancesco, a related party, for the rights to the
     Cuddle Bugs as of March 31, 2004. (See note 7) Subsequent to March 31, 2004
     the Company has exchanged 30 units with the directors for the prior three
     years services.

                                       13

<PAGE>


                         RAVEN MOON ENTERTAINMENT, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             March 31, 2004 and 2003
                                   (unaudited)


Note 6 -- DEBT (continued)

The Class B members have no voting rights. The cash advances from Class B
members have been recorded as a liability because all advances must be repaid
prior to any distributions to the parent company.

Note 7 -- RELATED PARTY TRANSACTIONS

The Company is affiliated through ownership of shares of the Company's common
stock by the following companies:


                           J. & B. DiFrancesco, Inc.
                           WEE-OOO, LTD.
                           Beyond the Kingdom, Inc.
                           T.V. Toys, Inc.
                           2221 Music
                           Clubhouse Videos, Inc.

The Company has incurred aggregate consulting, production, marketing and
management fees with officers, directors and other related parties for the
months ended March 31, 2004 and 2003:

                                              2004                 2003
                                              ----                 ----

                                            $897,365             $568,041
                                            ========             ========

The Company paid Gina Mouery, who is the hostess for the "Gina D's Kids Club
Show" and the daughter of Joey DiFrancesco, President and Chief Executive
Officer of the Company, $6,000 for the three months ended March 31, 2004 and
2003, respectively. The advance on future royalties - related party was charged
to production expense because the Company cannot demonstrate through its
experience the ultimate revenue from the video entertainment products.

The Company agreed to pay or reimburse Ms. Mouery $752 a month for a leased car.
The Company paid approximately $2,256 for the three months ended March 31, 2004
which is included in the general and administrative expenses.

                                       14

<PAGE>


                         RAVEN MOON ENTERTAINMENT, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             March 31, 2004 and 2003
                                   (unaudited)


Note 7 -- RELATED PARTY TRANSACTIONS (continued)

On May 1, 2004 Gina Mouery entered into a ten month consulting agreement with JB
Toys, LLC and Raven Animation, Inc. Ms. Mouery is to assist the Company as a
Co-executive Producers and Promotional Celebrity Talent for promotion and
production of the Company's products and services. Ms. Mouery will be paid
$1,000,000 of S-8 free trading shares in ten equal installments of common Stock
@ a 50% discount from the closing bid price for the preceding ten days.

During the three months ended March 31, 2004 and 2003 Gina Mouery was granted
options for 19,224,133 and 1,800,000 shares of common stock for talent fees,
respectively. The fair value of these options at March 31, 2004 and 2003 was
$573,008 and $94,500, respectively, and was charged to production expense
because the Company cannot demonstrate through its experience the ultimate
revenue from the video entertainment products.

During the three months ended March 31, 2004 and 2003 Gina Mouery exercised
19,224,113 options for $458,070 and 1,519,365 options for shares of common stock
for $59,000, respectively.

On April 11, 2001, the Company entered into an agreement with Joseph and
Bernadette DiFrancesco in exchange for a one year exclusive option to the
program, certain cartoon characters and music publishing rights related to songs
written and used in "Gina Ds Kids Club Show", which have been created by Joseph
and Bernadette DiFrancesco. The Company was not able to meet its requirements
under the option agreement, and the option expired April 11, 2002.

On May 17, 2002 the Company made an addendum to the Option Agreement, in
exchange for $100,000 note payable to Joseph and Bernadette DiFrancesco and a
non-refundable grant of 800,000 shares of common stock, valued at $390,000, and
provided that the terms, conditions and payment due in the Agreement dated April
11, 2001 are met and fulfilled by April 11, 2003 the option agreement granted to
the Company on April 11, 2001 shall be in force for a period of twenty (20)
years. Because the Company cannot demonstrate through its experience the
ultimate revenue from the video entertainment products it has elected to charge
option rights to intellectual properties $490,000 during 2002.

On March 4, 2004 the Board of Directors approved extending the agreement with
Joey and Bernadette DiFrancesco, which expires April 11, 2004, in regards to the
rights to the Gina D's Kids Club. The extension as for a ten-year period without
restrictions or requirements, except for bankruptcy, insolvency or takeover of
the Company by a person or entity not approved by the CEO, under the following
terms:

                                       15

<PAGE>


                         RAVEN MOON ENTERTAINMENT, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             March 31, 2004 and 2003
                                   (unaudited)


Note 7 -- RELATED PARTY TRANSACTIONS (continued)

o    Joey and Bernadette DiFrancesco received 100 units of JB Toys,

o    Joey and Bernadette DiFrancesco received 10,000,000 share of common
     restricted Raven Moon Entertainment, Inc stock on April 10, 2004, and Joey
     and Bernadette DiFrancesco shall receive a fee of $750,000 per year for ten
     years beginning in January 2004 for a production royalty or 10% of all
     gross revenues from worldwide licensing and merchandising revenues received
     by Raven Moon Entertainment, Inc. or JB Toys, LLC, whichever is greater.

On March 4, 2004 the Company, through its subsidiary JB Toys, LLC, granted to
WEE-OOO, LTD, a limited partnership owned by Joseph and Bernadette DiFrancesco,
a nonrefundable grant of 100 units of Class B memberships for the rights to
reproduce characters of Gina D for sale. (See Note 6.)

On August 13, 2003 the Company, through its subsidiary JB Toys, LLC, granted
Bernadette DiFrancesco 200 units for the rights to the "Cuddle Bugs." In
addition Bernadette DiFrancesco is to receive 15% of the revenues of JB Toys,
LLC for a ten-year period

On October 10, 2003 the Board of directors granted to WEE-OOO, LTD 400,000
shares of common stock for consulting services rendered. The shares were valued
at $31,200 and charged to consulting fees because the Company cannot demonstrate
through its experience the ultimate revenue from the video entertainment
products.

On August 14, 2002 the Company entered into a Consulting and Marketing Agreement
with David Mouery, the son-in-law of Joey DiFrancesco, President and Chief
Executive Officer of the Company. The Company issued 600,000 shares of common
stock and options for 3,600,000 shares common stock to David Mouery. The option
exercise price of the common stock is a 50% discount from the closing bid price
for the ten trading days immediately preceding the date of exercise. The stock
was valued at $195,000 and the options were valued at $369,000 and charged to
consulting expense.

On May 1, 2004 David Mouery entered into a twelve month consulting agreement
with JB Toys, LLC and Raven Animation, Inc. Mr. Mouery is to assist the Company
as entertainment attorney for legal matters and contracts for the Company's
products and services. Mr. Mouery will be paid $120,000 of S-8 free trading
shares in twelve equal installments of common Stock @ a 50% discount from the
closing bid price for the preceding ten days.

                                       16

<PAGE>


                         RAVEN MOON ENTERTAINMENT, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             March 31, 2004 and 2003
                                   (unaudited)


Note 7 -- RELATED PARTY TRANSACTIONS (continued)

During the three months ended March 31, 2004 David Mouery was not granted any
options. During the three months ended March 31, 2003 David Mouery was granted
options for 5,400,000 shares of common stock for production services. The fair
value of these options was $315,000 and was charged to production expense
because the Company cannot demonstrate through its experience the ultimate
revenue from the video entertainment products.

During the three months ended March 31, 2004 David Mouery did not exercise any
options. During the three months ended March 31, 2003 David Mouery exercised
3,666,666 options for common stock for $170,340.

The officers' and directors' were granted the following common stock warrants
for a three-year term:

          Date              Common Stock Warrants       Exercise Price per Share

     April 5, 2000                 300,000                       $1.10

     September 1, 2001             600,000                       $ .08

The directors' were granted the following common stock options for a ten-year
term:

          Date              Common Stock Options        Exercise Price per Share

     November 29, 2002           2,000,000                       $ .13

These options were valued at $170,000 and charged to general and administrative
expense.

On September 16, 2003 the Board of directors issued $25,000 worth of common
stock for each of the last three years (150,000 shares which were eligible for
the 2 for 1 stock split) in exchange for surrendering any previously issued
options and warrants. These shares were valued at a total of $268,125 and
charged to consulting expense.

                                       17

<PAGE>


                         RAVEN MOON ENTERTAINMENT, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             March 31, 2004 and 2003
                                   (unaudited)


Note 7 -- RELATED PARTY TRANSACTIONS (continued)

During the three-month period ended March 31, 2004 and 2003 loans from officers,
directors, senior management and related parties are summarized as follows:

                                                2004           2003
                                                ----           ----

         Balance at beginning of year         $     -        $  18,000
         Increase in loans                          -             -
         Payments on loans                          -          (18,000)
                                              ---------      ---------
         Balance at end of period             $     -        $     -
                                              =========      =========
In February of 2003 $40,000 of Class B Member Investment loan was repaid to
WEE-OOO, LTD from gross profits of JB Toys, LLC. In March an additional $51,000
of Class B Member Investment loan was paid to WEE-OOO, LTD from gross profits of
JB Toys, LLC.

Raven Moon Home Video Products, LLC issued a one-time bonus to its four
songwriters, valued at $20,000 per songwriter. Two of the songwriters are Joseph
and Bernadette DiFrancesco, officers of the Company.

Following is a schedule which summarizes the activity in accruals and payments
related to Joey and Bernadette DiFrancesco, the officers of Raven Moon, for the
three months ended March 31, 2004 and 2003:

                                                            2004        2003
                                                            ----        ----
     Beginning at December 31, 2003                      $ 251,697   $ 186,383
         Accrued for administrative salary                 136,858     124,416
         Accrued production fee                            187,500        -
         Payments to Officers                             (429,017)    (23,957)
                                                         ---------   ---------
     Balance at December 31, 2003                        $ 147,038   $ 286,842
                                                         =========   =========

Through the spinoff of Raven Moon Home Video Products, LLC and the subsequent
reclassification of net liabilities to discontinued operations (see Note 4) the
Company retired its debt of $1,958,800 to the Raven Moon Home Video Products,
LLC Class B Members on December 31, 2002. In addition, debt of the Company to
Clubhouse Videos, Inc. for $810,018 was retired in exchange for the rights to
manufacture, market and sell the first nine video, CD and DVD products produced
by the Company. The rights to future products purchased by the Clubhouse Videos,
Inc. from the Company will approximate $300,000 per product plus 10% of the
gross sales of the product.

                                       18

<PAGE>


                         RAVEN MOON ENTERTAINMENT, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             March 31, 2004 and 2003
                                   (unaudited)


Note 8 - COMMITMENTS AND CONTINGENCIES

         a) The Company has entered into an employment contract with the
         officers, Joey and Bernadette DiFrancesco. Under the terms of the
         agreement, the Company is obligated to make the following annual
         payments through November 15, 2005:

                             2004          $612,000
                             2005          $627,000

         In addition, the officers are to receive a "Founders" royalty of 10%
         for any entertainment revenue received by the company for any
         entertainment project developed and or produced by the company during
         the term of this agreement. This royalty will be paid between November
         16th and December 31st in perpetuity.

         b) The Company has entered into various month to month verbal
         agreements with unrelated third parties to provide production,
         marketing and administrative services. Payments are made based on
         invoices rendered for specific services provided.

         c) On March 11, 2003, counsel for a preferred stockholder contacted the
         Company with a demand related to 8,000 convertible preferred shares of
         the Company that he owns. The shares are redeemable by the Company
         after February 2003. The Company is currently negotiating the terms and
         conditions of the redemption of those shares by the Company. In the
         opinion of management the resolution of this matter will have no
         material effect on the operation of the Company.

         d) On May 1, 2004 the Company entered into a two consulting agreements.
         These agreements required the individuals to provide executive
         assistants advice and production services to the Company for ten
         months. The individuals are to be paid $500,000 each. The payments will
         be S-8 free trading shares issued in ten equal installments of common
         Stock @ a 50% discount from the closing bid price for the preceding ten
         days, commencing on May 1, 2004 and every month thereafter for nine
         months.


Note 9 - STOCK OPTION PLAN

The Company established a stock option plan for its executives, consultants, key
employees, directors and its affiliates. (The "2001 Stock Option Plan".) The
2001 Stock Option Plan allows for incentive stock options to be granted to
future participants at a price not less than 100% of the market value per share
on the date of the grant. No options have been granted to employees under this
plan.

                                       19

<PAGE>


                         RAVEN MOON ENTERTAINMENT, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             March 31, 2004 and 2003
                                   (unaudited)


Note 9 - STOCK OPTION PLAN (continued)

Non-statutory options are granted at prices and terms determined by the board of
directors. The following is a summary of options, granted, exercised, cancelled
and outstanding:

                                                               Weighted  Average
                                                  Shares       Exercise Price
                                                  ------       --------------


Outstanding at December 31, 2002                 4,123,891         $  .0975

         Granted                                31,882,873         $  .1210

         Cancelled                              (2,937,862)        $  .1589

         Exercised                             (31,068,905)        $  .0548
                                               -----------

Outstanding at December 31, 2003                 2,000,000         $  .1250

         Granted                                49,704,736         $  .0291

         Cancelled                                    -            $  .0000

         Exercised                              49,704,736         $  .0255
                                               -----------

Outstanding at March 31, 2004                    2,000,000         $  .1250
                                               ===========

The exercise price and the market value for common stock options granted in 2004
and 2003 is as follows:

Options granted                  Exercise Price               Fair Market Value
---------------                  --------------               -----------------
    2004
    ----

  7,383,838           1/2 of previous 10 days average price        $  .04
 12,479,799           1/2 of previous 10 days average price        $  .05
 19,893,997           1/2 of previous 10 days average price        $  .06
  8,044,026           1/2 of previous 10 days average price        $  .07
  1,903,076           1/2 of previous 10 days average price        $  .08

                                       20

<PAGE>


                         RAVEN MOON ENTERTAINMENT, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             March 31, 2004 and 2003
                                   (unaudited)


Note 9 - STOCK OPTION PLAN (continued)

     2003

   1,800,000       1/2 of previous 10 days average price           $  .12
   4,299,999       1/2 of previous 10 days average price           $  .10
   3,343,529       1/2 of previous 10 days average price           $  .07
   2,727,197       1/2 of previous 10 days average price           $  .09
   1,800,000       1/2 of previous 10 days average price           $  .03
   4,422,706       1/2 of previous 10 days average price           $  .28
      88,956       1/2 of previous 10 days average price           $  .26
      69,780       1/2 of previous 10 days average price           $  .19
     983,666       1/2 of previous 10 days average price           $  .16
   1,050,877       1/2 of previous 10 days average price           $  .17
   4,071,856       1/2 of previous 10 days average price           $  .14
   1,000,000       1/2 of previous 10 days average price           $  .13
   1,052,630       1/2 of previous 10 days average price           $  .08
   3,780,821       1/2 of previous 10 days average price           $  .06
   1,328,957       1/2 of previous 10 days average price           $  .04

The weighted average fair value of options granted during 2004 and 2003 is
$.0291 and $.1210, respectively. The weighted average remaining life of options
granted is 8.67 and 9.67 years at March 31, 2004 and 2003, respectively.

The fair value of these options was estimated at the date of grant using a
Black-Scholes option pricing model with the following weighted average
assumptions for 2004 and 2003: Risk free interest rate of 3.0%, a dividend yield
of zero and a volatility factor of .50, respectively.

On September 16, 2003 the Board of Directors approved the voluntary option
incentive program to compensate employees, officers, directors and outside
consultants for services they provide to the Company. The Company has allocated
the following shares of common stock to this plan, and registered these shares
in an S-8 filings. The exercise price of the options is 50% of the 10 day moving
average closing bid price.

September 17, 2003                  10,000,000 Shares of common stock
November 28, 2003                   10,000,000 Shares of common stock
January 6, 2004                     10,000,000 Shares of common stock
January 16, 2004                    10,000,000 Shares of common stock
February 5, 2004                    10,000,000 Shares of common stock
February 26, 2004                   10,000,000 Shares of common stock

                                       21

<PAGE>


                         RAVEN MOON ENTERTAINMENT, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             March 31, 2004 and 2003
                                   (unaudited)


Note 9 - STOCK OPTION PLAN (continued)

April 22, 2004                              20,000,000 Shares of common stock

On March 4, 2004 the Board of Directors authorized the issuance of 80,000,000
shares of common stock to the "Option Compensation Program" to compensate
consultants to the Company. These shares shall have a fixed exercise discount
rate of 50% of the average ten day closing bid price.

NOTE 10 - COMMON STOCK WARRANTS

                                                                Weighted Average
                                              Shares            Exercise Price
                                              ------            --------------

Outstanding at December 31, 2002              590,442               $1.2600


         Warrants expired                    (540,442)              $1.1550
                                            ---------

Outstanding at  March 31, 2004
And December 31, 2003, respectively            50,000               $ .1500
                                            =========


The weighted-average remaining life of warrants granted were .50 and 1.50 years
at March 31, 2004 and 2003, respectively.

The fair value of these warrants was estimated at the date of grant using a
Black-Scholes option pricing model with the following weighted average
assumptions for 2004 and 2003: Risk free interest rate of 3.0%, a dividend yield
of zero and a volatility factor of .50, respectively.


NOTE 11 - SUBSEQUENT EVENTS

In the month of April 2004 JB Toys, LLC raised $155,000 through the sale of 15.5
class B units, $95,000 was paid by Beyond the Kingdom, a related party.

In the month of April 2004 the directors received 30 units of JB Toys, LLC for
services they have performed for the past three years.

                                       22

<PAGE>



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

     Cautionary statement identifying important factors that could cause our
actual results to differ from those projected in forward looking statements.

     Pursuant to the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995, readers of this report are advised that this
document contains both statements of historical facts and forward looking
statements. Forward looking statements are subject to certain risks and
uncertainties, which could cause actual results to differ materially from those
indicated by the forward looking statements. Examples of forward looking
statements include, but are not limited to (i) projections of revenues, income
or loss, earnings per share, capital expenditures, dividends, capital structure
and other financial items, (ii) statements of our plans and objectives with
respect to business transactions and enhancement of shareholder value, (iii)
statements of future economic performance, and (iv) statements of assumptions
underlying other statements and statements about our business prospects.

     This report also identifies important factors, which could cause actual
results to differ materially from those indicated by the forward looking
statements.

     The following Management's Discussion and Analysis of Financial Condition
and Results of Operations should be read in conjunction with our financial
statements and the notes thereto appearing elsewhere in this report.

Overview

     In the past year, Raven Moon Entertainment or its subsidiaries have
produced sixteen products including "Gina D's Kids Club" Volume 1, ("Join The
Club"), "Gina D's Kids Club" Volume 2, ("Good News"), "Gina D's Kids Club"
Volume 3, ("Smile-A-bility"), the "Gina D's Kids Club" Three Episode DVD, the
"Gina D's Kids Club" Music CD Volume 1, the "Gina D's Kids Club" Music CD Volume
2, the "Young America" Limited Edition CD single, the "Sing A Long With Gina"
VHS, the "Sing A Long With Gina" DVD, and the "Cuddle Bug" plush toy.

     Raven Moon has also established a policy not to place product into retail
stores prematurely, before the "Gina D's Kids Club" program airs on TV.

                                       23

<PAGE>



     As part of our business plan, the completion of these episodes creates
multiple revenue streams which includes worldwide licensing and merchandising
opportunities for the videos, CD's, and toys that have been inspired by the
show, as well as future advertising revenue. Parents told us that they wanted
better programming for their children, and we are committed to our goal of
providing the very best in family values children's entertainment.


ITEM 3. CONTROLS AND PROCEDURES

(a) Under the supervision and with the participation of our principal executive
officer and principal financial officer, we conducted an evaluation of the
design and operation of our disclosure controls and procedures, as such term is
defined under Rules 13a-14(c) and 15d-14(c) promulgated under the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), within 90 days of the
filing date of this report. Based on that evaluation, our principal executive
officer and our principal financial officer concluded that the design and

                                       24

<PAGE>


operation of our disclosure controls and procedures were effective to ensure
that information required to be included in our Securities and Exchange
Commission reports is recorded, processed, summarized and reported within the
time periods specified in the Commission's rules and forms.

(b) In addition, there were no significant changes in our internal controls or
in other factors that could significantly affect these controls subsequent to
the Evaluation Date, including any corrective actions with regard to significant
deficiencies and material weaknesses.

                                       25


<PAGE>


                                    Part II.

Item 1.  Legal Proceedings

In April, 2004, the Company has settled the dispute with Randolph S. Shaw, in
exchange for certain shares of Clubhouse Videos, Inc., owned by the Company.


Item 2.  Changes in securities

None.

Item 3.  Defaults on Senior Securities

None.

Item 4.  Submission of Matters to 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

         31.      Rule 13a-14(a)/15d-14(a) Certifications pursuant to Section
                  302 of the Sarbanes-Oxley Act of 2002.

         32.      Section 1350 Certification pursuant to Section 906 of the
                  Sarbanes-Oxley Act of 2002.

(b) Reports on Form 8-K.

         No reports were filed on Form 8-K for the period ended March 31, 2004.


                                       26

<PAGE>


                                    SIGNATURE


     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.

RAVEN MOON INTERNATIONAL, INC.
(Registrant)


By:  /s/                                                  Date:  May 15, 2004
    ----------------------------------------
          Joseph DiFrancesco, President

                                       27