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UNITED STATES







**FORM 10-QSB**

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



For Quarter Ended**September 30, 2004**

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

For the transition period from     to



**COLE COMPUTER CORPORATION**



NEVADA                                                            
76-0547762     
(State or other jurisdiction of             
(IRS Employer Identification No.)
         incorporation or organization)

5577 N.W. Expressway, Okalahoma City, OK   73132

Registrant's telephone number including area code:	(405) 721-7600





Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section
13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or 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



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COLE COMPUTER CORPORATION

FORM 10-QSB

INDEX

****Part 1 - Financial Information

Item 1.	 FINANCIAL STATEMENTS					1

Item 2.	Management's Discussion and Analysis				5

Item 3.	Control and Procedures						6

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Part II - Other Information

Item 6.	Exhibits and Reports on Form 8-K					7

Siignatures							7

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****



|                                                                                                               | September 30,

2004

(Unaudited) | December 31,


2003
|-------------------------------------------------------------------------------------------------------------- | -------------------------------- | -------------------
|**Assets**                                                                                                    
|Current Assets                                                                                                 | $          2,453                 | $-                 
|Total Current Assets                                                                                           | $          2,453                 | $-                 
|                                                                                                               |                                  |                    
|**Liabilities and Stockholders' Equity (Deficit)**                                                            
|Current liabilities                                                                                            |                                  |                    
|Notes payable                                                                                                  | $	977,439                        | $                  
|Accounts payable - other                                                                                       | 11,930                           |                    
|Accounts payable - trade                                                                                       | 171,842                          |                    
|Accrued expenses                                                                                               | 70,506                           |                    
|Total Current Liabilities                                                                                      | 1,231,716                        |                    
|Commitments and Contingencies                                                                                  |                                  |                    
|Stockholders' Equity                                                                                           |                                  |                    
|10% cumulative preferred stock, $100 par value,
 10,000,000 shares Authorized, 0 shares issued and
outstanding | -                                | -                  
|Preferred stock, no par value, 10,000,000 shares
 authorized, 0 shares issued and outstanding                  | -                                |                    
|Common stock; $.001 par value, 80,000,000 shares
  authorized,  19,387,400 issued and outstanding              | 19,387                           |                    
|Additional paid in capital                                                                                     | 2,828,321                        |                    
|Deficit                                                                                                        | (4,072,971)                      |                    
|Less: treasury stock, 4,000,000 shares at cost                                                                 | (4,000)                          |                    
|Total stockholders' (Deficit)                                                                                  | (1,229,263)                      |                    
|Total Liabilities and Stockholders' Equity (Deficit)                                                           | $2,453                           | $-                 

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**COLE COMPUTER CORPORATION**



(Unaudited)

|                                        | For the Three Months Ended | For the Nine months Ended
|--------------------------------------- | -------------------------- | -------------------------
|                                        | September 30


2004        | September 30


2003      
|Revenue                                 | $-                         | $-                       
|                                        |                            |                          
|Costs and expenses:                     |                            |                          
|General & administrative                | $            3,789         | $       34,159           
|Interest expense                        | 19,377                     | 12,583                   
|Total Expenses                          | (23,166)                   | (46,742)                 
|                                        |                            |                          
|Other Income                            | 4,050                      | -                        
|Net loss before discontinued operations | (19,116)                   | (46,742)                 
|Loss from discontinued operations       | -                          | (47,005)                 
|Net income (loss)                       | $	19,116)                  | $	(93,747)               
|                                        |                            |                          
|Earnings per share:                     |                            |                          
|Basic and diluted income (loss)         | $           (0.00)         | $           (0.00)       
|Weighted Average Outstanding Shares     | 19,387,400                 | 19,387,400               

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**COLE COMPUTER CORPORATION**

Statement of Cash Flows

(Unaudited)

|                                                                                | For the Nine months Ended
|------------------------------------------------------------------------------- | -------------------------
|                                                                                | September 30,


2004     
|Cash Flows from Operating Activities                                            |                          
|Net income (loss)                                                               | $	(123,679)              
|Adjustments to reconcile net income to net cash (used in) operating
activities: |                          
|Depreciation                                                                    | 14,488                   
|Provision for bad debts                                                         | -                        
|Gain/loss on disposition of assets                                              | -                        
|Change in cash from operating assets and liabilities:                           |                          
|Accounts receivable                                                             | 5,596                    
|Inventory                                                                       | -                        
|Other current assets                                                            | 27,250                   
|Accounts payable                                                                | 52,775                   
|Accrued expenses                                                                | (13,591)                 
|Net cash (used in ) operating activities                                        | (37,161)                 
|Cash Flows from Investing Activities:                                           |                          
|Purchase of equipment                                                           | -                        
|Proceeds from sale of equipment                                                 | -                        
|Payment for deposits                                                            | -                        
|Net cash (used in) investing activities                                         | -                        
|Cash Flows From Financing Activities:                                           |                          
|Proceeds from notes payable-affiliate                                           | -                        
|Loan proceeds from notes payable-related party                                  | 9,000                    
|Proceeds from notes payable                                                     | 8,000                    
|Principal payments on notes and capital leases payable                          | -                        
|Net cash provided by financing activities                                       | 17,000                   
|Net change in cash                                                              | (20,161)                 
|Cash, Beginning of Period                                                       | 22,615                   
|Cash, End of Period                                                             | $           2,454        
|Supplemental Disclosures of Cash Flow Information:                              |                          
|Interest paid                                                                   | $-                       

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COLE COMPUTER CORPORATION

NOTES TO INTERIM CONDENSED FINANCIAL STATEMENTS

September 30, 2004

(Unaudited)

NOTE 1 - PRESENTATION

The balance sheet of Cole Computer Corporation (the Company) as of September 30, 2004, and related
statements of operations and cash flows for the interim periods ended September 30, 2004 and 2003 included
in the condensed financial statements have been prepared by the Company without audit. In the opinion of
management, the accompanying financial statements include all adjustments (consisting of normal, recurring
adjustments) necessary to summarize fairly the Company's financial position, results of operations and cash
flows. The results of operations for the three and nine months ended September 30, 2004, are not necessarily
indicative of the results of operations for the full year or any other interim period. The information included
in this Form 10-QSB should be read in conjunction with Management's Discussion and Analysis and financial
statements and notes thereto included in Cole Computer Corporation's December 31, 2003, Form 10-KSB.

NOTE 2 - NATURE OF BUSINESS

On or about March 1, 2004, the Company's management decided to cease doing business as a retail computer
and sales operation. Accordingly, all activities have been treated as discontinued operations. Agreements are
currently being prepared to dispose of its operations through the sale to another entity or liquidation of the
business.

Further, agreements are currently being negotiated to determine the future operations of the Company. At this
time, no definitive

contracts have been completed to either dispose of the activities or change its operations. All assets of the
Company have been reflected in the balance sheet at September 30, 2004, at their current estimated fair
values. Due to the ongoing negotiations regarding the disposition of retail operations and the uncertainty of
the outcome, all existing liabilities have been reflected at their stated values as of September 30, 2004.
Comparative period operations have been restated to conform with the 2004 presentation of discontinued
operations.

NOTE 3 - GOING CONCERN

As indicated above, the Company is no longer in business nor has it determined what its future activities will
be. It is not known at this time whether the Company will continue as a going concern since new management
has not as yet  taken over operations of the Company. No commitments have been made to continue the
Company as a business entity and, accordingly, there is a substantial doubt that the Company will continue
as a going concern.

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******ITEM 2. Management's Discussion & Analysis**

The discussion and analysis contained herein should be read in conjunction with the preceding financial
statements and the information contained in the Company's Form 10-QSB and the Company's most recent
Form 10-KSB. Except for the historical information contained herein, the matters discussed in this Form 10-QSB contain forward looking statements within the meaning of Section 27A of the Securities Act of 1933,
as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities
Litigation Reform Act of 1995, including, among others (i) expected changes in the Company's revenues and
profitability, (ii) the effects of cost-reduction measures, (iii) prospective business opportunities and (iv) the
Company's strategy for improving and funding its business, that are based on management's beliefs and
assumptions, current expectations, estimates, and projections. Statements that are not historical facts,
including, without limitation, statements which are preceded by, followed by, or include the words "believes,"
"anticipates," "plans," "expects," "may," "should" or similar expressions are forward-looking statements.
Many of the factors that will determine the Company's future results are beyond the ability of the Company
to control or predict. These statements are subject to risks and uncertainties and, therefore, actual results may
differ materially. All subsequent written and oral forward-looking statements attributable to the Company,
or persons acting on its behalf, are expressly qualified in their entirety by these cautionary statements. The
Company disclaims any obligation to update any forward-looking statements whether as a result of new
information, future events, or otherwise.

Important factors may include, but are not limited to: the risk of intense competition by much larger
companies, the inability of the Company to insure adequate capital resources, limited sources for inventory,
as well as general market conditions, labor and pricing, and other risks detailed from time to time in the
Company's SEC reports, copies of which are available upon request from the Company.

On or about March 1, 2004, the Company's management decided to cease doing business as a retail computer
and sales operation. Accordingly, all activities have been treated as discontinued operations. Agreements are
currently being prepared to dispose of its operations through the sale to another entity or liquidation of the
business. Further, agreements are currently being negotiated to determine the future operations of the
Company. At this time, no definitive contracts have been completed to either dispose of the activities or
change its operations. All assets of the Company have been reflected in the balance sheet  at September 30,
2004, at their current estimated fair values. Due to the ongoing negotiations regarding the disposition of retail
operations and the uncertainty of the outcome, all existing liabilities have been reflected at their stated values
as of September 30, 2004. Comparative period operations have been restated to conform with the 2004
presentation of discontinued operations.

The Company incurred a net loss for the nine months ended September 30, 2004 of ($123,679) as compared
to a net loss of ($424,740) for the nine months ended September 30, 2003. At September 30, 2004, we had
a deficit net worth of ($1,229,263) and negative working capital of ($1,229,263). These factors create
substantial doubt about our ability to continue as a going concern. These financial statements do not include
any adjustments relating to the recoverability and classification of recorded assets or the amounts and
classification of liabilities that might be necessary in the event we cannot continue to exist.

The loss from discontinued operations for the nine months ended September 30, 2004 decreased
$201,771 or 82%, from a loss of ($245,489) in 2003 to a loss of ($43,718) in 2004.  This decrease is
principally due to the ceasing retail operations in March 2004.

LIQUIDITY

As of September 30, 2004, the Company had $2,453 in cash and a working capital deficit of
($1,229,263).

QUARTERLY RESULTS

General and administrative expenses for the three months ended September 30, 2004, decreased by $30,370
or 89% to $3,789 from $34,159 for the corresponding period of the prior year. A decrease in legal fees and
administrative payroll costs contributed to the decrease in general and administrative expenses for the quarter,
as well as ceasing store operations in March 2004.

Interest expense for the three months ended September 30, 2004, increased by $6,794, or 54%, to $19,377
from $12,583 for the corresponding period of the prior year. This increase was a result of the Company's
default on existing notes payable payments.

Item 3. Controls and Procedures

As of the end of the period covered by this report, the Company conducted an evaluation, under the
supervision and with the participation of the principal executive officer 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 (the
"Exchange Act")). Based on this evaluation, the principal executive officer concluded that the Company's
disclosure controls and procedures are effective to ensure that information required to be disclosed by the
Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and
reported within the time periods specified in Securities and Exchange Commission rules and forms. There
was no change in the Company's

internal control over financial reporting during the Company's most recently completed fiscal quarter that has
materially affected, or is reasonably likely to materially affect, the Company's internal control over financial
reporting.



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**PART II - OTHER INFORMATION**

ITEM 3: Defaults Upon Senior Securities

Nature Of

Indebtedness:                                     		Default

Capitalized equipment lease, due in monthly

 installments of $1,090 including interest
 at 30%, maturing September 2008, and
 collateralized by equipment                  		 non-payment 
Note payable to a corporation, due in weekly
 installments of $1,250 including interest
 at 12%, with remaining principal and
 interest due December 31, 2004                		non-payment 
Note payable to affiliate, principal and
 interest due February 1, 2005, bearing           	interest
 interest at 7%                                			non-payment 
Note payable to affiliate, principal and
 interest due February 1, 2005, bearing          	 interest
 interest at 8%                               			 non-payment

As a result of ceasing retail operations in March 2004, the Company is in default on substantially al of its
outstanding debt as of September 30, 2004, as reflected in the accompanying balance sheet.

ITEM 6: Exhibits and Reports on Form 8-K

(a)  Exhibits

Exhibit No.     Description of Exhibit

31.1             Rule 13a-14(a) Certification

32.1             Section 1350 Certification

(b)  Reports on Form 8-K

Current report on Form 8-K filed on August 19, 2004 relating to the resignation of certain directors
and officers.

Current report on Form 8-K filed on December 6, 2004 relating to change in registrant's certifying
accountant.

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**SIGNATURES**

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

Dated: December 16 , 2004					**Cole Computer Corporation**		/S/ John Ruth

John Ruth, Chief Executive Officer

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Exhibit 31.1

CERTIFICATION
PURSUANT TO SECTION 13a-14
OF THE SECURITIES EXCHANGE ACT OF 1934 AS AMENDED

I John Ruth certify that:

1. I have reviewed this quarterly report on Form 10-QSB of Cole Computer Corporation.

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

report; and

3. Based on my knowledge, the financial statements and other financial information included in this
quarterly 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 quarterly 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 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
quarterly 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 quarterly report (the "Evaluation Date"); and

(c) presented in this quarterly 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 auditors and the audit committee of registrant's board of directors (or persons performing the

 equivalent function):

(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 quarterly report whether or not there
were significant changes in internal controls or in other factors that could significantly affect internal controls
subsequent to the dte of our most recent evaluation, including any corrective actions with regard to significatn
deficiencies and material weaknesses.



/s/ John Ruth

Date:  December 16, 2004

John Ruth, Chief Executive Officer

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Exhibit 32.1



CERTIFICATION PURSUANT TO 18
U.S.C. 1350

 (As adopted pursuant to 906 of the Sarbanes-Oxley Act of 2002)



For the Quarterly Report of Cole Computer Corporation (the
"Company")on

 Form 10-QSB for the period ending March 31, 2004, (the "Report"), the
 Undersigned Chief Executive Officer and Chief Financial Officer of the Company
 hereby certify that:

(i) the Report fully complies with the requirements of Section 13(a) or 15(d) of
 the Securities Exchange Act of 1934, and

(ii) the information contained in the Report fairly presents, in all material

 respects, the financial condition and results of operations of the Company as of
 and for the periods covered in the Report.

Dated: December 16, 2004



/s/ John Ruth

John Ruth, Chief Executive Officer



A signed original of this written statement required by Section 906 has been

 provided to Cole Computer Corporation and will be retained by it and furnished
 to the Securities and Exchange Commission or its staff upon request.



[This Section 906 certification accompanies the Report, but is not "filed" as

 part of the Report.]



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