SECURITIES
AND EXCHANGE COMMISSION





Washington,
D.C.  20549


______________________





FORM
10-KSB





[
X ] Annual Report under Section 13 or 15(d) of the Securities Exchange Act of
1934





For the
fiscal year ended December 31, 2007





OR





[   ]   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: 000-52227





SECURE NETWERKS,
INC.


(Name of
Small Business Issuer in Its Charter)








Delaware
            
            20-4910418(State
      or Other Jurisdiction
              of
      Incorporation or Organization)
            
            (IRS
      Employer
              Identification
      No.)10757
      So. River Front Pkwy, Suite 125South
      Jordan, Utah
            
            84095(Address
      of Principal Executive Offices)
            
            (Zip
      Code)








(801) 816-2570Issuer’s
      Telephone Number, Including Area Code








Securities
registered under Section 12(b) of the Exchange Act: None





Securities
registered under Section 12(g) of the Exchange
Act:  None











Check whether the issuer is not
required to file reports pursuant to Section 13 or 15(d) of the Exchange
Act.[  ]





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 [ 
]





Check if there is no disclosure of
delinquent filers in response to Item 405 of Regulation S-B is not contained in
this form, and no disclosure will be contained, to the best of the registrant’s
knowledge, in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-KSB or any amendment to this Form 10-KSB.
[  ]





Indicate by check mark whether the
registrant is a shell company (as defined in Rule 12b-2 of the Exchange
Act).  Yes [  ] No [X]





The Company’s revenues for the fiscal
year ending December 31, 2007 were $375,091.





The aggregate market value of the
Company’s voting stock held by non-affiliates computed by reference to the
closing price as quoted on the NASD Electronic Bulletin Board on March 28, 2008,
was approximately $35,000.  For purposes of this calculation, voting
stock held by officers, directors, and affiliates has been
excluded.





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.  As of March 28, 2008, the Company had outstanding 500,000
shares of common stock, par value $0.001 per share.








DOCUMENTS
INCORPORATED BY REFERENCE





None.








Transitional Small Business Disclosure
Format (check one)  [  ] Yes [x] No



























































TABLE
      OF CONTENTSPART
      I.
            1ITEM
      1:  DESCRIPTION OF BUSINESS
            1ITEM
      2.  DESCRIPTION OF PROPERTY
            10ITEM
      3.  LEGAL PROCEEDINGS
            10ITEM
      4:  SUBMISSION ON MATTERS TO A VOTE OF SECURITY
      HOLDERS
            10PART
      II
            10ITEM
      5:  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER
      MATTERS.
            10ITEM
      6.  MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF
      OPERATION
            11ITEM
      7:  FINANCIAL STATEMENTS REQUIRED BY FORM 10-KSB
            14ITEM
      8  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
            26ITEM
      8A:  CONTROLS AND PROCEDURES
            26ITEM
      8B:  OTHER INFORMATION
            26PART
      III
            26ITEM
      9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, CONTROL PERSONS
      AND CORPORATE GOVERNANCE; COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE
      ACT
            26ITEM
      10.  EXECUTIVE COMPENSATION
            28ITEM
      11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
      MANAGEMENT AND RELATED STOCKHOLDER MATTERS
            29ITEM
      12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND
      DIRECTOR INDEPENDENCE
            30ITEM
      13:  EXHIBITS AND REPORTS ON FORM 8-K.
            30ITEM
      14:  PRINCIPAL ACCOUNTANT FEES AND SERVICES
            31







FORWARD
LOOKING STATEMENTS





THIS ANNUAL REPORT ON FORM 10-KSB, IN
PARTICULAR “ITEM 6. MANAGEMENT’SDISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS” AND “ITEM 1. BUSINESS,”
INCLUDE “FORWARD-LOOKING STATEMENTS” WITHIN THE MEANING OF SECTION 21E OF THE
SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.  THESE STATEMENTS
REPRESENT THE COMPANY’S EXPECTATIONS OR BELIEFS CONCERNING, AMONG OTHER THINGS,
FUTURE REVENUE, EARNINGS, AND OTHER FINANCIAL RESULTS, PROPOSED ACQUISITIONS AND
NEW PRODUCTS, ENTRY INTO NEW MARKETS, FUTURE OPERATIONS AND OPERATING RESULTS,
FUTURE BUSINESS AND MARKET OPPORTUNITIES.  THE COMPANY WISHES TO
CAUTION AND ADVISE READERS THAT THESE STATEMENTS INVOLVE RISK AND UNCERTAINTIES
THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THE EXPECTATIONS AND
BELIEFS CONTAINED HEREIN.  FOR A SUMMARY OF CERTAIN RISKS RELATED TO
THE COMPANY’S BUSINESS, SEE “RISK FACTORS.” UNDER “ITEM
1.  DESCRIPTION OF BUSINESS.”





Unless the context requires otherwise,
references to the Company are to Secure Netwerks, Inc.





PART
I.





ITEM
1:  DESCRIPTION OF BUSINESS





Cautionary
Factors That May Affect Future Results (Cautionary Statements Under the Private
Securities Litigation Reform Act of 1995)





The disclosure and analysis set forth
herein contains certain forward looking statements, particularly statements
relating to future actions, performance or results of current and anticipated
products and services, sales efforts, expenditures, and financial
results.  From time to time, the Company also provides forward-looking
statements in other publicly-released materials, both written and
oral.  Forward-looking statements provide current expectations or
forecasts of future events such as new products or services, product approvals,
revenues, and financial performance.  These statements are identified
as any statement that does not relate strictly to historical or current
facts.  They use words such as “anticipates,” “intends,” “plans,”
“expects,” “will,” and other words and phrases of similar meaning.  In
all cases, a broad variety of assumptions can affect the realization of the
expectations or forecasts in those statements.  Consequently, no
forward-looking statement can be guaranteed.  Actual future results
may vary materially.





The Company undertakes no obligation to
update any forward-looking statements, but investors are advised to consult any
further disclosures by the Company on this subject in its subsequent filings
pursuant to the Securities Exchange Act of 1934.  Furthermore, as
permitted by the Private Securities Litigation Reform Act of 1995, the Company
provides these cautionary statements identifying risk factors, listed below,
that could cause the Company’s actual results to differ materially from expected
and historical results.  It is not possible to foresee or identify all
such factors.  Consequently, this list should not be considered an
exhaustive statement of all potential risks, uncertainties and inaccurate
assumptions.





1


RISK
FACTORS





Operating Risks





Our Independent Auditors Have
Expressed Uncertainty About Our Ability to Continue as a Going Concern, Which
May Dissuade Others From Doing Business With Us.  Our
independent auditors have raised substantial doubt about our ability to continue
as a going concern.  Because other organizations that seek to do
business with Secure Netwerks often request a copy of our audit report, their
perception of our company may be negatively influenced.  For example,
we may not be able to obtain invoice payment terms and price discounts from
equipment manufacturers because we may be viewed as a credit risk, which could
lead to a loss of sales opportunities if we do not have sufficient cash flow to
pay for our inventory upon receipt or cannot make a profit on the sale of such
equipment without such discounts.  To date, no manufacturers have
discontinued their discount programs with us, but we cannot assure you that such
manufacturers will continue to provide us discounts in the future.





We Risk Losing Some of Our Key
Personnel Because of Our Fluctuating Revenues and Cash Flows.Secure Netwerks’
success depends, in large part, upon the talents and skills of its management
and key personnel, principally Chene Gardner, our Chief Executive Officer, and
Ryan Gloshen and Jonathon Bish, our principal salespersons.  Our sales
force is paid variable amounts based largely upon sales receipts, and therefore
their incomes can fluctuate substantially from month to month..  To
the extent that any of our key personnel are unable or refuse to continue their
association with Secure Netwerks, a suitable replacement would have to be
found.  We do not have employment agreements with any of our personnel
and therefore we do not have restrictions on the ability of former employees to
compete with us.  Further, we do not have key man life insurance on
any person in our company and could not therefore be compensated for the loss of
any individual due to death or disability.  We cannot assure you that
we would be able to find suitable replacements for our existing management
personnel or technical personnel or that we could retain such replacements for
an affordable amount.





Our Chief Executive Does Not Work
Exclusively for Secure Netwerks and May Face Time Conflicts Which Could
Compromise His Availability to Manage Our Company.Chene Gardner,
our Chief Executive Officer, is also the controller for SportsNuts, Inc. the
Chief Financial Officer for Cancer Therapeutics, Inc., and the Chief Executive
Officer for Global Network, Inc.  His role in these organizations puts
substantial constraints on his time which may detract from his ability to manage
the business of Secure Netwerks effectively.  Mr. Gardner spends
approximately one third of his time working for Secure Netwerks.  We
cannot assure you that Mr. Gardner will be able to avoid scheduling and time
conflicts in the future, which may impair his performance as our Chief Executive
Officer.





Our Business is Inherently Risky Because
of Fluctuations in Cash Receipts From Our Customers.  The
information technology hardware business is inherently risky.  Gross
profit margins for basic computer hardware are generally small and therefore we
seek to sell more sophisticated and customized equipment which generally
requires deep relationships with larger organizations.  These larger
organizations are themselves customarily subject to budget constraints regarding
capital equipment purchases which can cause our cash receipts to fluctuate
depending on the budget cycle for a particular institutional
customer.  If our sales and outsourced services do not generate enough
cash flow to meet our operating expenses (such as debt service, capital
expenditures, and legal and accounting fees), our ability to develop and expand
our business and become profitable will be adversely affected.  We
have periodically experienced cash flow difficulties which have resulted in an
accumulated deficit of $238,724 as of December 31, 2007.





We Risk Losing Business Due to
In-House Technology Personnel.We have found an increasing
tendency of medium sized businesses to rely on internal personnel to service and
maintain


2


computer
networks, even if such personnel are not properly trained to perform the tasks
required.  Because these persons may not be adequately trained, they
may not be aware of the needs of their businesses to acquire updated
equipment.  In addition, even though these persons remain the point of
contact for our sales personnel, they are typically unable to make purchasing
decisions regarding computer equipment without securing permission from
management or another department who may be resistant to such purchases without
having interface with a trained sales representative.  Finally,
internal technology personnel can also themselves be resistant to bids for
service projects because they may feel threatened by specialized outside service
technicians who are generally more skilled and may detect errors in the manner
in which systems and networks have been managed by in-house personnel in the
past.  If the trend of relying on internal technology personnel
continues, we may not be able to secure agreements with medium-sized
organizations or may be forced to dramatically change our sales techniques which
have no guarantee of success.





Our Business Could be Adversely
Affected From Cheaper Outsourced Services Provided
Overseas.  We are facing increasing competition from outsourced
lower overhead firms in India, Russia, and other rapidly developing technology
sectors around the world.  These firms also have access to low-cost
personnel who are fluent in English and are proficient in software languages,
which enable them to bid for service projects at a substantially reduced rate
from what we are able to provide.  Although there are certain
configuration, testing and setup services which are difficult to provide
remotely, we cannot assure you that such firms will not be able to provide such
services in the future and that our revenues will not be adversely
affected.





We will Require Additional Financing
for Expansion and other Functions Which Might Only be Procured on
Disadvantageous Terms.  We will likely require substantial
additional capital in the future for expansion, business development, marketing,
computer software and systems, overhead, administrative, and other expenses such
as additional payroll and employee training.  We cannot assure you
that we will be able to raise additional funds or that financing will be
available to Secure Netwerks on acceptable terms.  Lack of additional
funds could negatively affect our business, particularly if we do not possess
sufficient cash or are not provided credit facilities to purchase equipment in
connection with a large customer order.





You Could be Adversely Impacted from
Any Additional Financing We Receive Due to Dilution or Restrictive
Covenants.  Your investment in Secure Netwerks could be
negatively affected because of certain factors which may accompany any
financing.  For example, we may issue our equity securities or
securities convertible into our equity at an effective price which causes
substantial dilution to your ownership in Secure Netwerks.  Any such
financing may also contain provisions which may restrict our ability to
consummate certain transactions such as a pledge or sale of our assets, an
extension of credit, or borrowings, all of which may impair the operation of our
business.





We Compete With Substantially Larger
Companies That May be Better Positioned to Win Larger and More Profitable
Contracts.  In attempting to market our services to medium and
larger organizations, we compete with substantially larger companies which have
greater name recognition and financial resources to price their services and, in
particular, computer products which are purchased through
them.  Accordingly, we may not be able to effectively compete for
larger outsourcing and purchasing contracts unless and until we possess
additional financial, marketing, and technical resources.





We May Lose Our Status as an
Authorized Reseller Which Could Prevent Us From Selling Certain Computer
Equipment.  Secure Netwerks success and its outsourced service
contracts are substantially dependent upon our ability to deliver our clients
high quality products which requires that we continue as an authorized reseller
for manufacturers.  These manufacturers typically have various
conditions which must be met in order to retain such reseller authorization,
such as product proficiency


3


certifications,
licenses, and volume purchases.  Because computer equipment and
related software is constantly being modified and upgraded, we may lose our
status as an authorized reseller because we have not provided sufficient ongoing
training to our employees.  Furthermore, we could also lose such
status because we lack the financial capacity to secure large volume
orders.  Where we purchase equipment from a wholesale reseller instead
of the manufacturer, we do not control whether or not our suppliers continue to
sell us such wholesale products.  Any substantial interruption in our
ability to supply discounted products to our clients would have a material
adverse effect on our business, operating results, and financial
condition.





Investment Risks





A Purchase of Secure Netwerks Shares
is a Speculative Investment Because We Have a Limited Operating History and a
History of Losses.  Secure Netwerks’ shares are a speculative
investment. To date, Secure Netwerks has generated net losses and we cannot
guarantee that we will ever generate a profit in the future.  As of
December 31, 2007, Secure Netwerks has an accumulated deficit of
$238,724.  Secure Netwerks is not guaranteed to continue to make sales
of computer products or related outsourced services.  If Secure
Netwerks continues to generate losses and we are unsuccessful at decreasing
Secure Netwerks’ operating costs or raising investment capital, it is unlikely
that Secure Netwerks would be able to meet its financial obligations and you
could lose your entire investment.





No Active
Market.  Although the Company’s shares are traded on the NASD
Electronic Bulletin Board, the Company believes that the public trading price
may be an inaccurate representation of the value of the Company because there is
little or no trading volume in the Company’s shares and no analysts or NASD
market makers actively follow the Company.





We Have Never Issued a Dividend and
You May Never Receive a Dividend in the Future and Must Rely Solely on a
Possible Increase in the Value of Your Shares to Achieve any Return on Your
Investment in Lieu of Dividend Income.  Secure Netwerks has
never issued a dividend and we do not anticipate paying dividends on our common
stock in the foreseeable future.  Consequently, you should not rely on
an investment in Secure Netwerks if you require dividend income.  Any
return on your investment in Secure Netwerks will come from the potential
appreciation in the value of your shares, which is inherently uncertain and
unpredictable.  Furthermore, we may also be restricted from paying
dividends in the future pursuant to subsequent financing arrangements or
pursuant to Delaware law.





Because Our Liability is Limited,
Neither You nor Secure Netwerks May be Able to Hold Management Liable for
Certain Breaches of Duty.  Secure Netwerks has adopted
provisions in its Certificate of Incorporation which limit the liability of our
officers and directors and provisions in our bylaws which provide for
indemnification by Secure Netwerks of our officers and directors to the fullest
extent permitted by Delaware corporate law.  Secure Netwerks’
Certificate of Incorporation generally provide that its directors shall have no
personal liability to Secure Netwerks or its stockholders for monetary damages
for breaches of their fiduciary duties as directors, except for breaches of
their duties of loyalty, acts or omissions not in good faith or which involve
intentional misconduct or knowing violation of law, acts involving unlawful
payment of dividends or unlawful stock purchases or redemptions, or any
transaction from which a director derives an improper personal
benefit.  Such provisions substantially limit your ability to hold
directors liable for breaches of fiduciary duty.





You Could be Diluted from the
Issuance of Additional Common and Preferred Stock.  Presently,
Secure Netwerks has 500,000 shares of common stock outstanding and no shares of
preferred stock outstanding.  Secure Netwerks is authorized to issue
up to 100,000,000 shares of common stock and 10,000,000 shares of preferred
stock.  To the extent of such authorization, the Secure Netwerks board
of directors will have the ability, without seeking shareholder approval, to
issue additional shares of






4




common
stock in the future for such consideration as the board may consider
sufficient.  The issuance of additional common stock in the future may
reduce your proportionate ownership and voting power.





CORPORATE
ORGANIZATION





Secure
Networks, Inc. was initially formed in the state of Utah on February 4, 2004,
and was subsequently reincorporated in Delaware on February 14, 2007 as Secure
Netwerks, Inc.  Secure Netwerks was a wholly-owned subsidiary of
SportsNuts, Inc., a Delaware corporation traded on the OTC Electronic Bulletin
Board that files reports with the Securities and Exchange Commission under
Sections 13(a) and 15(d) of the Securities Exchange Act of 1934.  On
March 1, 2007, the shares of Secure Netwerks were spun-off to the shareholders
of SportsNuts, Inc.  As of March 24, 2008, Secure Netwerks had 266
shareholders of record.





THE
BUSINESS OF SECURE NETWERKS





Overview





Secure
Netwerks is a computer and technology hardware reseller to businesses and other
organizations.  Most of our clients are small and medium sized
organizations, although we do attempt to market our products and services to
larger organizations.  We also outsource technology-related services
to provide a full solution basket of technology products and services including
hardware, software, network development and services.  Our clients
consist of some retail purchasers and small to medium-


sized
organizations, operating mostly in North America, but do have occasional clients
in Europe.  Our website is located at www.securenetwerks
..com.





Every
company is different, and we treat every company differently depending on their
needs assessment.  Our assessment of client technology needs does not
just involve building technology systems.  We focus on the business
strategies of our clients. The highlights of Secure Network’s approach include a
phase, often around eight weeks, entitled Technology Discovery Session (TDS),
that identifies the data, technical, business and functional requirements,
creates a conceptual design of the overall solution, develops a visual prototype
of the application, and delivers a solution roadmap for
implementation.





We first
focus on collecting current hardware, software and procedures, business
processes, personnel requirements and any other additional information that is
deemed necessary. We then document the collected information to the extent
required to adequately define the desired result. Subsequently, we focus on
developing the future hardware, software and procedures to support the
technology drivers for the organization. As part of this approach, we identify
gaps between the client’s technology and their desired technology.  We
identify improvement / effectiveness measures that will assist the organization
in achieving its current and future vision.





Many
client organizations not only need the information technology products that we
sell, but they need some of the services our partner
provides.   Acadia Technologies, Inc. is our partner that
provides these services including installation, network design, website
development, website hosting, and telephony networking.  We pay Acadia
Technologies $30 an hour per service person, and 50% of the profit received for
the service provided to our clients.  We do not have a written
agreement with Acadia Technologies, Inc., but continue to work together on
projects. We have maintained a relationship with Acadia Technologies since we
started our business in February, 2004.  We pay Acadia Technologies
50% of the profit we receive from each client Acadia Technologies refers to
us.  Historically, Acadia Technologies has referred approximately 25%
of our clients to us.  Acadia Technologies only gets paid when we get
paid by our clients.






5





Our
Approach





Sales and
Marketing.  We focus our sales and marketing efforts primarily
in the


intermountain
west region including Utah, Montana, Wyoming, Idaho, Nevada, New Mexico, and
Colorado.  Our direct sales and support personnel provide new account
creation and management, enhanced communications and long-term
relationship-building with our existing and potential
customers.  Given the current need of businesses and other
organizations in the western United States for information technology hardware
and related services, we do not anticipate expanding our sales and marketing to
other regions of the United States in the near future.





Each of
our salesperson’s compensation is commission-based.  Sales leads are
derived from


individual
business contacts and customer referrals from strategic partners, as well as
available industry research and reports.  We do not have any written
or oral agreements with strategic partners to provide referrals.  Most
of our referrals from strategic partners have come from our service partner,
Acadia Technologies Incorporated.  When Acadia Technologies’ clients
need computer hardware or software, they refer the business to Secure
Netwerks.





Our sales efforts are intended to focus
on the business drivers of our clients’ technology initiatives and
needs.  We utilize our experienced sales personnel as well as outside
consultants as part of our team approach to sales.  These outside
consultants include the staff of Acadia Technologies Incorporated and various
independent technology technicians.  We use outside consultants for
approximately one-half of our clients.  We have no agreements with
outside consultants because each project is negotiated separately and the
outside consultants are engaged for each specific project.  Our sales
personnel participate in training programs designed by our suppliers to provide
new information about new and upgraded products.  These training
programs also assist our sales personnel on the latest industry innovations and
sales techniques.








Products
and Outsourced Services





We bring
value to our clients that purchase computer equipment by introducing them to our
strategic partners, including technology service providers, equipment leasing
providers and programmers in the information technology industry.  Our
relationships with these strategic partners allow us to offer a comprehensive
and cost-effective technology solution to almost any
organization.  Through Secure Netwerks and its partners, our clients
can access the following range of hardware sales and services:





·
            Technology Hardware
      sales.  We are a valued-added reseller of the following
      computer
            and
      computer-related products:





o
            Hardware:    Intel-based
      servers, personal computers and laptops supporting Windows, Macintosh,
      Unix, Linux, and Novell operating
systems.





o
            Peripherals:
      Printers, monitors, personal digital assistants, handheld scanners, and
      other computer equipment related to the operation of computers, servers,
      laptops, photocopiers, scanners, projectors, audio-visual systems,
      routers, firewalls, OEM computer equipment, security and conference
      cameras and security systems





o
            Software:    Microsoft
      Windows and Apple Macintosh retail boxed products that relate to the
      operation of computer, servers, and laptops.  Those software
      products include the operating system sold separately as well as with the
      original hardware.







6





All of the products sold by Secure
Netwerks are manufactured by others.  We have not experienced any
difficulties in obtaining requested hardware or software from the manufacturers,
and consequently do not anticipate any difficulties in obtaining such hardware
or software for future sales contracts.   We are a value-added
reseller because we bring value to each sale by analyzing the needs of each
client and educating the client on the features and benefits of each of the
products we sell.





·
            Telecommunication Systems
      Services and Integration.  We have seen an increase in
      the number of our clients needing communications devices that interact
      with networks and e-mail servers.  We provide a service that
      includes mobile phone and wireless device support.  In addition,
      we can also provide voice-over internet protocol access for our clients
      that want to enhance the use of their network services and minimize their
      long distance telephone charges.  Voice-over internet allows
      customers to take their phone numbers
and


voicemail
wherever they go, and place and transfer calls between branch offices with cost
effective long distance charges. Calls can be routed through the Internet
connection to each office.  We offer many types of telephones and
telephone systems including wireless, standard desktop phones, and computer
based software phones.





·
            Outsourced Equipment
      Leasing.  Power4Financial LLC, our strategic partner,
      provides outsourced leasing services for our clients that want to purchase
      hardware from us using lease financing.  We typically charge our
      clients between 1% and 2% of the total lease value for this service as an
      arrangement fee.  We do not have an agreement with
      Power4Financial, but plan to continue to use their equipment leasing
      services for our clients.  When we refer clients to
      Power4Financial, our primary income comes from the sale of the equipment
      that will be financed under the lease.  We are only paid for the
      equipment and the 1% to 2% arrangement fee after the lease is approved and
      the lease funds the purchase of the
equipment.





·
            Application
      Programming.  Depending upon the budget, timetable, and
      business rules that govern a project, we partner with local and offshore
      programmers to build customized enterprise
      applications.  Customized enterprise applications are necessary
      because our clients have different business needs.  For example,
      a university has different needs from a newspaper
      company.  These programmers customize products for the specific
      needs of each business.  Our programming partners are proficient
      in MySQLTM,
      OracleTM,
      and SequelTM
      database applications, as well as PHPTM,
      JAVATM,
      and MicrosoftTM.NET web application programming
  languages.





·
            Outsourced Technology
      Service.  Acadia Technologies Incorporated, a Utah based
      service provider, provides service solutions to our clients.  We
      have a close working relationship with Acadia
      Technologies.  Acadia Technologies has experience providing
      desktop support, network and hardware maintenance, as well as building
      complex local area and wide area network configurations for small and
      large businesses.





Principal Suppliers





We do not have any written agreements
with our principal suppliers.  Purchases are made by credit card, cash
or check on delivery, or on account with suppliers where credit has been
established.  Below is a summary of our principal product suppliers
and the terms for the purchase of goods:






7







Supplier
            TermsIngram
      Micro, Inc.
            Credit
      account, Balance due 30 days from order dateWintec
      Industries, Inc.
            Credit
      account, Balance due 30 days from order dateTech
      Data Corporation
            Credit
      card, Cash or check on deliverySynnex
      Corporation
            Credit
      account, Balance due 30 days from order dateTessco
      Technologies Incorporated
            Credit
      account, Balance due 30 days from order
date








We work
hard to foster close relationships with these vendors and maintain a high level
of accreditation for the benefit of our customers.  These Principal
Suppliers sell their products to us at a wholesale price, and we sell to our
clients at a retail price.  We are quoted specific prices either by
telephone or by the use of the websites of these principal
suppliers.  Prices vary as they are quoted to us, and are not
set.  There are no price discount indicators.  We search
each supplier for the best price. Our agreements with these principal suppliers
give us terms and conditions for our payment obligations for the computer
hardware and software we resell to our customers.  We must pay the
principal amount we owe


each
supplier within 30 days of the invoice from the supplier.  In the even
that we do not pay the invoice within the 30 day time period, our suppliers
charge between 8% and 12% per annum for late payments.





Research
and Development





We
attempt to stay abreast of changes in the information technology industry and
also attempt to increase the level of product knowledge of our current
staff.  During the calendar year 2007, our three full-time employees,
two part-time employees, and other project-based contract personnel received
approximately 100 hours of training.  Other research and development
activities include the use of instructional collateral materials.  We
estimate that we have spent approximately 200 hours in each of our two prior
fiscal years on research and development activities.  None of the
expenses associated with these activities has been borne directly by our
customers.





GOVERNMENT
REGULATION





The
business of Secure Netwerks is not currently subject to substantial federal,
state, or local government regulation.  We are not subject to any
significant environmental laws or regulations, and do not anticipate excessive
levels of U.S. federal or state government regulation of our
business.  Secure Netwerks is subject to standard taxation rates for
sales, income, and other activities in the United States and does not pay taxes
overseas.





COMPETITION





There are thousands of resellers of
technology hardware and software with similar products and service offerings as
Secure Netwerks.   Because our business is small and our
resources are relatively limited, we do not focus our business development
activities on larger organizations due to the longer sales cycle
involved.   Although we do not focus on larger organizations, we
sell to any size of organization.   We believe that many larger
organizations already have deeply discounted hardware suppliers.





There are
several different kinds of computer retailers within the industry
including:





·
            Computer dealers: We
      believe computer dealers often focus on a few main brands of hardware,
      usually offering only a minimum supply of software, and variable amounts






8




of service and
      support.  We have found that their prices are usually higher
      than the larger stores and we are unable to substantiate whether or not
      their service and support is effective, although we believe that we are
      very competitive with our service and
  support;


·
            Online
      retailers:  Online retailers market computer-related
      products for very low prices.  Some of our competitors in this
      category include Ebay, Buy.com and Amazon.com.  We believe that
      although the prices are low for products purchased from online retailers,
      service and support is limited.





·
            Larger hardware
      resellers:  Larger hardware resellers that market to
      organizational customers are able to offer very low prices in
      bulk.  We believe that larger hardware resellers focus their
      sales efforts on large companies and not on our market focus of small and
      medium-sized businesses.





·
            Retail stores and computer
      superstores: Retail stores and computer superstores typically offer
      good walk-in service, with aggressive pricing, and minimal support;
      and





·
            Mail order: Mail order
      companies offer aggressive pricing. It is our opinion that, for the purely
      price-driven buyer, who buys products and expects no service, mail order
      and retail providers of basic computer hardware provide good options for
      the customer.





We
believe that we are different from our competitors because we are focused on
providing


solutions
for small and medium-sized businesses that need diverse products, service and
support.  We advise our clients on what products they need to attain
their goals for their businesses.  Many of our competitors also focus
on small and medium-sized businesses.  We believe that we are
competitive with other computer resellers because of our service and support we
provide.





Many of
our current and potential competitors have longer operating histories and other
resources substantially more valuable than ours.  As a result, our
competitors may be able to adapt more quickly to changing customer
needs.  Our competitors may attempt to increase their presence in the
market by forming strategic alliances with other competitors, offering better
service to our customers or by giving better prices then we are able to
provide.  In order to compete with increasing competition, we may
experience a decrease in our profit margin from sales.  We believe
that new competitors will be able to enter without much difficulty due to the
low barriers to entry into this type of business.  There can be no
assurance that we will be able to compete with our competitors in the
future.





ITEM
2.  DESCRIPTION OF PROPERTY





Secure
Netwerks’ headquarters are located within a 5,600 square foot facility in South
Jordan, Utah.  Acadia Properties, LLC, a Utah limited liability
company controlled by Kenneth Denos, a member of the board of directors of
Secure Netwerks, holds a leasehold interest in the premises, with a written
lease agreement commencing March, 2006 at a rate of $10,500 per
month.  We utilize approximately one-eighth of these premises for our
operations.  We have recently executed a month-to-month sublease with
Acadia Properties, LLC for use of this facility and its common areas for Secure
Netwerks’ operations in exchange for $1,200 per month.





ITEM
3.  LEGAL PROCEEDINGS





None.






9





ITEM
4:  SUBMISSION ON MATTERS TO A VOTE OF SECURITY HOLDERS





None.





PART
      II





ITEM 5:  MARKET FOR
      COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND SMALL BUSINESS ISSUER
      PURCHASES OF EQUITY
SECURITIES.





(a)
            Market
      for Common Equity and Related Stockholder
  Matters.





(1)
            Market
      Information.





The Company’s Common Stock is listed on
the NASD Electronic Bulletin Board (“Bulletin Board”) under the symbol
“SEWK.”  The Company’s stock has been traded on the Bulletin Board
since approximately March, 2007.   The following table sets
forth, for the periods indicated, the high and low closing sales prices, as to
Bulletin Board prices of shares of the Company’s Common Stock during the
calendar year ended December 31, 2007:





High
            Low


Fourth
      Quarter 2007
            $
      0.073
            $
      0.06Third
      Quarter 2007
            $
      0.51
            $
      0.055Second
      Quarter 2007
            $
      0.25
            $
      0.25First
      Quarter 2007
            $
      0.25
            $
      0.25





Our shares were not traded on any
exchange or quotation medium prior to 2007.





We do not have any warrants or options
issued or outstanding.





(2)
            Holders.





As of March 24, 2008, the Company had
approximately 266 holders of record of its Common Stock.





(3)
            Dividends.





The Company has not paid any cash
dividends on its Common Stock since inception and does not anticipate paying
cash dividends in the foreseeable future.  The Company anticipates
that any future earnings will be retained for use in developing and/or expanding
the business.





ITEM
6.  MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATION





You should read the following
discussion of the company’s financial condition and results of operations in
conjunction with the audited financial statements and related notes included in
this registration statement.   This discussion may contain
forward-looking statements, including, without limitation, statements regarding
our expectations, beliefs, intentions, or future strategies that are signified
by the words “expects,” “anticipates,” “intends,” “believes,” or similar
language.  Actual results could






10




differ
materially from those projected in the forward looking
statements.  You should carefully consider the information set forth
above under Item 1 of this Part I under the caption “Risk Factors” in addition
to the other information set forth in this registration statement.  We
caution you that Secure Netwerks’ business and financial performance is subject
to substantial risks and uncertainties.





Overview





Secure Netwerks is a reseller of
technology-related hardware and software, including laptops, desktops,
networking devices, telecommunication systems and networks, servers and
software.  We also provide our clients with some outsourced services
necessary to install, educate, run and operate the hardware that we sell our
clients.   Our clients consist of small to large
organizations.  Currently, we sell hardware and outsourced services to
an average of 7 clients each month and 39% of our clients have purchased product
more than one time over the course of the past calendar year.  You can
learn more about our business at our website located at
www.securenetwerks.com.





Results
of Operations





Following
is our discussion of the relevant items affecting results of operations for the
years ended December 31, 2007 and 2006.





Revenues.  Our
products and services are broken down into two categories for revenue
recognition purposes – (i) off-the-shelf hardware/software product sales, and
(ii) outsourced information technology services.  Our revenue
recognition policy for these categories is as follows:





Revenue
is recognized upon completion of services or delivery of goods where the sales
price is fixed or determinable and collectibility is reasonably
assured.    Advance customer payments are recorded as
deferred revenue until such time as they are recognized.





Product
sales are derived from the resale of off-the-shelf hardware and software
packages.  Product sales are not warranted by Secure Netwerks and may
be subject only to warranties that may be provided by the product
manufacturer.  Therefore, product warranties have no effect on the
financial statements.  We have no sales arrangements encompassing
multiple deliverables.





Secure
Netwerks generated net revenues of $375,091 for the year ended December 31,
2007, representing a 24% increase compared to $301,982 in net revenues during
the year ended December 31, 2006.  During 2007 and 2006, we received
$300,941 and $266,229, respectively, in gross revenues from software and
hardware product resales and equipment leasing, and $74,150 and $35,753,
respectively, in gross revenues from information technology and other
miscellaneous services.  The
increase in revenues for the year ended December 31, 2007 is mainly the result
of three large sales of computer hardware which were associated with equipment
leases.  These transactions contributed approximately $96,371 in
revenues during 2007.  During 2007, the company recorded $55,903 in
similar transactions associated with equipment leases. Although Secure Netwerks
continues to pursue equipment leases, these transactions are sporadic and more
materialized during 2007.  We do not anticipate that gross revenues
from our base product and services will decrease.Our business
model and objective is to receive recurring revenue from established
clients.  In addition, we procure and resell hardware and software
packages to our clients as well as single transaction
customers.  Sales of software and hardware products are inherently
unpredictable, but we anticipate that revenues from this activity will become
more consistent as we grow our client base.  Over the past twelve
months, we have provided hardware sales, outsourced networking, programming,
website design and hosting services for 33 clients on a continuous basis and
approximately 51 clients for one-time projects.






11





Cost of
Sales.  Expenses which comprise cost of sales are the wholesale
cost of hardware, software, any accompanying licenses, product sales
commissions, and commissions paid in connection with information technology
consulting contracts.  Also included in cost of sales are personnel
and materials costs to administer these information technology
services.  As more organizations utilize our technology services,
future expenses included in cost of goods sold will increase as well as
potential fee sharing expenses to organizations that assist us in providing
these services.





Cost of
sales for the year ended December 31, 2007 was $305,539, a 13% increase from
$270,391   during the year ended December 31,
2006.  The increase is mainly the result of increased sales and the
related need to purchase products.  The cost of sales will fluctuate
in the future depending on the sales mix.  During the year ended
December 31, 2007, the Company provided more service than in the prior year and
the result was a lower cost of sales percentage due to the sales
mix.  Total cost of sales was 81% of revenues in 2007 compared to 93%
in 2006.  As the company provides more services, cost of sales will
decrease as the margins on services is much better than margins on hardware
sales.





Salaries and Consulting
Expenses.Salaries and consulting expenses consist of salaries
and benefits, company paid payroll taxes and outside consulting
expenses.  Salaries and consulting expenses for the year ended
December 31, 2007 were $22,870, a 22% decrease from $29,500 during the year
ended December 31, 2006.  The decrease is mainly the result of the
change in the way sales personnel are paid.  During 2007, the Company
has pushed sales commission incentives rather than base
salaries.  This has contributed to the cost of sales as well as the
decrease in salaries expenses.  Salaries and consulting expenses could
increase if the Company hires additional personnel.





Professional
Fees.Professional fees for the year ended December 31, 2007
were $28,747, representing a 49% increase compared to $19,276 during the year
ended December 31, 2006.  The increase was the result of legal and
accounting fees associated with the spin-off from the parent company,
SportsNuts, Inc. which was affective March 1, 2007.  Additional legal
and accounting fees will be incurred during this transaction
period.





Selling, General and Administrative
Expenses.  Selling, general and administrative expenses have
been comprised of advertising; bad debts; occupancy and office expenses;
equipment leases; travel and other miscellaneous administrative
expenses.  Selling, general and administrative expenses for the year
ended December 31, 2007 were $42,542, a 4% decrease from $44,600 during the year
ended December 31, 2006.  We did not anticipate a major change in
these expenses, however, we endeavor to decrease certain costs associated with
rent and occupancy-related expense.  For the years ended December 31,
2007 and 2006, bad debts expense was $11,441 and $2,232,
respectively.  Although the Company is now reviewing new customers
more closely for credit worthiness, with increased sales comes the risk of
increased bad debts.  During the year ended December 31, 2007, the
Company increased its advertising and marketing efforts through the purchase of
customer lists as well as attending local trade shows.





Other Income
(Expense).  We incurred net other expense of $28,998 for the
year ended December 31, 2007 compared to net other expense of $18,193 during the
year ended December 31, 2006.  Other expenses incurred were comprised
primarily of interest expenses related to credit cards as well as promissory
notes issued by the Company.  Other income in this category is
comprised of finance charge income billed to late paying
customers.  We do not anticipate any major changes in other income and
expenses.





Off-Balance
Sheet Arrangements





The Company has no off-balance sheet
arrangements.






12





Personnel





Secure Netwerks has two full-time
employees, one part-time employee, and other project-based contract personnel
that we utilize to carry out our business.  We utilize contract
personnel on a continuous basis, primarily in connection with service contracts
which require a high level of specialization for one or more of the service
components offered.  We expect to hire more full-time employees in the
future.  Although competition for technology sales personnel in the
metropolitan Salt Lake City area is intense, because we offer competitive
compensation and maintain a productive and collegial work environmental, we
don’t believe we will have significant difficulty retaining additional employees
or contract personnel in the future.





Liquidity
and Capital Resources





Since inception, the Company has
financed its operations through a series of loans, credit accounts with hardware
vendors, and the use of Company credit to procure goods and
services.  As of December 31, 2007, Secure Netwerks’ primary source of
liquidity consisted of $25,403 in cash and cash equivalents.  We may
seek to secure additional debt or equity capital to finance substantial business
development initiatives or acquire another hardware reseller.  At
present, however, we have no plans to seek any such additional capital or to
engage in any business development or acquisition activity.


13


ITEM
7:  FINANCIAL STATEMENTS REQUIRED BY FORM 10-KSB











CONTENTS





Report
      of Independent Registered Public Accounting Firm.................................................
            15Balance
      Sheet.................................................................................................
            16Statements
      of Operations....................................................................................
            17Statements
      of Stockholders’ Deficit.......................................................................
            18Statements
      of Cash Flows...................................................................................
            19Notes
      to the Financial Statements..........................................................................
            20














14


REPORT OF INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM











Board of
Directors


Secure
Netwerks, Inc.


South
Jordan, Utah





We have
audited the accompanying balance sheet of Secure Netwerks, Inc. as of December
31, 2007 and the related statements of operations, stockholders' deficit and
cash flows for the years ended December 31, 2007 and 2006.  These
financial statements are the responsibility of the Company's
management.  Our responsibility is to express an opinion on these
financial statements based on our audits.





We
conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States).  Those standards require
that we plan and perform the audits to obtain reasonable assurance about whether
the financial statements are free of material misstatement.  The
Company has determined that it is not required to have, nor were we engaged to
perform, an audit of its internal control over financial
reporting.  Our audit included consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company’s internal control over financial
reporting.  Accordingly, we express no such opinion.  An
audit also includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements, assessing the accounting principles
used and significant estimates made by management, as well as evaluating the
overall financial statement presentation.  We believe that our audits
provide a reasonable basis for our opinion.





In our
opinion, the financial statements referred to above present fairly, in all
material respects, the financial position of Secure Netwerks, Inc. as of
December 31, 2007 and the results of its operations and its cash flows for the
years ended December 31, 2007 and 2005 in conformity with accounting principles
generally accepted in the United States of America.





The
accompanying financial statements have been prepared assuming that the Company
will continue as a going concern.  As discussed in Note 8 to the
financial statements, the Company has negative working capital, negative cash
flows from operations and recurring operating losses which raises substantial
doubt about its ability to continue as a going concern.  Management's
plans in regard to these matters are also described in Note 8.  The
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.














Bouwhuis,
Morrill & Company, LLC


Layton,
Utah


March 24,
2008





15


SECURE
      NETWERKS, INC.Balance
      SheetASSETSDecember
      31,2007CURRENT
      ASSETSCash
      and cash equivalents
              
              $
              25,403Accounts
      receivable, net
              
              
              52,511Inventory
              
              
              4,458Loans
      receivable - related parties (Note 9)
              
              
              5,875Total
      Current Assets
              
              
              88,247TOTAL
      ASSETS
              
              $
              88,247LIABILITIES AND STOCKHOLDERS'
      DEFICITCURRENT
      LIABILITIESAccounts
      payable
              
              $
              44,727Accrued
      expenses
              
              
              154,254Notes
      payable, current portion (Note 4)
              
              
              55,850Notes
      payable - related parties, current portion (Note 5)
              
              
              72,140Total
      Current Liabilities
              
              
              326,971STOCKHOLDERS'
      DEFICITPreferred
      stock, $0.001 par value; 10,000,000 shares authorized,none
      issued and outstanding
              
              
              -Common
      stock, $0.001 par value; 100,000,000 shares authorized,500,000
      shares issued and outstanding
              
              
              500Additional
      paid-in capital (deficit)
              
              
              (500
              )Accumulated
      deficit
              
              
              (238,724
              )Total
      Stockholders' Deficit
              
              
              (238,724
              )TOTAL
      LIABILITIES AND STOCKHOLDERS' DEFICIT
              
              $
              88,247


The
accompanying notes are an integral part of these financial
statements





16


SECURE
      NETWERKS, INC.Statements
      of OperationsFor
      the Years EndedDecember
      31,2007
              
              
              2006NET
      REVENUESProduct
      revenue
              
              $
              300,941
              
              
              $
              266,229Service
      revenue
              
              
              74,150
              
              
              
              35,753Total
      Net Revenues
              
              
              375,091
              
              
              
              301,982OPERATING
      EXPENSESCost
      of sales - product
              
              
              264,639
              
              
              
              247,083Cost
      of sales - service
              
              
              40,900
              
              
              
              23,308Salaries
      and consulting
              
              
              22,870
              
              
              
              29,500Professional
      fees
              
              
              28,747
              
              
              
              19,276Selling,
      general and administrative
              
              
              42,542
              
              
              
              44,600Gain
      on settlement of debt (Note 2)
              
              
              (8,108
              )
              
              
              -Total
      Operating Expenses
              
              
              391,590
              
              
              
              363,767LOSS
      FROM OPERATIONS
              
              
              (16,499
              )
              
              
              (61,784
              )OTHER
      INCOME (EXPENSES)Interest
      expense
              
              
              (34,318
              )
              
              
              (23,283
              )Interest
      income
              
              
              5,320
              
              
              
              5,090Total
      Other Income (Expenses)
              
              
              (28,998
              )
              
              
              (18,193
              )LOSS
      BEFORE INCOME TAXES
              
              
              (45,497
              )
              
              
              (79,977
              )INCOME
      TAX EXPENSE
              
              
              -
              
              
              
              -NET
      LOSS
              
              $
              (45,497
              )
              
              $
              (79,977
              )BASIC
      AND DILUTED:Net
      loss per common share
              
              $
              (0.09
              )
              
              $
              (0.16
              )Weighted
      average shares outstanding
              
              
              500,000
              
              
              
              500,000


The
accompanying notes are an integral part of these financial
statements


17


SECURE
      NETWERKS, INC.Statements
      of Stockholders' DeficitAdditional
              
              
              
              
              
              TotalPreferred
      Stock
              
              
              Common
      Stock
              
              
              Paid-in
              
              
              Accumulated
              
              
              Stockholders'Shares
              
              
              Amount
              
              
              Shares
              
              
              Amount
              
              
              Capital
      (Deficit)
              
              
              Deficit
              
              
              DeficitBalance,
      December 31, 2005
              
              
              -
              
              
              $
              -
              
              
              
              500,000
              
              
              $
              500
              
              
              $
              (500
              )
              
              $
              (113,250
              )
              
              $
              (113,250
              )Net
      loss for the year endedDecember
      31, 2006
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              (79,977
              )
              
              
              (79,977
              )Balance,
      December 31, 2006
              
              
              -
              
              
              
              -
              
              
              
              500,000
              
              
              
              500
              
              
              
              (500
              )
              
              
              (193,227
              )
              
              
              (193,227
              )Net
      loss for the year endedDecember
      31, 2007
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              (45,497
              )
              
              
              (45,497
              )Balance,
      December 31, 2007
              
              
              -
              
              
              $
              -
              
              
              
              500,000
              
              
              $
              500
              
              
              $
              (500
              )
              
              $
              (238,724
              )
              
              
              (238,724
              )


The
accompanying notes are an integral part of these financial
statements


18


SECURE
      NETWERKS, INC.Statements
      of Cash FlowsFor
      the Years EndedDecember
      31,2007
              
              
              2006CASH
      FLOWS FROM OPERATING ACTIVITIES:Net
      loss
              
              $
              (45,497
              )
              
              $
              (79,977
              )Adjustments
      to reconcile net loss to netcash
      provided (used) by operating activities:Bad
      debt expense
              
              
              11,441
              
              
              
              2,232Depreciation
              
              
              156
              
              
              
              936Gain
      on settlement of debt
              
              
              (8,108)
              
              
              
              -Changes
      in operating assets and liabilities:Accounts
      receivable
              
              
              (26,765
              )
              
              
              9,784Inventory
              
              
              (1,718
              )
              
              
              1,660Loans
      receivable
              
              
              (3,826
              )
              
              
              (1,832
              )Accounts
      payable and accrued expenses
              
              
              80,456
              
              
              
              18,277Due
      to related parties
              
              
              -
              
              
              
              (7,400
              )Net
      Cash Provided (Used) by Operating Activities
              
              
              6,139
              
              
              
              (56,320
              )CASH
      FLOWS FROM INVESTING ACTIVITIES:
              
              
              -
              
              
              
              -CASH
      FLOWS FROM FINANCING ACTIVITIES:Proceeds
      from notes payable - related parties
              
              
              11,614
              
              
              
              4,492Payment
      on notes payable - related parties
              
              
              (1,990
              )
              
              
              (2,000
              )Net
      Cash Provided by Financing Activities
              
              
              9,624
              
              
              
              2,492NET
      INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
              
              $
              15,763
              
              
              $
              (53,828
              )CASH
      AND CASH EQUIVALENTS, BEGINNING OF PERIOD
              
              
              9,640
              
              
              
              63,468CASH
      AND CASH EQUIVALENTS, END OF PERIOD
              
              $
              25,403
              
              
              $
              9,640SUPPLEMENTAL
      CASH FLOW INFORMATIONCash
      Payments For:Interest
              
              $
              4,104
              
              
              $
              2,812Income
      taxes
              
              $
              -
              
              
              $
              -


The
accompanying notes are an integral part of these financial
statements


19
 SECURE
NETWERKS, INC.
 Notes
to the Financial Statements
 December
31, 2007 and 2006


NOTE 1
-       ORGANIZATION AND DESCRIPTION OF
BUSINESS





Secure
Netwerks, Inc. (the Company) was formed in the state of Utah on February 4,
2004, with authorized common stock of 10,000,000 shares.  The Company
was subsequently reincorporated in the State of Delaware on February 14, 2006
with authorized common stock of 100,000,000 shares and authorized preferred
stock of 10,000,000 shares.  Both classes of stock have a par value of
$0.001 per share.





The
Company was created as a wholly owned subsidiary of SportsNuts, Inc. to be a
computer and technology hardware and software reseller.  In addition
to supplying the computer hardware needs of SportsNuts, Secure Networks has
since provided its hardware sales and services to organizations in a variety of
industries.





Effective
March 1, 2007, the Company was spun off from SportsNuts, Inc. and each
shareholder of SportsNuts received stock in the Company on a pro rata
basis.





NOTE
      2 -
            SIGNIFICANT
      ACCOUNTING POLICIES





This
summary of significant accounting policies of the Company is presented to assist
in understanding the Company’s financial statements.  The financial
statements and notes are representations of the Company’s management who are
responsible for their integrity and objectivity.  These accounting
policies conform to accounting principles generally accepted in the United
States of America and have been consistently applied in the preparation of the
financial statements.  The following policies are considered to be
significant:





a.      Accounting
Method





The
Company recognizes income and expenses based on the accrual method of
accounting. The Company has elected a calendar year-end.





b.      Cash
and Cash Equivalents





Cash
equivalents are generally comprised of certain highly liquid investments with
original maturities of less than three months.





c.      Use
of Estimates in the Preparation of Financial Statements





The
preparation of financial statements in conformity with U.S. generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting
period.  Actual results could differ from those
estimates.





d.      Basic Net
Loss per Share of Common Stock





In
accordance with Financial Accounting Standards No. 128, “Earnings per Share,”
basic net loss per common share is based on the weighted average number of
shares outstanding during the periods presented.  Diluted earnings per
share is computed using the weighted average number of common shares plus
dilutive common share






20




NOTE 2
-        SIGNIFICANT ACCOUNTING POLICIES
(Continued)





d.      Basic Net
Loss per Share of Common Stock (Continued)





equivalents
outstanding during the period.  There are no common stock equivalents
as of December 31, 2007 and 2006.








December
      312007
            
            2006Net
      loss (numerator)
            
            $                        
      (45,497)
            
            $                         (79,977)Weighted
      average shares outstanding (denominator)
            
            500,000
            
            500,000Basic
      net loss per share amount
            
            $                            
      (0.09)





e.
            Allowance
      for Doubtful Accounts





Accounts
receivable are recorded net of the allowance for doubtful
accounts.  The Company generally offers 15-day credit terms on sales
to its customers and requires no collateral.  The Company maintains an
allowance for doubtful accounts which is determined based on a number of
factors, including each customer’s financial condition, general economic trends
and management judgment.  As of December 31, 2007, the allowance for
doubtful accounts was $11,907.  Bad debt expense was $11,441 and
$2,232, for the years ended December 31, 2007 and 2006,
respectively.





f.
            Inventories





Inventories
are stated at the lower of average cost or market value.  When there
is evidence that the inventories value is less than original cost, the inventory
is reduced to market value.  Inventories consist of computer hardware
of $4,458 at December 31, 2007.





g.
            Property
      and Equipment





Property
and equipment are stated at cost less accumulated
depreciation.  Depreciation is calculated using the straight-line
method over the estimated useful lives of the assets.  When assets are
disposed of, the cost and accumulated depreciation (net book value of the
assets) are eliminated and any resultant gain or loss reflected
accordingly.  Betterments and improvements are capitalized over their
estimated useful lives whereas repairs and maintenance expenditures on the
assets are charged to expense as incurred.





Life
            
            2007Computer
      Equipment
            3
      Years
            
            $
            2,807Less-Accumulated
      Depreciation
            
            
            
            (2,807
            )Net
      Property and Equipment
            
            
            $
            - 0
      -





Depreciation
expense for the years ended December 31, 2007 and 2006 was $156 and $936,
respectively.






21





NOTE 2 -
SIGNIFICANT ACCOUNTING POLICIES (Continued)




h.
            Revenue
      Recognition




Products
and services provided by the Company are broken down into two main categories
for revenue recognition purposes, they are: off-the-shelf hardware/software
sales and technology related services.  The revenue recognition policy
for these categories is as follows:





Revenue
is recognized upon completion of services or delivery of goods where the sales
price is fixed or determinable and collectibility is reasonably
assured.  Advance customer payments are recorded as deferred revenue
until such time as they are recognized.  The Company does not offer
any cash rebates.  Returns or discounts, if any, are netted against
gross revenues.  For the years ended December 31, 2006 and 2005, sales
are recorded net of the allowance for returns and discounts of
$-0-.  Product sales were solely derived from the resale of
off-the-shelf hardware and software packages.  Product sales are not
warranted by the Company and may be subject only to warranties that may be
provided by the product manufacturer.





i.
            Recent
      Accounting Pronouncements





In
February 2007, the Financial Accounting Standards Board (“FASB”) issued FASB
Statement No. 159, “The Fair Value Option for Financial Assets and Financial
Liabilities — Including an Amendment of FASB Statement No. 115, Accounting for
Certain Investments in Debt and Equity Securities” (“SFAS No. 159”). SFAS No.
159 permits an entity to choose to measure many financial instruments and
certain items at fair value. The objective of this standard is to improve
financial reporting by providing entities with the opportunity to mitigate
volatility in reporting earnings caused by measuring related assets and
liabilities differently without having to apply complex hedge accounting
provisions. SFAS No. 159 permits all entities to choose to measure eligible
items at fair value at specified election dates. Entities will report unrealized
gains and losses on items for which the fair value option has been elected in
earnings at each subsequent reporting date. The fair value option: (a) may be
applied instrument by instrument, with a few exceptions, such as investments
accounted for by the equity method; (b) is irrevocable (unless a new election
date occurs); and (c) is applied only to entire instruments and not to portions
of instruments. SFAS No. 159 is effective as of the beginning of an entity’s
first fiscal year that begins after November 15, 2007. Early adoption is
permitted. We are currently evaluating the impact that the adoption of SFAS No.
159 will have on our consolidated financial statements.





In
December 2007, the FASB issued SFAS No. 141(R), “Business Combinations” (“SFAS
141(R)”). SFAS 141(R) replaces SFAS No. 141, “Business Combinations”, but
retains the requirement that the purchase method of accounting for acquisitions
be used for all business combinations. SFAS 141(R) expands on the disclosures
previously required by SFAS 141, better defines the acquirer and the acquisition
date in a business combination, and establishes principles for recognizing and
measuring the assets acquired (including goodwill), the liabilities assumed and
any non-controlling interests in the acquired business. SFAS 141(R) also
requires an acquirer to record an adjustment to income tax expense for changes
in valuation allowances or uncertain tax positions related to acquired
businesses. SFAS 141(R) is effective for all business combinations with an
acquisition date in the first annual period following December 15, 2008;
early






22






NOTE 2 -
SIGNIFICANT ACCOUNTING POLICIES (Continued)





i.      Recent
Accounting Pronouncements (Continued)





adoption
is not permitted. The impact of SFAS 141(R) will have on our consolidated
financial statements will depend on the nature and size of acquisitions we
complete after we adopt SFAS 141(R).





In
December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in
Consolidated Financial Statements-an amendment of ARB No. 51” (SFAS 160). SFAS
160 requires that non-controlling (or minority) interests in subsidiaries be
reported in the equity section of the company’s balance sheet, rather than in a
mezzanine section of the balance sheet between liabilities and equity. SFAS 160
also changes the manner in which the net income of the subsidiary is reported
and disclosed in the controlling company’s income statement. SFAS 160 also
establishes guidelines for accounting for changes in ownership percentages and
for deconsolidation. SFAS 160 is effective for financial statements for fiscal
years beginning on or after December 1, 2008 and interim periods within those
years; early adoption is not permitted. The adoption of SFAS 160 is not expected
to have a material impact on our financial position, results of operations or
cash flows.





j.      Income
Taxes





The
Company accounts for income taxes in accordance with Statement of Financial
Accounting Standards Board (SFAS) No. 109, “Accounting for Income
Taxes.”  Under this method, deferred income taxes are determined based
on the difference between the financial statement and tax bases of assets and
liabilities using enacted tax rates in effect for the year in which differences
are expected to reverse.  In accordance with the provisions of SFAS
No. 109, a valuation allowance would be established to reduce deferred tax
assets if it were more likely than not that all or some portion, of such
deferred tax assets would not be realized.  A full allowance against
deferred tax assets was provided as of December 31, 2007.





At
December 31, 2007, the Company had net operating loss carryforwards of
approximately $239,000 which may be offset against future taxable income through
2027.  No tax benefit has been reported in the financial statements
because the potential tax benefits of the net operating loss carryforwards are
offset by a valuation allowance of the same amount.





Due to
the change in ownership provisions of the Tax Reform Act of 1986, net operating
loss carryforwards for Federal income tax reporting purposes are subject to
annual limitations.  Should a change in ownership occur, net operating
loss carryforwards may be limited as to future use.




k.      Gain
on Settlement of Debt


The gain
on settlement of debt arises from the write-off of certain old accounts and
notes payable by the Company pursuant to a legal opinion from the Company’s
attorney and CEO.  The gain on settlement of debt associated with
these write-offs amounted to $8,108 and $-0-, respectively at December 31, 2007
and 2006.


NOTE
      3 -
            RELATED
      PARTY TRANSACTIONS





The
      Company issued certain promissory notes as disclosed in Note
      5.


23
 SECURE
NETWERKS, INC.
 Notes
to the Financial Statements
 December
31, 2007 and 2006


NOTE
      4 -
            NOTES
      PAYABLE





Notes
      payable consisted of the following:
            
            December
      31,
              2007Note
      payable to a company, interest at 24% per
              annum,
      due on demand, unsecured
            
            $                           
      7,100Notes
      payable to individuals, interest at 10% per
              annum,
      due on demand, unsecured
            
            48,750Total
      Notes Payable
            
            55,850Less:
      Current Portion
            
            (55,850)Long-Term
      Notes Payable
            
            -




NOTE 5
      -
            NOTES
      PAYABLE - RELATED PARTIES





Notes
      payable – related parties consisted of the following:
            
            December
      31,
              2007Note
      payable to a related individual, interest at 24%
              per
      annum, due on demand, unsecured
            
            $                         40,890Note
      payable to a related individual, interest at 10%
              per
      annum, due on demand, unsecured
            
            6,250Note
      payable to a related individual, interest at 10%
              per
      annum, due on demand, unsecured
            
            25,000Total
      Notes Payable – Related Parties
              Less:
      Current Portion
            
            72,140
              (72,140)Long-Term
      Notes Payable – Related Parties
            
            $                                
       -





NOTE 6
-        EQUITY TRANSACTIONS





500,000
common shares of Secure Networks, Inc. (Utah) were issued to the incorporator
upon incorporation which included the assumption of $25,196 in liabilities
resulting in an additional paid-in capital deficit of $25,696 upon
issuance.





500,000
common shares of Secure Netwerks, Inc. (Delaware) were issued on the basis of
1-for-1 for all of the outstanding shares of Secure Networks, Inc. (Utah) as
part of the Company’s reincorporation into the State of Delaware.  All
references to shares issued and outstanding in the financial statements have
been retroactively restated to reflect the effects of this change in capital
structure.





On
February 14, 2006, the Board of Directors approved the Company’s amended and
restated Articles of Incorporation (Amendment).  The Amendment
increases the authorized shares of common stock from 10,000,000 to 100,000,000
shares.  The Amendment also provides for a new class of preferred
stock with 10,000,000 shares






24





NOTE 6
-        EQUITY TRANSACTIONS
(Continued)





authorized.  The
rights and preferences of the preferred stock have yet to be
determined.  Both common and preferred stock have a par value of
$0.001.





NOTE 7
-        FINANCIAL
INSTRUMENTS





Statement
of Financial Accounting Standards No. 107 (SFAS 107), “Disclosures about Fair
Value of Financial Instruments” requires disclosure of the fair value of
financial instruments held by the Company.  SFAS 107 defines the fair
value of a financial instrument as the amount at which the instrument could be
exchanged in a current transaction between willing parties.  The
following methods and assumptions were used to estimate fair value:





The
carrying amount of cash equivalents, accounts receivable, accounts payable and
notes payable approximate fair value due to their short-term
nature.





NOTE
      8 -
            GOING
      CONCERN





The
      accompanying financial statements have been prepared assuming that the
      Company will continue as a going concern, which contemplates the
      realization of assets and satisfaction of liabilities in the normal course
      of business. The Company has a working capital deficit, negative cash
      flows from operations and has sustained net losses from inception which
      have resulted in an accumulated deficit at December 31, 2007 of
      approximately $239,000 and has experienced periodic cash flow
      difficulties, all of which raise substantial doubt regarding the Company’s
      ability to continue as a going
concern.





To date
the Company has funded its operations through a combination of loans. The
Company anticipates another net loss for the year ended December 31, 2008 and
with the expected cash requirements for the coming year, there is substantial
doubt as to the Company’s ability to continue operations.





The
      Company believes these conditions have resulted from the inherent risks
      associated with small startup technology-oriented companies. Such risks
      include, but are not limited to, the ability to (i) generate revenues and
      sales of its products and services at levels sufficient to cover its costs
      and provide a return for investors, (ii) attract additional capital in
      order to finance growth, (iii) further develop and successfully market
      commercial products and services, and (iv) successfully compete with other
      comparable companies having financial, production and marketing resources
      significantly greater than those of the
Company.





The
      Company is attempting to improve these conditions by way of financial
      assistance through issuances of additional equity and by generating
      revenues through sales of products and
services.




NOTE
      9 -
              LOANS
      RECEIVABLE – RELATED PARTIES
 
 From
      time to time, the Company makes advances to employees.  These
      advances have been recorded as Loans receivable – related parties and
      amounted to $4,425 as of December 31, 2007.  Also included in
      Loans receivable – related partied is a loan for $1,450 made to a company
      which is a shareholder in SportNuts, Inc. the previous parent of Secure
      Netwerks.





25


ITEM
8:  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE





None.





ITEM
8A:  CONTROLS AND PROCEDURES




Management’s
Report on Disclosure Controls and Procedures




We
maintain disclosure controls and procedures that are designed to ensure that
information required to be disclosed in our reports filed under the Securities Exchange Act of
1934, as amended, is recorded, processed, summarized and reported within
the time periods specified in the Securities and Exchange Commission's rules and
forms, and that such information is accumulated and communicated to our
management, to allow for timely decisions regarding required
disclosure.






As of
December 31, 2007, the end of our fiscal year covered by this report, we carried
out an evaluation, under the supervision of our Chief Executive Officer and
Chief Financial Officer, of the effectiveness of the design and operation of our
disclosure controls and procedures. Based on the foregoing, we concluded that
our disclosure controls and procedures were effective as of the end of the
period covered by this annual report.  Our board of directors has only
one member.  We do not have a formal audit committee.






Management’s
Report on Internal Control over Financial Reporting




Our
management is responsible for establishing and maintaining adequate internal
control over financial reporting (as defined in Rule 13a-15(f) under the
Securities Exchange Act, as amended). In fulfilling this responsibility,
estimates and judgments by management are required to assess the expected
benefits and related costs of control procedures. The objectives of internal
control include providing management with reasonable, but not absolute,
assurance that assets are safeguarded against loss from unauthorized use or
disposition, and that transactions are executed in accordance with management’s
authorization and recorded properly to permit the preparation of consolidated
financial statements in conformity with accounting principles generally accepted
in the United States. Our management assessed the effectiveness of our internal
control over financial reporting as of December 31, 2007. In making this
assessment, our management used the criteria set forth by the Committee of
Sponsoring Organizations of the Treadway Commission (“COSO”) in Internal Control-Integrated
Framework. Our management has concluded that, as of December 31, 2007,
our internal control over financial reporting is effective in providing
reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with US
generally accepted accounting principles.




This
annual report does not include an attestation report of the Company’s registered
public accounting firm regarding internal control over financial reporting.
Management’s report was not subject to attestation by the Company’s registered
public accounting firm pursuant to temporary rules of the Securities and
Exchange Commission that permit the Company to provide only management’s report
in this annual report.




Inherent
limitations on effectiveness of controls




Internal
control over financial reporting has inherent limitations which include but is
not limited to the use of independent professionals for advice and guidance,
interpretation of existing and/or changing
rules and principles, segregation of management duties, scale of organization,
and personnel factors.


26
  Internal
control over financial reporting is a process which involves human diligence and
compliance and is subject to lapses in judgment and breakdowns resulting from
human failures. Internal control over financial reporting also can be
circumvented by collusion or improper management override. Because of its
inherent limitations, internal control over financial reporting may not prevent
or detect misstatements on a timely basis, however these inherent limitations
are known features of the financial reporting process and it is possible to
design into the process safeguards to reduce, though not eliminate, this risk.
Therefore, even those systems determined to be effective can provide only
reasonable assurance with respect to financial statement preparation and
presentation. Projections of any evaluation of effectiveness to future periods
are subject to the risk that controls may become inadequate because of changes
in conditions, or that the degree of compliance with the policies or procedures
may deteriorate.




Changes
in Internal Control over Financial Reporting




There
have been no significant changes in our internal controls over financial
reporting that occurred during the year ended December 31, 2007 that have
materially or are reasonably likely to materially affect, our internal controls
over financial reporting.




ITEM
8B:  OTHER INFORMATION





None.





PART
III





ITEM
9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, CONTROL PERSONS AND
CORPORATE GOVERNANCE; COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE
ACT





Directors and Executive
Officers





Name
            Age
            Position(1)Walter
      Pera
            63
            Chairman
      of the BoardChene
      Gardner
            43
            Chief
      Executive Officer, Chief Financial Officer and DirectorKenneth
      I. Denos
            39
            Director





(1)           Officers
hold their position at the pleasure of the board of directors, absent any
employment agreement.





Walter Pera, age 63, is the
Chairman of the board of directors of Secure Netwerks.  Mr. Pera was
appinted as Chairman of the board of directors of Secure Netwerks in March,
2004.  Mr. Pera has been the Chairman of the board of directors of
Secure Netwerks since its inception.  Mr. Pera also serves as the
President of RTW Management, Inc., a transportation provider and management
company, and has served in this capacity since September 2003.  Mr.
Pera is also the President and principal of 32 Enterprises LLC which owns
Exchange night club, operating in Salt Lake City, Utah, and has served in this
capacity since February 2007.  Mr. Pera was President of EcourseMaster
Inc., an internet-based


education
company specializing in developing and deploying specialized training over the
internet for corporate clients from March 2001 until April 2003.  Mr.
Pera holds a Bachelor of Science degree in electrical engineering from Colorado
State University, and a Masters in Business Administration from Brigham
Young University.  Mr. Pera served in the United States Navy from 1962
to 1966.  Mr. Pera is not a director of any other company filing
reports pursuant to the Securities Exchange Act of 1934.











Chene Gardner, age 43, is the
Chief Executive Officer and Chief Financial Officer of Secure Netwerks and a
member of the Secure Netwerks board of directors.  Mr. Gardner was
appointed Chief Executive Officer, Chief Financial Officer and member of the
board of directors of Secure Netwerks in March, 2004.  Mr. Gardner has
been the Chief Financial Officer of Secure Netwerks since its
inception.  Mr. Gardner also serves as the financial controller for
SportsNuts, Inc., the ex-parent corporation of Secure Netwerks, and has served
in this capacity since September, 1999.   Mr. Gardner has been
the Chief Financial Officer and member of the board of directors of Cancer
Therapeutics, Inc., a cancer biotherapy company since May 2004.  Mr.
Gardner has served as the Chief Executive Officer of Global Networks, Inc., an
advertising company from March, 2005 to the present.  Mr. Gardner has
also served as the Chief Financial Officer and member of the board of directors
of Synerteck, Inc., an IT service provider and a filer or reports pursuant to
Sections 13(a) and 15(d) of the Securities Exchange Act of 1934 from April, 2001
until December 2005.   From January, 1997 to September, 1999, Mr.
Gardner served as Financial Manager for Aluminum Builders, Inc., a producer of
various home improvement items.  Mr. Gardner also has five years of
auditing and accounting experience with the firm of Deloitte & Touche LLP
from June 1990 to August, 1995, serving clients in the banking, manufacturing,
and retail industries.  Mr. Gardner holds Bachelor and Master of
Accounting degrees from Weber State University.  Mr. Gardner is not a
director of any other company filing reports pursuant to the Securities Exchange
Act of 1934.





Kenneth I. Denos, age 39, has
been a member of the board of directors of Secure Netwerks since its formation
in March, 2004.  Mr. Denos also serves as the Chief Executive Officer
and a director of SportsNuts, Inc., the parent corporation of Secure
Netwerks  and a filer or reports pursuant to Sections 13(a) and 15(d)
of the Securities Exchange Act of 1934.  Mr. Denos has served as a
member of the SportsNuts, Inc. board of directors since April, 1999 and has
served as its Chief Executive Officer since March, 2000.  From April,
1999 until March, 2000, he served as Executive Vice President and General
Counsel for SportsNuts.  From November, 1998 until April, 1999, he
served as Executive Vice President of SportsNuts.com, Inc., a privately held
corporation in which a controlling interest was acquired by SportsNuts, Inc.
(the parent corporation of Secure Netwerks ) in April,
1999.   Since May 2007, Mr. Denos has served as the Chief
Executive Officer of MCC Global N.V. (FSE:IQF2), an Amsterdam-based business
advisory firm. Since June 2005, Mr. Denos has served as the member of the board
of directors of Moore, Clayton Capital Advisors, Inc., an investment advisor to
Equus Total Return, Inc. (NYSE:EQS)  and registered pursuant to the
Investment Advisors Act of 1940.  Mr. Denos has been the CEO of Equus
Total Return, Inc (NYSE:EQS), registered investment company pursuant to the
Investment Company Act of 1940, since August, 2007.  In March, 2008,
he was appointed to the board of directors of Equus Total
Return.  From January, 2004 until October, 2005, Mr. Denos served on
the board of directors of Healthcare Enterprise Group PLC (LSE:HCEG), a
London-based healthcare products distribution firm.  From February,
2005 until February, 2007, Mr. Denos served on the board of directors of Tersus
Energy PLC (LSE:TER), a London-based alternative/renewable energy
company.  From March 2001 until December 2005, Mr. Denos also served
as a Synerteck Incorporated member of the board of directors, a filer or reports
pursuant to Sections 13(a) and 15(d) of the Securities Exchange Act of
1934.  From March, 1996 until November, 1998, Mr. Denos was an
attorney with the Salt Lake City-based law firm of Jones, Waldo, Holbrook &
McDonough, P.C.    Mr. Denos is a licensed attorney in the
State of Utah and is a member of the American Bar Association.  Mr.
Denos holds a Bachelor of Science degree in Business Finance and Political
Science, a Master of Business Administration Degree, and a Juris Doctor, all received
from the University of Utah.  Other than SportsNuts, Inc., Mr. Denos
is not a director of any other company filing reports pursuant to the Securities
Exchange Act of 1934.





Compensation
of Directors





Although we anticipate compensating the
members of the Secure Netwerks board of directors in the future at industry
levels, the current members are not paid cash compensation for their service as
directors.  Each director may be reimbursed for certain expenses
incurred in attending board of directors






28




and
committee meetings.  We are contemplating the issuance of stock or
stock options of shares of Secure Netwerks to our directors for their service on
the Secure Netwerks board of directors.





Board of Directors Meetings and
Committees





Although various items were reviewed
and approved by the board of directors during 2007, the board of directors held
no meetings during the fiscal year ended December 31, 2007.





Secure Netwerks does not have Audit or
Compensation Committees of the board of directors because each director of
Secure Netwerks reviews the financial statements and independent audits of
Secure Netwerks.





Code
of Ethics





We have adopted a code of ethics that
applies to all of our executive officers and senior financial officers
(including our chief executive officer, chief financial officer and any person
performing similar functions). A copy of our code of ethics is publicly
available on our website at www.securenetwerks.com under the caption
­­­­“INVESTORS."  If we make any substantive
amendments to our code of ethics or grant any waiver, including any implicit
waiver, from a provision of the code to our chief executive officer, chief
financial officer, chief accounting officer or controller, we will disclose the
nature of such amendment or waiver in a report on Form 8-K.





Section 16(a) Beneficial Ownership
Reporting Compliance





We are
required to identify each person who was an officer, director or beneficial
owner of more than 10% of our registered equity securities during our most
recent fiscal year and who failed to file on a timely basis reports required by
Section 16(a) of the Securities Exchange Act of 1934.





For the 2007 fiscal year we are unaware
of any officer, director or beneficial owner of more that 10% of our registered
equity securities who failed to file reports on a timely basis in accordance
with Section 16(a) of the Securities Exchange Act of 1934.





ITEM
10.  EXECUTIVE COMPENSATION





The
following table sets forth certain information regarding the annual and
long-term compensation for services rendered in all capacities during the fiscal
year ended December 31, 2007, 2006 and 2005 by Chene Gardner our Chief Executive
Officer and Chief Financial Officer.  Mr. Gardner was appointed as
Chief Executive Officer and Chief Financial Officer in March,
2004.  No other executive officer of Secure Netwerks received more
than $100,000 in total salary and bonus.  Although Secure Netwerks
may, in the future, adopt a stock option plan or a stock bonus plan, no such
plans exist.





Summary Compensation
Table


Annual
      Compensation
            Long-Term
              CompensationName
      and
              Principal
      Position
            Year
            Salary
            Bonus
            Securities
              Underlying
              Options
            All
      Other
              CompensationChene
      Gardner
              CEO
      and CFO
            2007
              2006
              2005
            $   12,000
              $   12,000
              $   6,000
            
            $   0
              $   0
              $   0
            $   0
              $   0
              $   0









29




Employment
Agreements





None of our executive officers are
subject to an employment agreement with Secure Netwerks.





ITEM
11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
AND RELATED STOCKHOLDER MATTERS





On March 1, 2007, Secure Netwerks was
spun-off of SportsNuts, Inc., a Delaware corporation traded on the OTC
Electronic Bulletin Board and a filer of reports pursuant to Sections 13(a) and
15(d) of the Securities Exchange Act of 1934.  As of March 1, 2007 all
of the shareholders of SportsNuts received their pro-rata ownership of Secure
Netwerks.  Secure Netwerks  has no shares of preferred
stock, options, warrants, rights or other instruments convertible into shares of
common stock outstanding.





Beneficial Ownership of Secure
Netwerks





The following table sets forth certain
information regarding the beneficial ownership of Secure Netwerks’ common stock
(par value $0.001 per share) as of March 21, 2007 by (i) each person (or group
of affiliated persons) who is known by us to beneficially own more than 5% of
the outstanding shares of Secure Netwerks’ common stock, (ii) each person who
has served as a director or executive officer of Secure
Netwerks  during 2005 and 2007, and (iii) all persons who have served
as a director or executive officer of Secure Netwerks during such years as a
group.  As of such date, Secure Netwerks had 500,000 shares of common
stock outstanding.  Unless indicated otherwise, the address for each
officer, director, and 5% shareholder is c/o Secure Netwerks, 10757 South River
Front Parkway, Suite 125, South Jordan, Utah 84095.





Common
      StockDirectors,
      Executive Officers,
              5%
      Stockholders
            Number
            Percent
      of  Class(1)Chene
      Gardner(2)
            0
            0%Walter
      Pera(3)
            0
            0%Kenneth
      Denos(4)
            12,657
            2.53%Prestbury
      Investment Holdings Limited(5)
            103,033
            20.61%Nigel
      Wray(6)
            103,033
            20.61%Nicholas
      Leslau(7)
            103,033
            20.61%Gardner
      Management, Inc. Profit Sharing Plan and Trust(8)
            50,584
            10.12%Moore,
      Clayton & Co., Inc.(9)
            4,415
            0.88%Todd
      Shell(10)
            35,002
            7.00%All
      directors and officers as a group
              (3
      people)
            12,657
            2.53%






(1) For
each shareholder, the calculation of percentage of beneficial ownership is based
upon 500,000 shares of Common Stock outstanding as of March 25, 2008, and shares
of Common Stock subject to options, warrants and/or conversion rights held by
the shareholder that are currently exercisable or exercisable within 60 days,
which are deemed to be outstanding and to be beneficially owned by the
shareholder holding such options, warrants, or conversion rights.  The
percentage ownership of any shareholder is determined by assuming that the
shareholder has exercised all options, warrants and conversion rights to obtain
additional securities and that no other shareholder has exercised such
rights.  Except as otherwise indicated below, the persons and entity
named in the table have sole voting and investment power with respect to all
shares of Common Stock shown as beneficially owned by them, subject to
applicable community property laws.





(2) Chief
Executive Officer, Chief Financial Officer and Director of Secure
Netwerks.





(3)
Chairman of the Board of Directors of Secure Netwerks.





(4)
Director of Secure Netwerks.  Includes 8,242 shares of Common Stock of
Secure Netwerks held directly by Mr. Denos. Because Mr. Denos is a member of the
Board of Directors of Moore, Clayton & Co., Inc. (“MCC”), this number also
includes 4,415 shares held directly by MCC.






30





(5)
Shareholder of Secure Netwerks.  Includes 103,033 shares held directly
by Prestbury Investment Holdings Limited (“PIHL”).





(6)
Principal of PIHL and, together with Mr. Nicholas Leslau, the controlling
shareholders of PIHL.  Includes 103,033 shares of Common Stock of
Secure Netwerks held directly by PIHL.





(7)
Principal of PIHL and, together with Mr. Nigel Wray, the controlling
shareholders of PIHL.  Includes 103,.033 shares of Common Stock of
Secure Netwerks held directly by PIHL.





(8)
Shareholder of Secure Netwerks.  Includes 50,584 shares of Common
Stock held directly by Gardner Management, Inc. Profit Sharing Plan and
Trust.





(9)
Shareholder of Secure Netwerks.  Includes 4,415 shares of Common Stock
held directly by MCC.





(10)
Shareholder of Secure Netwerks.  Includes 24,699 shares of Common
Stock held directly by Mr. Shell and 10,303 shares of Common Stock held by Kelli
Shell, the wife of Mr. Shell.








ITEM
12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE





Upon the
formation of Secure Netwerks in March 2004, SportsNuts paid $0 for 500,000
shares of Secure Netwerks common stock and up until March 1, 2007, Secure
Netwerks’ sole shareholder.  The consideration paid by SportsNuts in
receiving the shares of Secure Netwerks was in exchange for the assumption of
$25,196 in liabilities resulting in an additional paid in capital deficit of
$25,696 upon issuance.





Secure
Netwerks is subject to a month-to-month sublease with Acadia Properties, LLC,
for the use of office and hardware facilities.  We pay Acadia
Properties, LLC a rental fee of $1,200 per month, which may increase as our
business grows.  Secure Netwerks’ rental fee is based on exclusive
usage of approximately one-eighth of the office space of Acadia Properties, LLC,
which pays an aggregate rental rate of $10,500 per month and is comparable to
rents charged to other subtenants of Acadia Properties, LLC.  We
utilize these facilities for the operation of our day-to-day
business.  As Secure Netwerks grows and expands, we may seek
alternative arrangements for our executive offices and operations elsewhere in
the Salt Lake City metropolitan area.  Secure Netwerks’ sublease with
Acadia Properties, LLC is attached as an exhibit to this registration
statement.  Kenneth Denos is a principal of Acadia Properties, LLC and
is a director of Secure Netwerks.




As of June 10, 2004, $80,000 was loaned
to Secure Netwerks in the form of the payment of outstanding liabilities on
behalf of the Company, and on January 1, 2005, Secure Netwerks issued 4
promissory notes to the following individuals to formalize these non-cash
payments in the prior year:





·
            Chene
      Gardner ($6,250), the Chief Executive Officer of Secure
      Netwerks;


·
            Kenneth
      Denos ($25,000), Director of Secure
Netwerks;


·
            John
      Thomas ($25,000), Secure Netwerks’ corporate counsel;
  and




·
            Travis
      Pera ($23,750), son of Walter Pera, Chairman of the board of directors of
      Secure Netwerks.


The notes
each mature upon demand, are unsecured, and bear interest at the rate of ten
percent per annum.





ITEM
13:  EXHIBITS AND REPORTS ON FORM 8-K.





(a)
            Documents
      Filed as a Part of this Report





(1)
            Financial
      Statements





See
      “Item 7 - Financial Statements Required by Form
  10-KSB.”






31





(2)
            Financial
      Statement Schedules





The following Financial Statement
Schedules of the Company, together with the report of


Bouwhuis
Morrill & Company, LLC, the Company’s independent accountants, thereon are
filed as part of this Report on Form 10-


KSB as
listed below and should be read in conjunction with the consolidated financial
statements of the Company:





Report of
Bouwhuis Morrill & Company, LLC, Independent Accountants, on Financial
Statement Schedules.





(3)
            Exhibits





See
      “Index to Exhibits.”





(b)
            Reports
      on Form 8-K





No reports on Form 8-K were filed
during the quarter ended December 31, 2007.





ITEM
14:  PRINCIPAL ACCOUNTANT FEES AND SERVICES





Fees Billed For Audit and Non-Audit
Services





The following table represents the
aggregate fees billed for professional audit services rendered to the Company by
Bouwhuis, Morrill & Company, LLC, our current independent auditor, (“BMC”)
for the audit of the Company’s annual financial statements for the years ended
December 31, 2007 and 2006, and all fees billed for other services rendered by
BMC during those periods.





Year
      EndedDecember31
            2007
            
            2006Audit
      Fees(1)
            $   7,125
            
            $   6,238Audit-Related
      Fees(2)
            0
            
            0Tax
      Fees(3)
            0
            
            0All
      Other Fees(4)
            0
            
            0Total
      Accounting Fees and Services
            $   7,125
            
            $   6,238





(1)
Audit Fees. These are fees for professional services for the audit of the
Company’s annual financial statements, and for the review of the financial
statements included in the Company’s filings on Form 10- KSB, and
for services that are normally provided in connection with statutory and
regulatory filings or engagements.





(2)  Audit-Related
Fees. These are fees for the assurance and related services reasonably related
to the performance of the audit or the review of the Company’s financial
statements.





(3)
Tax Fees. These are fees for professional services with respect to tax
compliance, tax advice, and tax planning.





(4)
All Other Fees. These are fees for permissible work that does not fall within
any of the other fee categories, i.e., Audit Fees, Audit-Related Fees, or Tax
Fees.





32





ITEM
1.  INDEX TO EXHIBITS





Exhibit
              Number
            
            Title of
      Document3.1
            
            Certificate
      of Incorporation of Secure Netwerks, Inc., a Delaware
      corporation.(1)3.2
            
            Bylaws
      of Secure Netwerks, Inc., a Delaware corporation.(2)10.1
            
            Sublease
      Agreement between the Registrant and Acadia Properties, LLC
      (3)10.2
            
            Form
      Purchase Contract (4)10.3
            
            Promissory
      Note Issued to Chene Gardner (5)10.4
            
            Promissory
      Note Issued to Travis Pera (6)10.5
            
            Promissory
      Note Issued to John Thomas (7)10.6
            
            Promissory
      Note Issued to Kenneth Denos (8)10.7
            
            Equipment
      Lease between Secure Netwerks and Velocity Capital LLC (9)23.1
            
            Consent
      of Bouwhuis, Morrill & Company, LLC. (10)31
            
            Certification
      by Chief Executive Officer and Chief Financial Officer, Chene
              Gardner,
      pursuant to Section 302 of the Sarbanes-Oxley Act of
  2002.32
            
            Certification
      by Chief Executive Officer and Chief Financial Officer, Chene Gardner,
      pursuant to Section 906 of the Sarbanes-Oxley Act of
  2002.





(1)
            Filed
      as an Exhibit to the Company’s Registration Statement on Form 10 SB12G,
      deemed effective by the Commission on January 17,
  2007.


(2)
            Filed
      as an Exhibit to the Company’s Registration Statement on Form 10 SB12G,
      deemed effective by the Commission on January 17,
  2007.


(3)
            Filed
      as an Exhibit to the Company’s Registration Statement on Form 10 SB12G,
      deemed effective by the Commission on January 17,
  2007.


(4)
            Filed
      as an Exhibit to the Company’s Registration Statement on Form 10 SB12G,
      deemed effective by the Commission on January 17,
  2007.


(5)
            Filed
      as an Exhibit to the Company’s Registration Statement on Form 10 SB12G,
      deemed effective by the Commission on January 17,
  2007.


(6)
            Filed
      as an Exhibit to the Company’s Registration Statement on Form 10 SB12G,
      deemed effective by the Commission on January 17,
  2007.


(7)
            Filed
      as an Exhibit to the Company’s Registration Statement on Form 10 SB12G,
      deemed effective by the Commission on January 17,
  2007.


(8)
            Filed
      as an Exhibit to the Company’s Registration Statement on Form 10 SB12G,
      deemed effective by the Commission on January 17,
  2007.


(9)
            Filed
      as an Exhibit to the Company’s Registration Statement on Form 10 SB12G,
      deemed effective by the Commission on January 17,
  2007.


(10)
            Filed
      as an Exhibit to the Company’s Registration Statement on Form 10 SB12G,
      deemed effective by the Commission on January 17,
  2007.





33


SIGNATURES





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











SECURE NETWERKS, INC.





Date:
            March
      31, 2008
            
            By:
            /s/
      Chene GardnerChene
      GardnerChief
      Executive Officer





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





Signature
            
            Title
            
            Date/s/Walter
      Pera
            
            Director
            
            March
      31, 2008/s/ Chene
      Gardner
            
            Director,
      Chief Executive Officer and Chief Financial Officer
            
            March
      31, 2008/s/Kenneth
      Denos
            
            Director
            
            March
      31, 2008











34