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

                                   FORM 10-QSB


(Mark One)
          [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
               SECURITIES AND EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2003

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

                 For the transition period from ______ to ______

Commission File Number 0-24798
                               XYNERGY CORPORATION

                        [Formerly known as RAQUEL, INC.]

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

         Nevada                                              93-1123005
----------------------------                            ---------------------
(State or other jurisdiction                               (IRS Employer
     of Incorporation)                                  Identification Number)


         269 So. Beverly Dr., Suite 938, Beverly Hills, California 90212
--------------------------------------------------------------------------------
                    (Address of principal executive offices)

                                 (310) 274-0086
--------------------------------------------------------------------------------
                          (Issuer's telephone number)

                          formerly known Raquel, Inc.
--------------------------------------------------------------------------------
(Former  name,  former  address and former  fiscal year,  if changed  since last
report)

     Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act of 1934 during the past 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
                              ----------                 ------------

At September 30, 2003, 32,930,697 shares of the CompanyOs $.001 par value common
stock were outstanding.

<PAGE>

<PAGE>
<TABLE>
<CAPTION>

PART 1 - FINANCIAL INFORMATION

ITEM 1.  Financial Statements                                                                              PAGE
                                                                                                           ----

<S>                                                    <C> <C>                                              <C>
         (a)      Balance Sheet (Unaudited) -September 30, 2003 .............................................1

         (b)      Statements of Operations (Unaudited) - Nine months
                  ended September 30, 2003 and 2001 Period from
                  Inception (December 1, 1987) to September 30, 2003.........................................2

         (c)      Statement of StockholderOs Equity (Unaudited) -
                  Period from Inception (December 1, 1987) to September 30, 2003.............................3

         (d)      Statements of Cash Flows (Unaudited) - Nine months
                  ended September 30, 2003 and Period from
                  Inception (December 1, 1987) to September 30, 2003.........................................4

         (e)      Notes to Unaudited Financial Statements....................................................5

ITEM 2.  ManagementOs Discussion and Analysis or
                  Plan of Operation..........................................................................7


PART II - OTHER INFORMATION..................................................................................9

</TABLE>

                 See accompanying notes to financial statements

                                                                              ii
<PAGE>

                 See accompanying notes to financial statements

                                                                             iii
<PAGE>
<TABLE>
<CAPTION>
                               XYNERGY CORPORATION
                        (formerly known as Raquel, Inc. )
                          (A Development Stage Company)
                                  Balance Sheet
                                   (Unaudited)

                                                                                        September 30, 2003
                                                                                        ------------------
Assets

     Current Assets
<S>                                                                                            <C>
              Cash and equivalents                                                             $1,296
              Merchandise Inventory                                                             8,448
              Deposits paid and other assets                                                  265,641
              Capital Stock                                                                    13,665
                                                                                               ------

              Total Current Assets                                                            275,385

     Equipment, Furniture & Fixtures, net of accum. depr. $34,019                                  0-

     Total Assets                                                                           $ 275,385
                                                                                             ========


Liabilities and Stockholders Equity

     Current Liabilities
              Accounts payable & Taxes payable                                               $ 78,089

              Total current liabilities                                                       $78,089

     Stockholder's equity
              Common stock - $.001 par value, 250,000,000 shares authorized,
              32,930,697   shares issued and outstanding                                       32,931

              Additional paid in capital                                                    1,653,190

              Deficit accumulated during the development stage                            (1,488,825)

              Total stockholder's equity                                                      197,296

     Total liabilities and stockholder's equity                                              $275,385
                                                =====================================================
</TABLE>

                                                                               1

<PAGE>
<TABLE>
<CAPTION>
                               XYNERGY CORPORATION
                        (formerly known as Raquel, Inc. )
                          (A Development Stage Company)
                            Statements of Operations
                                   (Unaudited)




                                                                        Six Months                   Inception 12/87 to
                                                          Ended September 30,   September 30,

                                                              2003                 2002                            2003
                                                          -------------------------------------------------------------
------------------------------------------------------------------
<S>                                                             <C>               <C>                            <C>
Sales                                                           49                1,405                          49,528
Cost of Goods Sold                                               -                    -                          24,627
                  -----------------------------------------------------------------------------------------------------

Gross Profit                                                    49                1,405                          24,901

Selling, general, and administrative expenses               20,420               30,740                       1,605,122
                                                            -----------------------------------------------------------

(Loss) from operations                                     (20,371)             (29,335)                     (1,585,635)

Other Income                                                     -                                              119,148

Loss before provision for income taxes                     (20,371)             (29,335)                     (1,466,387)

Provision for income taxes                                                            -                          (7,200)

Net Loss                                                  ($20,371)            ($29,335)                    ($1,473,587)
                                                         ==============================================================

Net Loss per share                                           ($.01)               ($.01)
                                                             ===========================

Weighted average number of common shares                32,930,697           36,365,697
                                        ===============================================================================
</TABLE>

                                                                               2
<PAGE>
<TABLE>
<CAPTION>
                               XYNERGY CORPORATION
                        (formerly known as Raquel, Inc. )
                          (A Development Stage Company)
                        Statement of StockholdersO Equity
                                   (Unaudited)




                                                                                             Deficit
                                                                           Addt'l            During the
                                        Common Stock                       Paid In           Development
                                        Shares            Amount           Capital           Stage            Total
                                        -------------------------------------------------------------------------------

<S>              <C> <C>                <C>               <C>              <C>               <C>              <C>
Balance December 31, 2000               24,700,000        $2,470           $1,375,704        $(1,304,860)     $  73,314

Net Loss for 12/31/01                                                                           (113,167)      (113,167)
                                        ----------       -------           --------------------------------------------

Balance December 31, 2001               30,100,000       $ 3,010           $1,445,690        $(1,418,027)     $  30,673

Common Stock Issued                      1,500,000       $   150           $   37,500
                                        ---------------------------------------------
Total Before Reverse                    31,600,000       $ 3,160           $1,483,190

Reverse-split (100 to 1)               (31,284,303)      $(3,128)
                                        ------------------------
Total After Reverse                        315,697       $    32
                                                         =======
Increase in par value to .001                            $   316

Common Stock Issued                     40,346,000       $40,346           $  170,000
Common Stock canceled                    9,500,000       $ 9,500
Net Loss year ended
December 31, 2002                                                                            $   (50,427)
                                        ----------       -------           ----------        --------------------------


Balance, December 31, 2002              31,161,697       $31,162           $1,653,190        $(1,468,454)     $ 215,898
Common Stock Issued                      1,768,846       $ 1,769
Net Loss, 3rd Quarter Ended, 9/03                                                            $   (20,371)     $ (20,371)
                                        ----------       -------           ----------        --------------------------
Balance, September 30, 2003             32,930,543       $32,931           $1,653,190        $(1,488,425)     $ 197,296

</TABLE>

                                                                               3

<PAGE>
<TABLE>
<CAPTION>
                               XYNERGY CORPORATION
                        (formerly known as Raquel, Inc. )
                          (A Development Stage Company)
                            Statements of Cash Flows
                                   (Unaudited)


                                                                                             Period from Inception
                                                     For the Six  Month Period Ended             December 31, 1987
                                                                        Septmber 30,                    to Current
                                                                                2003            September 30, 2003
                                                     -------------------------------------------------------------
<S>                                                                      <C>                           <C>
Cash flows from operating activities
 Net loss                                                                  $ (20,371)                  $(1,474,008)
Adjustments to reconcile net loss to net cash used in
 operating activities
         Depreciation                                                              0                        47,720
     (Increase) decrease in
         Inventory                                                                                          (8,448)
         Prepaid expenses & other assets                                        (500)                     (265,640)

     Increase (decrease) in
         Accounts Payable & accrued expenses                                  21,560                        78,089
                                                                                    ------------------------------

         Net cash used in operating activities                               $20,871                   $(1,622,287)
                                                                             ----------------------------------------------

Cash flows from investing activities
         Purchase of Equipment & Improvements                                    (0)                       (47,721)

         Net cash used in investing activities                                   (0)                      $(47,721)
                                                                                                           --------

Cash flows from financing activities
     Proceeds from MMI settlement agreement                                                             $1,250,000
     Proceeds from sale of common stock                                                                    384,550
     Payments for offering costs
Loans & paid-in capital from  stockholder                                          -                        36,754
                                                                      --------------                        ------

     Net cash provided by financing activities                                     -                    $1,671.304
                                                                      --------------------------------------------

     Net increase(decrease) in cash and cash                                     689
                                                                                 ---
         equivalents
Cash & cash equivalents, beginning of period                                    $607
                                                                                ----------------------------------

Cash & cash equivalents, end of period                                        $1,296
                                                                              ======
</TABLE>

                                                                               4
<PAGE>

                               XYNERGY CORPORATION
                        (formerly known as Raquel, Inc.)
                          (A Development Stage Company)
                          Notes to Financial Statements
                                   (Unaudited)

1. Business
-----------

Xynergy Corporation [formerly known as ORaquel, Inc.O] was organized under the
laws of the State of Nevada on August 6, 1993. [Unless the context indicates
otherwise, the term "Company," OXYNYO or OXynergyO refers to Xynergy
Corporation]. Xynergy Corporation started as OColecciones de Raquel, Inc.O with
its IPO in 1994. In 1998, Colecciones de Raquel became ORaquel, Inc.O

During the year 2001, the Company changed its strategy and mission. Since the
companyOs products were not producing revenues, a new approach was taken: to
acquire companies whose revenues or innovative value would amplify the CompanyOs
overall worth. In January, 2002, the company changed its name to Xynergy
Corporation.
Xynergy expanded its plan of operation substantially, since its change in
strategy as a holding Company. XynergyOs mission is revenue enhancement through
an integration of companies in growth and emerging markets. Xynergy believes
that this plan of operations will protect its value as markets change and
fluctuate.

On September 5, 2001, Xynergy acquired OThink Blots,O a greeting card line. The
line is distinctive in that it combines original ink blot art work with humorous
dialogue. The line is currently available on the internet at
www.dementeddiagnosis.com.

During 2002, Xynergy completed the acquisitions of Web Marketing Network,
Corporate Space Power Industries & Electric, Inc., and Voyaware, LLC. For
reasons that management believes are in the best interests of Xynergy, all three
of these acquisitions were dissolved.

In April, 2003, Xynergy established relationships with enterprises in the
entertainment industry. Xynergy signed letters of intent with NPOWR Database,
Inc. and Sound Pictures LLC to execute a merger. Consequently, the proposed was
canceled in July, 2003, in the best interests of all parties.

In August, 2003 the Company initiated merger negotiations with Intervest Group,
Ltd. (OIntervestO), a Nevada corporation with several communications equity
joint ventures in China. (www.intervestchina.com) Xynergy and Intervest signed a
letter of Intent dated September 26, 2003.For further details, see section Part
II, Item 5.

2.  Unaudited financial statements
----------------------------------

The financial statements as of September 30, 2003 and March 30, 2001 included
herein are unaudited; however, such information reflects all adjustments
consisting of normal recurring adjustments, which are, in the opinion of
management, necessary for a fair presentation of the information for such
periods. In addition, the results of operation for the interim periods are not
necessarily indicative of results for the entire year. The accompanying
financial statements should be read in conjunction with the CompanyOs annual
report filed on Form 10-KSB.

3. Historical Development & Public Offering
-------------------------------------------

Historical Development. Raquel Zepeda, Chairman and founder of Xynergy, started
the Company as OColecciones de Raquel of Beverly Hills,O a full line of
cosmetics, skin care and fragrance. The line was specifically designed for the
needs of olive skinned women, targeting the Hispanic/Latin market.

Public Offering. As part of an initial public offering in August 1994, the
Company issued 1,000,000 Units of securities for an aggregate offering price of
$100,000. The Company realized net proceeds of $91,090 from the sale of the
Units. Each Unit consisted of one share of common stock and one A Warrant. Each
A Warrant entitled was exercisable at an exercise price of $.25 per A Warrant
for one share of common stock and two B Warrants. Each B Warrant was exercisable
at an exercise price of $.50 per B Warrant for one share of common stock and one
C Warrant. Each C Warrant was to be exercisable at $1.00 per C Warrant for one
share of common stock.

In 1995, the Company learned that the A and B warrants had been fraudulently
exercised. Transactions for these warrants involved MMI, a brokerage firm based
in the Philippines. In September of 1995 MMI settled with the Company and paid
for the A and B warrants. All C warrants were canceled.

                                                                               5
<PAGE>

From September 1995 through February 1996, the Company received $1,250,000 in
full payment for the exercise of the A and B warrants. As a result, the Company
was able to expand its operations.

With proceeds of the CompanyOs public offering it has produced its proprietary
fragrance, OSabor A Mi,O a complete line of colors cosmetics and skin care and
opened two boutiques in Beverly Hills and Los Angeles. All products are being
sold and marketed through these boutiques. Additionally, the Company has
produced a music compact disc which it plans to cross-market with the sale of
the fragrance. OSabor A MiO is also the name of a very popular Spanish love
song. The compact disc contains information on the CompanyOs line of cosmetics
along with a sample fragrance strip and product ordering information.

In 2001, the Company changed its strategy to diversify by acquiring companies in
various growth markets. To date, Xynergy has two subsidiaries. Xynergy continues
to search for viable acquisitions to enhance the CompanyOs worth.

4.  Legal proceedings
---------------------

The Company filed a lawsuit on November 5, 2001 against Rainmaker Development
Corporation (ORainmakerO) and Mattel, Inc. (OMattelO) for copyright and
trademark infringement. The Complaint was filed in the United States District
Court, Southern District of California, Case No. 01CV2027W (LAB). The Complaint
was for the use of the trademark, OThink Blot,O for a game produced by Rainmaker
which uses the same name and concept as the CompanyOs greeting card line, OThink
BlotsO which were created in 1987. RainmakerOs date of first use is 1997, ten
years after Think BlotsO registered copyright.

Previously, March 2001, Rainmaker Corporation filed and Opposition to Raquel
ZepedaOs original Application for Trademark Registration for the Think Blots
greeting card line. The proceeding was suspended due to the CompanyOs lawsuit
against Rainmaker and Mattel, Inc. Rainmaker Corporation filed a Motion for
Summary Judgment for the lawsuit in Federal District Court. In April, 2002.
their Motion was granted.

Currently, there are no material pending legal proceedings to which the Company
or the property of the Company are subject. In addition, no proceedings are
known to be contemplated by a governmental authority against the Company or any
officer or director of the Company.

5.  Leases
----------

As of June 30, 2000, the Company moved its offices, the mailing address is 269
So. Beverly Drive, Suite 938, Beverly Hills, California 90212, telephone number
(310) 274-0086, fax number (310) 274-0161. Additionally, the company rents two
warehouse spaces to house its cosmetics inventory and furniture and fixtures.

                                                                               6

<PAGE>

ITEM 2.  Management's Discussion And Analysis Or Plan Of Operation
         ---------------------------------------------------------

The Private Securities Litigation Reform Act of 1995 provides a "safe-harbor"
for forward-looking statements. Certain statements contained in this report that
are not historical fact, including, but not limited to, those concerning its
expectations of future sales revenues, gross profits, research and development,
sales and marketing, and administrative expenses, product introductions and cash
requirements are forward-looking statements. These forward-looking statements
are subject to risks and uncertainties that may cause its actual results to
differ from expectations including variations in the level of orders, general
economic conditions in the markets served by its customers, international
economic and political climates, timing of future product releases, difficulties
or delays in product functionality of performance, its failure to respond
adequately to changes in technology or customer preferences, changes in its
pricing or that of its competitors and its inability to manage growth. All of
the above factors constitute significant risks to its operations. There can be
no assurance that the Company's results of operations will not be adversely
affected by one or more of these factors. As a result, its actual results may
vary materially from its expectations. The words "believe", "expect",
"anticipate", "intend", and "plan" and similar expressions identify
forward-looking statements. Readers are cautioned not to place undue reliance on
these forward-looking statements which speak only as of the date the statement
was made.

Plan of Operation
-----------------

Xynergy, formerly Raquel, Inc. has expanded its plan of operation substantially,
since its change in strategy by operating as a holding company. XynergyOs new
name, Xynergy, expressly describes this change in plan and mission. XYNERGY,
pronounced Ozin-er-gee,O is derived from OsynergyO which means Othe combined
action of two or more entities to achieve an effect which is greater than that
of which each individually is capable. XynergyOs mission is revenue and asset
enhancement through an integration of companies in growth and emerging markets.

Xynergy believes that this new strategy will protect its value as markets change
and fluctuate. By procuring companies with innovate and unique products, Xynergy
management believes that it will accomplish its mission; value enhancement
through an integration of companies in accelerated growth and emerging markets.
..Xynergy will continue to seek other acquisitions of successful companies in the
private sector who would like to enter the public arena. Xynergy now has two
subsidiaries, Raquel of Beverly Hills and Think Blots greeting cards.

Currently, the Company is finalizing merger negotiations with a communications
growth company, Intervest Group, Ltd. (www.intervestchina.com). IntervestOs
business lies in one of the worldOs fastest economies, China, in the
communications industry which is growing at approximately 15.6% yearly.
According to statistics, by the end of June, communication services income
totaled 218.94 billion yuan ($25.8 billion U.S.D.) (See Exhibit 10.35, attached
hereto.)

Xynergy management also believes that IntervestOs CEO John A. Jones would be a
great asset to its team. Mr. Jones has over 10 yearsO experience forming joint
ventures in China in several industries. He is familiar with government
officials at the provincial, city and local levels. In China, Mr. Jones is a
recognized business consultant and expert analyst.

By infusing IntervestOs assets totaling in excess of $61 million, XynergyOs
management believes it will finally have the financial strength to execute its
plan of operation. Intervest most definitely meets XynergyOs acquisition
criterion: a company with substantial and proven growth potential.

Further, Raquel of Beverly Hills is simultaneously negotiating the sale and
distribution of its products in China through IntervestOs joint venture
associations. Additionally, since Raquel of Beverly Hills cosmetics are
specifically designed for olive skin tones, its products would work well for
Chinese consumers. More importantly, the Chinese cosmetics market is growing at
the rate of 13% annually. For more information regarding Intervest, see Part II,
Item 5.

RAQUEL OF BEVERLY HILLS now plans to increase sales through expansion directly
and aggressively through network/multi-level marketing, focusing on the Hispanic
market. According to the Direct Selling Association, in 1999 U.S. Retail Sales
were equivalent to $24.54 billion. Personal care represented 24.9% or $6.11
billion dollars. In comparison, according to NPD Beauty Trends, cosmetics sales
in department stores was $6.5 billion in 1999. Leaders in this industry such as
Avon and Jafra reported earnings of $1.343 billion and $76.6 million,
respectively for the third quarter of 2000. Further, a recent research study by
the University of GeorgiaOs Selilg Center for Economic Growth, revealed that
U.S. Hispanic purchasing power was $580 billion in 2002 and is expected to grow
to $925.1 billion by 2007.

By implementing its marketing plan, RAQUEL OF BEVERLY HILLS projects sales
exceeding $80 million within 5 years. This represents slightly over 1% of its
focus market in the U.S. and Latin America. The U.S. Hispanic cosmetics is
estimated to be 1.6 billion, and the Latin American market is estimated to be
over $5.9 billion, totaling $7.5 billion. RAQUEL OF BEVERLY HILLS

                                                                               7
<PAGE>

further anticipates a market share of non-Hispanic, golden-skinned consumers
such as Asians, Mediterraneans and some Europeans.

Think Blots(a) greeting card line was the CompanyOs first acquisition which was
consummated in September 2001. THINK BLOTS(a) is a totally unique and
entertaining concept in greeting cards. In addition, introduced Demented
Diagnosis(C), a Omental testO as a promotional tool. Through Demented
Diagnosis(C) tests, people will acquaint themselves with unique concept of
self-discovery from ink blot art. Eventually, the Company plans to syndicate
Demented Diagnosis so that they may be placed alongside horoscopes and
cross-word puzzles.

Today, the industry generates more than $7.5 billion in retail sales from
consumer purchases of more than 7 billion cards. Greeting card retail growth
recently has been driven primarily by sales of cards for everyday-general and
friendship situations versus seasons (holidays) and by individual cards rather
than from packaged or boxed cards. Women purchase approximately 80% of all
greeting cards. These facts are attributed to the projected need for more
emotion-based me-to-you messages in the form of greeting cards. As such, we now
have cards for every relationship, every occasion, every ethnicity, every age
group, every gender and every special interest group. Additionally, greeting
cards are being sold in more outlets than ever before, as well as being
purchased and sent over the Internet.

Distribution
------------

Raquel of Beverly Hills changed its marketing structure to direct sales. The
CompanyOs management believes that this structure would better serve its
consumers. Further, direct sales has been very successful among its target
market, Hispanics. Direct cosmetics companies such as Avon, Mary Kay, and Jafra
have a strong presence and continue to expand in many Latin American countries.

According to statistics, direct sales in 1999 in the United States totaled
$24.54 billion, with the personal care category representing 24.9%; an
equivalent of $6.11 billion. Raquel, Inc. expects that this new avenue of sales
and distribution will ultimately increase its revenues. (See Plan of Operation,
Page 8)

Think Blots will be distributed through retail outlets. Additionally, the
company is seeking syndication of Demented Diagnosis in periodicals which would
give Think Blots greeting card line additional exposure.

The above statements, in Plan of Operation and Distribution (pages 7 and 8) are
based on the Company's ability to obtain appropriate financing to execute its
marketing plans. This information, therefore, contains forward-looking
statements. As such, the Company is including the following: Safe Harbor
Statement under the Private Securities Litigation Reform Act of 1995: The
statements contained herein which are not historical fact are forward-looking
statements that are subject to risks and uncertainties that could cause actual
results to differ materially from those expressed in the forward-looking
statements.

Material Changes and Analysis of Financial Condition
----------------------------------------------------

The Company's cash position continued to decrease during the nine month period
ended September 30, 2003 due to the continued low level of revenue relative to
its cost of operations, and lack of offsetting inflows from financing
activities.

All expenses for Xynergy have decreased substantially, as is evident by
comparing prior yearOs operations. Xynergy continues to operate in a
"hibernative" state. No monies have been spent toward office rent, or salaries,
greatly minimizing selling, general and administrative expenses.

Due to the minimal operating activities, Xynergy has not been able to implement
any sales or marketing strategies, resulting in minimal revenues for the period
ended September 30, 2003. Management believes that by implementing its current
Plan of Operation of raising working capital and executing its marketing
strategies, future revenues and share value will increase.


PART II - OTHER INFORMATION

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

On June 27, 2000, a Complaint against Angela Z. Hardy and Corporate Image
Builders was filed in Santa Monica Superior Court for several causes of action.
The Company was awarded stock in January, 2001.

The Company filed a lawsuit on November 5, 2001 against Rainmaker Development
Corporation ("Rainmaker") and Mattel, Inc. ("Mattel") for copyright and
trademark infringement. The Complaint was filed in the United States District
Court, Southern District

                                                                               8
<PAGE>

of California, Case No. 01CV2027W (LAB). The Complaint was for the use of the
trademark, "Think Blot," for a game produced by Rainmaker which uses the same
name and concept as the Company's greeting card line, "Think Blots" which were
created in 1987. Rainmaker's date of first use is 1997, ten years after Think
BlotsO registered copyright.

Previously, March 2001, Rainmaker Corporation filed and Opposition to Raquel
Zepeda's original Application for Trademark Registration for the Think Blots
greeting card line. The proceeding was suspended due to the Company's lawsuit
against Rainmaker and Mattel, Inc. Rainmaker Corporation filed a Motion for
Summary Judgment for the lawsuit in Federal District Court. In April, 2002.
their Motion was granted.

Currently, there are no material pending legal proceedings against the Company.
In addition, no proceedings are known to be contemplated by a governmental
authority against the Company or any officer or director of the Company.

Item 2.  Changes in Securities
         ---------------------

From the period of 1998 through December, 2002 the Company had issued common
stock in exchange for consulting services, via S-8 filings. Some of these shares
were canceled due to litigation for non-performance on the part of some of these
consultants (see OLegal ProceedingsO). In January of 2002, the company changed
its amount of authorized stock, common to 250,000,000 and preferred to
50,000,000. In February, 2002 the Company changed its name to Xynergy
Corporation and affected a 100 to 1 reverse stock-split. A 14C211 was filed to
execute these changes. The name change was due to its expansion into other
markets and acquisitions of other companies. (See Page 6, 1. Business.) As of
September 30, 2003, the Company had 32,930,697 shares outstanding. (See Page 3,
Statement of ShareholderOs Equity.)

Item 3.  Defaults Upon Senior Securities
         -------------------------------

Inapplicable.

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

Inapplicable.

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

In September, 2003, Xynergy commenced merger negotiations with Intervest Group,
Ltd. (See Exhibit 10.34, attached hereto). A definitive agreement was signed in
early November, 2003. All finalized documents and necessary disclosure
information will be filed subsequently via an 8K within the.required time-frame.

Intervest is a Nevada corporation with several communications equity joint
ventures in China. (www.intervestchina.com) Intervest infuses capital assets in
exchange for percentage ownership and profit sharing. Currently, Intervest has
joint ventured with the following four Chinese companies: Integrated Information
(China) International, Ltd., Nanyang (Shantou) Electric Cable Co., HuaLian
Communication co., Ltd., and Wanshitong Communications Co. .According to its
June, 2003 audited financials, Intervest holds assets in excess of $61 million
(U.S.D.) Addiitonally, Intervest expects a growth of 5% in its September 30,
2003 financial report. Please see AuditorOs Report attached as Exhibit 10.35,
also see section entitled OItem 2, Plan of Operation.

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

     (a)  Exhibits
          --------

Inapplicable.

     (b)  Reports on Form 8-K
          -------------------

          8-K filing dated January 23, 2002 reports acquisition of Web Marketing
          Network, Inc.

          8-K filing dated May 2, 2002 reports acquisition of Corporate Space
          Power Industries and Electric Corporation, change in auditors, and
          Amendment to Articles of Incorporation..

          In June, 2002 a Form 8-K and subsequent 8-KA were filed to report the
          change in accountants from Ostrick and

                                                                               9

<PAGE>

          Oppenheim to Beutel Accountancy.

          Form 8K and subsequent 8-KA were filed on May 2003, reporting
          XynergyOs change in auditor from Todd Beutel to Henry Schiffer, C.P,A.

                                   SIGNATURES

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

                        XYNERGY CORPORATION
                        (FORMERLY KNOWN AS RAQUEL, INC.)
                        (Registrant)



Dated: November 12, 2003                     By:  /s/ Raquel Zepeda
                                                  ------------------------------
                                                  Raquel Zepeda, Chief Financial
                                                  Officer & Chairman

                                                                              10