SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                  Form 10-QSB Quarterly or Transitional Report


 _X_  QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
 OF THE SECURITIES ACT OF 1934 FOR THE QUARTERLY PERIOD
 ENDED JUNE 30, 2004

                                       OR

___  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934

                           Commission File No. 2-97732

                         TECHNOLOGY GENERAL CORPORATION

.......................................................................
(Exact name of Small Business Issuer in its charter)

New Jersey                                           22-1694294
...............................            ..................................
(State or jurisdiction of                (I.R.S. Employer Identification No.)
incorporation or organization)

12 Cork Hill Road, Franklin, New Jersey                    07416
......................................................................
(Address of principal executive offices)                (Zip Code)

Issuer's telephone number, including area code: (973) 827-4143

Indicated 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
and (2) has been subject to such filing requirements for the past 90 days.

        Yes X                         No
       ......                      ......

As of June 30, 2004, the Registrant had 5,811,912 shares
of Common Stock outstanding and 131,839 shares of Class A Common Stock
outstanding.










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<PAGE>


                       TECHNOLOGY GENERAL CORPORATION

                                  INDEX



                                                                  PAGE NO.
 Part 1.  Financial Information

         Item 1.  Consolidated Financial Statement (unaudited)

                  Consolidated Balance Sheet - June 30, 2004          3

                  Consolidated Statement of Operations
                  For the three months ended
                  June 30, 2004, and 2003                             4

                  Consolidated Statement of Cash Flows
                  For the three months ended
                  June 30, 2004 and 2003                              5

                  Notes to Consolidated Financial Statements          6

          Item 2. Management's Discussion and Analysis of
                  Financial Condition and Results of Operation      7-9

          Signatures                                                 10

























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<PAGE>


                  TECHNOLOGY GENERAL CORPORATION AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEET
                                   (UNAUDITED)
                                  June 30, 2004
ASSETS

CURRENT ASSETS:
  Cash and cash equivalents                                  $  143,461
  Accounts receivable, net of allowance for doubtful
  accounts of $5,700                                            213,810
  Inventories                                                   246,140
  Prepaid expenses and other current assets                      36,581
                                                             ----------
        Total current assets                                    639,992

PROPERTY, PLANT AND EQUIPMENT, net                            1,707,519

OTHER ASSETS, NET                                                33,171
                                                             ----------
                                                             $2,380,682
                                                             ==========

LIABILITIES AND STOCKHOLDER'S EQUITY
CURRENT LIABILITIES:
   Current maturities of long-term debt                      $  153,356
   Accounts payable and accrued expenses                        202,621
                                                             ----------
         Total current liabilities                              355,977

LONG - TERM DEBT:
   Long-term obligations, net of current maturities           1,785,960
   Security deposits                                             74,213
                                                             ----------
    Total long - term debt                                    1,860,173

STOCKHOLDERS' EQUITY:
   Common stock, $.001 par value, 1 vote per share,
   authorized 30,000,000 shares, issued 5,886,228 shares,
   outstanding 5,811,912 shares                                   5,886
   Class A common stock, $.001 par value, .1 vote per share,
   authorized 15,000,000 shares, issued and
   outstanding 131,839 shares                                       132
   Capital in excess of par value                             2,421,124
   Accumulated deficit                                       (2,252,779)
                                                             ----------
                                                                174,363

  Less treasury stock, at cost, 74,316 shares                   (9,831)
                                                             ----------
     Total stockholders' equity                                 164,532
                                                             ----------
                                                             $2,380,682
                                                             ==========

           See accompanying notes to consolidated financial statements

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<PAGE>


                 TECHNOLOGY GENERAL CORPORATION AND SUBSIDIARY
                     CONSOLIDATED STATEMENT OF OPERATIONS
                   THREE MONTHS ENDED JUNE 30, 2004 AND 2003
                                 (UNAUDITED)



                                                      2004       2003
                                                      ====       ====

REVENUES:
   Product sales                                    $278,816  $282,521
   Rentals                                           225,881   215,332
                                                    --------  --------
                                                     504,697   497,853

COSTS AND EXPENSES:
  Cost of product sales                              181,008   168,900
  Cost of rentals                                     96,902   109,081
  Selling, general and
  administrative expenses                            274,087   283,321
                                                    --------  --------
                                                     551,997   561,302
                                                    --------  --------
(LOSS) FROM
 OPERATIONS                                          (47,300)  (63,449)


OTHER INCOME (EXPENSE):
  Interest expense                                      (436)   (1,294)
  Interest and Dividend
  Income                                                  79       339
  Other                                                  291      (382)
                                                     -------    -------
                                                         (66)   (1,337)
                                                    --------   -------


LOSS BEFORE INCOME TAXES                             (47,366)  (64,786)
INCOME TAXES                                               -         -
                                                     --------   -------
NET (LOSS)                                          ($47,366) ($64,786)

                                                    ========= =========




           See accompanying notes to consolidated financial statements

                                        4


<PAGE>

                   TECHNOLOGY GENERAL CORPORATION AND SUBSIDIARY
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                    THREE MONTHS ENDED JUNE 30, 2004 AND 2003
                                    (Unaudited)



                                                      2004       2003
                                                     ------     ------

CASH FLOWS FROM OPERATING ACTIVITIES:
     Net loss                                       ($47,366) ($64,786)
     Adjustment to reconcile net loss
      to net cash provided by
      (used in) operating activities:
     Depreciation and amortization                    24,649    30,195
Increase (decrease) in cash attributable to
 changes in operating assets and liabilities:
     Accounts receivable                               7,066    36,917
     Inventories                                      10,479   (22,707)
     Prepaid expenses and other current
     assets                                          (18,786)   (1,569)
     Other assets                                      2,304      (379)
     Accounts payable and accrued expenses            (9,717)   12,504

                                                      -------   -------
NET CASH PROVIDED BY (USED IN)OPERATING
ACTIVITIES                                           (31,371)   (9,825)
                                                      -------   -------
NET CASH USED IN INVESTING ACTIVITIES:
    Purchases of property, plant,
      and equipment                                   (3,150)        -
                                                      -------   -------



CASH FLOWS FROM FINANCING ACTIVITIES:
    Principal payments on long-term debt             (37,546)  (77,427)
    Increase in long-term debt                             -    60,000
                                                     --------  --------
NET CASH USED IN FINANCING ACTIVITIES                (37,546)  (17,427)
                                                     --------  --------

NET DECREASE IN CASH AND
 CASH EQUIVALENTS                                    (72,067)  (27,252)

CASH AND CASH EQUIVALENTS,
 beginning of period                                  215,528   173,641
                                                      -------   -------

CASH AND CASH EQUIVALENTS, end of period             $143,461  $146,389
                                                     ========  ========


    See accompanying notes to consolidated financial statements

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<PAGE>

                  TECHNOLOGY GENERAL CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


COMMITMENTS AND CONTINGENCIES

     The Company has settled a suit brought by the United  States  Environmental
Protection   Agency  (EPA)  and  the  New  Jersey  Department  of  Environmental
Protection  (NJDEP relating to toxic chemical  contamination  at a site formerly
occupied by a subsidiary of the Company.

     Under the terms of the Consent Decree, the EPA and the NJDEP are to receive
a combined total of $600,000;  in June 2003 the Company disbursed $60,000 to the
EPA and $60,000 to the NJDEP  leaving a balance of $480,000.  The $480,000 is to
be paid in five annual installments as follows: commencing March 2004, $100,000;
March 2005, $100,000; March 2006, $100,000; March 2007, $100,000, and March 2008
the remaining  $80,000.  The first  installment of $100,000 was disbursed  March
2004 and of the remaining $380,000;  $100,000 is shown on the balance sheet as a
current liability and $280,000 is shown as "Long-Term Debt".

     The Consent  Decree also  stipulated  that the EPA and NJDEP would  receive
100% of the net  proceeds  from the sale of certain of the  company's  Superfund
site properties with the requirement  that the Company first obtain a "letter of
acceptance"  from  the EPA  prior  to the  transfer  of  property  deeds  and in
addition,  the EPA and NJDEP would receive 60% of the net rental income  derived
from  the  properties  subject  to  claim  from  the  date of  execution  of the
settlement  (March 2003) until the  properties are sold. The Company had pending
purchase  agreements for three of its real-estate parcels at the above mentioned
site.









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<PAGE>


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

     For  the  three-month  period  ended  June  30,  2004,  Technology  General
Corporation and subsidiary had consolidated revenues of $504,697 and net loss of
$47,366.  Technology General  Corporation,  operating  individually as a holding
company managing the various operating segments,  does not generate  significant
revenue other than allocating  management expenses to the operating entities and
leasing space to two tenants.

     Clawson  Machine  manufactures  a full line of ice crushing and ice shaving
equipment  for the food service and related  industries.  The popular Hail Queen
and Princess Chipper ice crushers are specified as "standard  equipment" in many
major  restaurant  chains.  The patented  In-line crusher that inserts between a
commercial  ice  cuber and  storage  bin,  maximizes  the  functionality  of the
standard cuber without  increasing  floor space usage.  The In-Line crusher will
crush  cubes to one side of a  storage  bin or bypass  cubes to the  other  side
depending  on demand.  All three units are NSF  (National  Sanitary  Foundation)
listed,  a requirement for food handling  equipment in most states.  The In-line
crusher is also UL recognized.

     Clawson also  manufactures ice shaving  equipment for block cubes including
several  models  specifically  designed  for snow  cones  used in the  amusement
industries.  These  models  include  shaved  ice  storage  areas,  cup and syrup
dispensers.

     Sales are direct to end use customers  and through an extensive  network of
restaurant equipment  distributors.  An aggressive  advertising,  trade show and
internet program has historically  proven  successful.  The continuation of this
program along with new innovative product design projects additional growth.

     Eclipse  Systems  carries a  diversified  product  line.  The  paint  spray
products  are the oldest of the  Eclipse  lines.  In  addition to the heavy duty
industrial Gat spray gun,  Eclipse  carries a complete line of siphon,  pressure
and gravity feed guns in both standard and HVLP models.

     Additionally,  Eclipse  manufactures  a full  line of  portable  and  fixed
position  mixers for all  industries.  Standard  models are  available in air or
electric drive with gear reduction models in the larger sizes. With an extensive
parts inventory,  Eclipse is able to produce  made-to-order mixers at a cost and
turn-around  time of the  standard  models.  Specialty  alloys,  elastomers  and
coatings are available to meet any demanding application. Typical uses are found
in the chemical, plating, paint, printing, food and pharmaceutical industries.

     Eclipse has recently  expanded its'  capabilities  to include the ancillary
equipment   associated  with  the  mixing  and  spraying   industries.   Current
capabilities include the design and manufacturing of instrumentation and control
systems available in stand alone and integrated designs.



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<PAGE>


     The Eclipse and Clawson  Divisions  operate in combination with each other,
and total  sales for the  current  three-month  period  amounted  to $81,615 and
$55,021  respectively,  for a total of $136,636.  The  comparable  sales for the
three-month period ending June 30, 2003 were $81,865 for Eclipse and $69,669 for
Clawson for a total of $151,534.  The 2004 three-month  combined sales decreased
$14,898 compared to the 2003 three-month total.

     The Precision  Metalform Division reported sales for the three-months ended
June  30,  2004 and  2003 of  $142,180  and  $130,988  respectively.  Management
anticipates that sales for the balance of the year are expected to remain stable
in the writing instruments and cosmetic fields. Precision Metalform,  along with
the Company's other operating divisions,  has taken positive steps to reduce its
general and administration overhead,  including efforts to reduce inventories to
conserve cash flow.

     Technology  General  currently  is leasing  space at its  corporate  office
complex to two (2)  industrial  tenants and is leasing  residential  property to
another tenant.  Total revenues for the current  three-month period were $37,972
and for the same period in 2003 were $35,354 resulting in an increase of $2,618.

     Transbanc International Investors Corporation,  a wholly-owned  subsidiary,
is a real estate  holding  company which leases its 115,000 square foot building
to four (4) industrial  tenants and three (3) commercial  tenants.  Total rental
revenue for the  three-months  ended June 30,  2004  amounted  to  $171,269,  an
increase of $7,019 compared to the three-months ended June 30, 2003.  Management
anticipates  a modest  increase in revenue  from this  facility  resulting  from
modified leases for an extended period of time.

     The  company's  Wildcat  Properties  owns a 24,000  square foot  industrial
building  located on 22 acres in Franklin,  New Jersey,  of which 3.5 acres were
the  subject  of an E.P.A.  Superfund  clean up.  This  property  had been fully
restored and is presently occupied by two (2) tenants.  Total revenues generated
at this  facility for the quarter  ended June 30, 2004 were $16,640  compared to
$15,728 for the quarter ended June 30, 2003,  an increase of $912.  Sale of this
property,  with net proceeds going to the EPA and NJDEP, is expected to generate
over $600,000 toward the settlement  agreement before selling expenses and legal
closing costs.



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<PAGE>



LIQUIDITY

     As of June 30,  2004,  current  assets  amounted  to  $639,992  and current
liabilities  totaled  $355,977,  reflecting a working  capital of $284,015 and a
current  ratio of 2.25 to 1. There was a negative  cash flow of $72,067  for the
current three-month period due mainly to the net loss of $47,366.

RESULTS OF OPERATIONS

     PRODUCT  SALES.  Technology  General  Corporation's  manufacturing  Segment
generated sales of $278,816 for the three-month period ended June 30, 2004.

     RENTAL SALES. Total consolidated rental billings for the three-month period
ended June 30, 2004  amounted  to $225,881 an increase of $10,549  over the same
period for June 30, 2003.

     GROSS MARGIN.  The  consolidated  gross profit margin for the  three-months
ended June 30, 2004, was 45 percent.

     SELLING,  GENERAL AND ADMINISTRATIVE  EXPENSES. These expenses as a percent
of net sales were  approximately 54 percent for the three-months  ended June 30,
2004.

     INTEREST.  Total interest expense for the three-months  ended June 30, 2004
amounted to $28,793 of which  $28,357 is  reflected  under "Cost of Rentals" and
the  remainder  of $436 is shown as a separate  line item within  "Other  Income
Expense)".

     NET  INCOME/LOSS.  The net loss for the  three-months  ended June 30,  2004
amounted to $47,366 and the net loss for the comparable 2003 three-month  period
was $64,786.




















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<PAGE>



                             SIGNATURES

     Pursuant to the  requirements  of the  Securities and Exchange Act of 1934,
the  Registrant  has duly  caused  this report to be signed on its behalf by the
undersigned thereunto duly authorized.








Date:  November 12, 2004             TECHNOLOGY GENERAL CORPORATION



           /s/Charles J. Fletcher
       BY:.......................................
       Charles J. Fletcher
       President, Chief Executive Officer
       Chairman of the Board





            /s/Helen S. Fletcher
       BY:......................................
       Helen S. Fletcher
       Secretary/Treasurer








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