SECURITIES AND EXCHANGE COMMISSION

                          Washington, D.C.  20549

                                FORM 10-QSB

           [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                   OF THE SECURITIES EXCHANGE ACT OF 1934
               For the Quarterly Period Ended November 30, 2003

           [] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
                   OF THE SECURITIES EXCHANGE ACT OF 1934
                 For the Transition Period from _________

                      Commission File Number: 0-19945

                         NoFire Technologies, Inc.
                         -------------------------
              (Name of small business issuer in its charter)

                      Delaware                        22-3218682
                      ---------                       -----------
           (State or other jurisdiction of        (I.R.S. Employer
             incorporation or organization) Identification No.)

        21 Industrial Avenue, Upper Saddle River, New Jersey 07458
        -----------------------------------------------------------
          (Address of principal executive offices)       (Zip Code)

                    Issuer's telephone number (201) 818-1616
                                               -------------

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

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 the Court.

                                 YES X   NO
                                    ---     ---

State the number of shares of each of the issuer's classes of common equity
outstanding at the latest practicable date: 20,939,019 shares of Common
Stock as of January 16,2004.

Transitional Small Business Disclosure Format (check one):

                                 YES     NO X
                                    ---    ---








Page 1


                    NOFIRE TECHNOLOGIES, INC.

                          FORM 10-QSB

                             INDEX

PART I - FINANCIAL INFORMATION                             PAGE

Item 1.  Financial Statements:

         Balance Sheets as of November 30, 2003(unaudited)
         and August 31, 2003                                3

         Statements of Operations for the Three Months
         ended November 30,2003 and 2002   and
         the period July 13, 1987 (date of inception)
         through November 30, 2003 (unaudited)              5

         Statements of Cash Flows for the
         Three Months ended November 30, 2003 and 2002
         and the period July 13, 1987 (date of inception)
         through November 30, 2003 (unaudited).             6

         Notes to Unaudited Financial Statements            9


Item 2.  Management's Discussion and Analysis of
         Financial Condition and Results of Operations      9

Item 3.  Controls and Procedures                            11


Part II - OTHER INFORMATION

Item 1.   Legal                                             11

Item 6.  Exhibits and Reports on Form 8-K

         Signatures                                         12

         Certification of Financial Information             13

         Sarbanes-Oxley Act Section 906 Certification       Exhibit 1



















                                  Page 2




              PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                      NOFIRE TECHNOLOGIES, INC.
                    (A Development Stage Company)

                           BALANCE SHEETS



                                              November 30, August 31,
                                                  2003         2003
                                              -----------   ----------
                                               (UNAUDITED)

              ASSETS

CURRENT ASSETS:
    Cash                                         $27,425   $  197,161
    Accounts receivable - trade                   36,325       59,353
    Inventories                                   96,567       54,067
    Prepaid expenses and other current assets     46,820       46,747
    Receivable for sale of tax loss
      carry forward                               43,290         -
                                               ---------    ----------
    Total Current Assets                         250,427      357,328
                                               ---------    ----------
EQUIPMENT, less accumulated depreciation           5,914        6,495
                                               ---------    ----------
OTHER ASSETS:
    Patents, less accumulated amortization of
      $1,524,665 at November 30, 2003 and
      $1,523,013 at August 31, 2003                8,366       10,018
    Security deposits                             24,879       19,379
                                              ----------     ---------
                                                  33,245       29,397
                                              ----------     ---------
                                              $  289,586    $ 393,220
                                              ==========    ==========













See accompanying notes to financial statements
                                 Page 3




                      NOFIRE TECHNOLOGIES, INC.
                    (A Development Stage Company)

                           BALANCE SHEETS

                                              November 30,   August 31,
                                                  2003         2003
                                              -----------    ----------
                                              (UNAUDITED)

        LIABILITIES AND STOCKHOLDERS' EQUITY
                     (DEFICIENCY)

CURRENT LIABILITIES:
    Settled liabilities                       $1,168,718     $1,168,718
    Accounts payable and accrued expenses        724,276        830,287
    Loans and advances payable to
      stockholders                                 9,970         16,470
    Deferred salaries                          1,376,401      1,362,743
    Loans payable                                204,652        204,652
    Convertible Debentures 8%                    430,000        200,000
                                             ----------      ---------
    Total Current Liabilities                  3,914,017      3,782,870
                                              ----------      ---------

LOAN PAYABLE                                      88,811         88,811

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY (DEFICIENCY):
    Common stock $.20 par value:
      Authorized - 50,000,000 shares
      Issued and outstanding -20,939,019
       shares at November 30, 2003 and
       August 31, 2003                         4,187,804      4,187,804
    Capital in excess of par value             4,138,757      4,000,757
    Deficit accumulated in the development
      stage                                  (12,039,803)   (11,667,022)
                                              ----------     ----------
    Total Stockholders' Equity (Deficiency)   (3,713,242     (3,478,461)
                                              ----------     ----------
                                              $  289,586     $  393,220
                                              ==========     ==========














See accompanying notes to financial statements


                                  Page 4




                   NOFIRE TECHNOLOGIES, INC.
                (A Development Stage Company)

                   STATEMENTS OF OPERATIONS
                                                               July 13, 1987
                                                                  (Date of
                                         For the Three Months     Inception)
                                          Ended November 30,        through
                                           2003       2002    November 30, 2003
                                       ----------   ------      ----------
                                             (UNAUDITED)       (UNAUDITED)

NET SALES                              $   73,443  $  101,593    $ 1,803,427
                                       ----------   ----------     ----------
COSTS AND EXPENSES:
    Cost of sales                          30,683      52,636        941,114
    Write-down of excess inventory           -            -           55,000
    General and administrative            299,266     238,617     15,328,549
                                       ----------   ----------    ----------
                                          329,949     291,253     16,324,663
                                       ----------   ---------     ----------
LOSS FROM OPERATIONS                     (256,506)   (189,660)   (14,521,236)
                                       ----------   ----------    ----------
OTHER EXPENSES:
    Interest expense                      159,640      37,088      1,913,921
    Interest income                          ( 75)        (75)       (24,515)
    Reorganization items                     -            -          365,426
    Litigation settlement                    -            -          198,996
                                       ----------   ----------    ----------
                                          159,565      37,013      2,453,828
                                       ----------   ----------    ----------
LOSS BEFORE DISCONTINUED OPERATION
  AND EXTRAORDINARY ITEM                 (416,071)   (226,673)   (16,975,064)

DISCONTINUED OPERATIONS                      -            -       (1,435,392)
                                       ----------   ----------    ----------
LOSS BEFORE EXTRAORDINARY ITEM           (416,071)   (226,673)   (18,410,456)

EXTRAORDINARY ITEM - Gain on
  debt discharge                             -            -          507,952
                                       ----------   ----------    ----------
LOSS BEFORE INCOME TAXES                 (416,071)   (226,673)   (17,902,504)

DEFERRED INCOME TAX BENEFIT                43,290     179,719        636,574
                                       ----------   ----------    ----------
NET LOSS                               $ (372,781)  $ (46,954)  $(17,265,930)
                                       ==========   ==========    ==========

WEIGHTED AVERAGE COMMON SHARES
  OUTSTANDING                          20,939,019   20,627,530
                                       ==========   ==========

BASIC AND DILUTED EARNINGS LOSS
  PER COMMON SHARE                     $   (0.02)  $   (0.00)
                                       ==========   ==========







See accompanying notes to financial statements

                                Page 5




                   NOFIRE TECHNOLOGIES, INC.
                (A Development Stage Company)

                   STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                                          July 13, 1987
                                                                            (Date of
                                                  For the Three Months      Inception)
                                                   Ended November 30,        through
                                                    2003        2002    November 30, 2003
                                                 ---------    ---------     ----------
                                                      (UNAUDITED)          (UNAUDITED)

<S>                                                <C>          <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net loss                                     $  (372,781)   (46,954)   $(17,265,930)
   Adjustments to reconcile net loss to
     net cash flows from operating activities:
        Depreciation and amortization                 2,233      2,234       1,846,114
        Extraordinary gain on debt discharge          -            -          (507,952)
        Amortization of interest expense for
          settled liabilities                         -            -           634,522
        Amortization of interest expense for
          discount on convertible debentures        138,000       -            298,000

        Amortization of interest expense for
          discount on note payable                    -            -            38,781
        Revaluation of assets and liabilities
          to fair value                               -            -           482,934
        Litigation settlement                         -            -           198,996
        Common stock issued in exchange for
          services                                    -       (44,000)         141,780
        Repricing of warrants                         -
        Write-down of excess inventory                -            -            55,000
        Warrants issued for consulting services       -            -            25,000
        Changes in operating assets and liabilities
          (net of effects from reverse purchase
          acquisition)
             Accounts receivable - trade            23,028       23,668       (36,325)
             Inventories                           (42,500)      16,800      (151,567)
             Prepaid expenses                          (73)      11,526       (46,820)
             Receivable for sale of state
               tax loss carryforward               (43,290)   (179,719)      ( 43,290)
             Accounts payable and accrued expenses(106,011)     60,012      3,561,459
             Security deposits                      (5,500)         -         (24,879)
             Deferred salaries                      13,658      82,537      1,376,701
             Obligation from discontinued
               operations                             -            -           51,118
                                                ----------    ---------     ----------
 Net cash flows from operating activities         (393,236)    (73,896)    (9,230,711)
                                                ----------    ---------     ----------


CASH FLOWS FROM INVESTING ACTIVITIES:
   Purchase of equipment                              -            -           (40,712)
   Increase in patent costs                           -            -          (164,320)
   Acquisition accounted for as a
     reverse purchase                                 -            -          (517,893)
                                               -----------    ---------     ----------
Net cash flows from investing activities              -            -          (722,925)
                                               -----------    ---------     ----------
</TABLE>

See accompanying notes to financial statements





                                    Page 6




                  NOFIRE TECHNOLOGIES, INC.
                (A Development Stage Company)

                   STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                                           July 13,1987
                                                                            (Date of
                                                For the Three Months        Inception)
                                                 Ended November 30,          through
                                                 2003         2002     November 30, 2003
                                               ---------     ---------      ----------
<S>                                             <C>           <C>           <C>
                                                    (UNAUDITED)            (UNAUDITED)
CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from long-term debt                     -             -        1,506,113
   Principal payments on notes payable              -             -          (75,000)
   Principal payment on settled liabilities         -             -       (2,884,416)
   Proceeds from issuance of common stock,
     net of related expenses                        -             -        8,724,943
   Payments on advances from stockholders         (6,500)         -          (67,250)
   Loans and advances from stockholders             -             -           79,053
   Interest accrued on loans from
     stockholders                                   -             -           (8,053)
   Proceeds from issuance of convertible
     debentures                                  230,000            -      2,366,002
   Proceeds from short-term loans                   -          75,000        293,463
                                                 ----------   ----------    ---------
Net cash flows from financing activities         223,500       75,000      9,981,061
                                                 ----------    ----------  ---------
NET CHANGE IN CASH                               (169,736)      1,104         27,425

CASH AT BEGINNING OF PERIOD                       197,161         483           -
                                              ----------    ----------     ----------
CASH AT END OF PERIOD                         $    27,425  $    1,587     $   27,425
                                              ==========    ==========     ==========


SUPPLEMENTAL CASH FLOW INFORMATION

Interest paid                                 $ 1,154         $   -        $  81,407
                                              ==========    ==========     ==========

Income taxes paid (received)                       -              -         (593,284)
                                              ==========    ==========     ==========

Common stock issued in exchange
  for settlement of debt                      $     -       $     -        $2,439,816
                                              ==========    ==========     ==========

Common stock issued in exchange
  for subscriptions receivable                $     -       $     -        $   95,000
                                              ==========    ==========     ==========

Common stock issued in exchange for
  services                                   $      -       $    -         $  131,700
                                              ==========    ==========     ==========
</TABLE>


See accompanying notes to financial statements






Page 7




                        NOFIRE TECHNOLOGIES, INC.
                      (A Development Stage Company)

                    NOTES TO THE FINANCIAL STATEMENTS
                               (Unaudited)

                            November 30, 2003


NOTE 1 - Basis of Presentation:

The balance sheet at the end of the preceding fiscal year has been derived
from the audited balance sheet contained in the Company's Form 10-KSB for the
year ended August 31, 2003 (the "10-KSB") and is presented for comparative
purposes.  All other financial statements are unaudited. In the opinion of
management, all adjustments which include only normal recurring adjustments
necessary to present fairly the financial position, results of operations and
cash flows for all periods presented have been made.  The results of
operations for interim periods are not necessarily indicative of the operating
results for the full year.

Footnote disclosures normally included in financial statements prepared in
accordance with accounting principles generally accepted in the United States
of America have been omitted in accordance with the published rules and
regulations of the Securities and Exchange Commission.  These financial
statements should be read in conjunction with the financial statements and
notes thereto included in the 10-KSB for the most recent fiscal year.

Loss per Share - Loss per share is based on the weighted average number of
shares outstanding during the periods.  The effect of warrants outstanding
is not included since it would be anti-dilutive.


NOTE 2 - Reorganization:

The Company owned 89% of the outstanding common stock of both No Fire Ceramic
Products, Inc. and No Fire Engineering, Inc. together with an option to
acquire the remaining 11% of such stock.  Both of those subsidiaries were
dissolved during the fiscal year ended August 31, 1997.

Under a Chapter 11 proceeding, the Bankruptcy Court confirmed a Plan of
Reorganization for the Company which became effective on August 11, 1995.
Claims of creditors, to the extent allowed under the Plan, were required to be
paid over a four-year period.


NOTE 3 - Management's Actions to Overcome Operating and Liquidity
         Problems:

The Company's financial statements have been presented on the going concern
basis which contemplates the realization of assets and the satisfaction of
liabilities in the normal course of business.  The Company's viability as a
going concern is dependent upon its ability to achieve profitable operations
through increased sales and/or obtaining additional financing. Without
achieving these, there is substantial doubt about the Company's ability to
continue as a going concern.

The Company has a liability for settled claims payable to creditors in
connection with its reorganization under the Plan.  Without the achievement
of profitable operations or additional financing, funds for repayment would
not be available.
Page 8




                        NOFIRE TECHNOLOGIES, INC.
                      (A Development Stage Company)

                    NOTES TO THE FINANCIAL STATEMENTS
                               (Unaudited)

                           November 30, 2003

Management believes that successful passing of stringent tests, obtaining
various civil and government approvals, and actions it has undertaken to
revise the Company's operating and marketing structure should provide it
with the opportunity to generate revenues needed to realize profitable
operations and to attract the necessary financing and/or capital for the
payment of outstanding obligations.

NOTE 4 - CONVERTIBLE DEBENTURES:

     Between September and November 2003, the Company issued to six
accredited investors, $230,000 of convertible debentures which mature
between May and October 2004 bearing interest at 8%. The debentures,
entitle the holders, to convert the debt into common stock at a rate of
one share for each $0.30 principal amount plus any outstanding accrued
interest. In conjunction with this transaction, the Company issued
warrants to the six investors, to purchase a total of 1,165,000 shares
of the Company's common stock for $0.30-$0.32, expiring in five years.
The warrants vested immediately.

      The value, attributed to the warrants issued along with the debenture
transactions above, totaling $138,000, has been charged to interest expense.

      During the quarter ended November 30, 2003 warrants for the purchase of
1,330,250 shares of the Company's common stock expired unexercised.

Note 5- STOCK-BASED COMPENSATION

      The Company follows the intrinsic value method of Accounting Principles
Board Opinion No. 25, "Accounting for Stock Issued to Employees" (APB 25) and
related interpretations in accounting for its employee stock options because,
in the opinion of management, Financial Accounting Standards Board Statement
No. 123, Accounting for Stock-Based Compensation" (FAS 123) requires use of
option valuation models that were not developed for use in valuing employee
stock options. FAS 123 permits a company to elect to follow the intrinsic
value method of APB 25 rather than the alternative fair value accounting
provided under FAS 123, but requires pro forma net income (loss) and earnings
(loss) per share disclosures as well as various other disclosures. The
Company has adopted the disclosure provisions required under Financial
Accounting standards Board Statement No. 148, "Accounting for Stock-Based
Compensation Transition and Disclosure " (FAS 148).

     There were no awards of stock-based compensation granted or outstanding
during the 3 months ended November 30,2003 and 2002.


NOTE 6- SUBSEQUENT EVENTS

     In December of 2003 the Company issued five-year warrants to purchase a
total of 165,000 shares of the Company's common stock to three employees and
two individual at an exercise price of $0.30 per share. The warrants
vested immediately.

     In December 2003, warrants for the purchase of 1,458,000 shares of the
Company's common stock expired unexercised.

Page 9



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

GENERAL

The Company continued its product development and application testing, and now
has numerous certifications for specific applications.  Since August 1995, the
Company has applied for eight patents, five of which have been issued.  The
other three are pending.  Additionally, one patent has been purchased by the
Company.  The Company has been increasing its marketing efforts
principally by retaining the services of specialized distribution firms.  The
Company's management believes that marketing efforts to date have brought the
Company closer to achieving greater sales for applications in many diverse
industries including: military, maritime, wood products, structural steel and
nuclear power plants.  Significant tests have been passed and approvals
received to qualify the Company's products in naval and other military and
governmental applications.  Aggressive marketing efforts are underway to
obtain orders in these applications.  Obstacles encountered in obtaining
orders for most applications are the continuing tests and approvals required,
competition against well established and better capitalized companies, cost,
the slow process of specifying new products in highly regulated industrial
applications, and the decisions not to use any fire retardant product.

In general, the Company's products perform their intended uses well and are
in a form that is safe and easy to use.  The Company's most pressing need
continues to be cash infusion as discussed below in the section on Liquidity
and Capital Resources.  The Company is limiting its research and development
efforts in order to concentrate on sales of existing products.  While new
market opportunities frequently arise, the Company has opted to concentrate
on targeting sales of present products rather than developing new products.
Efforts to establish additional U.S. distributors are being accelerated.
Additional efforts are also being directed to increase international sales
by establishing distributor relationships in strategic locations throughout
the industrialized world.

The number of manufacturing and quality control employees will increase with
increased production.  The salaried administrative and marketing staff will be
evaluated and may be increased to support sales and marketing initiatives.
Additional support for direct sales is expected to be provided by independent
commission agents or employees compensated principally by commission.



COMPARISON THREE MONTHS ENDED NOVEMBER 30, 2003 AND NOVEMBER 30, 2002

Sales of $73,443 for the three months ended November 30, 2003 represented an
decrease of 28% from the $101,593 for the comparable three-month period of the
prior year. Cost of goods sold during the same periods decreased 42% from
$52,636 to $30,683 resulting in a gross profit of $42,760 compared to $48,957
in the prior year.  Selling, general and administrative expenses for the three
months ended November 30, 2003 was $299,266, representing an increase of
$60,649 or 25% from the $238,617 of the similar period of the prior year.
The most significant changes were increases of $26,000 in professional fees
and $44,000 in the repricing of warrants and decreases of $32,000 in officer's
salaries.

Page 10



During the quarters ended November 30, 2003 and 2002 the Company realized
approximately $43,000 and $180,000, respectively, through the sale of a
portion of its New Jersey Net Operating Loss Carry Forward under a program
sponsored by that state.

LIQUIDITY AND CAPITAL RESOURCES

At November 30, 2003 the Company had cash balances of $ 27,425. In order to
fund continuing operations during the three months ended on that date,
the Company issued to six accredited investors $230,000 worth of
convertible debentures which mature between September and November 2004
bearing interest at 8%. The debentures entitles the holders,
to convert the debt into common stock at a rate of one share for each
$0.30 principal amount plus any outstanding accrued interest.


The Company has deferred payment of $1,168,718 of the installments of the
Chapter 11 liability to unsecured creditors that were due in September 1996,
1997, 1998 and 1999.  Of that deferred amount, $790,686 is due to officers and
directors of the Company.  In order to pay those liabilities and meet working
capital needs until significant sales levels are achieved, the Company will
continue to explore alternative sources of funding including exercise of
warrants, bank and other borrowings, issuance of convertible debentures,
issuance of common stock to settle debt, and the sale of equity securities in
a public or private offering.  There is no assurance that the Company will be
successful in securing requisite financing.




Item 3. Controls and Procedures

Within the 90-day period prior to the date of this report, our Chief Executive
Officer and Chief Financial Officer performed an evaluation of our disclosure
controls and procedures, which have been designed to permit us to effectively
identify and timely disclose important information. They concluded that the
controls and procedures were effective. Since the date of the evaluation, we
have made no significant changes in our internal controls or in other factors
that could significantly affect our internal controls.



PART II. OTHER INFORMATION


Item 1. Legal Proceedings

   None


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K


Exhibit 1- Sarbanes-Oxley Act Section 906 Certification


No reports on Form 8-K were filed during the quarter ended November 30, 2003.
Page 11






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.

Dated: January 16,2004            NoFire Technologies, Inc.


                                   By:  /s/ Samuel Gottfreid
                                        Sam Gottfreid
                                        Chief Executive Officer


                                   By:  /s/ Sam Oolie
                                        Sam Oolie
                                        Chairman of the Board,
                                        Chief Financial Officer

























                                Page 12


I, Sam Oolie, certify that:

1. I have reviewed this annual report on Form 10-KSB of
NoFire Technologies, Inc.;

2. Based on my knowledge, this annual report does not
contain any untrue statement of a material fact or omit
to state a material fact necessary to make the statements
made, in light of the circumstances under which such
statements were made, not misleading with respect to the
period covered by this annual report;

3. Based on my knowledge, the financial statements, and
other financial information included in this annual
report, fairly present in all material respects the
financial condition, results of operations and cash flows
of
the registrant as of, and for, the periods presented in
this annual report;

4. The registrant's other certifying officers and I are
responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules
13a-14 and 15d-14) for the registrant and have:

   a) designed such disclosure controls and procedures to
ensure that material information relating to the
registrant, including its consolidated subsidiaries, is
made known to us by others within those entities,
particularly during the period in which this annual report
is being prepared;

   b) evaluated the effectiveness of the registrant's
disclosure controls and procedures as of a date within 90
days prior to the filing date of this annual report (the
"Evaluation Date"); and

   c) presented in this annual report our conclusions about
the effectiveness of the disclosure controls and procedures
based on our evaluation as of the Evaluation Date;

5. The registrant's other certifying officers and I have
disclosed, based on our most recent evaluation, to the
registrant's board of directors (or persons performing the
equivalent functions):
Page 13


   a) all significant deficiencies in the design or
operation of internal controls which could adversely affect
the registrant's ability to record, process, summarize and
report financial data and have identified auditors any
material weaknesses in internal controls; and
  b) any fraud, whether or not material, that involves
management or other employees who have a significant role
in the registrant's internal controls; and
6. The registrant's other certifying officers and I
indicated in this quarterly report that there were no
significant changes in internal controls or in other
factors that could significantly affect internal control
subsequent to the date of our most recent evaluation,
including any
corrective actions with regard to significant deficiencies
and material weaknesses.

Date: January 16, 2004                       /s/Sam Oolie
                                              -------------
--------------
                                              Sam Oolie,

                                    Chief Financial Officer



                               Page 14



I, Samuel Gottfried certify that:

1. I have reviewed this annual report on Form 10-KSB of
NoFire Technologies, Inc.;

2. Based on my knowledge, this annual report does not
contain any untrue statement of a material fact or omit to
state a material fact necessary to make the statements
made, in light of the circumstances under which such
statements were made, not misleading with respect to the
period covered by
this annual report;

3. Based on my knowledge, the financial statements, and
other financial information included in this annual
report, fairly present in all material respects the
financial condition, results of operations and cash flows
of
the registrant as of, and for, the periods presented in
this annual report;

4. The registrant's other certifying officers and I are
responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules
13a-14 and 15d-14) for the registrant and have:

   a) designed such disclosure controls and procedures to
ensure that material information relating to the
registrant, including its consolidated subsidiaries, is
made known to us by others within those entities,
particularly during the period in which this annual report
is being prepared;

   b) evaluated the effectiveness of the registrant's
disclosure controls and procedures as of a date within 90
days prior to the filing date of this annual report (the
"Evaluation Date"); and

   c) presented in this annual report our conclusions about
the effectiveness of the disclosure controls and procedures
based on our evaluation as of the Evaluation Date;

5. The registrant's other certifying officers and I have
disclosed, based on our most recent evaluation, to the
registrant's board of directors (or persons performing the
equivalent functions):
Page 15


   a) all significant deficiencies in the design or
operation of internal controls which could adversely affect
the registrant's ability to record, process, summarize and
report financial data and have identified for the
registrant's auditors any material weaknesses in internal
controls; and

   b) any fraud, whether or not material, that involves
management or other employees who have a significant role
in the registrant's internal controls; and

6. The registrant's other certifying officers and I have
indicated in this
annual report whether there were significant changes in
internal controls or in other factors that could
significantly affect internal controls subsequent to the
date of our most recent evaluation, including any
corrective actions with regard to significant deficiencies
and material
weaknesses.

Date: January 16,2004                   /s/ SamuelGottfreid
                                       ---------------------
                                          Samuel Gottfreid
                                       --------------------
                                    Chief Executive Officer





                               Page 16




CERTIFICATION

Pursuant to section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and
(b) of section 1350, chapter 63 of title 18, United States Code), each of the
undersigned officers of NoFire Technologies, Inc., a Delaware corporation (the
company), does hereby certify, to the best of such officer's knowledge and
belief, that:

  The Quarterly Report on Form 10-QSB for the Quarter ended November 30,
  2003 of the Company fully complies with the requirements of section 13
  (a) or 15 (d) of the Securities Exchange Act of 1934: and

  The information contained in the Form 10-QSB fairly presents in all

   material respects, the financial condition and results of operations of
   the Company.

Dated: January 16, 2004                          /s/ Samuel Gottfreid
                                                  -------------------
                                              Chief Executive Officer


Dated:	January 16, 2004                          /s/ Sam Oolie
                                             -----------------------
                                             Chief Financial Officer































EXHIBIT 1