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


                                  FORM 10-QSB/A


             [ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended June 30, 2004


                        Commission file number 0 - 30215


                             SAFARI ASSOCIATES, INC.
        (Exact name of small business issuer as specified in its charter)

               Utah                                      87-9369569
   (State or other jurisdiction of                      (IRS Employer
    incorporation or organization)                   Identification Number)

               13 Eastbourne Drive, Chestnut Ridge, New York 10977
                    (Address of principal executive offices)

                                 (845) 425-6484
                           (Issuer's Telephone Number)

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

As of August 3, 2004 1,484,978 shares of common stock were outstanding.


                                      -1-
<PAGE>

                             SAFARI ASSOCIATES, INC.
                                   FORM 10-QSB
                          QUARTER ENDED JUNE 30 , 2004

                                TABLE OF CONTENTS

                                                                           PAGE

Part  I  -  Financial Information

  Item 1   -  Financial Statements

           -  Consolidated Balance Sheet as of June 30, 2004                3

           -  Consolidated Statement of Income for the three and six
           months ended June 30, 2004 and 2003                              4

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

           -  Notes to Consolidated Financial Statements.                   6-9

  Item 2 - Management's Discussion and Analysis
               Or Plan of Operations.                                      10-11


Part II - Other Information

  Item 1 - Legal Proceedings.                                              11

  Item 2 - Changes in Securities and Use of Proceeds.                      11

  Item 3 - Default upon Senior Securities.                                 11

  Item 4 - Submission of Matters to a Vote of Security Holders.            11

  Item 5 - Other Information.                                              11

  Item 6 - Exhibits and Reports on Form 8-K.                               11

Signatures                                                                 11


                                      -2-
<PAGE>

                         PART I - FINANCIAL INFORMATION

                             SAFARI ASSOCIATES, INC.
                           CONSOLIDATED BALANCE SHEET
                                  JUNE 30, 2004

                                     ASSETS
                                                                        2004
Current Assets:                                                     (Unaudited)
                                                                    -----------

Cash                                                                $     9,873
Accounts Receivable                                                       2,336
Inventory                                                                23,385
Prepaid Expenses                                                         48,106
                                                                    -----------
         Total Current Assets                                            83,700
                                                                    -----------

Property, Plant and Equipment:
Net of Accumulated Depreciation of $36,591                                6,541
                                                                    -----------
Other Assets:
Other Assets                                                             18,771
                                                                    -----------

         Total Assets                                               $   109,012
                                                                    ===========

                     LIABILITIES AND STOCKHOLDERS' (DEFICIT)
Current Liabilities:
Notes payable                                                       $    15,000
Accounts Payable                                                        277,786
Payroll and Other Taxes Payable                                          25,272
Accrued Expenses                                                        380,294
                                                                    -----------
         Total Current Liabilities                                      698,352
                                                                    -----------

Other Liabilities:
Loan Stockholders                                                       177,905
Convertible Notes Payable                                               505,500
                                                                    -----------
         Total Other Liabilities                                        683,405
                                                                    -----------
         Total Liabilities                                            1,381,757
                                                                    -----------
Commitments and Contingencies - Note 7

Stockholders' (Deficit):
Common Stock, par value $.001 authorized
   100,000,000 shares, issued and
   Outstanding 1,484,978 shares                                           1,485
Additional Paid-in Capital                                            1,980,474
Retained (Deficit)                                                   (3,254,704)
                                                                    -----------
         Total Stockholders' (Deficit)                               (1,272,745)
                                                                    -----------

         Total Liabilities and Stockholders' (Deficit)              $   109,012
                                                                    ===========


                                      -3-
<PAGE>

<TABLE>
<CAPTION>

                             SAFARI ASSOCIATES, INC.

                             SAFARI ASSOCIATES, INC.
                      CONSOLIDATED STATEMENT OF OPERATIONS
            FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2004 AND 2003


                                                SIX MONTHS                   THREE MONTHS
                                            2004           2003           2004            2003
                                         -----------    -----------    -----------    -----------
                                         (Unaudited)    (Unaudited)    (Unaudited)     (Unaudited)


<S>                                      <C>            <C>            <C>            <C>
Revenue                                  $    28,901    $    64,849    $    20,636    $    39,332
Cost of Sales                                 22,329         40,387         14,371         22,451
                                         -----------    -----------    -----------    -----------
Gross Profit                                   6,572         24,462          6,265         16,791
                                         -----------    -----------    -----------    -----------


Operating Expenses:
Selling Expenses                               2,748         18,128          1,358          8,819
General and Administrative Expenses           62,553        130,373         28,567         54,564
Research and Development Costs                16,250          8,914          9,800          4,339
                                         -----------    -----------    -----------    -----------

         Total Operating Expenses             81,551        157,415         39,725         67,722
                                         -----------    -----------    -----------    -----------

Net (Loss) from Operations                   (74,979)      (132,953)       (33,460)       (50,931)
                                         -----------    -----------    -----------    -----------

Other Expenses:
Interest Expense                              20,869         26,072         10,434         12,732
                                         -----------    -----------    -----------    -----------

Net (Loss) before
 Provision For Income Taxes                  (95,848)      (159,025)       (43,894)       (63,663)
Provision for Income Taxes                        --             --             --             --
                                         -----------    -----------    -----------    -----------

Net (Loss)                               $   (95,848)   $  (159,025)   $   (43,894)   $   (63,663)
                                         ===========    ===========    ===========    ===========


Net (Loss) Per Common Share              $      (.06)   $      (.10)   $      (.03)   $      (.04)
                                         ===========    ===========    ===========    ===========


Weighted Average Shares Outstanding        1,484,798      1,471,280      1,484,978      1,484,978
                                         ===========    ===========    ===========    ===========
</TABLE>


                                      -4-
<PAGE>

                             SAFARI ASSOCIATES, INC.
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                 FOR THE SIX MONTHS ENDED JUNE 30, 2004 AND 2003

                                                       2004         2003
                                                     ---------    ---------
                                                    (Unaudited)  (Unaudited)

Cash Flows from Operating Activities:
Net Income (Loss)                                    $ (95,848)   $(159,025)
Adjustment to Reconcile Net Income (Loss)
   To Net Cash Used in Operating Activities:
      Depreciation and Amortization                      3,179        4,281
      Services provided for common stock                    --       13,021
Changes in Operating Assets & Liabilities:
   Accounts Receivable                                     367        3,917
   Inventory                                                15        3,878
   Prepaid Expenses and Other Assets                     9,361          238
Accounts Payable                                         4,102          583
Payroll & Other  Taxes Payable                          (1,958)      (1,499)
Accrued Expenses                                        56,370       58,870
                                                     ---------    ---------

         Net Cash Used in Operating Activities         (24,412)     (76,302)
                                                     ---------    ---------

Cash Flows from Financing Activities:
Issuance of Common Stock                                    --       24,500
Loans Stockholder                                       32,743       35,423
                                                     ---------    ---------
         Net Cash Provided by Financing Activities      32,743       59,923
                                                     ---------    ---------

Net Increase (Decrease) in Cash                          8,331      (16,379)

Cash - Beginning of Period                               1,542       19,968
                                                     ---------    ---------

Cash - End of Period                                 $   9,873    $   3,589
                                                     =========    =========

Supplemental Disclosure to Cash Flow Statement
Cash paid during the period for interest             $      --    $     599

Common Stock issued for services                     $      --    $  13,021


                                      -5-
<PAGE>


                             SAFARI ASSOCIATES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following financial information is submitted in response to the requirements
of Form  10-QSB and does not  purport to be  financial  statements  prepared  in
accordance with generally accepted  accounting  principles.  Certain information
and footnote  disclosures  normally included in financial statements prepared in
accordance with generally accepted accounting  principles have been condensed or
omitted,  although  the  Company  believes  the  disclosures  that  are made are
adequate to make the  information  presented  not  misleading.  Further,  in the
opinion of the management,  the interim financial  statements reflect fairly the
financial position and results of operations for the periods indicated.

It is suggested that these interim consolidated  financial statements be read in
conjunction  with the financial  statements  and notes  thereto  included in the
Company's Form 10KSB containing the Company's audited financial statements as of
and for the year ended  December 31, 2003 filed with the Securities and Exchange
Commission.

The  results of  operations  for the three  months  ended June 30,  2004 are not
necessarily  indicative  of results to be  expected  for the entire  fiscal year
ending December 31, 2004.

Note 2  - Summary of Significant Accounting Policies:
Consolidation
The accompanying  Consolidated  Financial Statements include the accounts of the
Company and all its wholly owned  subsidiaries.  Intercompany  transactions  and
balances have been eliminated in consolidation.

Inventory
Inventory is stated at the lower of cost, using the first-in, first-out basis or
market.

Property and Equipment
Property  and  equipment  are  recorded  at  cost  and  depreciated   using  the
straight-line  method over their estimated useful lives. The cost of maintenance
and repairs is charged to operations as incurred.

Income Taxes
The Company records deferred income taxes using the liability method.  Under the
liability  method,  deferred tax assets and  liabilities  are recognized for the
expected future tax consequences of temporary  differences between the financial
statement  and income tax basis of the  Company's  assets  and  liabilities.  An
allowance is recorded, based on currently available information, when it is more
likely  than not that any or all of a deferred  tax asset will not be  realized.
The provision for income taxes include taxes currently payable, if any, plus the
net change  during the period  presented in deferred tax assets and  liabilities
recorded by the Company

Per Share Data
The Company has adopted the standards set by the Financial  Accounting Standards
Board and  computes  earnings  per share  data in  accordance  with SFAS No. 128
"Earning per Share." The basic per share data has been  computed on the loss for
the period divided by the historic  weighted  average number of shares of common
stock outstanding.  All potentially  dilutive securities have been excluded from
the compilation since they would be antidilutive.


                                      -6-
<PAGE>

                             SAFARI ASSOCIATES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 2- Summary of significant Accounting Policies (Continued)

Estimates and Assumptions
Preparing financial  statements in conformity with generally accepted accounting
principles requires management to make estimates and assumptions that affect the
reported amounts of assets  ,liabilities,  revenue,  and expenses at the balance
sheet date and for the period then ended. Actual results could differ from these
estimates

Note  3  -  Other Assets

Other assets include the following:

Prepaid consulting                                                   $15,251
Trademarks                                                             1,115
Security deposits                                                      2,405
                                                                     -------
                  Total                                              $18,771
                                                                     =======

Note  4  -  Income Taxes

There is no provision for federal or state income taxes for the three months
ended June 30, 2004 and 2003 since the Company has incurred operating losses.
Additionally, the Company has reserved fully for any potential future tax
benefits resulting from its carryforward operating losses. Deferred tax assets
at December 30, 2003 and 2002 consist of the following:

                                                  2003           2003
                                               ----------     -----------
         Net Operating Loss Carryforward       $1,180,000      $1,080,000
         Property and Equipment                     2,000           3,000
                                               ----------     -----------
                                                1,182,000       1,083,000
         Valuation Allowance                   (1,182,000)     (1,083,000)
                                               ----------     -----------
                                               $      -0-     $       -0-
                                               ==========     ===========

As  of  December  31,  2003,  the  Company  has  a  net  unused  operating  loss
carryforward  of  approximately  $2,900,000,  which expire in various years from
2003 through 2023 . Note 5 - Notes Payable Convertible Notes Payable On December
20, 2000,  one of the creditors of the Company agreed to receive a note from the
Company in the amount of $45,000  payable on December  19, 2002,  together  with
interest thereon at the rate of 8% per annum.  Commencing one year from the date
of the note,  the creditor  may convert any portion of the note into  restricted
share of common stock in the Company at a conversion rate of $.15 per share. The
note has been  extended  on a  month-to-month  basis by  mutual  consent  of the
parties.

On August 9, 2001, the Company and three  individuals  agreed to convert a total
of  $460,500  of  accrued  expenses,  deferred  compensation,  and loan  payable
stockholder  into convertible  notes.  The convertible  notes are for a two year
period with interest at the rate of 8% per annum,  payable quarterly  commencing
December 1, 2001 until they mature on August 9, 2003.The  notes are  convertible
into  restricted  shares of common stock at a conversion rate of $.25 per share.
The notes have been extended on a month to month basis by mutual  consent of the
parties.

                                      -7-
<PAGE>

                             SAFARI ASSOCIATES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note  5  -  Notes Payable(continued)

Notes Payable
The Company borrowed a total of $15,000 from two individual investors. The notes
were for a term of four  months  with  interest to be accrued at the rate of 10%
per annum.  The notes have been  extended  on a  month-to-month  basis by mutual
consent of the parties.

Note 6 Loan Stockholders

During   2002,and   2003Mrs.   Lillian   Berger,   a   major   stockholder   and
Secretary/Director of the Company loaned the Company a total of $99,762.  During
the six months ended June 30,2004,  Mrs. Berger loaned the Company an additional
$3,143 . At June 30, 2004 the total amount due to Mrs. Berger was $102,905.

During 2003, Mr. Stephen Steeneck, the Chief Executive Officer ("CEO)/ Director
of the Company loaned to the Company a total of $45,000 which has been used for
working capital. During the six months ended June 30,2004, Mr. Steeneck loaned
the Company an additional $30,000 . At June 30, 2004 the total amount due to Mr.
Steeneck was $75,000.

Note 7 Common Stock

On March 17, 2003 , the shareholders of the Company approved an amendment to the
Articles of  Incorporation  to effect a reverse stock split in which each holder
of common  stock  would  receive  one share for each 10 shares held prior to the
adoption of the amendment.  All share amounts in the financial  statements  have
been restated to reflect this reverse stock split.

On January 23, 2003, the Company issued 35,000 restricted shares of common stock
to Mr.  Stephen  Steeneck  "CEO" of the Company at $.35 per share for a total of
$12,500.

On January 24, 2003, the Company issued 35,000 restricted shares of common stock
to Mr.  Henry  Steeneck at $.35 per share for a total of $12,500.  The  proceeds
from issuance of common stock were used for working capital.

On January 24, 2003, the Company issued 37,202 restricted shares of common stock
for professional services valued at $.35 per share or $13,021.

Note 8-Commitments & Contingencies
Employment Agreement
On April 1, 1994,  the Company  entered into an  employment  agreement  with Mr.
Morton Berger,  President of the Company. The term of the agreement was for five
years and, thereafter,  continues on a year-to-year basis. Compensation shall be
paid at the rate of $52,000 per year.



                                      -8-
<PAGE>

                             SAFARI ASSOCIATES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Lease
In June 19, 2001, the Company entered into an oral  month-to-month  lease of the
facilities at 64 Edson Street in  Amsterdam,  New York.  The lease  required the
Company  to pay a  monthly  rental  of  $1,057.82  plus all real  estate  taxes,
insurance,  and maintenance costs on the premises.  The owner of the property is
in the process of attempting to sell the facilities.  All net proceed  exceeding
$91,000 (after deducting for closing costs and any tax adjustments) will be paid
to the Company at closing.  If the proceeds do not exceed  $91,000,  the Company
will be released from paying any alleged arrears for rent and real estate taxes.

Note 9 - Going Concern
The Company has  experienced  operating loss since  inception and has a retained
deficit  as  of  June  30,  2004  of  approximately  $3,250,000.   Approximately
$1,155,000  of the  losses  occurred  prior to 1997,  and is a direct  result of
discontinued  operations.  Additional  losses  of  approximately  $275,000  were
incurred  during the  development  stage in the  production  of and recycling of
single  use  cameras.   Additionally,   the  Company  has  funded  research  and
development  costs that have gone into the design  and  production  of a line of
self-sealing reactive targets and recoils pads.

For the six months ended June 30, 2004, the Company  recorded a loss of $95,848.
The loss was funded by loans from stockholders  providing $32,743.The balance of
the loss was funded by the increase in liabilities and decrease in assets.

The  Company is  currently  exploring  different  methods of raising  additional
equity capital through a private placement or other means. There is no assurance
that the Company will be  successful in its efforts to raise  additional  equity
capital. Even if the Company is successful in raising additional capital,  there
is no  assurance  that it  will be  sufficient  for  the  Company  to be able to
continue as a going concern.


                                      -9-
<PAGE>

Item 2 - Management's  Discussion and Analysis or Plan of Operation  Revenue for
the six months  ended June 30,  2004 was  $28,901 a decrease of $35,948 or 55.5%
from the six months  ended June 30,  2003.  The  decrease  was entirely due to a
decrease in production and shipment of recycled  single use disposable  cameras.
Production  was  limited  due to  cash  restrictions  and  the  availability  of
recyclable  shells. The cost of sales for the six months ended June 30, 2004 was
$22,329,  a decrease  of  $18,058  or 44.7%  from the six months  ended June 30,
2003.Cost  of sales for the six months  ended  June 30,  2004 was 77.3% of sales
compared  to 62.3% for the six months  ended June 30,  2003..  In the six months
ended June 30, 2004 the Company was able to generate a minimal  gross  profit by
purchasing completed recycled cameras reducing labor costs to a minimum

Operating  expenses  for the six  months  ended  June 30,  2004  were $  81,551,
decrease of $75,864,  or 48.2% less than six months ended June 30, 2003. Selling
expense for the six months  ended June 30, 2004  decreased by $15,380 to $2,748.
The  decrease  was  entirely  due to decrease  in  telemarketing  and  telephone
expense.  General and administrative  expenses for the six months ended June 30,
2004 were $62,553, a decrease of $67,820 or 52.0% from the six months ended June
30, 2003.  Legal and other  professional  expenses  decreased  by  approximately
$25,000. Rent, office,  telephone and utility expense decreased by approximately
$22,000. Since the royalty agreement has been canceled, the Company reduced fees
by  $5,000.In  February  2003,  the Company had a  shareholders  meeting and the
related costs were in excess of $6,000. There was no comparable expense in 2004.
Research and development costs increased by approximately  $7,336 during the six
months ended June 30, 2004 from the six months ended June 30, 2003.

Interest expense for the six months ended June 30, 2004 was $20,869,  a decrease
of $5,203 due to certain liabilities assumed by one of the stockholders.

Liquidity and Capital Resources
As of June 30, 2004,  the current  liabilities  exceeded  the current  assets by
approximately  $615,000.  The Company has relied on the proceeds  from loans and
private  placements  to fund  operations  and the  issuance of common  stock for
certain consulting and professional services.

The  Company is  currently  exploring  different  methods of raising  additional
equity capital through a private placement or other means. There is no assurance
that the Company will be  successful in its efforts to raise  additional  equity
capital. Even if the Company is successful in raising additional capital,  there
is no  assurance  that it  will be  sufficient  for  the  Company  to be able to
continue as a going concern.

Management  believes that its asset, the Flame Tame(TM) is its most viable asset
upon which to build the future of the  Company.  During the past two years,  the
Company  has  had  two  different  working  prototypes  of  the  Flame  Tame(TM)
manufactured and tested. Although the Company is satisfied with the operation of
the second prototype it is now designing a third prototype that will incorporate
certain aesthetic and functional modifications that it believes will potentially
increase its market and reduce its  projected  manufacturing  costs.  Management
believes  that its United  States  patent gives the Fame  Tame(TM)  broad United
States protection  against another company  duplicating the device and competing
with the  Company.  However,  even  after the  completion  of the third  working
prototype,  further intensive testing will be necessary before this product will
be ready for  manufacture  and  distribution.  Approvals of independent  testing
laboratories  may be required  before the product can be brought to market.  The
Company  lacks the  necessary  capital to complete  the third  prototype  and is
seeking capital that is required for its completion.  There is no assurance that


                                      -10-
<PAGE>

the  Company  will be able to raise the  necessary  capital and if it is able to
raise said  capital it will be on terms  favorable  to the  Company.  Should the
Company raise the capital necessary to complete the third prototype, it does not
have the capital required for the intensive testing it will require. The Company
is not now seeking  that  capital  and does not know  whether it will be able to
raise  that  capital  when  required.  Management  knows  that  should the Flame
Tame(TM) pass all of its  preproduction  tests, it does not have the capital for
production  or marketing of the product and has not  established  a plan to seek
the required capital.


SAFARI  ASSOCIATES,  INC.

PART  II  -  OTHER  INFORMATION

ITEM 1 Legal Proceeding
       None

ITEM 2 Changes in Securities and Use of Proceeds
       None.

ITEM 3 Defaults upon Senior Securities
       None.

ITEM 4 Submissions of Matters to a Vote of Security Holders
       None.

ITEM 5 Other Information
       None.

ITEM 6 Exhibits and Reports on Form 8-K

(a) Exhibits

None.

(b) Reports on Form 8-K None.



                                      -11-
<PAGE>

                                   SIGNATURES

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

                                                    SAFARI  ASSOCIATES,  INC.

                                                    /s/ Morton Berger
                                                    -------------------------
                                                    Morton Berger
                                                    Chairman and CFO

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following  persons on behalf of the  Registrant and
in the capacities and on the dates indicated.



Date:    August 9, 2004                             By: /s/  Morton Berger
                                                    ----------------------------
                                                    Morton Berger  Director


Date:    August 9, 2004                             By: /s/  Lillian Berger
                                                    ----------------------------
                                                    Lillian Berger, Director


Date:    August 9, 2004                             By: /s/  Stephen Steeneck
                                                    ----------------------------
                                                    Stephen Steeneck, Director


                                      -12-