UNITED STATES

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 quarter ended May 31, 2004



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

For the transition period from ____ to _____





SUNBURST ACQUISITIONS IV, INC.

(Name of small business in its charter)



|Colorado                                       | 0-23561                  | 84-1431797                          
|---------------------------------------------- | ------------------------ | ------------------------------------
|(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification Number)



|541 Howe Street, Suite 300
Vancouver, B.C., Canada | V6C 2C2   
|-------------------------------------------------- | ----------
|(Address of principal executive offices)           | (Zip Code)



Registrants telephone number, including area code:  (604) 684-1755



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



Applicable only to issuers involved in bankruptcy proceedings during the past five years:



Check whether the issuer has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yes ____ No ____



Applicable only to corporate issuers:



State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 83,107,597as of July 19, 2004.



Transitional Small Business Disclosure Format (Check one):

Yes __ No X

















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SUNBURST ACQUISITIONS IV, INC.



Consolidated Financial Statements

Quarter Ended May 31, 2004

(Unaudited)











Index to Financial Statements







Balance Sheet





Statements of Operations





Statements of Cash Flows





Notes to Consolidated Financial Statements







2





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SUNBURST ACQUISITIONS IV, INC.

(A Development Stage Company)

Consolidated Balance Sheet

May 31

(Unaudited)



|                                                 |  |  | 2004       
|------------------------------------------------ |  |  | -----------
|                                                 |  |  |            
|Assets                                           |  |  |            
|                                                 |  |  |            
|Current                                          |  |  |            
|Cash                                             |  |  | $33,687    
|Accounts receivable                              |  |  | 8,068      
|Other current assets                             |  |  | 6,842      
|                                                 |  |  |            
|Total Assets                                     |  |  | $48,597    
|                                                 |  |  |            
|Liabilities                                      |  |  |            
|                                                 |  |  |            
|Current                                          |  |  |            
|Accounts payable and accrued liabilities         |  |  | $42,949    
|Convertible debenture                            |  |  | 30,000     
|Notes payable to related parties                 |  |  | 28,500     
|Total Current Liabilities                        |  |  | 101,449    
|                                                 |  |  |            
|Customer Deposits                                |  |  | 44,056     
|                                                 |  |  |            
|Total Liabilities                                |  |  | $145,505   
|                                                 |  |  |            
|Stockholders' Deficit                            |  |  |            
|                                                 |  |  |            
|Capital Stock                                    |  |  |            
|Authorized                                       |  |  |            
|20,000,000 Preferred stock with no par value     |  |  |            
|200,000,000 Common stock with no par value       |  |  |            
|Issued                                           |  |  |            
|83,107,597 Common stock issued and outstanding   |  |  | 2,224,843  
|Additional Paid-In Capital from Stock Options    |  |  | 194,375    
|Additional Paid-In Capital                       |  |  | 16         
|Stock Subscriptions                              |  |  | 199,135    
|Deficit Accumulated During the Development Stage |  |  | (2,722,930)
|Accumulated Other Comprehensive Income           |  |  | 7,653      
|                                                 |  |  |            
|Total Stockholders Deficit                      |  |  | (96,908)   
|                                                 |  |  |            
|Total Liabilities and Stockholders Deficit      |  |  | $48,597    





See notes to consolidated financial statements.

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SUNBURST ACQUISITIONS IV, INC.

(A Development Stage Company)

Consolidated Statements of Operations

(Unaudited)



|                                               | For the period    |                            |             
|---------------------------------------------- | ----------------- | -------------------------- | ------------
|                                               | from inception    | For the three months ended
|                                               | (August 27, 1997) | May 31,
Months ended      
|                                               | to May 31, 2004   | 2004                       | 2003        
|                                               |                   |                            |             
|Revenues                                       | $246,395          | $0                         | $13,579     
|                                               |                   |                            |             
|Expenses                                       |                   |                            |             
|Cost of goods sold                             | 24,721            | 0                          | 10,786      
|Selling, general and administrative            | 1,492,463         | 62,003                     | (2,158)     
|Total Expenses                                 | 1,517,184         | 62,003                     | 8,628       
|                                               |                   |                            |             
|Net Operating Income (Loss)                    | (1,270,789)       | (62,003)                   | 4,951       
|Other Income and Expense                       |                   |                            |             
|Interest expense                               | (43,283)          | 0                          | (1,151)     
|Gain on sale of securities                     | 469,863           | 0                          | 0           
|Deposit for mineral properties                 | (227,500)         | (227,500)                  | 0           
|Acquisition of resource properties             | (430,000)         | (430,000)                  | 0           
|                                               |                   |                            |             
|Net Income (Loss) from Continuing Operations   | (1,501,709)       | (719,503)                  | 3,800       
|Discontinued Operations                        |                   |                            |             
|Loss on disposal of HollywoodBroadcasting.com  | (2,066,371)       | 0                          | 0           
|Gain on disposition of discontinued operations | 845,150           | 0                          | 0           
|                                               |                   |                            |             
|Net Income (Loss)                              | (2,722,930)       | (719,503)                  | 3,800       
|                                               |                   |                            |             
|Accumulated Deficit, Beginning of Period       | 0                 | (2,003,427)                | (1,646,466) 
|                                               |                   |                            |             
|Accumulated Deficit, End of Period             | $(2,722,930)      | $(2,722,930)               | $(1,642,666)
|                                               |                   |                            |             
|Other Comprehensive Income (Loss)              |                   |                            |             
|Unrealized foreign exchange income (loss)      | $7,653            | $(1,276)                   | $11,610     
|Total Comprehensive Income (Loss)              | $(2,715,277)      | $(720,779)                 | $15,410     
|                                               |                   |                            |             
|Total Income (Loss) Per Share                  |                   |                            |             
|Loss from continuing operations                | $(0.04)           | $(0.02)                    | $0.00       
|Loss from discontinued operations              | $(0.06)           | $0.00                      | $0.00       
|Gain on disposal of discontinued operations    | $0.02             | $0.00                      | $0.00       
|                                               |                   |                            |             
|Total Income (Loss)                            | $(0.08)           | $(0.02)                    | $0.00       
|                                               |                   |                            |             
|Weighted Average Number of                     |                   |                            |             
|Common Stock Outstanding                       | 36,620,097        | 37,782,597                 | 35,457,597  



See notes to consolidated financial statements.

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SUNBURST ACQUISITIONS IV, INC.

(A Development Stage Company)

Consolidated Statements of Cash Flows

(Unaudited)



|                                                  | For the period    |                            |         
|------------------------------------------------- | ----------------- | -------------------------- | --------
|                                                  | from inception    | For the three months ended
|                                                  | (August 27, 1997) | May 31,
Months ended      
|                                                  | to May 31, 2004   | 2004                       | 2003    
|                                                  |                   |                            |         
|Operating Activities                              |                   |                            |         
|Net income (loss)                                 | $(2,722,930)      | $(719,503)                 | $3,800  
|Adjustments to reconcile net income (loss)        |                   |                            |         
|to net cash flows                                 |                   |                            |         
|Write-off of deposit for exploration expenditures | 0                 | 57,500                     |         
|Acquisition of resource properties                | 430,000           | 430,000                    | 0       
|Gain on sale of securities                        | (469,863)         | 0                          | 0       
|Foreign exchange loss, unrealized                 | 7,653             | (1,276)                    | 11,610  
|Issuance of options                               | 225,375           | 0                          | 0       
|Depreciation                                      | 52,332            | 0                          | 0       
|Allowance for doubtful accounts                   | 88,360            | 0                          | 0       
|Discontinued operations                           | (846,150)         | 0                          | 0       
|(Increase) decrease in inventory                  | (57,705)          | 0                          | 22,245  
|Decrease in other assets                          | (482,099)         | (362)                      | (89,489)
|(Increase) decrease in accounts receivable        | (29,566)          | 138                        | 12,128  
|Increase (decrease) in accrued expenses           | 163,606           | 13,388                     | 1,151   
|Increase in customer deposits                     | 44,056            | (753)                      | 42,132  
|Increase in accounts payable                      | 132,600           | 7,368                      | 1,167   
|Net Cash Flows from Operating Activities          | (3,464,331)       | (213,500)                  | 4,744   
|Cash Flows from Investing Activities              |                   |                            |         
|Purchase of investment                            | (22,353)          | 0                          | 0       
|Maturity of investment                            | 22,353            | 0                          | 0       
|Proceeds from sale of securities                  | 394,863           | 0                          | 0       
|Purchase of property and equipment                | (208,585)         | 0                          | 0       
|Net Cash Flows from Investing Activities          | 186,278           | 0                          | 0       
|Cash Flows from Financing Activities              |                   |                            |         
|Proceeds of sale of discontinued operations       | 1,000             | 0                          | 0       
|Related party debt                                | 691,056           | 0                          | 0       
|Proceeds from notes payable to stockholders       | 548,191           | 0                          | 0       
|Proceeds from notes payable                       | 100,500           | 0                          | 0       
|Proceeds from convertible debenture               | 30,000            | 0                          | 0       
|Paid-in capital                                   | 16                | 0                          | 0       
|Stock subscriptions                               | 199,135           | 199,135                    | 0       
|Proceeds from exercise of options                 | 53,000            | 20,000                     | 0       
|Issuance of common stock                          | 1,688,842         | 5,975                      | 0       
|Net Cash Flows from Financing Activities          | 3,311,740         | 225,110                    | 0       
|Net Increase in Cash and Cash Equivalents         | 33,687            | 11,610                     | 4,744   
|Cash and Cash Equivalents, Beginning of Period    | 0                 | 22,077                     | 9,577   
|Cash and Cash Equivalents, End of Period          | $33,687           | $33,687                    | $14,321 



See notes to consolidated financial statements.

5





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SUNBURST ACQUISITIONS IV, INC.

(A Development Stage Company)

Notes to Consolidated Financial Statements

Three Month Quarter Ended May 31, 2004

(Unaudited)







1.

MANAGEMENTS REPRESENTATION OF INTERIM FINANCIAL INFORMATION



These unaudited financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America for interim financial information.  These financial statements are condensed and do not include all disclosures required for annual financial statements.  The organization and business of the Company, accounting policies followed by the Company and other information are contained in the notes to the Companys audited financial statements filed as par to the Companys February 29, 2004 Form 10KSB.



In the opinion of the Companys management, these financial statements reflect all adjustments necessary to present fairly the Companys financial position at May 31, 2004 and the results of operations and the statement of cash flows for the three months ended May 31, 2004.  The results of operations for the three months ended May 31, 2004 are not necessarily indicative of the results to be expected for the entire year.



2.

ACQUISITION OF SIERRA MINERALS AND MINING, INC.



During the quarter ending May 31, 2004, the Company completed a share exchange with the shareholders of Sierra Minerals and Mining, Inc. (Sierra).  Pursuant to the terms of the share exchange agreement, the Company issued 43,000,000 shares of its common stock in exchange for all of the outstanding shares of Sierra.  As a result, Sierra became a wholly owned subsidiary of the Company.  The common shares were valued at $0.01 per share which represents a 50% discount to the cash issue price of recent private placements of 3,650,000 shares at $0.02 per share.  Finders fees of 6,000,000 options to purchase the same number of shares in the Company at $0.01 per share are payable to non-related parties in connection with this share exchange.  The options have not yet been issued.  Sierra is a company incorporated in the state of Nevada that was incorporated just prior to the share exchange with the Company.  Sierra had no activities, other than minor organizational charges, and no operations other than having an option to acquire an interest in a property in Mexico (as noted below).  Due to the uncertainty of the future revenue to be generated from this property the cost of the acquisition of $430,000 has been charged to operations for the quarter ending May 31, 2004.



Sierra is a party to a joint venture agreement with Minera Rio Tinto S.A. de C.V. (MRT), a Mexican company, pursuant to which Sierra and MRT have agreed to explore and develop, if feasible, certain mining properties in the state of Chihuahua, Mexico.  During the period, the Company loaned on behalf of Sierra, a total of $227,500 to MRT.  Of this amount, $167,500 is pursuant to an unsecured promissory note payable due August 31, 2004 with interest at 8% per annum.  In addition, at February 28, 2004, the Company had loaned $57,500 pursuant to an unsecured promissory note payable, due April 9, 2004 at a rate of 8%.  The remaining funds of $2,500 have no terms and are non-interest bearing.  The amounts loaned are not recoverable.  Should Sierra fail to complete the terms of the option agreement as discussed below, Sierra will lose all right to the loaned amount.  As such, the Company wrote off the $57,500 previously advanced at February 28, 2004, as well as the $170,000 loaned to MRT during the first quarter ended May 31, 2004, for a total charge to operations of $227,500.

6

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SUNBURST ACQUISITIONS IV, INC.

(A Development Stage Company)

Notes to Consolidated Financial Statements

Three-Month Quarter Ended May 31, 2004

(Unaudited)







2.

ACQUISITION OF SIERRA MINERALS AND MINING, INC.(Continued)



The joint venture agreement between Sierra and MRT requires Sierra to invest cash totalling $1,000,000 by June 30, 2004, and to secure a $2,000,000 line of credit for the joint venture within sixty days of signing the joint venture agreement.  The $1,000,000 investment will be reduced by $57,500 and $170,000 previously advanced, plus accrued interest, upon commencement of the joint venture.  MRT will contribute the properties.  The joint venture is to be owned 60% by Sierra and 40% by MRT, however, should Sierra fail to secure the line of credit, its interest shall be reduced to 30% and the interest of MRT shall be increased to 70%.  The Company is in default of the agreement, as it did not fulfil its required investment of $1,000,000 by June 30, 2004 and did not secure a line of credit for $2,000,000.  The Company is currently looking for an extension on the agreement.



During the period from inception of Sierra (March 19, 2004) to June 30, 2004, MRT and Sierra shared a common director and were therefore acting as related parties.



3.

COMMON STOCK



|                                           | Number     |           
|------------------------------------------ | ---------- | ----------
|                                           | of Shares  | Amount    
|                                           |            |           
|Balance, February 29, 2004                 | 35,457,597 | $1,701,843
|                                           |            |           
|Issued during the period                   |            |           
|Pursuant to private placements             | 3,650,000  | 73,000    
|Pursuant to exercise of stock options      | 1,000,000  | 20,000    
|Pursuant to acquisition of Sierra (note 2) | 43,000,000 | 430,000   
|                                           |            |           
|Balance, May 31, 2004                      | 83,107,597 | $2,224,843



During the quarter the Company completed a private placement of 3,650,000 common shares for total proceeds of $73,000.  At February 28, 2004, the Company had received $67,025 of these proceeds and during the quarter ended May 31, 2004 received the remaining $5,975 to complete the private placement.



Also during the quarter the Company began accepting subscriptions for shares of common stock at $0.10 per unit.  Each unit consists of one share of common stock and one warrant to purchase an additional share of common stock at a price of $0.20 per share at any time during the twelve months following the date of issuance.  At May 31, 2004, the Company raised a total of $199,135 through the sale of these units.  No shares or warrants have been issued to date in connection with these private placements.

7

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ITEM 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS



SPECIAL NOTE OF CAUTION REGARDING FORWARD-LOOKING STATEMENTS



Certain statements in this report, including statements in the following discussion which are not statements of historical fact, are what are known as forward looking statements,  which are basically statements about the future.  For that reason, these statements involve risk and uncertainty since no one can accurately predict the future.  Words such as plans, intends, will, hopes, seeks, anticipates, expects  and the like often identify such forward looking statements, but are not the only indication that a statement is a forward looking statement.  Such forward looking statements include statements concerning our plans and objectives with respect to the present and future operations of the Company, and statements which express or imply that such present and future operations will or may produce revenues, income or profits.  Numerous factors and future events could cause the Company to change such plans and objectives or fail to successfully implement such plans or achieve such objectives, or cause such present and future operations to fail to produce revenues, income or profits.  Therefore, the reader is advised that the following discussion should be considered in light of the discussion of risks and other factors contained in this report on Form 10QSB and in the Companys other filings with the Securities and Exchange Commission.  No statements contained in the following discussion should be construed as a guarantee or assurance of future performance or future results.



Liquidity and Capital Resources



We remain in the development stage.  Since inception we have undergone two unsuccessful business combinations, which have caused us to incur significant liabilities and which have resulted in the accumulation of a substantial deficit during the development stage.  As of May 31, 2004, we have total current assets of $48,597, total current liabilities of $101,449, and a deficit of $ (2,722,930) accumulated in the development stage.



During the 4th quarter of the fiscal year ending February 29, 2004
and the 1st quarter of 2005 (March  May), the Company received $73,000 in proceeds from a private placement offering of its common stock at $0.10 per share.  We also received subscriptions of $199,135 from a private placement offering of units at $0.10 per unit.  Each unit consists of one share of common stock and one warrant to purchase an additional share of common stock at $0.20 per share at any time during the twelve months following the date of issuance of the warrants.  As of May 31, 2004, the unit offering remained open and no shares or warrants had been issued.  We had cash on hand of $33,687 as of May 31, 2004.



We plan to use any cash on hand to pay on-going expenses related to compliance with our reporting obligations under the Securities Exchange Act of 1934.  In the event additional capital is needed, it is our intention to raise it by offering additional common stock for sale in a private placement offering.



The Company has been working with a manufacturer (Romlight) on an Electronic Ballast since February 1, 2002.  A number of production samples have been delivered to the Company and tested.  Initially there were problems with the quality of the product and problems delivering large numbers of ballasts.



Early in 2003 the quality of samples improved but Romlight has not been able to deliver the quantity required and as a result most of the marketing efforts by the Company have been wasted.  Since future deliveries of ballasts remain uncertain, as of the end of its fiscal year (February 29, 2004), the Company classified its deposit with Romlight as impaired and wrote it off.



On May 25, 2004, we completed a share exchange transaction with Sierra Minerals and Mining, Inc.   Sierra is a company incorporated in the state of Nevada that was incorporated just prior to the share exchange with the Company.  Sierra had no activities other than minor organizational charges, and no operations other than having an option to acquire an interest in a property in Mexico.  Due to the uncertainty of the future revenue to be generated from this property the cost of the acquisition of $430,000 and deposits of $227,500 have been charged to operations for the quarter ending May 31, 2004.  Sierra is a party to a joint Venture Agreement with Mineral Rio Tinto S.A. de C.V., a Mexican company (MRT), pursuant to which Sierra and MRT have agreed to explore and, if feasible, develop certain mining properties, which MRT has the option to acquire.  The properties are located in the state of Chihuahua, Mexico.  Under the terms of the Joint Venture Agreement, Sierra has a number of financial obligations, which the Company has agreed to help it meet. These include the investment of $1,000,000 cash in the joint venture and securing a line-of-credit of $2,000,000.



The Company intends to seek the necessary capital either through a private placement offering of its securities or through debt financing.  We also intend to continue to seek additional funding for working capital purposes.  Should the Company be unable to raise the necessary funds for the Sierra project the joint venture agreement may be terminated by MRT.



Plan of Operations

We remain in the development stage.  Our current plan of operations for the balance fiscal year 2005 is to put any marketing distribution plans for the digital electronic ballasts on hold.



The Company plans to focus on the development of mining properties in Mexico.  To that end the Company completed a share exchange with Sierra Minerals and Mining, Inc. (Sierra) a Nevada corporation.



Sierra, and its joint venture partner, Minera Rio Tinto S.A. de C.V., a Mexican company (MRT), have the option to acquire a number of mining properties located in the state of Chihuahua, Mexico.  The first property being considered is Cienguita which is located in the state of Chihuahua, Mexico.  Through Sierra, we are completing a report on this property and, either through a private placement offering of our securities or through debt financing, plan to attempt to raise the required funding of US $1,500,000 to put the property back into production at an estimated rate of production of approximately 20,000 oz of gold per year.  Previous drilling indicates that there are reserves of 100,000 oz of gold and the potential for expansion.



At the date of this report, Sierra is in default on its payments for Cieneguita
under the terms of its Joint Venture Agreement with Minera Rio Tinto S.A. de C.V., and is seeking an extension.  The Company is continuing with its efforts to raise the required funding to permit Sierra to satisfy its joint venture obligations.  Although Company management believes that the necessary funding will be obtained, there is no guarantee that the funds can be raised or that the targeted production rate of 20,000 ounces of gold per year can be achieved.



The Company is actively seeking funding for the project.





ITEM 3.

CONTROLS AND PROCEDURES



The Company's Chief Executive Officer and Chief Financial Officer (or those persons performing similar functions), after evaluating the effectiveness of the Company's disclosure controls and procedures (as defined in Rules 13a-14(c) and 15d-14(c) under the Securities Exchange Act of 1934, as amended) as of a date within 90 days before the filing date of this quarterly report (the "Evaluation Date"), have concluded that, as of the Evaluation Date, the Company's disclosure controls and procedures were effective to ensure the timely collection, evaluation and disclosure of information relating to the Company that would potentially be subject to disclosure under the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder. There were no significant changes in the Company's internal controls or in other factors that could significantly affect the internal controls subsequent to the Evaluation Date.







8

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PART II - OTHER INFORMATION



ITEM 2.

CHANGES IN SECURITIES.



During the fourth quarter of the fiscal year ending February 29, 2004, and the
quarter ended May 31, 2004, the Company completed a private placement offering of 3,650,000 shares of common stock at a price of $0.02 per share.  All such shares were issued for cash in transactions which were made in reliance upon exemptions from registration under the Securities Act of 1933.  The gross offering proceeds received from the sale of such shares was $73,000, and the Company paid no underwriting discounts or commissions.  In addition, during the quarter ended May 31, 2004, the Company received subscriptions in the amount of $199,135 from a private placement offering of units at $0.10 per unit.  Each unit consists of one share of common stock and one warrant to purchase an additional share of stock at the price of $0.20 per share at any time within twelve months from the date of issuance of the warrant.   As of May 31, 2004, the unit offering remained open.



A total of 361,095 units ($36,109.50) were offered and sold in reliance upon the intrastate offering exemption from registration provided by Section 3(a)(11) of the Securities Act of 1933. All the shares of common stock and all remaining units were offered and sold in reliance upon the safe harbor provisions of Regulation S, adopted under the Securities Act of 1933, for offers and sales that occurred outside the United States.  As of May 31, 2004, no share certificates or warrants certificates had been issued in conjunction with either of these private placement offerings.





ITEM 6.

EXHIBITS AND REPORTS ON FORM 8-K.



The following exhibits are filed herewith:



31.1

Certifications pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended.



31.2

Certifications pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended.



32.1

Certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.



32.2

Certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.



(c)

No reports on Form 8-K were filed by the Company for the quarter ended May 31, 2004.



















9

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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.



SUNBURST ACQUISITIONS IV, INC.





By: /S/ TERRY FIELDS

Terry Fields, President and Director



Date:  August 9, 2004



By: /S/ MARIO AYUB

Mario Ayub, Director





Date: August 9, 2004















10