UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-QSB/A (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: July 31, 2004 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission File Number: 333-103083 XENOMICS, INC. ----------------------------------------------------- (Exact name of Registrant as specified in its charter) Florida 04-3721895 -------------------------------- --------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 420 Lexington Avenue, Suite 1701, New York, New York 10170 ----------------------------------------------------------- (Address of principal executive offices) (Zip Code) (732) 438-8290 ------------------------------ (Registrant's telephone number) ---------------------------------------------------- (Former Name, Former Address and Former Fiscal Year, if changed since last report) Check whether the issuer: (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 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 past 90 days. [X] 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: Class Outstanding at September 17, 2004 Common Stock, par value $0.0001 15,588,737 shares Transitional Small Business Disclosure Format (check one): Yes[ ] No[X] Explanatory Note This Form 10-QSB/A for the three months ended July 31, 2004 is being filed to reflect a correction to a typographical error in Exhibit 31.2. This Form 10-QSB/A amends and restates only Exhibit 31.2 of the previously filed Form 10-QSB. Item 6. Exhibits (a) Exhibits 31.2 Certification of Principal Financial Officer required under Rule 13a-14(a)/15d-14(a) under the Exchange Act. 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. XENOMICS, INC. (Registrant) Date: September 23, 2004 By: /s/ Samuil Umansky -------------------------- Samuil Umansky President Date: September 23, 2004 By: /s/ Christoph Bruening -------------------------- Christoph Bruening Treasurer 3