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

                                  FORM 10-QSB/A

                                 Amendment No. 1

(Mark One)

|X|   QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
      OF 1934

                  For the quarterly period ended June 30, 2005

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

           For the transition period from ___________to_______________

                        Commission file number 000-32019
                                               ---------

                              TASKER CAPITAL CORP.
        (Exact name of small business issuer as specified in its charter)

            Nevada                                          88-0426048
--------------------------------------------------------------------------------
(State or other jurisdiction of                (IRS Employer Identification No.)
incorporation or organization)

             39 Old Ridgebury Road-Suite 14, Danbury, CT 06810-5116
 ------------------------------------------------------------------------------
                    (Address of principal executive offices)

                                 (203) 730-4350
--------------------------------------------------------------------------------
                           (Issuer'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 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 |_| No |X|

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant filed all documents and reports required to be
filed by Section l2, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes |_| No |_|

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 84,189,500 shares of Common stock as
of August 5, 2005.

Transitional Small Business Disclosure Format (Check one): Yes |_| No |X|

<PAGE>

                                EXPLANATORY NOTE

This Amendment No. 1 to the quarterly report on Form 10-QSB/A hereby amends
Tasker Capital Corp.'s quarterly report on Form 10-QSB for the period ended June
30, 2005, which was filed with the Securities and Exchange Commission (the
"SEC") on August 15, 2005 (the "Original Filing"). This Amendment No. 1 is being
filed for the purpose of amending the condensed consolidated balance sheet in
Item 1 of Part I, to correct typographical errors in the Original Filing.
Specifically, the line item "Accrued royalties" appeared twice in the Original
Filing. The "Accrued royalties" line item should only have appeared under
"Long-term liabilities". There is no change to the "Total current liabilities",
"Long-term liabilities" or "Stockholders' equity" sections of the condensed
consolidated balance sheet as a result of this typographical error. In addition,
the line item "Notes receivables" in the Company's condensed consolidated
balance sheet should have read "Notes receivable". Item 6 of Part II has also
been amended to reflect the inclusion of updated certifications of Mr. Robert
Appleby, Chief Executive Officer and Mr. Robert Jenkins, Chief Financial
Officer, filed as Exhibits 31.1, 31.2, 32.1 and 32.2 to this Amendment No. 1.

The other Items of the Original Filing are unaffected by the changes described
above and have not been amended in this Amendment No. 1 on Form 10-QSB/A. All
information in this Amendment No. 1 on Form 10-QSB/A is as of the date of the
Original Filing and does not reflect any subsequent information or events
occurring after the date of the Original Filing and does not modify or update
the disclosures in the Original Filing as filed in any way except with regard to
the specific modifications described in this Explanatory Note. Accordingly, this
Amendment No. 1 on Form 10-QSB/A should be read in conjunction with the Original
Filing and with our filings made with the SEC subsequent to the Original Filing,
including any amendments to those filings.

                         PART I -- FINANCIAL INFORMATION

Item 1. Financial Statements.

The following discussion of our financial condition, changes in financial
condition and results of operations for the three and six months ended June 30,
2005 and 2004, should be read in conjunction with the audited annual
consolidated financial statements and the notes thereto.

Our condensed consolidated financial statements are stated in United States
Dollars and are prepared in accordance with United States Generally Accepted
Accounting Principles.

<PAGE>

                     TASKER CAPITAL CORP. AND SUBSIDIARIES
                         (A Development Stage Company)
                      CONDENSED CONSOLIDATED BALANCE SHEET
                                 June 30, 2005
                                  (Unaudited)

<TABLE>
<S>                                                                                  <C>
ASSETS
Current assets:
      Cash and cash equivalents                                                      $  4,250,093
      Accounts receivable                                                                 225,364
      Notes receivable                                                                  1,565,000
      Inventories                                                                       1,101,129
      Prepaid expenses                                                                    769,358
      Prepaid commissions                                                                 170,000
                                                                                     ------------

      Total current assets                                                              8,080,944

Property and equipment, net                                                               501,906
Notes receivable                                                                        2,482,346
Prepaid royalties                                                                       1,000,000
Investment in equity investee                                                             707,525
Deferred acquisition costs                                                                571,463
Deposit, net                                                                               31,926
License, net                                                                              174,241
                                                                                     ------------

                                                                                     $ 13,550,351
                                                                                     ============

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
      Convertible debentures                                                         $    217,000
      Accounts payable                                                                    855,001
      Other accrued liabilities                                                           373,014
                                                                                     ------------

      Total current liabilities                                                         1,445,015
                                                                                     ------------

Long-term liabilities:
      Notes payable - shareholders                                                        426,170
      Accrued royalities                                                                  930,000
                                                                                     ------------
                                                                                        1,356,170
                                                                                     ------------

Stockholders' equity:
      Common stock, $0.001 par value; authorized 300,000,000 shares; issued and
      outstanding 64,747,162                                                               64,747
      Additional paid-in capital                                                       25,478,675
      Deficit accumulated during the development stage                                (14,794,255)
                                                                                     ------------

      Total stockholders' equity                                                       10,749,166
                                                                                     ------------

                                                                                     $ 13,550,351
                                                                                     ============
</TABLE>

  The accompanying notes are an integral part of these condensed consolidated
                             financial statements.

<PAGE>

                     TASKER CAPITAL CORP. AND SUBSIDIARIES
                         (A Development Stage Company)

                CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                                                                 INCEPTION May 13,
                                                                                                                 1996 TO JUNE 30,
                                         THREE MONTHS ENDED JUNE 30,            SIX MONTHS ENDED JUNE 30,              2005
                                       -------------------------------       -------------------------------       ------------
                                           2005               2004               2005               2004               2005
                                       ------------       ------------       ------------       ------------       ------------
<S>                                    <C>                <C>                <C>                <C>                <C>
Revenues                               $    244,394       $         --       $    305,268       $         --       $    305,268

Cost of Goods Sold                           84,826                               109,987                               109,987
                                       ------------       ------------       ------------       ------------       ------------

Gross Profit                                159,568                               195,281                               195,281
                                       ------------       ------------       ------------       ------------       ------------

Expenses

    Management                            1,341,991            145,695          2,149,836            170,834          3,240,394
    Office related                          191,773             16,326            257,238             26,614            437,129
    Professional and Consulting           1,814,932            396,268          3,498,159            573,796          5,267,881
    Stock Based Compensation                                   260,000            484,000            260,000          1,415,935
    Product Development                      93,519             26,975            101,119             26,975            300,784
    Marketing                               269,202             47,186            324,237             47,186            653,786
    Filing and Stock transfer                 7,855             40,556             19,634             46,918            285,841
    Depreciation and Amortization            24,885              3,583             36,919              6,992             79,405
    Insurance                                                                      78,515                                78,515
    Selling                                  19,541                                24,421                                24,421
    Miscellaneous                            38,843              3,124             80,719              7,779            240,861
                                       ------------       ------------       ------------       ------------       ------------

Total Expenses                            3,802,542            939,713          7,054,798          1,167,094         12,024,952
                                       ------------       ------------       ------------       ------------       ------------

Loss From Operations                     (3,642,974)          (939,713)        (6,859,517)        (1,167,094)       (11,829,671)
                                       ------------       ------------       ------------       ------------       ------------

    Other Income (Expense):
       Interest expense                       2,362           (822,801)           (64,995)          (852,987)        (2,930,486)
       Loss on equity investee              (10,475)                              (10,475)                              (10,475)
       Other                                (62,000)                              (62,000)                              (23,623)
                                       ------------       ------------       ------------       ------------       ------------

Total Other Expense, net                    (70,113)          (822,801)          (137,470)          (852,987)        (2,964,584)
                                       ------------       ------------       ------------       ------------       ------------

Net Loss                               $ (3,713,087)      $ (1,762,514)      $ (6,996,987)      $ (2,020,081)      $(14,794,255)
                                       ============       ============       ============       ============       ============

Net Loss Per Common Share, basic
and diluted                            $      (0.06)      $      (0.11)      $      (0.11)      $      (0.13)      $      (0.97)
                                       ============       ============       ============       ============       ============

Weighted Average Common Shares
Outstanding, basic and diluted           63,706,722         16,754,307         61,283,582         15,632,554         15,248,878
                                       ============       ============       ============       ============       ============
</TABLE>

  The accompanying notes are an integral part of these condensed consolidated
                             financial statements.

<PAGE>

                     TASKER CAPITAL CORP. AND SUBSIDIARIES
                         (A Development Stage Company)

                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                             SIX MONTHS ENDED JUNE 30,            INCEPTION
                                                          -------------------------------       May 13, 1996
                                                              2005               2004         TO June 30, 2005
                                                          ------------       ------------       ------------
<S>                                                       <C>                <C>                <C>
Cash flows from operating activities:
     Net loss                                             $ (6,996,987)      $ (2,020,081)      $(14,794,255)
     Adjustments to reconcile net loss to net cash
     used in operating activities:
     Depreciation and amortization                              36,919              6,992             79,405
     Noncash interest                                           35,331            833,805          2,782,526
     Stock based compensation                                  484,000            260,000          1,415,935
     Loss on equity investee                                    10,475                                10,475
     Common stock, warrants and options for services         2,577,262            277,500          3,262,776
     Changes in operating assets and liabilities:
        Accounts receivable                                   (225,364)                             (225,364)
        Inventories                                         (1,001,331)                           (1,101,129)
        Prepaid expenses                                      (327,026)          (104,478)          (769,358)
        Prepaid commissions                                    (45,000)                             (170,000)
        Accounts payable                                       706,350            (56,305)           978,423
        Accrued royalties                                                                            (70,000)
        Other accrued liabilities                             (175,932)           (55,000)           373,014
                                                          ------------       ------------       ------------

     Net cash used in operating activities                  (4,921,302)          (857,567)        (8,227,552)
                                                          ------------       ------------       ------------

Cash flows from investing activities:
     Purchases of property and equipment                      (430,361)            (3,481)          (545,254)
     Advances pursuant to notes                             (3,485,950)             8,009         (4,078,215)
     Purchase of license                                                                            (160,000)
     Investment in equity investee                            (718,000)                             (718,000)
     Acquisition costs paid                                   (571,463)                             (571,463)
     Payments for deposits and other                           (16,160)                              (39,880)
                                                          ------------       ------------       ------------

     Net cash provided by (used in) investing
     activities                                             (5,221,934)             4,528         (6,112,812)
                                                          ------------       ------------       ------------

Cash flows from financing activities:
     Proceeds from private placements, net                                                        14,615,337
     Proceeds from convertible debentures, net                                    800,000          2,065,532
     Proceeds from other notes payable                                                               524,850
     Exercise of warrants                                      167,250                             1,334,800
     Other                                                         774            137,020             49,938
                                                          ------------       ------------       ------------

     Net cash provided by financing activities                 168,024            937,020         18,590,457
                                                          ------------       ------------       ------------

Net increase (decrease) in cash and cash equivalents        (9,975,212)            83,981          4,250,093

Cash and cash equivalents, beginning of period              14,225,305             33,479
                                                          ------------       ------------       ------------

Cash and cash equivalents, end of period                  $  4,250,093       $    117,460       $  4,250,093
                                                          ============       ============       ============

Supplemental disclosures of cash flow information:
     Interest paid                                        $     27,125       $         --       $    141,239
                                                          ============       ============       ============

Supplemental disclosures of noncash investing and
financing activities:
     Conversion of debt and accrued interest
     into common stock                                    $    269,930       $         --       $  2,458,883
                                                          ============       ============       ============
     Warrants issued and embedded conversion
     feature associated with debt financing               $         --       $    800,000       $  2,184,600
                                                          ============       ============       ============

     Warrants issued for license                          $         --       $         --       $     42,344
                                                          ============       ============       ============
</TABLE>

  The accompanying notes are an integral part of these condensed consolidated
                             financial statements.

<PAGE>

                      TASKER CAPITAL CORP. AND SUBSIDIARIES
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

1.    NATURE OF OPERATIONS

Tasker Capital Corp. and its subsidiaries (collectively, "the Company" or
"Tasker") manufactures, distributes and markets products using a patented
process (the "pHarlo technology") that utilizes a solution that enables copper
sulfate, widely known for its bacteriostatic properties, to remain active
throughout a wide range of pH values. The Company currently markets Close
Call(TM), an anti-microbial oral hygiene breath drink that utilizes the pHarlo
technology and has begun clinical testing of the technology in the poultry
scalding process and in various seafood applications. The Company is continuing
its clinical research in the oral care, food processing, skin care and pet
products industries. As a result of the acquisition by the Company of certain
assets of pHarlo Citrus Technologies, Inc. ("PCTI"), Indian River Labs, LLC
("IRL"), pHarlo Citrus Properties Partnership, LLLP ("PCPP"), and Coast to Coast
Laboratories, LLC ("C2C", and together with PCTI, PCPP and IRL, the "Selling
Companies") in July 2005 (see Note 7), the Company now owns the utility patent
applications and provisional patent applications associated with the pHarlo
technology in the Company's field of use, and has entered into a new license
agreement for the base patents associated with the pHarlo technology.

The Company is in the development stage; therefore, recovery of its assets is
dependent upon future events, the outcome of which is indeterminable.

2.    UNAUDITED INTERIM STATEMENTS

The accompanying condensed consolidated financial statements of the Company for
the three and six month periods ended June 30, 2005 and 2004 are unaudited and
reflect all adjustments of a normal and recurring nature to present fairly the
consolidated financial position, results of operations and cash flows for the
interim periods. These unaudited condensed, consolidated financial statements
have been prepared by the Company pursuant to the instructions to Form 10-QSB.
Pursuant to such instructions, certain financial information and footnote
disclosures normally included in such financial statements have been condensed
or omitted.

These unaudited condensed consolidated financial statements should be read in
conjunction with the audited consolidated financial statements and notes
thereto, together with management's discussion and analysis or plan of
operations, contained in the Company's Annual Report on Form 10-KSB for the year
ended December 31, 2004. The results of operations for the three and six month
periods ended June 30, 2005 are not necessarily indicative of the results that
may occur for the year ending December 31, 2005.

The Company believes that cash on hand and cash flows from operations will
provide sufficient working capital to meet its base business objectives.
However, there may be circumstances that could accelerate the Company's use of
capital, including but not limited to, its ability to implement a profitable
business model, accelerated business growth, expedited product development and
expanded marketing campaigns that may require additional working capital beyond
the Company's existing capital resources. If this occurs, the Company, may from
time to time, incur indebtedness or issue, in public or private transactions,
equity or debt securities. There can be no assurance that suitable debt or
equity financing will be available to the Company.

<PAGE>

                      TASKER CAPITAL CORP. AND SUBSIDIARIES
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

3.    SELECTED ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS

Development Stage Company:

The Company is a development stage company as defined in the Statements of
Financial Accounting Standards ("SFAS") No. 7. The Company is devoting
substantially all of its present efforts to establish a new business and with
the exception of its brand Close Call(TM), which has not produced significant
revenues, none of its planned principal operations have commenced as of June 30,
2005. All losses accumulated since inception have been considered as part of the
Company's development stage activities.

Stock Based Compensation:

As allowed by SFAS No. 123. "Accounting for Stock-Based Compensation" (amended
by SFAS No. 148), the Company has elected to measure stock-based compensation
expense using the intrinsic value method prescribed by Accounting Principals
Board ("APB") No. 25 and provide disclosure-only provisions of SFAS No. 123.
Accordingly, compensation expense for stock options is measured as the excess,
if any, of the quoted market price of the Company's common stock at the date of
the grant over the exercise price an employee or director must pay to acquire
stock. If the Company had determined compensation expense based on the fair
value using the Black-Scholes option pricing model at the grant dates consistent
with SFAS Nos. 123 and 148, the pro forma effect on the Company's net loss and
net loss per common share would have been the following for the three and six
month periods ended June 30, 2005 and 2004 and the period of inception, May 13,
1996 to June 30, 2005:

<TABLE>
<CAPTION>
                                                                    Three Months Ended June 30,
                                                                  -------------------------------
                                                                      2005               2004
                                                                  ------------       ------------
<S>                                                               <C>                <C>
Net loss, as reported (See Note 5)                                $ (3,713,087)      $ (1,762,514)

Add: Stock based compensation included in net loss, as
reported                                                                                  260,000

 Less: Stock based compensation expense determined under the
fair value method                                                   (1,246,378)          (482,925)
                                                                  ------------       ------------

Net loss, pro-forma                                               $ (4,959,465)      $ (1,985,439)
                                                                  ============       ============

Basic and diluted loss per share, as reported                     $      (0.06)      $      (0.11)
                                                                  ============       ============

 Basic and diluted loss per share, pro-forma                      $      (0.08)      $      (0.12)
                                                                  ============       ============
</TABLE>

<PAGE>

                      TASKER CAPITAL CORP. AND SUBSIDIARIES
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                     Six Months Ended June 30,
                                                                  -------------------------------
                                                                      2005               2004         Since Inception
                                                                  ------------       ------------       ------------
<S>                                                               <C>                <C>                <C>
Net loss, as reported (See Note 5)                                $ (6,996,987)      $ (2,020,081)      $(14,794,255)

Add: Stock based compensation included in net loss, as
reported                                                               484,000            260,000          1,415,935

 Less: Stock based compensation expense determined under the
fair value method                                                   (3,523,428)          (511,737)        (6,425,178)
                                                                  ------------       ------------       ------------

Net loss, pro-forma                                               $(10,036,415)      $ (2,271,818)      $(19,803,498)
                                                                  ============       ============       ============

Basic and diluted loss per share, as reported                     $      (0.11)      $      (0.13)      $      (0.97)
                                                                  ============       ============       ============

 Basic and diluted loss per share, pro-forma                      $      (0.16)      $      (0.15)      $      (1.30)
                                                                  ============       ============       ============
</TABLE>

The following assumptions were applied in determining stock based compensation
expense under the fair value method:

                                         2005                          2004
                                     -------------                 -------------

Risk-free interest rate              2.10 - 3.44%                      3.25%
Expected option term                 2.5 - 5 years                 2.5 - 3 years
Expected price volatility                140%                          122%
Dividend yield                            --                            --

Basic and Diluted Loss Per Common Share:

Basic loss per common share is computed by dividing net loss available to common
stockholders by the weighted average number of common shares outstanding.
Diluted loss per common share is computed similar to basic loss per common share
except that the denominator is increased to include common stock equivalents.
The Company's common stock equivalents currently include stock options,
convertible debentures and warrants. Unexercised stock options and warrants to
purchase common stock and debentures convertible into common stock as of June
30, 2005 are as follows:

      Options                                    18,614,999
      Warrants                                    7,847,350
      Convertible Debentures                      2,540,000
                                                 ----------

                                                 29,002,349
                                                 ==========

<PAGE>

                      TASKER CAPITAL CORP. AND SUBSIDIARIES
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

The foregoing common stock equivalents were excluded from the calculation of net
loss per common share because the inclusion of any additional shares would be
antidilutive.

Reclassifications:

Certain prior period amounts have been reclassified and restated (see Note 5) to
conform to the 2005 presentation.

Recent Accounting Pronouncements:

In December 2004, the Financial Accounting Standards Board ("FASB") issued SFAS
No. 123(R), "Accounting for Stock-Based Compensation (Revised)." SFAS No. 123(R)
supersedes APB No. 25 and its related implementation guidance. SFAS No. 123(R)
establishes standards for the accounting for transactions in which an entity
exchanges its equity instruments for goods or services. It also addresses
transactions in which an entity incurs liabilities in exchange for goods or
services that are based on the fair value of the entity's equity instruments or
that may be settled by the issuance of those equity instruments. SFAS No. 123(R)
focuses primarily on accounting for transactions in which an entity obtains
employee services in share-based payment transactions. SFAS No. 123(R) requires
a public entity to measure the cost of employee services received in exchange
for an award of equity instruments based on the grant-date fair value of the
award (with limited exceptions). That cost will be recognized over the period
during which an employee is required to provide service in exchange for the
award the requisite service period (usually the vesting period). No compensation
costs are recognized for equity instruments for which employees do not render
the requisite service. The grant-date fair value of employee share options and
similar instruments will be estimated using option-pricing models adjusted for
the unique characteristics of those instruments (unless observable market prices
for the same or similar instruments are available). If an equity award is
modified after the grant date, incremental compensation cost will be recognized
in an amount equal to the excess of the fair value of the modified award over
the fair value of the original award immediately before the modification.

The Company currently utilizes the Black-Scholes option pricing model to measure
the fair value of stock options granted to employees. While SFAS No. 123R
permits entities to continue to use such a model, it also permits the use of a
"lattice" model. The Company expects to continue using the Black-Scholes option
pricing model upon adoption of SFAS No. 123R to measure the fair value of stock
options.

The adoption of this statement will have the effect of reducing net income and
income per share as compared to what would be reported under the current
requirements. These future amounts cannot be precisely estimated because they
depend on, among other things, the number of options issued in the future, and
accordingly, the Company has not determined the impact of adoption of this
statement on its results of operations.

In November 2004, the FASB issued SFAS No. 151, "Inventory Costs-an amendment of
ARB No. 43, Chapter 4". SFAS No. 151 has been issued to clarify the accounting
for abnormal amounts of idle facility expense, freight, handling costs, and
wasted material (spoilage), which requires that those items be recognized as
current-period charges regardless of whether they meet the criterion of "so
abnormal." In addition, SFAS No. 151 requires that allocation of fixed
production overheads to the costs of conversion be based on the normal capacity
of the production facilities. Management of the Company does not believe the
effects of SFAS No. 151 will have a material effect on the consolidated
financial statements, as the Company has not incurred any inventory costs that
meet the definition of "so abnormal."

<PAGE>

                      TASKER CAPITAL CORP. AND SUBSIDIARIES
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

4.    STOCKHOLDERS' EQUITY

In December 2004, the Company completed the private placement of 9,406,250
shares of its common stock with several accredited investors for an aggregate
purchase price of $15,050,000 or $1.60 per share. The common shares related to
this private placement were issued in 2005.

In February 2005, a secured promissory note holder exchanged his note in the
amount of $49,950, plus interest and services rendered over the past two years
for 32,272 restricted common shares at $1.65, or $2.30 less than the market
value of the stock on the date of the exchange. In connection with the exchange,
the Company recognized approximately $74,000 of consulting fees during the six
month period ended June 30, 2005.

During the six month period ended June 30, 2005, stockholders' equity was also
increased as a primary result of (i) the issuance of options for vendor services
of approximately $2.5 million, (ii) employee stock-based compensation of
approximately $484,000, (iii) the conversion of approximately $220,000 of
convertible debentures and accrued interest into approximately 3,650,000 shares
of common stock and (iv) the exercise of approximately 2.5 million options and
warrants generating cash proceeds of approximately $167,000.

5.    RESTATEMENT OF CERTAIN TRANSACTIONS AS OF JUNE 30, 2004 AND FOR THE THREE
      AND SIX MONTH PERIODS THEN ENDED

In connection with the audit of the Company's consolidated financial statements
as of and for the year ended December 31, 2004, the Company recorded adjustments
to account for certain 2004 transactions described below. These adjustments
impact the 2004 net loss as previously reported in the Company's Form 10-QSB for
the quarterly period ended June 30, 2004, filed on August 16, 2004. Accordingly,
the accompanying 2004 condensed consolidated statement of operations have been
restated to give effect to these adjustments.

The adjustments included (1) a stock based compensation charge for "in the
money" options issued to employees (2) the recognition of additional value
allocated to warrants and an embedded conversion feature associated with the
April 2004 convertible debentures (an increase of the debt discount) and the
immediate amortization of such discount as a result of the Company's violation
of certain covenants of the April 2004 convertible debentures and (3) a
compensation charge to reflect the market value of common stock issued to
consultants for services rendered.

Following is a reconciliation of 2004 net loss as previously reported in the
Company's Form 10-QSB for the quarterly period ended June 30, 2004, filed on
August 16, 2004, to 2004 net loss as reported in the accompanying condensed
consolidated statement of operations.

<PAGE>

                      TASKER CAPITAL CORP. AND SUBSIDIARIES
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                               Three months           Six months
                                                                                  Ended                 Ended
                                                                              June 30, 2004         June 30, 2004
                                                                             ----------------      ----------------
<S>                                                                          <C>                   <C>
Net loss, as previously reported                                             $        425,014      $        682,581

Stock-based compensation                                                              260,000               260,000

Non cash interest related to April debentures                                         800,000               800,000

Stock issued for services                                                             277,500               277,500
                                                                             ----------------      ----------------

Net loss, per accompanying condensed consolidated statement of
operations                                                                   $      1,762,514      $      2,020,081
                                                                             ================      ================

Basic and diluted loss per share, as previously reported                     $          (0.03)     $          (0.04)
                                                                             ================      ================

 Basic and diluted loss per share, per the accompanying condensed
consolidated statement of operations                                         $          (0.11)     $          (0.13)
                                                                             ================      ================
</TABLE>

6.    OTHER ITEMS

(a) Advances to PCTI, PCTI-related entities and others

During the six month period ended June 30, 2005, pursuant to a series of loan
agreements, the Company loaned an additional $2,532,935 (including $136,000 paid
to a vendor on behalf of PCTI). The loans bore an interest rate at 7% per annum
(0% for the first six months) and had terms of 1 year. The loans represented
cash advances against bonus payments due under the then contemplated acquisition
(see Note 7) to the principals of the Selling Companies supported by the
following promissory notes: January 9, 2005 note with Barry Cummins-$250,000;
January 3, 2005 note with David Creasy-$100,000; March 1, 2005 note with David
Creasy-$150,000; January 10, 2005 note with David Dickinson-$100,000 and March
4, 2005 note with David Dickinson-$150,000. In addition, three $100,000 loans
and one $75,000 loan was advanced to PCPP as promissory notes on January 20,
2005, February 15, 2005, March 7, 2005 and March 31, 2005 each loan representing
working capital to the pHarlo group of companies to build out and fund their
manufacturing facilities and one $100,000 loan to C2C on March 3, 2005. On March
28, 2005 the Company advanced to David Creasy, one of the principals of IRL,
$625,000 evidenced by a promissory note. The Company made the following advances
in the form of promissory notes to PCPP as working capital until the acquisition
was finalized: April 20, 2005-$100,000, May 19, 2005-$50,000, June 14,
2005-$50,000. Similarly, the Company made the following advances in the form of

<PAGE>

                      TASKER CAPITAL CORP. AND SUBSIDIARIES
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

promissory notes to C2C as working capital until the acquisition was finalized:
May 25, 2005-$25,000 and June 29, 2005-$15,000. In addition, the Company made
the following advances in the form of promissory notes to PCTI as working
capital until the acquisition was finalized: May 11, 2005-$62,114, May 27,
2005-$100,000, June 2, 2005-$20,000, June 14, 2005-$52,816, June 27,
2005-$52,005. On June 29, 2005 the Company advanced $20,000 to IRL in the form
of promissory notes, as working capital until the acquisition was finalized. All
of the above loans issued during the quarter ended June 30, 2005 were cancelled
on July 15, 2005 upon the completion of the acquisition of certain assets of
IRL, PCTI, PCPP and C2C, with the exception of the March 28, 2005 note with
David Creasy in the amount of $625,000.

In February 2005 and April 2005, the Company advanced an aggregate of $620,000
and $320,000, respectively, towards the contemplated acquisition of an
additional 73% of Biofilm Strategies Corporation ("Biofilm"). Through an April
27, 2005 stock purchase agreement, the Company currently owns a 27% interest in
Biofilm (See Note 6c). The parties continue to negotiate the terms of the
acquisition. There can be no assurance that the acquisition will close. Should
the acquisition not close, the Company will seek the repayment of the funds
advanced.

(b) Inventories

Inventories consisted of the following at June 30, 2005:

      Raw Materials                     $  748,364
      Work in Process                       48,315
      Finished Goods                       304,450
                                        ----------

                                        $1,101,129
                                        ==========

(c) Investment in Equity Investee

On April 27, 2005, the Company purchased 359,000 shares of common stock (or 27%)
of Biofilm Strategies Corporation for an aggregate purchase price of $718,000.
The Company accounts for this investment under the equity method of accounting.
Under the equity method of accounting, the investment is recorded at cost and
adjusted by the Company's share of undistributed earnings or losses.

(d) Lease

On April 19, 2005, the Company entered into a five year lease effective May 1,
2005 to lease executive office space at Corporate Center, 39 Old Ridgebury
Road-Suite 14, Danbury, CT 06817 at an annual base rent of $173,660, subject to
modest annual increases thereafter. On May 1, 2005, the Company relocated to
this address.

<PAGE>

                      TASKER CAPITAL CORP. AND SUBSIDIARIES
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

(e) Agreement Default

On April 30, 2005, the prospectuses relating to resales of the Company's stock
by holders of securities who purchased in the April 2004 and July 2004 private
placements became stale. To date, the Company has not filed an amendment to the
registration statements of which these prospectuses form a part. Because certain
stockholders are not currently entitled to sell their shares pursuant to these
registration statements, the Company is in default of its obligations under the
Registration Rights Agreements entered into as part of the April 2004 and July
2004 private placements. As of June 30, 2005, the Company has accrued a $62,000
liability associated with this event. Damages and interest will continue to
accrue until the default is cured. The Company will file an amendment to these
registration statements as soon as reasonably practicable.

7.    SUBSEQUENT EVENTS

(a) Acquisition of pHarlo Assets:

In July 2005, the Company executed an Asset Purchase Agreement with PCTI, IRL,
PCPP and C2C whereby the Company purchased all of the functional assets of the
selling Companies that relate to the Company's product lines and fields of use,
including, but not limited to, utility patent applications, equipment,
inventories and existing contracts. The purchase price of approximately $62.7
million includes (i) approximately 19 million shares of the Company's common
stock valued at approximately $57 million, (ii) an approximate $1.9 million 3.4%
promissory note, (iii) approximately $1.4 million of cash and (iv) approximately
$2.4 million of cancelled promissory notes issued to the Company by the Selling
Companies and certain equity holders of the Selling Companies (see Note 6a).

The Asset Purchase Agreement will be recorded as a purchase transaction in
accordance with SFAS No. 141, "Business Combinations". The total purchase price
will be primarily allocated to patents and goodwill. The value of these
intangible assets and their respective amortization periods have yet to be
determined.

Following is an unaudited condensed combined balance sheet of the Selling
Companies as of March 31, 2005 (the latest date practicable). It is not
anticipated that the June 30, 2005 condensed combined balance sheet will be
materially different from the March 31, 2005 condensed combined balance sheet:

      Cash                                                    $   189,000
      Other current assets                                         52,000
                                                              -----------

      Total current assets                                        241,000

      Property and equipment                                      528,000
      License receivable                                          930,000
                                                              -----------

                                                              $ 1,699,000
                                                              ===========

      Accounts payable and accrued liabilities                $    89,000
      Notes payable, current portion                              937,000
      Unearned license fee                                      1,000,000
      Deferred revenue                                            385,000
                                                              -----------

      Total current liabilities                                 2,411,000

      Notes payable, less current portion                         152,000

      Common stock and members capital                          1,501,000
      Accumulated deficit                                      (2,365,000)
                                                              -----------

      Capital deficiency                                         (864,000)
                                                              -----------

                                                              $ 1,699,000
                                                              ===========

<PAGE>

                      TASKER CAPITAL CORP. AND SUBSIDIARIES
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

(b) Subsequent common stock issuances:

Through August 15, 2005, the Company issued an additional 19.4 million common
shares in connection with the following:

      Acquisition of pHarlo assets                              18,992,388
      Debenture conversions                                        440,000
      Warrants                                                      10,000
                                                                ----------

                                                                19,442,388
                                                                ==========

<PAGE>

                          PART II -- OTHER INFORMATION

Item 6. Exhibits.

Furnish the exhibits required by Item 601 of Regulation S-B.

(a)   Exhibits

      See Exhibit Index.

                                   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.

                                                TASKER CAPITAL CORP.

                                                By: /s/ Robert P. Appleby
                                                    ----------------------------
                                                    Robert P. Appleby
                                                    Chief Executive Officer

August 22, 2005

<PAGE>

                                  Exhibit Index

2.1*        Asset Purchase Agreement by and among Tasker Capital Corp. and
            Tasker Products IP Holdings Corp. (as "Buyers") and Indian River
            Labs, L.L.C., pHarlo Citrus Technologies, Inc., pHarlo Citrus
            Properties Partnership, LLLP and Coast to Coast Laboratories, LLC
            (as "Sellers") dated July 15, 2005.

4.1*        Cummins Lock-Up Agreement dated July 15, 2005.

4.2*        Creasey Lock-Up Agreement dated July 15, 2005.

4.3*        Dickinson Lock-Up Agreement dated July 15, 2005.

4.4*        Smith Lock-Up Agreement dated July 15, 2005.

10.46**     Loan Agreement by and between Pharlo Citrus Properties Partnership,
            LLLP and Tasker Capital Corp., dated April 20, 2005.

10.47**     Loan Agreement by and between Pharlo Citrus Properties Partnership,
            LLLP and Tasker Capital Corp. dated May 19, 2005.

10.48**     Loan Agreement by and between Pharlo Citrus Properties Partnership,
            LLLP and Tasker Capital Corp. dated June 14, 2005.

10.49**     Loan Agreement by and between Pharlo Citrus Properties Partnership,
            LLLP and Tasker Capital Corp. dated July 6, 2005.

10.50**     Loan Agreement by and between Coast to Coast Laboratories LLC and
            Tasker Capital Corp. dated May 25, 2005.

10.51**     Loan Agreement by and between Coast to Coast Laboratories LLC and
            Tasker Capital Corp. dated June 29, 2005.

10.52**     Loan Agreement by and between Pharlo Citrus Technologies and Tasker
            Capital Corp. dated May 11, 2005.

10.53**     Loan Agreement by and between Pharlo Citrus Technologies and Tasker
            Capital Corp. dated May 27, 2005.

10.54**     Loan Agreement by and between Pharlo Citrus Technologies and Tasker
            Capital Corp. dated June 2, 2005.

10.55**     Loan Agreement by and between Pharlo Citrus Technologies and Tasker
            Capital Corp. dated June 14, 2005.

10.56**     Loan Agreement by and between Pharlo Citrus Technologies and Tasker
            Capital Corp. dated June 27, 2005.

10.57**     Loan Agreement by and between Pharlo Citrus Technologies and Tasker
            Capital Corp. dated July 12, 2005.

10.58**     Loan Agreement by and between Indian River Labs and Tasker Capital
            Corp. dated June 29, 2005.

10.59**     Stock Purchase Agreement between Electric Aquagenies Unlimited, Inc.
            and Tasker Capital Corporation dated April 22, 2005.

<PAGE>

10.60**     Amendment No. 2 to Executive Employment Agreement, dated August 10,
            2005, between Tasker Capital Corp. and Robert P. Appleby.

10.61**     Amendment No. 2 to Executive Employment Agreement, dated August 10,
            2005, between Tasker Capital Corp. and James Burns.

10.62*      Patent Technology Sublicense Agreement made as of July 15, 2005 by
            and among pHarlo IP, LLC, Tasker Capital Corp. and Tasker Products
            IP Holdings Corp.

10.63*      Promissory Note executed by Tasker Capital Corp to Indian River
            Labs, L.L.C. dated July 15, 2005.

31.1***     Rule 13a-14(a)/15d-14(a) Certification by Chief Executive Officer

31.2***     Rule 13a-14(a)/15d-14(a) Certification by Chief Financial Officer

32.1***     Section 1350 Certifications by Chief Executive Officer.

32.2***     Section 1350 Certifications by Chief Financial Officer.

* Incorporated by reference to the Registrant's Form 8-K filed on July 21, 2005.

** Previously filed with the Registrant's Quarterly Report on Form 10-QSB for
the quarter ended June 30, 2005, filed on August 15, 2005.

*** Filed herewith.