UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-QSB

[X] Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act
of 1934 For the quarterly period ended November 30, 2003

[ ] Transition Report Under Section 13 or 15(d) of the Securities Exchange Act;
For the transition period from _________ to __________

Commission File Number #000-1024048

HOMELIFE, INC.

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

NEVADA 33-0680443
------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)

9475 Heil Avenue Suite D, Fountain Valley, CA 92708
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(Address of Principal Executive Offices) (Zip Code)

Registrant's telephone number, including area code:
(714) 418-1414

Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.

Yes X No

The issuer had 6,108,586 shares outstanding as of November 30, 2003

Transitional Small Business Disclosure Format (check one):

Yes No X

HOMELIFE, INC.

INDEX
PAGE NO.
--------

PART I - FINANCIAL INFORMATION 1.

Item 1. Financial Statements 1.

Consolidated Balance Sheet at November 30, 2003 (Unaudited) 1.

Consolidated Statements of Operations for the three months
ended November 30, 2003 and 2002 (Unaudited) 3.

Consolidated Statements of Operations for the six months
ended November 30, 2003 and 2002 (Unaudited) 4.

Consolidated Statements of Cash Flows for the six months
ended November 30, 2003 and 2002 (Unaudited) 5.

Notes to Consolidated Financial Statements 6.

Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operation. 7.

Item 3. Controls and Procedures. 10.

PART II - OTHER INFORMATION 10.

Item 1. Legal Proceedings. 10.

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

Item 3. Defaults Upon Senior Securities. 11.

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

Item 5. Other Information. 11.

Item 6. Exhibits and Reports on Form 8-K. 11.
(a) Exhibits
(b) Reports on Form 8-K

PART I - FINANCIAL INFORMATION

HOMELIFE, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
AT NOVEMBER 30, 2003
(UNAUDITED)

ASSETS
Current Assets
Cash $ 101,360
Marketable securities, at fair value 900
Accounts receivable, net 19,591
Prepaid expenses and deposits 35,107
------------
156,958

Property and Equipment, net 167,920

Goodwill 225,943

Other Assets, net 172,615

Purchased Franchise Rights 20,000
------------

$ 743,436
============

HOMELIFE, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET (CONTINUED)
AT NOVEMBER 30, 2003
(UNAUDITED)

LIABILITIES AND STOCKHOLDER'S EQUITY (DEFICIT)
Current Liabilities

Bank indebtedness $ 42,649
Accounts payable 239,370
Reserve for warranty 65,000
Preferred dividends payable 9,770
Deferred revenue 74,495
------------
431,284

Deferred Revenue 88,740

Due to Stockholder 250,532

Minority Interest 19,509
------------
790,065

Stockholders' Equity (Deficit)

Capital Stock 1,031,109

Additional Paid in Capital 3,487,472

Accumulated Other Comprehensive Income 4,715

Accumulated Deficit (4,569,925)
------------

(46,629)
------------

$ 743,436
============

HOMELIFE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
THREE MONTHS ENDED NOVEMBER 30, 2003 AND 2002
(UNAUDITED)

2003 2002
---- ----
REVENUE

Royalty and franchise fees $ 118,695 $ 131,434
Warranty fees 28,007 52,042
Other income 6,448 25,461
-----------------------------

153,150 208,937

DIRECT COSTS 12,955 51,018
-----------------------------

140,195 157,919
-----------------------------
EXPENSES

Salaries and fringe benefits 55,356 72,509
General and administrative 64,556 92,539
Occupancy 14,566 15,452
Financial 1,365 1,312
Depreciation 15,924 15,036
Impairment loss on purchased franchise rights -- 100,000
Amortization 12,963 12,963
-----------------------------

164,730 309,811
-----------------------------

LOSS BEFORE MINORITY INTEREST (24,535) (151,892)

Minority interest -- 1,253
-----------------------------

NET LOSS (24,535) (150,639)

Preferred dividends (500) --
-----------------------------

NET LOSS APPLICABLE TO COMMON
SHARES (25,035) (150,639)
=============================

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

WEIGHTED-AVERAGE NUMBER OF
COMMON SHARES 6,108,586 6,108,586

HOMELIFE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
SIX MONTHS ENDED NOVEMBER 30, 2003 AND 2002
(UNAUDITED)

2003 2002
---- ----
REVENUE

Royalty and franchise fees $ 239,281 $ 264,750
Warranty fees 61,249 101,783
Other income 35,271 77,386
-----------------------------

335,801 443,919

DIRECT COSTS 55,629 102,353
-----------------------------

280,172 341,566
-----------------------------
EXPENSES

Salaries and fringe benefits 121,241 151,552
General and administrative 151,422 152,049
Occupancy 29,203 30,900
Financial 2,833 3,047
Depreciation 31,860 31,082
Impairment loss on purchased franchise rights -- 110,000
Amortization 25,926 25,926
-----------------------------

362,485 504,556
-----------------------------

LOSS BEFORE MINORITY INTEREST (82,313) (162,990)

Minority interest -- 2,060
-----------------------------

NET LOSS (82,313) (160,930)

Preferred dividends (1,000) --
-----------------------------

NET LOSS APPLICABLE TO COMMON
SHARES (83,313) (160,930)
=============================

BASIC AND FULLY DILUTED LOSS
PER COMMON SHARE $ (0.01) $ (0.03)
=============================

WEIGHTED-AVERAGE NUMBER OF
COMMON SHARES 6,108,586 6,108,586
=============================

HOMELIFE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED NOVEMBER 30, 2003 AND 2002
(UNAUDITED)

2003 2002
---- ----
CASH FLOWS FROM OPERATING ACTIVITIES

Net loss $ (82,313) $ (160,930)
Adjustments to reconcile net loss to net
cash from operating activities
Depreciation 31,860 31,082
Amortization 25,926 25,926
Change in value of minority interest -- (2,060)
Impairment loss on purchased franchise rights -- 20,000
Impairment loss on goodwill of subsidiary -- 90,000
Changes in assets and liabilities
Accounts receivable 6,278 (336)
Prepaid expenses and deposits (575) (213)
Accounts payable (8,608) 7,244
Reserve for warranty (10,000) 1,918
Due to stockholder 27,500 --
Deferred revenue (11,290) (13,990)
-----------------------------

(21,222) (1,359)
-----------------------------

CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of fixed assets -- (1,876)
-----------------------------

CASH FLOWS FROM FINANCING ACTIVITIES
Advances from (repayments on) bank indebtedness, net (1,212) (3,520)
-----------------------------

NET CHANGE IN CASH (22,434) (6,755)
Cash, beginning of period 123,794 113,475
-----------------------------

CASH, END OF PERIOD $ 101,360 $ 106,720
=============================

SUPPLEMENTAL DISCLOSURE OF CASH
FLOW INFORMATION
Interest paid $ 2,259 $ 2,627
=============================

Income taxes paid $ -- $ --
=============================

HOMELIFE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. MANAGEMENT'S PLAN AND FUTURE OPERATIONS

At November 30, 2003, adverse principal conditions and events are
prevalent that require necessary action by management to enable the
company to return to profitability and to reverse these adverse
conditions and events. These conditions and events include recurring
operating losses, working capital deficiencies, negative cash flow
from operations and adverse key financial ratios. Management's plans
to mitigate these adverse conditions and events include:

1. Management is currently reviewing all options in respect to
finding a possible solution for future growth and profitability of the
company. The board and management is in discussions with professional
advisors as to the direction and options the company can take in the
future.

2. The company is currently focusing on:
- the core business of franchising,
- the home warranty business,
- attempting to raise additional funding through private and
public offering,
- investigating and pursuing potential mergers/acquisitions.

3. The company is considering issuing stock to major shareholders in
return for working capital and to retire existing debt.

The accompanying financial statements do not include any adjustments
to the recoverability and classification of recorded asset amounts and
classification of liabilities that might be necessary in the event
that the Company is unable to continue as a going concern.

NOTE 2. BASIS OF CONSOLIDATED FINANCIAL STATEMENTS PRESENTATION

The condensed consolidated financial statements of HomeLife, Inc. and
Subsidiaries (the "Company") included herein have been prepared by the
Company, without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission (the "SEC"). Certain information
and footnote disclosures normally included in financial statements
prepared in conjunction with generally accepted accounting principles
have been condensed or omitted pursuant to such rules and regulations,
although the Company believes that the disclosures are adequate to
make the information presented not misleading. These condensed
financial statements should be read in conjunction with the annual
audited financial statements and the notes thereto included in the
Company's Form 10-KSB Annual Report , and other reports filed with the
SEC.

The accompanying unaudited interim financial statements reflect all
adjustments of a normal and recurring nature which are, in the opinion
of management, necessary to present fairly the financial position,
results of operations and cash flows of the Company for the interim
periods presented. The results of operations for these periods are not
necessarily comparable to, or indicative of, results of any other
interim period of or for the fiscal year taken as a whole. Certain
financial information that is not required for interim financial
reporting purposes has been omitted.

RECLASSIFICATIONS
Certain amounts in the prior year financial statements have been
reclassified to conform with the current year presentation.

NOTE 3. STOCK OPTION GRANTS

The Company has a stock option plan under which employees, non-
employee directors, consultants and investors may be granted options
to purchase shares of the Company's common stock. Options have varying
vesting and expiration dates.

The Company applies Accounting Principles Board Opinion No. 25,
"Accounting for Stock Issued to Employees", and related
interpretations in accounting for its employee stock options.
Accordingly, no compensation expense has been recognized for its
employee stock options. During the year ended May 31, 2003, the
Company adopted the disclosure provisions of SFAS No. 148, "Accounting
for Stock-Based Compensation - Transition and Disclosure".

The following table illustrates the effect on net earnings and
earnings per share had the Company adopted the fair value based method
of accounting for stock-based employee compensation for all periods
presented:

Six months ended November 30, 2003 2003 2002 2002
---------- ---------- ---------- ----------

As Reported Pro-Forma As Reported Pro-Forma
---------- ---------- ---------- ----------

Net loss for common shares $ (83,313) $ (83,313) $ (160,930) $ (160,930)
Basic and fully diluted loss
per Common share $ (0.01) $ (0.01) $ (0.03) $ (0.03)

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

Overview

The Company has experienced growth primarily through its acquisitions of
and combinations with various other companies. This includes the acquisition in
August 1996 of the Keim Group of Companies and MaxAmerica Home Warranty Company
(Michigan) adding 60 real estate offices and a home warranty company in
Michigan. In 1997, the company purchased certain assets of S & S Acquisition
Corp. providing the company with Red Carpet Real Estate Services and National
Real Estate Services adding 58 real estate offices. The acquisition of the real
estate computer technology of House by Mouse and Virtual Assistant provided the
Company with the ability to enhance its Internet communication services to its
franchises. In July 1997, the Company acquired the licensing agreements,
trademarks and franchise offices of Network Real Estate, Inc. This acquisition
provided the Company with an additional 12 offices in Northern California and
access to the "high-end" luxury division of "International Estates". In February
1998, the Company acquired Builders Realty (Calgary) Ltd. providing access to
the Alberta, Canada market in both retail real estate and mortgage loans.
Certain assets of Builders Realty (Calgary) were sold during fiscal year 2002.
On September 15, 1998, the Company purchased the stock of the investment banking
firm of Aspen, Benson and May, LLC for Common stock.

From time to time, the Company has entered into strategic alliances with
various companies in order to explore the cross-marketing of their services to
customers of the Company or its franchises. To date, these strategic alliances
have not included any funding agreements or other liabilities on the part of the
Company.

The following is management's discussion and analysis of HomeLife's
financial condition and results of operations. Detailed information is contained
in the financial statements included with this document. This section contains
forward-looking statements that involve risks and uncertainties, such as
statements of the Company's plans, objectives, expectations and intentions. The
cautionary statements made in this document should be read as being applicable
to all related forward-looking statements wherever they appear in this document.

THREE MONTHS ENDED NOVEMBER 30, 2003 (UNAUDITED) COMPARED TO THE THREE MONTHS
- --------------------------------------------------------------------------------
ENDED NOVEMBER 30, 2002 (UNAUDITED).
- ------------------------------------

REVENUES. The Company generated gross sales of $153,150 for the quarter
ended November 30, 2003 compared to gross sales of $208,937 for the quarter
ended November 30, 2002. Revenue by business segment is shown below:

November 30, 2003 November 30, 2002
Amount % Amount %
------ --- ------ ---
Royalty & franchise fees $ 118,695 78 $ 131,434 63
Home warranty sales 28,007 18 52,042 25
Other 6,448 4 25,461 12
---------- --- ---------- ---
TOTAL $ 153,150 100 $ 208,937 100
========== === ========== ===

Each business segment had lower sales in the current quarter compared to the
prior year.

Royalty fees & franchise fees combined decreased from the prior fiscal year due
to fewer transactions in the current fiscal year. The real estate market in
Michigan has suffered a slow down.

Home warranty sales were lower in the current year second quarter compared to
the same period in the prior year due to a general downturn in the Michigan real
estate market. The Company has sold fewer policies in the second quarter of 2004
compared to second quarter of 2003.

DIRECT COSTS. Direct costs have decreased from the prior year, due to the
overall decrease in revenues and lower costs associated with the warranty
revenue. Gross margin is higher in the current year, primarily due to lower
costs associated with the warranty revenue.

SALARIES AND FRINGE BENEFITS. Salaries and fringe benefits decreased from
$72,509 for the three months ended November 30, 2002 to $55,356 for the three
months ended November 30, 2003. This decrease of $17,153 was the result of two
employees who left the company and have not been replaced.

GENERAL AND ADMINISTRATIVE. General and administrative costs decreased from
$92,539 for the quarter ended November 30, 2002 to $64,556 for the quarter ended
November 30, 2003. The decrease was primarily due to lower legal fees incurred
in the current year as well as overall cost cutting measures by the company.

OCCUPANCY. Occupancy costs were comparable for the two periods.

FINANCIAL. Financial costs were comparable for the two periods.

DEPRECIATION. Depreciation of fixed assets was comparable for both periods.

IMPAIRMENT LOSS. There was no impairment loss recognized during the second
quarter of the current fiscal year.

AMORTIZATION. Amortization of intangibles was comparable for both periods.

SIX MONTHS ENDED NOVEMBER 30, 2003 (UNAUDITED) COMPARED TO THE SIX MONTHS ENDED
- --------------------------------------------------------------------------------
NOVEMBER 30, 2002 (UNAUDITED).
- ------------------------------

REVENUES. The Company generated gross sales of $335,801 for the six months
ended November 30, 2003 compared to gross sales of $443,919 for the six months
ended November 30, 2002. Revenue by business segment is shown below:

November 30, 2003 November 30, 2002
Amount % Amount %
------ --- ------ ---
Royalty & franchise fees $ 239,281 71 $ 264,750 60
Home warranty sales 61,249 18 101,783 23
Other 35,271 11 77,386 17
---------- --- ---------- ---
TOTAL $ 335,801 100 $ 443,919 100
========== === ========== ===

Each business segment had lowe r sales in the current year compared to the prior
year.

Royalty fees & franchise fees combined decreased from the prior fiscal year due
to fewer transactions in the current fiscal year. The real estate market in
Michigan has suffered a slow down. Additionally, there have been no new master
franchise agreements sold during the current year.

Home warranty sales were lower in the current year compared to the same period
in the prior year due to a general downturn in the Michigan real estate market.
The Company has sold fewer policies in the first half of 2004 compared to the
first half of 2003.

SALARIES AND FRINGE BENEFITS. Salaries and fringe benefits decreased from
$151,552 for the six months ended November 30, 2002 to $121,241 for the six
months ended November 30, 2003. This decrease of $30,311 was the result of two
employees who left the company and have not been replaced.

GENERAL AND ADMINISTRATIVE. General and administrative costs were
comparable for the two periods.

OCCUPANCY. Occupancy costs were comparable for the two periods.

FINANCIAL. Financial costs were comparable for the two periods.

DEPRECIATION. Depreciation of fixed assets was comparable for both periods.

IMPAIRMENT LOSS. There was no impairment loss recognized during the fist
half of the current fiscal year.

AMORTIZATION. Amortization of intangibles was comparable for both periods.

LIQUIDITY AND CAPITAL RESOURCES. The Company has lines of credit with two banks
with available credit of $95,000. The capital requirements of the Company are
for operating expenses and to service and use of its lines of credit. In the
prior fiscal year, the Company recorded a loss on its marketable security as the
share price had declined in the public market from the purchase share price. The
Company has recorded significant operating losses in the prior two years. These
losses are primarily due to amortization and depreciation, write down of
goodwill, and impairment of franchise rights purchased. The company does not
have any derivative instruments or hedging activities therefore, the company
believes that SFAS No. 133 will have no material impact on the company's
financial statements or notes thereto.

The company has experienced recurring operating losses and has a working capital
deficiency of $274,326 as of November 30, 2003. Management has initiated changes
in operational procedures, reduced staff and expenses and

focused its efforts on its core business. Management believes that, despite the
losses incurred and the deterioration in stockholders' equity, it has developed
a plan, which, if successfully implemented, can improve the operating results
and financial condition of the company. Furthermore, the company continues its
attempt to raise additional financings through private and public offerings.

Foreign Franchisees. Foreign franchisees consist of the sale of a master
franchise agreement to an individual in Germany. Payments for this agreement
were scheduled to be made in 12 quarterly payments beginning in October 1999.
Only partial payments have been received, however, and the company is now in
negotiations with the obligor to restructure this obligation. Continued default
of this agreement will deprive the Company of the anticipated payments, but is
anticipated to have no adverse consequences to the operations of the Company,
since it has no commitments of capital of other resources to its foreign
franchisees. During the fiscal year 2001, the company sold master franchise
agreements in Portugal and China. During the prior fiscal year, the company
received payments on the master franchise agreements in Portugal and China. No
payments were received in the prior fiscal year or the first half of the current
fiscal year. However, payment is expected during fiscal year 2004.

ITEM 3. CONTROLS AND PROCEDURES

Based on the evaluation of the Company's disclosure controls and procedures by
Andrew Cimerman, the Company's Chief Executive Officer and Marie M. May, the
Company's Chief Financial Officer, as of a date within 45 days of the filing
date of this quarterly report, such officers have concluded that the Company's
disclosure controls and procedures are effective in ensuring that information
required to be disclosed by the Company in the reports that it files or submits
under the Securities and Exchange Act of 1934, as amended, is recorded,
processed, summarized and reported, within the time period specified by the
Securities and Exchange Commission's rules and forms.

There were no significant changes in the Company's internal controls or in other
factors that could significantly affect these controls subsequent to the date of
their evaluation, including any corrective actions with regard to significant
deficiencies and material weaknesses.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The company is involved in a lawsuit with the sellers of Builders Realty
(Calgary) Ltd. to reduce the purchase price paid for Builders Realty (Calgary)
Ltd. The sellers of Builders Realty (Calgary) Ltd. have filed a counter lawsuit
for breach of contract. Settlement discussions between the parties are in
progress and a final settlement agreed to by both parties is expected during the
current fiscal year.

In connection with the above lawsuit, the company has filed a claim against the
solicitors who were responsible for setting up the original transaction between
the company and the sellers of Builders Realty (Calgary) Ltd. Further action
with this case will be dependent on the outcome of the above mentioned lawsuit.

In addition to the above lawsuits, the sellers of Builders Realty (Calgary)
Ltd., through another business entity, have filed a lawsuit against Builders
Realty (Calgary) Ltd. for unpaid rents and commissions and damages incurred at
rental offices. Management is defending its position, with any further action
with this case being dependent on the outcome of the above mentioned lawsuits.

On July 31, 2003, several realtors formally employed by Builders Realty
(Calgary) Ltd. filed a lawsuit against the company seeking payment of unpaid
commissions. These commissions the Company is holding in a trust fund as
required by a court order. The company's defense position in regards to this
case will be dependent on the outcome of the above mentioned lawsuits.

The company is involved in a lawsuit with a franchisee of Red Carpet Keim, a
wholly-owned subsidiary of the company. A claim in the amount of $124,800 was
filed on September 13, 2002 as a result of the deterioration in value

of the individual's stock value of HomeLife, Inc. Additionally, the company has
filed a counter claim against the franchisee for non-payment of royalty fees and
franchise fees. During the year ended May 31, 2003, a court settlement offer was
declined by the respective parties. Subsequently, the parties have taken the
above mentioned matter to binding arbitration and expect to settle the matter
during the current fiscal year.

Should any expenditures be incurred by the company for the resolution of any of
the above mentioned lawsuits, they will be charged to the operations of the year
in which such expenditures are incurred.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS.

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

None.

ITEM 5. OTHER INFORMATION.

None.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

(a) Exhibits:

31 Certification Pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002.

32 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

(b) Reports on Form 8-K:

None.

SIGNATURES

In accordance with Section 13 or 15(d) of the Securities Exchange Act of
1934, as amended (the "Exchange Act") the Registrant caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.

HOMELIFE, INC.
Registrant

By: /s/ Andrew Cimerman Date: January 13, 2004
--------------------------------------- -------------------
Chief Executive Officer, President, Director

In accordance with the Exchange Act, this report has been signed below by
the following persons on behalf of the registrant and in the capacities and on
the dates indicated.

By: /s/ Andrew Cimerman Date: January 13, 2004
--------------------------------------- -------------------
Chief Executive Officer, President, Director