UNITED STATES
                       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, 2003

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

                         Commission file number 0-31981

                              ENERTECK CORPORATION
                 (Name of small business issuer in its charter)

               Delaware                                   47-0929885
     ----------------------------                      ---------------------
     (State or other jurisdiction                      (IRS Employer ID No.)
   of incorporation or organization)

              10701 Corporate Drive, Suite 150, Stafford, TX 77477
             -------------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)

                    Issuer's telephone number (281) 240-1787

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

Securities registered under Section 12(g) of the Exchange Act:  Common Stock

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. [XX] YES [ ] NO

Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation S-B not contained in this form, and no disclosure  will be contained,
to the best of  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. ( )

State issuer's revenues for its most recent fiscal year. - $473,596

State the aggregate market value of the voting and non-voting common equity held
by non-affiliates  computed by reference to the price at which the common equity
was sold,  or the average bid and asked price of such common  equity,  as of the
last  business day of the  registrant's  most  recently  completed  first fiscal
quarter $6,942,294.

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 7,792,025 AS AT MARCH 31, 2004.

                       DOCUMENTS INCORPORATED BY REFERENCE

Portions of the  registrant's  Definitive Proxy Statement for the Annual Meeting
of Shareholders to be held in 2004 are incorporated by reference into Part III.

<PAGE>

                                   FORM 10-KSB
                                     PART I

ITEM 1: DESCRIPTION OF BUSINESS

BUSINESS DEVELOPMENT

ENERTECK CORPORATION,  the "Registrant",  the "Company" or "EnerTeck Parent" was
incorporated  under the laws of the State of  Washington  on July 30, 1935 under
the name of Gold Bond Mining  Company for the purpose of  acquiring,  exploring,
and developing  precious  metal mines and, if warranted,  the mining of precious
metals.  It subsequently  changed its name to Gold Bond Resources,  Inc. in July
2000.  On January 9, 2003,  the  Registrant  acquired  EnerTeck  Chemical  Corp.
("EnerTeck Sub") as its wholly owned operating subsidiary. For a number of years
prior to its  acquisition  of EnerTeck Sub, the Company was an inactive,  public
"shell" corporation seeking to merge with or acquire an active, private company.
As a result  of the  acquisition,  the  Registrant  is now  acting  as a holding
company,  with EnerTeck Sub as its only operating  business.  Subsequent to this
transaction,  on November 24, 2003,  the Company  changed its domicile  from the
State of  Washington  to the State of Delaware,  changed its name from Gold Bond
Resources,  Inc.  to  EnerTeck  Corporation  and  effected a one from 10 reverse
common stock split.

EnerTeck Sub, the Company's wholly owned operating subsidiary,  was incorporated
in the State of Texas on  November  29,  2000.  It was formed for the purpose of
commercializing  a diesel fuel specific  combustion  catalyst  known as EnerBurn
(TM),  as  well  as  other   combustion   enhancement  and  emission   reduction
technologies.  Nalco/Exxon Energy Chemicals,  L.P. ("Nalco/Exxon L.P."), a joint
venture between Nalco Chemical  Corporation and Exxon  Corporation  commercially
introduced  EnerBurn in 1998.  When  Nalco/Exxon  L.P. went through an ownership
change in 2000,  Dwaine Reese a former Nalco  employee,  formed EnerTeck Sub. It
acquired the EnerBurn trademark and related assets and took over the Nalco/Exxon
L. P. relationship with the EnerBurn  formulator and blender,  and its supplier,
RubyCat  Technology.  The decision to form EnerTeck Sub and acquire the EnerBurn
business was motivated by Mr. Reese's belief that:

     o    EnerBurn was clearly beginning to gain market acceptance;

     o    The gross margins  associated  with  EnerBurn  sales would support the
          business model,  since existing customers would likely continue to buy
          the product due to the  significant  impact on diesel fuel savings and
          reduced emissions;

     o    EnerBurn  had  been   professionally   tested   extensively  in  field
          applications as well as in the laboratory,  clearly  demonstrating its
          effectiveness  in increasing  fuel economy and reducing  emissions and
          engine wear;

     o    Use of the product in diesel  applications  has a profound impact on a
          cleaner environment.

BUSINESS OF ISSUER

OVERVIEW

The Registrant,  through its wholly owned  subsidiary,  specializes in the sales
and marketing of a fuel borne  catalytic  engine  treatment  for diesel  engines
known as  EnerBurn(TM).  The  Company  utilizes a sales  process  that  includes
detailed proprietary customer fleet monitoring protocols in on-road applications
that quantify  data and assists in managing  fuel economy in  combustion  diesel
engines  while  utilizing  EnerBurn.  Test data  prepared by Southwest  Research
Institute and actual  customer  usage has indicated  that the use of EnerBurn in
diesel engines  improves fuel economy,  lowers smoke,  and decreases engine wear
and the  dangerous  emissions  of both  Nitrogen  Oxide  (NOx)  and  microscopic
airborne solid matter (particulates). The Company's principal target markets are
the trucking, railroad and maritime shipping industries. Each

<PAGE>

of these  industries  share certain common  financial  characteristics,  i.e. i)
diesel fuel  represents a  disproportionate  share of operating  costs;  and ii)
relatively  small operating  margins are prevalent.  Considering  these factors,
management  believes  that the use of EnerBurn and the  corresponding  8% to 15%
derived savings in diesel fuel costs can positively effect the operating margins
of its customers while contributing to a cleaner environment.

Since the Registrant is currently a sales and marketing organization, it has not
spent any funds on research  and  development  activities.  The Company owns the
EnerBurn  trademark and, pursuant to a memorandum of understanding,  was granted
exclusive  global  marketing  rights from its formulator,  blender and supplier,
RubyCat (which  arrangement  requires the Company to meet certain annual minimum
purchase  levels to maintain  such  exclusivity),  and an option to purchase the
EnerBurn  technology and associated assets by December 31, 2003 for $6.6 million
which was not exercised  and has thus expired.  Based upon sales volume to date,
the Company has not achieved these required minimum levels. However,  management
is presently in discussions with RubyCat to waive the requirements necessary for
the Company to maintain this  exclusivity,  as well as keep open the possibility
of the Company  acquiring  RubyCat and/or the related  technology and associated
assets.  No  assurance  can be given that the  parties  can reach an  acceptable
agreement on either  transaction.  If the Company were to lose this exclusivity,
it may have a material adverse effect on its business and planned operations.

To date, the Company has engaged in limited marketing of the EnerBurn technology
and  has  generated  minimal  sales,  principally  to the  trucking  and  marine
industry.  It  competes  in an  evolving  market  with a  significant  number of
competitors  that include both  established  businesses and new entries into the
field.

It should be noted  that for the year  ended  December  31,  2003,  95% of sales
revenues were  concentrated  among five customers,  of which one provided 42% of
those sales. The loss of any of the  aforementioned  five customers,  especially
the biggest one, would adversely  affect the Company's  business.  No assurances
can be given that the Company  would be able to  adequately  replace the loss of
any of these customers.

WORKING CAPITAL REQUIREMENTS

Over  the  next  12  months,   the  Company   anticipates  its  working  capital
requirements  to be  approximately  $1.0 million  which it  anticipates  will be
derived from sales,  the issuance of stock  through the exercise of warrants and
equity financing.

THE INDUSTRY

GENERAL DISCUSSION OF DIESEL FUEL AND DIESEL FUEL ADDITIVES

As crude oil is heated,  various  components  evaporate at  increasingly  higher
temperatures.  First to evaporate is butane,  the  lighter-than-air  gas used in
cigarette lighters, for instance. The last components of crude oil to evaporate,
and the heaviest,  include the road tars used to make asphalt paving. In between
are  gasoline,  jet fuel,  heating oil,  lubricating  oil,  bunker fuel (used in
ships),  and of course diesel fuel. The fuel used in diesel engine  applications
such as trucks and  locomotives is a mixture of different  types of molecules of
hydrogen and carbon and include aromatics and paraffin.

Diesel fuel cannot burn in liquid form. It must vaporize into its gaseous state.
This is  accomplished  by  injecting  the fuel  through  spray  nozzles  at high
pressure.  The smaller the  nozzles and the higher the  pressure,  the finer the
fuel  spray  and  vaporization.  When more fuel  vaporizes,  combustion  is more
complete,  so less soot will  form  inside  the  cylinders  and on the  injector
nozzles. Soot is the residue of carbon, partially burned and unburned fuel.

Sulfur is also found naturally in crude oil. Sulfur is a slippery  substance and
it helps lubricate fuel pumps and injectors. It also forms sulfuric acid when it
burns and is a catalyst  for the  formation  of  particulate  matter (one of the
exhaust emissions being regulated). In an effort to reduce emissions, the sulfur
content of diesel fuel is being reduced through the refinery  process,  however,
the result is a loss of lubricity.

<PAGE>

Diesel fuel has other  properties  that affect its performance and impact on the
environment as well. The main problems associated with diesel fuel include:

     o    Difficulty getting it to start burning
     o    Difficulty getting it to burn completely
     o    Tendency to wax and gel
     o    With introduction of low sulfur fuel, reduced lubrication
     o    Soot clogging injector nozzles
     o    Particulate emissions
     o    Water in the fuel
     o    Bacterial growth

Diesel fuel  additives  have been  developed  to address the variety of problems
associated with diesel fuel performance.

DIESEL FUEL AND THE ENVIRONMENT

The diesel fuel industry is at a critical  juncture.  Today,  diesel fuel is the
most cost effective  fuel/engine  technology available for heavy-duty industrial
and vehicle service.  However,  environmentally  it needs dramatic  improvement.
Governments worldwide are legislating  specifications  regarding the fuel itself
and diesel engine design.

Today's advanced diesel engines are far cleaner than the smoke-belching  diesels
of recent decades.  Unfortunately,  even smokeless  diesel engines are not clean
enough to meet current stricter air pollution regulations.

While diesel  engines are the only  existing  cost-effective  technology  making
significant  inroads in reducing "global warming" emissions from motor vehicles,
it is not sufficient to satisfy regulators and legislators.  Diesel engines will
soon be required to adhere to stringent  regulatory/legislative  guidelines that
meet near "zero" tailpipe emissions,  especially on smog-forming nitrogen oxides
(NOx),  particulate  matter (PM) and "toxins";  the organic  compounds of diesel
exhaust.

Diesel engines can become ultra-clean. Meeting the environmental challenges will
require extensive research on clean-diesel technology.  Research in this area is
currently being sponsored by government agencies, major engine companies,  truck
manufacturers,  automobile  makers,  catalyst  producers  and,  for  fuels,  oil
refining companies and their technology suppliers.

The  search  for   ultra-clean   diesel  is  far  from  over.   Discoveries  and
breakthroughs  will  continue  to  prevail.  In the  past  several  months,  new
developments have appeared on the horizon for combined PM/NOx traps, non-thermal
plasma/catalyst  exhaust  treatment  systems,  and new refinery  desulfurization
technologies. Large Fortune 500 companies, as well as small, emerging technology
companies  are  investing  hundreds  of  millions  of  dollars in  research  and
development worldwide on these and other clean-diesel technologies.

Today,  there is no economic  alternative to diesel engines for most  industrial
applications. This is true for ocean vessels, tug boats, commercial/recreational
vessels, locomotive, trucking, bus transport, construction, mining, agriculture,
logging, distributed power generation, and, in many parts of the world, personal
transportation. In short, diesel fuel does the world's heavy work.

<PAGE>

PRODUCTS AND SERVICES

THE DIESEL FUEL ADDITIVE PRODUCT LINE

                                    ENERBURN

EnerBurn is a liquid, chemical formulation, presently sold in bulk quantities to
fleet and vessel operators,  under three product codes  differentiated by market
application and product concentration, as indicated below:



Product                          Application
-------                          -----------
EnerBurn EC5805A                 U.S. On-Road Market
EnerBurn EC5931A                 U.S. Off-Road  Market
EnerBurn EC5805C                 International Market

Although  added  to  diesel  fuel and  generally  referred  to as a diesel  fuel
additive  within  the  industry,  EnerBurn  functions  as  an  engine  treatment
application  by removing  carbon  deposits from the  combustion  surfaces of the
engine and greatly reducing further carbon deposit buildup. It also provides for
an increased rate of combustion. By adding EnerBurn to diesel fuel in accordance
with proprietary methodology,  it forms a non-hazardous catalytic surface in the
diesel engine  combustion  chamber and on the surface of the piston heads.  This
surface is  visible  in the form of a  monomolecular  film that  develops  after
initiation of treatment and remains active for a period of time after  cessation
of treatment.

The  buildup of carbon  within  the  combustion  chamber of a diesel  engine can
generate  greater  exhaust  opacity and  increased  engine  wear.  These  carbon
deposits  can cause piston  rings to stick and reduce  compression  resulting in
decreased engine efficiency with extended use.

The unique  chemical  formulation of EnerBurn,  when applied in accordance  with
proprietary  methodology,  has been shown to produce the following benefits (See
"Product Testing", below):



---------------------------------------------------------------
MEASUREMENT                              PERCENTAGE IMPROVEMENT
---------------------------------------------------------------
Fuel Economy                             8-15% Improvement
---------------------------------------------------------------
NOx Formation                            10-20% Reduction
---------------------------------------------------------------
Smoke                                    25-70% Reduction
---------------------------------------------------------------
Brake Horsepower                         Up to a 4% increase
---------------------------------------------------------------
Engine Wear                              30-50% Reduction
---------------------------------------------------------------

           ENERBURN VOLUMETRIC PROPORTIONING INJECTOR EQUIPMENT (VPI)

Volumetric  proportioning  injection  equipment is used to deliver proper dosage
ratios  of  EnerBurn  to the  diesel  fuel,  and are  typically  offered  to the
Company's customers in support of an EnerBurn sale. Two equipment vendors supply
additive  injection  equipment to the Company that is either installed at a bulk
fueling depot or onboard the vehicle or vessel.

<PAGE>

PRODUCT TESTING

                          SOUTHWEST RESEARCH INSTITUTE

The Southwest Research Institute ("SWRI") of San Antonio,  Texas has extensively
tested the EnerBurn  technology.  This institute is an  independent,  nonprofit,
applied engineering and physical sciences research and development  organization
with 11  technical  divisions  using  multidisciplinary  approaches  to  problem
solving.  The  Institute  occupies  1,200 acres and provides  nearly two million
square feet of laboratories,  test facilities,  workshops,  and offices for more
the 2,700  employees  who perform  contract  work for  industry  and  government
clients.

The extensive testing of EnerBurn  conducted by SWRI confirmed product claims of
lower highway smoke,  reduced NOx emissions,  a significant  reduction in engine
wear and an increase in horsepower. Actual customer usage data has confirmed the
claim that EnerBurn usage reduces fuel consumption.

                  ENERBURN PROOF OF PERFORMANCE DEMONSTRATIONS

An  integral  part  of the  Company's  sales  process  is to  conduct  proof  of
performance   demonstrations   for  potential   customers  wherein  the  Company
accumulates  historical  fleet  data that  documents  the  effects of the use of
EnerBurn  (i.e.  advantages in terms of increased  fuel  economy,  a decrease in
engine wear and  reductions  in toxic  emissions)  on that  customer's  specific
vehicles.  In connection  with these proofs of performance  demonstrations,  the
Company provides fleet monitoring services and forecasts of fuel consumption for
purposes  of the  prospective  customer's  own  analysis.  Proof of  performance
demonstrations  for a large number of  prospective  and existing  customers have
been  completed.  A sampling of such trials  include:  (1) a fleet of over 3,000
long  haul  trucks , (2) a fleet of 24  three-year  old  Morrison  Knudson  1500
locomotives with  Caterpillar  3512 diesel engines,  and (3) a sampling of eight
maritime push boats .

The results below are indicative of typical customer experiences using EnerBurn.
In many  instances,  customers  have  directly  informed the Company about their
satisfaction  with EnerBurn and the fuel savings that its use has provided them.
In all cases, the Company's own comparison of the customer  provided  historical
fuel usage data with the EnerBurn usage (which the Company has  monitored)  data
has proven to the Company and the customer  that the use of EnerBurn has reduced
their fuel consumption.  In addition to fuel consumption reduction, the decrease
in emissions  resulting  from  EnerBurn use is measured with a device called the
UEI Intelligent Solutions Meter. Similarly,  the percentage reduction in opacity
(smoke  generated  by  diesel  engines)  is  measured  by the Wager  6500  Meter
(manufactured by Robert H. Wager Co., Inc.).

     o    An EnerBurn  proof of performance  demonstration  of a long haul truck
          fleet  began in August of 1998.  The  number  of trucks  treated  with
          EnerBurn exceeded  3,000-Century  Class  Freightliners,  most of which
          were equipped with Caterpillar or similar type engines. This company's
          measurable fuel savings averaged 10.4% over a 3 plus year period while
          using  EnerBurn,  resulting  in annual fuel  savings in excess of $6.5
          million. In addition,  the company's  maintenance  department observed
          significant reductions in metal loss in crankcase wear-parts, although
          they did not attempt to quantify the value of this phenomenon.

     o    A fleet of 24 three-year-old  1400 horsepower  Morrison Knudson MK1500
          locomotives  with  Caterpillar  3512  diesel  engines  were used for a
          12-month proof of performance  demonstration  of the  effectiveness of
          EnerBurn.  This  demonstration  started  on July 1,  1999 and  clearly
          documented a 10.8% reduction in fuel  consumption and a 9.5% reduction
          in Brake Specific Fuel Consumption  ("BSFC").  The demonstration  also
          reflected a significant  reduction in engine wear,  confirmed by a 56%
          reduction in copper content of the lube oil.

     o    Three maritime vessels were selected from a large fleet, based on size
          and  typical  routes  for  accessibility  of  regular  fueling at this
          company's  bulk fueling  barge.  A proof of  performance  protocol was
          developed  under  the  guidance  and  supervision  of  this  company's
          management. The

<PAGE>

          base  line  demonstration  commenced  on July 11,  2001 and the  final
          demonstration  was  performed on February  28, 2002.  One of the three
          demonstration  vessels  represented  an  untreated  placebo;  two were
          treated with EnerBurn.  The two treated  vessels  exhibited a measured
          reduction  in fuel  consumption  of 7% and 9.9%,  while the  untreated
          placebo  experienced  nearly  a  10%  increase  in  fuel  consumption.
          Additionally  five vessels with different diesel engines were selected
          for proof of performance under the same protocols  yielding results in
          excess of 10% in fuel savings, significant reductions in opacity, from
          33%-86%, reductions of NOx emissions between 11% and 20%.

THE TARGET MARKET

OVERVIEW OF WORLDWIDE DIESEL FUEL CONSUMPTION

The  U.S.  Department  of  Energy,  Energy  Information  Administration  ("EIA")
estimates that worldwide  annual  consumption  of diesel fuel  approximates  210
billion U.S. gallons. A breakdown of this estimate is summarized as follows:

                                           Annual consumption of
                                      Diesel Fuel - Billion USG/Year
                                      ------------------------------

United States                                       60
Europe                                              60
Pacific Rim                                         50
Rest of the World                                   40
                                                  ----
     Total Gallons Consumption                     210


DOMESTIC DIESEL FUEL CONSUMPTION

Based on further EIA published  data,  the  following  table*  depicts  domestic
distillate fuel oil consumption by energy use for 2001:



---------------------------------------------------------
ENERGY USE                        2001 (THOUSAND GALLONS)
---------------------------------------------------------
U.S. Total                               58,971,486
---------------------------------------------------------
Residential                               6,263,440
---------------------------------------------------------
Commercial                                3,505,057
---------------------------------------------------------
Industrial                                2,323,797
---------------------------------------------------------
Oil Company                                 820,321
---------------------------------------------------------
Farm                                      3,427,343
---------------------------------------------------------
Electric Power                            1,510,273
---------------------------------------------------------
Railroad                                  2,951,831
---------------------------------------------------------

<PAGE>

---------------------------------------------------------
Vessel Bunkering                          2,093,252
---------------------------------------------------------
On-Highway Diesel                        33,215,320
---------------------------------------------------------
Military                                    346,060
---------------------------------------------------------
Off-Highway Diesel                        2,514,791
---------------------------------------------------------

* Sources:  Energy Information  Administration's Form EIA-821,  "Annual Fuel Oil
and Kerosene Sales Report," for 1997-2001 and "Petroleum  Supply Annual," Volume
1,  1997-2001.  Totals  may  not  equal  sum of  components  due to  independent
rounding.

DIESEL FUEL CONSUMPTION IN STRATEGIC GEOGRAPHIC TARGET MARKETS

The following table* depicts diesel fuel consumption for transportation use only
and excludes other such industries to include mining,  farm, and electric power.
The  Registrant  has active sales  efforts in each of these three  International
markets.


------------------------------------------------------
COUNTRY/REGION      1999 CONSUMPTION (MILLION GALLONS)
------------------------------------------------------
Western Europe                   44,457
------------------------------------------------------
Japan                             9,198
------------------------------------------------------
Brazil                            7,665
------------------------------------------------------

* Source: EIA "International Energy Annual, 1999."

THE COMPANY'S PRIMARY DOMESTIC TARGET MARKETS BY ENERGY USERS

The  Company's  primary  domestic  target  markets by energy  users  include the
trucking industry,  railroad industry,  and the maritime shipping industry,  all
responsible for transporting freight.  Combined,  these three industries consume
approximately  38 billion gallons of diesel fuel, or over 50% of annual domestic
consumption.

According to information compiled by Charles River Associates,  between 1960 and
1998, the amount of freight moved each year for each American  increased by 50%,
while  the  average  cost of  moving a ton of  freight  one mile  (adjusted  for
inflation)  fell  by  12.5%.  For  trucking,  railroad,  and  maritime  shipping
companies,  diesel fuel accounts for a disproportionate share of total operating
costs.  Furthermore,  each of these industries typically experiences  relatively
small operating margins. Because of these financial factors, management believes
that the ability to reduce fuel consumption,  even by a small amount, could have
a dramatic effect on its customers' competitive viability.

                                TRUCKING INDUSTRY

The domestic trucking  industry employs over 9 million people,  including over 3
million truck drivers and  contributes  about five percent to our Gross National
Product. During 2000, according to the American Trucking Association,  excluding
government  and farm,  173  billion  miles were  logged by all  trucks  used for
business purposes and consumed 30.3 billion gallons of diesel fuel.

<PAGE>

The  trucking  industry  typically  measures  its costs by the  mile,  with fuel
representing  one of the  largest  variable  cost  items  for  truck  operators.
According to a publication  prepared by Newport  Communications,  which profiled
the Heavy Duty and  Commercial  Truck Market,  annual Class 8 Truck (heavy duty)
mileage  ranged from 121,000  annual miles per truck for truck load  carriers to
140,000 annual miles per truck for the owner-operator  carrier.  Annual operator
mileage for Class 6-7 Trucks (medium duty) was significantly lower, ranging from
40,000 to 56,000  miles per  truck.  Trucking  industry  analyst,  Martin  Labbe
Associates,  calculates that in mid-1998,  LTL truckers were spending an average
17.8 cents per mile for fuel.  In  mid-2001,  the  average  cost had risen to 25
cents a mile for fuel.  Unfortunately  for  trucking  companies,  the  prices of
delivering freight have not kept pace with rising costs.

According to Transportation  Technical  Services,  the average profit margin for
truckers  since  the late  1970's  is about  2%.  In 2000,  revenues  of  public
truckload carriers rose 5.9%,  representing a 40% increase in tonnage and 60% in
surcharges  and higher  rates.  However,  profits  were down almost 22%.  Market
analysts at A.G.  Edwards & Sons noted 3,670  bankruptcies  among companies with
five or more trucks in 2000.  Another  1,000 closed down in the first quarter of
2001.  In previous  years,  when fuel prices were low, the  bankruptcy  rate was
under 300 per quarter.

The Company believes this analysis  clearly  supports the significant  impact of
fuel  costs  on  the   profitability   and  viability  of  trucking   companies,
particularly in a slow economy with less freight being moved.

                        NORTH AMERICAN RAILROAD INDUSTRY

According  to the  Association  of  American  Railroads,  more than 600  freight
railroads  operate in Canada,  Mexico,  and the United  States with over 173,000
million  miles of track and  generate  $42  billion  in annual  revenues.  These
railroads account for more than 40 percent of all freight transportation.

Currently,  the active  locomotive  fleets in the North  American  market number
approximately 33,000 units,  including heavy-haul freight locomotives,  commuter
locomotives  and  lower-horsepower,  short-haul  and terminal  locomotives.  The
average  number  of new  locomotives  delivered  in the past 10 years  was 1,000
annually.

On  average,  locomotives  are three  times  more  fuel-efficient  than  trucks.
Moreover,   locomotive  fuel  efficiency  is  continually  improving.  In  2001,
locomotives moved a ton of freight 403 miles on average per gallon of diesel, up
from 235 miles in 1980. In 2001 alone,  U.S.  freight  locomotives  consumed 2.6
billion  fewer  gallons  of  diesel  fuel  than they  would  have if their  fuel
efficiency had remained constant since 1980.

Based on revenue per  ton-mile,  on average it costs 29% less to move freight by
locomotive in 2001 than it did in 1981.  Additionally,  diesel fuel expenditures
typically represent between six and 10 percent of operating budgets for domestic
locomotive lines.  Canada's  railways,  for instance,  have been improving their
fuel efficiency at an annual rate of about 1.9 percent per year.

Because of these factors, locomotives, as demonstrated,  are keenly aware of the
positive impact fuel savings can have on their ability to remain competitive.

                           MARITIME SHIPPING INDUSTRY

The domestic maritime shipping industry  transports  freight around our Nation's
inland waterways and along our Nation's coasts.  The Company's primary marketing
efforts are presently  directed at those  companies  that operate  vessel fleets
throughout our Nation's inland and inter-coastal waterways.

Inland water freight transportation is comprised of more than 4,000 tugboats and
towboats and over 28,000 barges.  These vessels move 15% of the Nation's freight
representing  nearly 800 million  tons  annually,  over a  25,000-mile  waterway
system, contributing about $5 Billion a year to the U.S. economy. Because of the
enormous cargo capacity of a barge, this industry represents the most economical
mode of transporting commercial freight.

<PAGE>

THE COMPANY'S SECONDARY DOMESTIC TARGET MARKETS BY ENERGY USERS

To a lesser extent,  the Company markets  EnerBurn to other domestic  industries
that are reliant upon diesel fuel. Those industries  include electric power, oil
and gas  production  (both  onshore and  offshore),  mining,  and  agricultural.
However,  at the  present  time,  the  Company  has limited its efforts in these
industries  to  specific  customer   applications  wherein  it  has  a  personal
relationship.

SALES AND MARKETING STRATEGY

THE COMPANY'S SALES PROCESS

The  fuel  additive  industry  has  historically  been  mired  by  a  myriad  of
technically  dubious  products  and  potential  customers  are  usually  wary of
promotional claims by product  manufacturers or "snake oil" peddlers as they are
sometimes labeled.

Prospective  customers in all targeted  market sectors and geographic  locations
are primarily  concerned about the potential  business risks associated with the
adoption of any new fuel or engine treatment.  Thus, the first resistant barrier
to adoption of a fleet proof of  performance  demonstration  is dispelling  fear
about impact on engine  warranties  and any potential  business risk  associated
with a fleet shutdown caused by the Company's  product.  The potential  EnerBurn
fuel and  maintenance  savings are strong  motivators  but are secondary to risk
avoidance.  The SWRI  fitness  for use  testing and  customer  testimonials  are
paramount in assisting the Company in addressing these fears.

Potential  customers have a strong  predisposition  to accept only  demonstrable
proof-of-benefit  in their own fleet as  justification  for any new expenditure.
After risk  avoidance,  the  ability  to  demonstrate  and prove  results is the
primary obstacle for market adoption of the EnerBurn product.

The Company's  sales process  begins with a proof of  performance  demonstration
that is a thorough  analysis of the potential  customer,  including  fleet type,
size,  and  opportunity.  (See  "Business  -Product  Testing-  EnerBurn Proof of
Performance  Demonstrations",  above). This is followed with sales presentations
at both the  executive  level  and  maintenance  level.  Executive  level  sales
presentations  emphasize return on investment  ("ROI"),  while maintenance level
sales  presentations  emphasize  the  Company's  technology  and why it does not
impact engine warranties and any potential business risk associated with a fleet
shutdown.

Convincing   a  potential   customer  to   undertake  a  proof  of   performance
demonstration  is a difficult task because there is a significant  expense to be
borne by the potential customer.  Specifically,  the potential customer must pay
for both the EnerBurn that is used during the  demonstration as well as purchase
the  additive  injection  equipment  that is also  needed.  The cost  will  vary
according  to the  potential  customer and the industry in which it is in. For a
proof of  performance  demonstration  on a typical  fleet of 100  diesel  engine
trucks,  the cost of the  EnerBurn  would be  approximately  $30,000,  while the
average cost of the equipment used would be approximately $20,000. The personnel
costs  related to providing  fleet  monitoring  services  and  forecasts of fuel
consumption  for the  potential  customer's  analysis  are  borne  either by the
Company, its supplier or the sales agent. For a demonstration  involving a fleet
of 100 hundred trucks, typically 50 to 100 man-hours are involved.

The current  sales  cycle from  inception  to full  customer  implementation  is
typically six to 12-months from initial customer contact.  This includes the two
to six months it usually  takes for the  benefits  of  EnerBurn to begin to take
effect in the  subject  engines  during the proof of  performance  demonstration
period.

THE COMPANY'S INTERNATIONAL MARKETING PARTNERS

Presently,  EnerBurn  is  marketed  by the  Company in Western  Europe,  certain
countries in Asia and Latin America though  partnerships with entities that have
an established  presence in these areas.  These marketing  partners include Bond
International, Ltd. ("Bond") in Western Europe, Mitsubishi International

<PAGE>

Corporation  ("MIC")  in the Asia,  EchemTrade  Energy &  Petrochemicals,  Ltda.
("Echem") in the Mercusor Nations Brentagg Latin America, Inc. ("BLAI") in Latin
America.

                            BOND INTERNATIONAL, LTD.

Bond is an independent  marketing  corporation  organized in the United Kingdom.
Although  there is no formal  written  agreement  with it, Bond is acting as the
Company's  sales agent in 19 European  countries,  including the United Kingdom,
Austria, Germany, Spain, Italy and Switzerland.  Negotiation of a formal written
agreement with Bond is currently in process.  The current  arrangement calls for
the Company and Bond to share equally in the  operating  margins of the products
sold in Bond's territory until such time that a definitive agreement is executed
between the parties.

                      MITSUBISHI INTERNATIONAL CORPORATION

On March 15, 2003, WaxTech International, Inc. assigned to EnerTeck its December
15, 2002 agreement with MIC, its exclusive  distributor of EnerBurn  products in
the aforementioned Asian nations.  The term of the Distributorship  Agreement is
for five years with renewable one-year options. This agreement can be terminated
for a material  breach of contract,  including the failure of MIC to meet annual
sales requirements,  if the breach is not remedied within 60 days of the date of
the notice of the breach.  Under this  agreement,  MIC's  compensation  is based
entirely upon the difference between its cost and its sales prices.

To date,  MIC has not sold any  EnerBurn  pursuant to this  agreement.  However,
certain proof of performance  demonstrations have begun in the fourth quarter of
2003 in these geographical areas.

                    ECHEMTRADE ENERGY & PETROCHEMICALS, LTDA.

On February 15, 2003,  the Company  entered into a Sales Agency  Agreement  with
Echem, a Brazilian  corporation that was amended on September 1, 2003.  Pursuant
to this agreement,  as amended,  Echem acts as its exclusive sales agent for the
sale of EnerBurn  products in Latin  America.  The term of the  agreement is for
five years with renewable one-year options.  In order to maintain its geographic
exclusivity,  Echem must meet certain minimum annual sales volume  requirements.
In the event that Echem does not achieve the minimum  sales  volume in any given
period, the Company may, at its sole option,  appoint additional sales agents or
establish its own sales initiative within the territory.  However,  in the event
that Echem does lose its territorial  exclusivity,  the Company will continue to
supply EnerBurn products to Echem on a non-exclusive basis, and will not solicit
or otherwise  transact  business  with  Echem's  active  commercial  accounts or
compete  with  Echem or allow any  additional  appointed  agents to  compete  or
interfere with Echem's active commercial accounts.

Under this agreement,  Echem's  compensation is entirely  commission based, with
advance commission payments to be drawn against future commissions  permitted if
agreed upon by the parties. The commission formula is as follows:

     o    For Echem sales to certain  non-governmental  Brazilian customers, the
          difference between its cost and its customer's sales prices;

     o    For all other  non-governmental  commercial accounts, 20% of the gross
          sales price; and

     o    For all governmental accounts, 25% of the gross sales price.

To date,  Echem has not sold any EnerBurn  pursuant to this agreement.  However,
large railroad and certain  government  contracts are under  negotiation at this
time.

                           BRENNTAG LATIN AMERICA INC.

Brenntag Latin America Inc. ("BLAI") is the Latin American sales division of The
Brenntag  Group.  On October  23,  2003,  the  Company  entered  into a one year
renewable Exclusive  Distributor  Agreement with BLAI. Under this agreement,  it
appointed  BLAI as its exclusive  distributor  of EnerBurn in the South American
countries of Colombia,  Venezuela,  Ecuador and the Dominican Republic. In order
to maintain

<PAGE>

exclusivity,  BLAI must purchase at least 4,000  gallons of EnerBurn  within the
first year. If it fails to do so, it may lose its  exclusivity  at the Company's
option.  In such case, it would proceed as a  non-exclusive  distributor  in the
aforementioned  countries. In connection with this distributorship  arrangement,
BLAI has agreed not to sell and/or  handle any other  product that competes with
EnerBurn.

BLAI's  compensation  under this  arrangement is derived from its mark-up of the
EnerBurn  that it  purchases  from us. To date,  BLAI has not  purchased  any of
EnerBurn under this agreement.

COMPETITION

The market for products and services that increase  diesel fuel economy,  reduce
emissions  and engine wear is rapidly  evolving and  intensely  competitive  and
management  expects  it to  increase  due  to  the  implementation  of  stricter
environmental  standards.  Competition can come from other fuel additives,  fuel
and engine  treatment  products  and from  producers  of engines  that have been
modified  or adapted to achieve  these  results.  In  addition,  the  Registrant
believes  that new  technologies,  including  additives,  will further  increase
competition.

The Company's primary current competitors include Lubrizol Corporation,  Chevron
Oronite Company (a subsidiary of Chevron Corporation), Octel Corp., Clean Diesel
Technologies, Inc. and Ethyl Corporation.

Many of the Company's competitors have been in business longer than it has, have
significantly greater financial, technical, and other resources, or greater name
recognition. The Registrant's competitors may be able to respond more quickly to
new or emerging technologies and changes in customer  requirements.  Competition
could  negatively  impact the Company's  business.  Competitive  pressures could
cause the Company to lose market  share or to reduce the price of its  products,
either of which  could harm its  business,  financial  condition  and  operating
results.

Management  believes  that the  principal  competitive  factors in the Company's
market include the:

    o    effectiveness of the product;
    o    cost;
    o    proprietary technology;
    o    ease of use; and
    o    quality of customer service and support.

GOVERNMENT REGULATION  - FUEL ADDITIVE REGISTRATION

The  Company   needs  to  comply  with   registration   requirements   for  each
international geographic jurisdiction in which it sells EnerBurn. On January 21,
2001, the US  Environmental  Protection  Agency,  pursuant to the  Environmental
Protection  Act (the "Act") (40 CFR 79.23) issued permit number EFC 5805A to the
Company  in  connection  with  the use of  EnerBurn.  This  registration  allows
EnerBurn  to be used  anywhere  in the  United  States  for  highway  use in all
over-the-road diesel applications.  Under this registration,  the Registrant has
irrevocable  pass through  rights from the  formulator,  blender and supplier to
market and sell EnerBurn.

The  Company's  business  is  impacted  by air  quality  regulations  and  other
regulations  governing  vehicle  emissions as well as emissions from  stationary
engines.  If such  regulations  were abandoned or determined to be invalid,  its
prospects may be adversely  effected.  As an example, if crude oil and resulting
diesel prices were to reach or approach  historical  lows, the emphasis for fuel
efficiency  would be  diminished,  potentially  impacting  sales velocity of the
products, consequently adversely effecting the Company's performance.

Typically, there are registration and regulation requirements for fuel additives
in each  country in which they are sold.  In the  United  States,  fuel and fuel
additives are registered and regulated  pursuant to Section 211 of the Clean Air
Act. 40 CFR Part 79 and 80 specifically relates to the registration of fuels and
fuel additives

<PAGE>

In accordance  with the Clean Air Act  regulations  at 40 CFR 79,  manufacturers
(including  importers)  of gasoline,  diesel fuel and  additives for gasoline or
diesel fuel, are required to have their products  registered by the EPA prior to
their  introduction into commerce.  Registration  involves  providing a chemical
description  of the fuel or  additive,  and certain  technical,  marketing,  and
health-effects  information.  The health-effects  research is divided into three
tiers of  requirements  for specific  categories of fuels and additives.  Tier 1
requires a health-effects literature search and emissions characterization. Tier
2 requires  short-term  inhalation  exposures of laboratory animals to emissions
and screened for adverse  health  effects,  unless  comparable  data are already
available. Alternative Tier 2 testing can be required in lieu of standard Tier 2
if EPA  concludes  that such testing  would be more  appropriate.  Certain small
businesses are exempt from some or all the Tier 1 and Tier 2 requirements.  Tier
3 provides for follow-up research, if necessary.

SUPPLY ARRANGEMENTS

THE COMPANY'S RELATIONSHIP WITH RUBYCAT TECHNOLOGY

In January 2003, the Company executed a Memorandum of Understanding ("MOU") with
RubyCat  Technology.  This MOU is  comprised  of two  components:  a Supply  and
Marketing Agreement and a Purchase Option Agreement.

                         SUPPLY AND MARKETING AGREEMENT

Under the Supply and Marketing  component of the MOU,  EnerTeck will collaborate
with and purchase  EnerBurn(TM)  products and services  exclusively from RubyCat
and RubyCat will collaborate with and sell EnerBurn diesel products  exclusively
to EnerTeck.  Accordingly,  for EnerTeck to maintain annual, global exclusivity,
it is required to purchase  certain minimum  quantities of EnerBurn as indicated
below:


Year One ending December 31, 2003                       180,000 gallons
Year Two ending December 31, 2004                       270,000 gallons
Year Three ending December 31, 2005                     400,000 gallons
And Each Year thereafter                                500,000 gallons

                            PURCHASE OPTION AGREEMENT

Under the  Purchase  Option  component  of the MOU,  EnerTeck has been granted a
unilateral one-year option to purchase certain technology from RubyCat for a sum
of up to $6.6 million.

During December of 2002, RubyCat expressed an interest in selling its technology
to EnerTeck for a sum of up to $6.6 million. As a result of negotiations between
the parties, EnerTeck, in addition to securing exclusive global marketing rights
subject to minimum purchase  requirements  from RubyCat,  elected to pursue this
acquisition  with payment due no later than December 31, 2005.  However,  should
EnerTeck  elect not to  exercise  the  purchase  option  and yet meet the annual
minimum  purchase  requirements,  EnerTeck  maintains  its  global  exclusivity,
subject to meeting certain minimum purchase levels.

If the supplier is not able to provide the Company with sufficient quantities of
the product, or not provide the product at all (for any reason),  business could
be adversely effected. Although management has identified alternate suppliers of
the products,  no assurance can be given that the  replacement  products will be
comparable  in quality  to the  product  presently  supplied  to the  Company by
RubyCat, or that, if comparable,  that it can be acquired under acceptable terms
and conditions.

In addition,  the Company is dependent upon RubyCat for statistical  analysis of
fleet  data  gathered  from   customers  and  potential   customers  in  on-road
applications.  This  data is  important  in that it serves  to  demonstrate  the
products'  proof of  performance  to customers and potential  customers.  If the
Company were not provided this service,  the Company's sales efforts and ability
to maintain existing customers could be negatively effected. However, management
believes that the Company can adequately analyze the data.

<PAGE>

The  arrangement  with RubyCat  Technology  requires that certain annual minimum
purchase levels be met in order to maintain global exclusivity.  The Company has
purchased 9,700 gallons of product from RubyCat through November 30, 2003. Based
upon its sales volume to date, the Company has not achieved the required minimum
levels of purchases.  However,  it is presently in  discussions  with RubyCat to
waive the requirements necessary to maintain this exclusivity.  No assurance can
be given that the parties can reach an agreement  acceptable to both parties. If
this  exclusivity  were  lost,  it may have a  material  adverse  effect  on the
Company's business and planned operations.

EMPLOYEES

The Registrant  currently employs nine individuals on a full-time basis; five of
whom provide  services to both  EnerTeck  Parent and EnerTeck Sub. The remaining
four provide  services to EnerTeck  Sub only.  Two of the  individuals,  namely,
James Mullen (Executive Vice President, General Counsel, Secretary and Director)
and Parrish  Ketchmark  (President and Director) provide their services pursuant
to consulting  agreements.  Parrish Brian Partners,  Inc., with whom the Company
has a  consulting  agreement,  employs  its  president.  Management  anticipates
retaining  additional  sales and  marketing (as  employees or  consultants)  and
clerical personnel within the next 12 months, if financial resources permit.


FORWARD LOOKING STATEMENTS

The  words  "may,"  "will,"  "expect,"   "anticipate,"   "believe,"  "continue,"
"estimate," "project," "intend," and similar expressions used in this report are
intended  to  identify  forward-looking  statements.  You should not place undue
reliance on these  forward-looking  statements,  which speak only as of the date
made. We undertake no obligation to publicly  release the result of any revision
of these forward-looking statements to reflect events or circumstances after the
date they are made or to reflect the  occurrence of  unanticipated  events.  You
should also know that such  statements are not guarantees of future  performance
and are subject to risks, uncertainties and assumptions. Many of these risks and
uncertainties are set forth in the "RISK FACTORS" section of this report. Should
any  of  these  risks  or  uncertainties  materialize,  or  should  any  of  our
assumptions  prove  incorrect,  actual results may differ  materially from those
included within the forward-looking statements.

RISK FACTORS

BUSINESS AND FINANCIAL RISKS

WE HAVE  LIMITED  WORKING  CAPITAL,  MINIMAL NET WORTH AND  SUBSTANTIAL  CURRENT
LOSSES WHICH INHIBITS OUR ABILITY TO IMPLEMENT OUR BUSINESS PLAN.

We have met our working  capital  requirements  through  financing  transactions
involving the private placement of our securities.  We do not expect our current
working capital to support our operations  beyond May 2004 and we are in need of
approximately  three to seven  million  dollars  of  additional  capital to fund
operations over the next 18 months. Since our acquisition of EnerTeck Sub, which
was formed in 2000,  we have not  generated  any  significant  revenue  and have
experienced  substantial losses. We also have limited working capital and, as at
Deember  31,  2003  recorded  a net  worth of  approximately  $295,000.  For the
immediate  years  preceding the  acquisition,  we were an inactive  public shell
corporation  with no  significant  revenue and only losses.  For the years ended
December 31, 2003 and 2002,  EnerTeck Sub, our recently  acquired,  wholly owned
subsidiary,  reported  a loss  of  approximately  $2,717,000  versus  a loss  of
approximately $757,000, respectively.

OUR CHANCES FOR SUCCESS ARE REDUCED  BECAUSE WE ARE AN EARLY STAGE  COMPANY WITH
REGARD TO OUR NEW BUSINESS OPERATION.

<PAGE>

In recent years we have been  inactive and had not generated  revenues  until we
acquired  EnerTeck  Sub on January 9, 2003.  Furthermore,  EnerTeck Sub was only
formed in November 2000 and has a limited operating history. Accordingly, we are
subject to all the risks and challenges  associated  with the operation of a new
enterprise,  including  inexperience,  lack of a  track  record,  difficulty  in
entering the targeted market place, competition from more established businesses
with greater  financial  resources and  experience,  an inability to attract and
retain qualified  personnel  (including,  most importantly,  sales and marketing
personnel)  and a need for additional  capital to finance our marketing  efforts
and  intended  growth.  We  cannot  assure  you  that we will be  successful  in
overcoming  these and other risks and challenges  that we face as a new business
enterprise.

WE NEED SUBSTANTIAL  ADDITIONAL FINANCING TO EXECUTE OUR BUSINESS PLAN WHICH MAY
NOT BE AVAILABLE.  IF WE ARE UNABLE TO RAISE ADDITIONAL  CAPITAL,  WE MAY NOT BE
ABLE TO CONTINUE OPERATIONS.

We need  substantial  additional  capital  to  expand  our  marketing  and sales
efforts.  Our current  resources are insufficient to fund operations  beyond May
2004.  We believe that we will need an  additional  $3,000,000  to $7,000,000 to
execute  our  business  plan and  support  operations  over the next 18  months.
Although we expect current warrant holders to provide  approximately $ 3,206,280
of additional funding through the exercise of the Warrants,  this is conditioned
upon events  outside of our control,  including  the trading price of our common
stock exceeding the various warrant exercise prices.  After giving effect to our
November 24, 2003 one for 10 reverse  common stock split,  the warrant  exercise
prices  range  from $.01 per share to $1.20 per  share.  For these  reasons,  we
intend to obtain  additional  financing  through the  issuance of debt or equity
securities.  We have not and  cannot  assure  you  that we will  ever be able to
secure any such  financing on terms  acceptable  to us. If we cannot obtain such
financing,  we  will  not be able  to  execute  our  business  plan or  continue
operations.

THE EXERCISE OF THE  WARRANTS  WILL CAUSE A DILUTION TO OUR  SHAREHOLDERS  AND A
SIGNIFICANT NEGATIVE EFFECT ON THE TRADING PRICE OF OUR COMMON STOCK.

If the Warrants are  exercised,  we can expect that they will be exercised  when
the public trading prices of our  securities are  significantly  higher than the
exercise  price,  causing a dilution to those of our  shareholders  who may have
purchased our shares at prices above the exercise price.  In addition,  the sale
of up to 4,025,650  shares  acquired  through the exercise of the Warrants could
have a  significant  negative  effect on the public  trading price of our common
shares.

THE ENERBURN TECHNOLOGY HAS NOT GAINED MARKET ACCEPTANCE, NOR DO WE KNOW WHETHER
A  MARKET  WILL  DEVELOP  FOR IT IN  THE  FORESEEABLE  FUTURE  TO  GENERATE  ANY
MEANINGFUL REVENUES.

The EnerBurn  technology  has  received  only limited  market  acceptance.  This
technology  is a  relatively  new  product to the  market  place and we have not
generated any significant  sales.  Although ever growing concerns and regulation
regarding   the   environment   and   pollution   has   increased   interest  in
environmentally  friendly  products  generally,  the engine  treatment  and fuel
additive market remains an evolving  market.  The EnerBurn  technology  competes
with more established  companies such as Lubrizol  Corporation,  Chevron Oronite
Company (a  subsidiary  of  Chevron  Corporation),  Octel  Corp.,  Clean  Diesel
Technologies,  Inc.  and Ethyl  Corporation,  as well as other  companies  whose
products or services  alter,  modify or adapt diesel  engines to increase  their
fuel efficiency and reduce pollutants.  Acceptance of EnerBurn as an alternative
to such  traditional  products  and/or  services depend upon a number of factors
including:
     o    favorable  pricing vis a vis  projected  savings from  increased  fuel
          efficiency
     o    the ability to establish the reliability of EnerBurn products relative
          to available fleet data
     o    public perception of the product

For these reasons,  we are uncertain whether our technology will gain acceptance
in any  commercial  markets or that demand will be sufficient to create a market
large enough to produce any meaningful  revenue or earnings.  Our future success
depends upon customers' demand for our products in sufficient amounts.

<PAGE>

OUR TECHNOLOGY  MAY BE ADVERSELY  AFFECTED BY FUTURE  TECHNOLOGICAL  CHANGES AND
ENVIRONMENTAL REGULATORY REQUIREMENTS.

Although diesel engines are now being  manufactured  that have reduced dangerous
emissions,  this has not satisfied governmental  regulators and legislators.  We
believe  that  diesel  engines  themselves  may soon be  required  to  adhere to
stringent  guidelines that produce nearly zero tailpipe  emissions.  Research in
this area is currently being sponsored by  governmental  agencies,  major engine
companies,  truck  manufacturers,  automobile makers,  catalyst  producers,  oil
refining  companies  and  their  technology  suppliers.   If  such  research  is
successful,  it could eventually  reduce the need for diesel fuel additives such
as EnerBurn as they relate to pollution control.

SINCE WE  MARKET A RANGE OF  PRODUCTS  WITHIN  ONLY  ONE  PRODUCT  LINE,  WE ARE
ENTIRELY  DEPENDENT  UPON THE ACCEPTANCE OF ENERBURN IN THE MARKET PLACE FOR OUR
SUCCESS.

Our business  operations are not diversified.  If we do not generate  sufficient
sales of the EnerBurn  product,  we will not be  successful,  and unlikely to be
able to  continue  in  business.  We cannot  assure  you that we will be able to
develop other product lines to hedge against our  dependency on EnerBurn,  or if
our  EnerBurn  sales  will  be  sufficient  for  us to  generate  revenue  or be
profitable.

WE HAVE NOT DEVELOPED ANY EFFECTIVE  DISTRIBUTION CHANNELS FOR OUR PRODUCT WHICH
ARE NECESSARY TO GENERATE REVENUE.

We market our  product  through  in-house  sales  personnel,  independent  sales
consultants and through exclusive and non-exclusive arrangements known as agency
agreements. In most instances, we utilize proof of performance demonstrations as
part of our sales  process.  This process is the gathering of  historical  fleet
data during a trial period when EnerBurn was not used and comparing it with data
over a similar period when EnerBurn was used. In addition,  our future marketing
plans include:

     o    establishing of product brand recognition through customers with large
          trucking, railroad and maritime fleets
     o    active participation in industry trade shows
     o    extensive  public  relations  efforts  directed at target market trade
          press

Our success will depend upon our marketing efforts effectively generating sales.
While  we have  commenced  this  marketing  effort,  we have not  developed  any
effective  distribution  channels  and may not have the  resources or ability to
sustain these efforts or generate any meaningful sales.

OUR SALES PROCESS IS COSTLY AND TIME  CONSUMING  WHICH  DECREASES OUR ABILITY TO
EFFECT SALES.

In order to effect EnerBurn  sales,  we must prove to a potential  customer that
the use of our product is specifically beneficial to and cost effective for that
potential  customer.  We  accomplish  this by  conducting  proof of  performance
demonstrations  that  are two to six  month  trial  periods.  See  "Management's
Discussion  and  Analysis  of  Financial  Condition  and  Plan  of  Operation  -
Overview".  Our supplier, our sales agent and/or we bear the cost to provide the
personnel to do the  monitoring  and analyzing of compiled  data.  However,  the
potential  customer must bear the cost of the EnerBurn and equipment used during
the  trial  period.  We  cannot  assure  you  that we  will be able to  convince
potential customers to undertake this expense and effect a significant number of
sales. Furthermore, we cannot assure you that the results of a specific proof of
performance demonstration will prove that the use of EnerBurn will be beneficial
to that  specific  potential  customer,  or if  beneficial,  that the  potential
customer will purchase  EnerBurn.  If, after conducting the proof of performance
demonstration,  the potential  customer  does not purchase our product,  we will
have  wasted  the time  and the  cost of  providing  personnel  to the  proof of
performance demonstration.

<PAGE>

WE FACE INTENSE  COMPETITION  AND MAY NOT HAVE THE FINANCIAL AND HUMAN RESOURCES
NECESSARY TO KEEP UP WITH RAPID  TECHNOLOGICAL  CHANGES  WHICH MAY RESULT IN OUR
TECHNOLOGY BECOMING OBSOLETE.

The diesel fuel  additive  business and related  anti-pollutant  businesses  are
subject  to  rapid  technological   change,   especially  due  to  environmental
protection regulations, and subject to intense competition. We compete with both
established  companies and a significant number of startup enterprises.  We face
competition  from producers  and/or  distributors of other diesel fuel additives
(such as Lubrizol  Corporation,  Chevron  Oronite  Company,  Octel Corp.,  Clean
Diesel Technologies,  Inc. and Ethyl Corporation), from producers of alternative
mechanical  technologies (such as Algae-X International,  Dieselcraft,  Emission
Controls  Corp.  and JAMS  Turbo,  Inc.)  and from  alternative  fuels  (such as
bio-diesel  fuel and  liquefied  natural gas) all targeting the same markets and
claiming  increased fuel economy,  and/or a decrease in toxic emissions and/or a
reduction in engine wear. Most of our  competitors  have  substantially  greater
financial  and  marketing  resources  than we do and may  independently  develop
superior   technologies  which  may  result  in  our  technology  becoming  less
competitive or obsolete. We may not be able to keep pace with this change. If we
cannot  keep up with these  advances  in a timely  manner,  we will be unable to
compete in our chosen markets.

THE COMPANY  NEEDS TO MAINTAIN ENERBURN'S EPA REGISTRATION.

In  accordance  with the  regulations  promulgated  under  the US Clean Air Act,
manufacturers  (including importers) of gasoline,  diesel fuel and additives for
gasoline or diesel fuel, are required to have their products registered with the
EPA prior to their introduction into the market place.  Currently,  EnerBurn has
such a  registration  (EPA # 5805A).  The  blender,  formulator  and supplier of
EnerBurn,  RubyCat,  has  registered  this  product  with  the US  Environmental
Protection Agency. This registration  permits us, pursuant to the aforementioned
memorandum  of  understanding,  to sell  EnerBurn for  domestic  on-road use. In
addition,  we currently sell our product outside of the United States and intend
to further expand our sales efforts  internationally.  Accordingly,  EnerBurn is
registered in the United States only, and we are considering its registration in
other countries. Further testing could be needed in these or other countries. We
cannot  assure  you that  EnerBurn  will  pass any  future  testing  that may be
required.  The failure of EnerBurn to obtain  registration in countries or areas
where we would like to market it, could have a materially  adverse effect on our
business and plan of operation.

WE DEPEND ON OUR EXECUTIVE OFFICERS AND NEED ADDITIONAL  MARKETING AND TECHNICAL
PERSONNEL TO SUCCESSFULLY MARKET OUR PRODUCT. WE CAN NOT ASSURE YOU THAT WE WILL
BE ABLE TO RETAIN OR ATTRACT SUCH PERSONS.

Since  we are a small  company,  a loss of one or more of our  current  officers
and/or   significant   employees  could  severely  and  negatively   impact  our
operations.  Except  for  our  interim  president,  Parrish  Ketchmark,  we have
employment contracts with all of our current officers and significant employees.
Although these employment  contracts do not prevent such persons from resigning,
they do contain  non-compete  clauses that are intended to prevent these persons
from working for a competitor  within two years after  leaving our Company.  The
market for such persons remains  competitive and our limited financial resources
may make it more difficult for us to recruit and retain qualified persons.
As mentioned  above,  we do not have an  employment  agreement  with our interim
president,  Parrish Ketchmark. He is providing his services to us pursuant to an
amendment  to  our  consulting  agreement  with  Parrish  Brian  Partners,  Inc.
("Partners").  Mr.  Ketchmark  is a  principal  of  Partners.  Although  he  has
indicated  that he will remain as president  until a qualified  replacement  has
been retained,  he may resign at any time with reasonable  notice. If he were to
resign before a replacement  is hired,  it may have a materially  adverse effect
upon our business.

WE HAVE ONLY ONE  SUPPLIER AND WE ARE  DEPENDENT  UPON IT TO PROVIDE US WITH THE
ENERBURN PRODUCT THAT WE MARKET ON AN EXCLUSIVE BASIS.

<PAGE>

Presently, one supplier,  RubyCat, provides us our entire EnerBurn product line.
For the year ended December 31, 2003, we purchased  5,850 gallons of the product
from RubyCat.  If it were not able to provide us with  sufficient  quantities of
the product, or not provide us the product at all (for any reason), our business
could be adversely effected.  Although we have identified alternate suppliers of
the  product,  we  cannot  assure  you that  the  replacement  products  will be
comparable in quality,  or that we will be able to contract with these alternate
suppliers on terms acceptable to us.

In addition,  we are dependent  upon RubyCat for  statistical  analysis of fleet
data gathered from customers and potential customers in on-road use applications
in the United  States.  This data is important in that it serves to  demonstrate
our products' proof of performance to customers and potential customers. If this
service  were not  supplied  to us, our sales  efforts  and  ability to maintain
existing customers could be negatively effected. Although we believe that we can
find a replacement  provider of such services to adequately analyze the data, we
cannot  assure you that we can be  successful  in  retaining  such a provider on
reasonably  acceptable  terms to us. Our arrangement with RubyCat requires us to
meet  certain  annual  minimum  purchase  levels in order to maintain our global
exclusivity as follows:
Year One ending December 31, 2003 ....................  180,000 gallons
Year Two ending December 31, 2004 ....................  270,000 gallons
Year Three ending December 31, 2005 ..................  400,000 gallons
And Each Year Thereafter .............................  500,000 gallons

Based upon our sales volume to date, we have not achieved these required minimum
levels.  However,  we are  presently  in  discussions  with RubyCat to waive the
requirements necessary for us to maintain this exclusivity.  No assurance can be
given that we can reach an agreement  acceptable to both parties.  If we were to
lose this exclusivity, it may have a material adverse effect on our business and
planned operations.

CURRENTLY,  OUR SALES ARE CONCENTRATED  AMONG JUST FIVE CUSTOMERS TO WHOM WE ARE
DEPENDENT.

For  the  year  ended  December  31,  2003,  95%  of  our  sales  revenues  were
concentrated  among  five of our  customers.  If we were to lose any of the five
customers,  especially,  the  biggest  one,  our  business  would  be  adversely
effected.  We cannot assure you that we could adequately replace the loss of any
of these customers.

RISKS RELATED TO OUR COMMON STOCK

WE HAVE ISSUED A  SUBSTANTIAL  NUMBER OF WARRANTS TO PURCHASE  OUR COMMON  STOCK
WHICH WILL RESULT IN  SUBSTANTIAL  DILUTION TO THE  OWNERSHIP  INTERESTS  OF OUR
EXISTING SHAREHOLDERS.

As of the date of December 31, 2003, we have  10,792,025  shares of common stock
outstanding. Up to an additional 3,025,650 shares are issuable upon the exercise
of the  warrants  held by certain of Security  Holders.  The  exercise of all of
these  warrants  substantially  dilute the  ownership  interests of our existing
shareholders.

APPLICABLE SEC RULES  GOVERNING THE TRADING OF "PENNY STOCKS" LIMITS THE TRADING
AND LIQUIDITY OF OUR COMMON STOCK THAT MAY ADVERSELY AFFECT THE TRADING PRICE OF
OUR COMMON STOCK.

Our common stock currently  trades on the OTC Bulletin  Board.  Since our common
stock continues to trade below $5.00 per share, our common stock is considered a
"penny  stock"  and  is  subject  to  SEC  rules  and  regulations  that  impose
limitations  upon the manner in which our shares can be publicly  traded.  These
regulations  require the delivery,  prior to any  transaction  involving a penny
stock,  of a  disclosure  schedule  explaining  the penny  stock  market and the
associated risks.  Under these  regulations,  certain brokers who recommend such
securities to persons  other than  established  customers or certain  accredited
investors  must  make  a  special  written  suitability  determination  for  the
purchaser and receive the purchaser's  written  agreement to a transaction prior
to sale.  These  regulations have the effect of limiting the trading activity of
our common  stock and  reducing the  liquidity  of an  investment  in our common
stock.

<PAGE>

WE DO NOT INTEND TO PAY DIVIDENDS IN THE FORESEEABLE FUTURE.

We have never  declared  or paid a dividend  on our common  stock.  We intend to
retain earnings,  if any, for use in the operation and expansion of our business
and,  therefore,  do not  anticipate  paying any  dividends  in the  foreseeable
future.

<PAGE>

THE TRADING PRICE OF OUR COMMON STOCK MAY BE VOLATILE.

The trading price of our shares has, from time to time, fluctuated widely and in
the future may be subject to  similar  fluctuations.  The  trading  price may be
affected  by a number of factors  including  the risk  factors set forth in this
report as well as our operating results,  financial condition,  announcements of
innovations or new products by us or our competitors,  general conditions in the
market   place,   and  other  events  or  factors.   Although  we  believe  that
approximately 10 registered broker dealers currently make a market in our common
stock,  we cannot  assure you that any of these firms will  continue to serve as
market  makers or have the  financial  capability  to  stabilize  or support our
common  stock.  A  reduction  in the  number of market  makers or the  financial
capability  of any of these market makers could also result in a decrease in the
trading volume of and price of our shares.  In recent years,  broad stock market
indices, in general, and the securities of technology companies,  in particular,
have experienced substantial price fluctuations.  Such broad market fluctuations
may adversely affect the future trading price of our common stock.

ITEM 2. DESCRIPTION OF PROPERTIES

The Company does not own any real  estate.  It conducts  operations  from leased
premises in Stafford, Texas. The premises are approximately 2,692 square feet of
space at 10701 Corporate Drive, Suite No. 150, and are under a three-year lease,
which  terminates on March 31, 2006 and  currently  provides for monthly rent of
$3,687.75.  The rent increases  ratably over the term of the lease to $3,911.25.
Management  believes that the current  facility is adequate for the  foreseeable
future.

ITEM 3. LEGAL PROCEEDINGS

The Registrant is not a party to any pending material legal proceeding nor is it
aware of any  proceeding  contemplated  by any  individual,  company,  entity or
governmental authority involving the Company.

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

No matter was  submitted  during the fourth  quarter of the year covered by this
report to a vote of security holders.

                             PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED SHAREHOLDER MATTERS

MARKET INFORMATION

The Company's  common stock currently trades on the OTC Bulletin Board under the
symbol  "ETCK".  The  following  table  sets forth the range of high and low bid
prices  per  share  of the  common  stock  for  each  of the  calendar  quarters
identified  below  as  reported  by the OTC  Bulletin  Board.  These  quotations
represent inter-dealer prices,  without retail mark-up,  markdown or commission,
and may not represent actual transactions. These prices give effect to the 1 for
10 reverse stock split which occurred on November 24, 2003.

Year ended December 31, 2002

First Quarter                   $8.40        $1.60
Second Quarter                   2.00         1.60
Third Quarter                    2.10         1.30
Fourth Quarter                   3.60         1.20

Year ended December 31, 2003

First Quarter                   $4.30        $3.30
Second Quarter                   4.00         3.10
Third Quarter                    4.30         2.10
Fourth Quarter                   4.10         2.50

<PAGE>

On March 31, 2004,  which is subsequent to the November 24, 2003 1 to 10 reverse
stock split,  the closing bid and asked prices of the Company's  common stock as
reported on the OTC Bulletin Board were $1.50 and $1.90 per share, respectively.

HOLDERS

As of March 31, 2004,  there were 928 holders of record of the Company's  Common
Stock.

DIVIDENDS

The Company has not paid any cash  dividends to date, and it has no intention of
paying any cash  dividends on its common stock in the  foreseeable  future.  The
declaration  and payment of dividends is subject to the  discretion of its Board
of Directors and to certain limitations  imposed under the Delaware  Corporation
law. The timing,  amount and form of  dividends,  if any,  will depend on, among
other things, results of operations,  financial condition, cash requirements and
other factors deemed relevant by the Board of Directors.


SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS.

<TABLE>
<CAPTION>
                      Equity Compensation Plan Information

                                         (a)                 (b)                        (c)
                                    Number of        Weighted-average           Number of Securities
                                    Securities to    exercise price of          remaining
                                    Be issued        outstanding                available for
                                    Upon             options, warrants          future issuance
                                    Exercise of      and rights                 under equity
                                    Outstanding                                 compensation
                                    Options,                                    plans
                                    Warrants and                                (excluding
                                    Rights                                      securities
                                                                                Reflected in
Plan Category                                                                   Column (a)
-----------------------------------------------------------------------------------------------------
<S>                                 <C>                        <C>                     <C>
Equity compensation plans
Approved by shareholders*           1,000,000                  0                        0

Equity compensation plans
Not approved by shareholders                0                  0                        0
-----------------------------------------------------------------------------------------
         Total                      1,000,000                  0                        0
                                    =====================================================
</TABLE>

To date,  no shares have been issued  pursuant to this plan - The 2003  Employee
Stock Option Plan.

2003  SALES  OF  UNREGISTERED  SECURITIES;   USE  OF  PROCEEDS  FROM  REGISTERED
SECURITIES.  On April 30, 2003 and May 28,  2003,  the  Company  sold a total of
3,150,000 shares of its common stock at $.50 per share  (1,000,000  shares to 22
investors and 2,150,000 shares to eight investors, respectively) for total gross
proceeds of $1,575,000 in two separate private placement offerings to accredited
investors only. These offerings were exempt from the  registration  requirements
of the  Securities  Act pursuant  Rule 506 of  Regulation  D under  Section 4(2)
thereof.  These securities were sold both directly by the Company with regard to
some sales and through a NASD registered  broker-dealer  ("Selling  Agent") with
regard  to  others.  The  offerings  were  conducted  without  engaging  in  any
advertising  or  general  solicitation  of  any  kind  and  without  payment  of
underwriting  discounts or commissions  to any person except  commissions to the
Selling  Agent on sales  effected by it. The sales agents were paid  $134,000 in
fees and commissions. The sales were as follows:

<PAGE>

         On January 9, 2003,  the Company  issued  500,000  shares of its common
stock to  Parrish  Brian & Co.,  Inc.  for  business,  financial  and  marketing
consulting services  previously rendered to the Company's  subsidiary before its
acquisition.  The Company  assumed this  liability  after the  acquisition.  The
services  were  valued  by the  parties  at par  value at the  time of  issuance
(pre-reverse  split) or $5,000.  In addition,  during 2003,  the Company  issued
warrants to purchase up to 4,025,650  shares of common stock at varying exercise
prices  ranging  from $.01 to $1.20 per share to a total of 10 warrant  holders.
They include  employees,  a  consultant,  former  consultants  and the Company's
investment  banker/selling agent. The shares issued to Parrish Brian & Co., Inc.
and the shares underlying these warrants are immediately exercisable. All of the
securities  issued in 2003 were issued in private  transactions  exempt from the
registration requirements of the Securities Act of 1933, as amended, pursuant to
Section  4(2)  thereunder   without   payment  of   underwriting   discounts  or
commissions.  On December 15, 2003 the CEO of EnerTeck Corporation exercised his
warrants to acquire 1,000,000 shares of common stock of the Company for $10,000

         To date,  $10,000 was  received by the Company from the exercise of the
aforementioned warrants and was used for working capital.

ITEM 6. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.

This  Management's  Discussion  and Analysis of Financial  Condition and Plan of
Operation and other parts of this report contain forward-looking statements that
involve risks and uncertainties. All forward-looking statements included in this
report  are based on  information  available  to us on the date  hereof,  and we
assume no obligation to update any such forward-looking  statements.  Our actual
results could differ materially from those anticipated in these  forward-looking
statements  as a result of a number  of  factors,  including  those set forth in
"Risk  Factors" and elsewhere in this report.  The  following  should be read in
conjunction with the audited  consolidated  financial  statements of the Company
included elsewhere herein.

OVERVIEW

EnerTeck  Corporation  ("EnerTeck  Parent")  was  incorporated  in the  State of
Washington  on July 30, 1935 under the name of Gold Bond Mining  Company for the
purpose of acquiring, exploring, and developing and, if warranted, the mining of
precious metals. It subsequently  changed its name to Gold Bond Resources,  Inc.
in July 2000. It acquired EnerTeck  Chemical Corp.  ("EnerTeck Sub") as a wholly
owned  subsidiary  on  January  9,  2003.  For a number  of  years  prior to its
acquisition  of EnerTeck  Sub, it was an inactive,  public  "shell"  corporation
seeking to merge with or acquire an active, private company. As a result of this
acquisition,  EnerTeck Parent is now acting as a holding company,  with EnerTeck
Sub as its only operating business.  Subsequent to this transaction, on November
24, 2003  EnerTeck  Parent  changed its domicile from the State of Washington to
the State of  Delaware,  changed  its name from Gold  Bond  Resources,  Inc.  to
EnerTeck Corporation and effected a one for 10 reverse common stock split.

The  Company's  subsidiary  was formed in Texas in  November  2000 with the name
EnerTeck  Chemical  Corp.  to develop and market a fuel borne  catalytic  engine
treatment for diesel engines known as EnerBurn(TM) and its associated  products.
The Company  believes,  based upon  extensive  testing  conducted  by  Southwest
Research  Institute ("SWRI") and actual customer usage, that the EnerBurn diesel
fuel  additive  formulation  improves  fuel  economy,  reduces  engine  wear and
increases engine  horsepower.  The Company has a supply arrangement with RubyCat
Technology,  the blender,  formulator and supplier of the EnerBurn product line.
In addition,  it owns the trademark  rights to the EnerBurn  name. The Company's
strategy is to establish  EnerBurn as a diesel engine treatment  technology with
strong brand identity. The Registrant's targeted markets include industries that
are heavy users of diesel  engines such as the trucking  industry,  the railroad
industry and the maritime shipping industry.

The  majority  of  domestic   diesel  fuel   consumption  is  found  in  freight
transportation applications, such as large trucking fleets, and the railroad and
maritime  shipping  industries,  all areas where  diesel fuel costs  represent a
disproportionate  share  of  operating  expenses.   Accordingly,  the  Company's
marketing  approach  includes  a proof of  performance  demonstration  that is a
monitored trial period that proves to a potential customer that the product will
produce  the  desired  advantages  to  that  customer's  specific   application.
Specifically,  the  Company  utilizes  RubyCat's  proprietary  fleet  monitoring
protocol  system for on-road  applications  to analyze  customer  and  potential
customer  diesel  fuel  consumption  and  provide  hard  data to prove the exact
improvement  in fuel  economy that has  resulted  from the use of  EnerBurn.  In
addition,  the Company utilizes volumetric  proportioning  injectors supplied by
third parties that delivers the  appropriate  dosage ratio of EnerBurn to diesel
fuel, applicable to the customer's specific needs.

<PAGE>

The  Company  utilizes  its  own  employees  to  sell  its  product  along  with
independent sales agents inside and outside the US.

RESULTS OF OPERATIONS

Since the  inception  of  EnerTeck  Sub in 2000,  the  Company  has had  limited
operations in the various industries in which it is marketing its products.

For the  year  ended  December  31,  2003,  the  Company  recorded  revenues  of
approximately  $473,000  versus revenues of  approximately  $941,000 in the same
period  of 2002.  The  Company  recorded  costs of goods  sold of  approximately
$249,000,  or 47% of sales for the year ended Decemeber 31, 2003 versus costs of
goods sold of approximately  623,000,  or 37% of sales for 2002. The increase in
costs of goods sold was  primarily a result of  increased  proof of  performance
demonstration expenses experienced related to the Company's products.

On a consolidated basis the Company's net loss was approximately  $2,642,000, or
$0.29 loss per share in 2003, compared to net loss of approximately  $757,000 or
$0.14 per share in 2002. The resulting losses for 2003 were primarily due to the
Company's expansion of its sales and marketing efforts,  the loss of its largest
customer who filed for bankruptcy  protection  during 2002 and a non cash charge
of $1,450,000 in stock option  expenses  booked  pursuant to ("APB") Opinion No.
25,  Accounting  for Stock  Issued to  Employees.  The  Company  experienced  an
increase in general and  administrative  expenses  associated with the Company's
increased sales and marketing activities.

The primary  source of revenue for the year ended  December 31, 2003 is from the
sale of EnerBurn to the trucking and maritime industries, with a small component
of the revenues being derived from the offshore drilling industry.

The Company  expects  future  revenue trends to initially come from the trucking
and maritime  industries,  and  subsequently  expect revenues to also be derived
from the railroad, mining and offshore drilling industries.  The Company expects
this to occur  the sales  and  marketing  strategies  are  implemented  into the
targeted markets and the Company creates an  understanding  and awareness of its
technology through proof of performance demonstrations with potential customers.

The  Company's  future  growth is  significantly  dependent  upon the  Company's
ability to generate sales from trucking companies with fleets of 1,000 trucks or
more, and barge and tugboat companies with large maritime fleets,  and railroad,
mining and offshore  drilling and generator set  applications.  The Registrant's
main  priorities  relating to revenue  are:  (1)  increase  market  awareness of
EnerBurn product through its strategic  marketing plan, (2) growth in the number
of customers and vehicles or vessels per customer,  (3) accelerating the current
sales cycle, and (4) providing extensive customer service and support.

COSTS AND EXPENSES

During the year ended December 31, 2003, the Company recorded cost of goods sold
of approximately  $249,000,  a decrease of approximately  $373,000 from the year
ended  December 31, 2002.  Other costs and expenses for the year ended  December
31, 2003 were approximately  $2,841,000, an increase of approximately $1,723,000
over the other  costs and  expenses in the year ended  December  31,  2002.  The
resulting increase for 2003 were primarily due to the Company's expansion of its
sales and  marketing  efforts,  the loss of its largest  customer  who filed for
bankruptcy  protection  during 2002 and a non cash charge of $1,450,000 in stock
option expenses booked pursuant to ("APB") Opinion No. 25,  Accounting for Stock
Issued to  Employees.  The  Company  experienced  an  increase  in  general  and
administrative  expenses  associated  with the  Company's  increased  sales  and
marketing activities.

LIQUIDITY AND CAPITAL RESOURCES

The  Company  had cash and cash  equivalents  of  approximately  $275,000  as of
December 31, 2003, and

<PAGE>

approximately $31,097 at December 31, 2002, and working capital of approximately
$108,000 as of December 31, 2003 and a deficit in working  capital of $31,000 as
of December 31, 2002.  For the year ended December 31, 2003, it used cash in its
operating activities and investing activities totaling approximately  $1,210,000
and used cash from the same activities of approximately $70,000 for the year-end
December 31, 2002.

The Company  financed  operations  and capital  requirements  primarily  through
equity  offerings.  During the year ended  December 31,  2003,  the Company sold
3,150,000  shares of common  stock for $0.50  per  share,  or  $1,445,500  after
expenses of $129,500 and during the year ended  December  31, 2002,  the Company
received  $80,000 that was offset by a distribution of $80,000 to  shareholders.
During the year ended December 31, 2003, the Company  continued to use a portion
of the proceeds of the sale of 3,150,000  shares of common stock sold during the
first  and  second  quarter,  sold for $0.50 per  share,  to meet its  operating
obligations.  These are compared to the  operating  activities of the year ended
December  31,  2002 that used cash  generated  from  prior  periods  to meet its
operating expenses.

The Company  currently has plans to raise  additional  working  capital  through
equity financing and believes that together with its existing  customer base and
the  prospects  for the future,  and the exercise of warrants  issued to certain
employees,  consultants and its investment banker,  that sufficient cash will be
provided to meet operating expenses for 2004.

The following  information gives effect to the Company's November 24, 2003 1 for
10 reverse  common stock split as if it had already been  effected.  On December
20, 2002,  the Company  began a private  offering of 1,000,000  shares of common
stock at $.50 per  share  to  accredited  investors  only  and  raised  $500,000
receiving  net proceeds of $495,000.  Similarly,  on May 28, 2003,  it commenced
another  private  offering also to accredited  investors only. In this offering,
the Company sold  2,150,000  shares at $.50 per share for  $1,075,000,  with net
proceeds of $945,500.  The funds raised in this  offering  have been and will be
used for working  capital.  The Company's  investment  banker,  Maxim Group, LLC
("Maxim"),  a New York  based  broker-dealer,  acted as its  selling  agent  and
received a commission of 10% ($107,500), a non accountable expense reimbursement
of 2% ($21,500) and a warrant to purchase  200,000 shares at $.50 per share.  In
addition, the Company has issued warrants to certain employees,  consultants and
its investment  banker to purchase up to 4,025,650 shares of its common stock at
varying  exercise  prices per share.  If all the  warrants  are  exercised,  the
Company will receive  approximately  $3,206,280 for working capital.  The shares
issued in the two  aforementioned  private placements and those underlying these
warrants were covered in the Form SB2 Registration  Statement declared effective
by the SEC on February 11, 2004.

On April 30,  2003,  the  Company  retained  Maxim to  provide a broad  range of
investment  banking,  strategic and financial  advisory  services for an initial
term of 12  months.  In  connection  with this,  it paid this firm  $50,000 as a
retainer  fee and pays it $6,000  per  month,  and have  issued it  warrants  to
purchase an additional 2,500 shares at a price of $3.40 per share.

In January 2003, the Registrant  executed a Memorandum of Understanding  ("MOU")
with RubyCat Technology.  This MOU is comprised of two components:  a Supply and
Marketing  Agreement and a Purchase Option  Agreement.  This arrangement is more
fully discussed below in "Business".

No  assurance  can be given that the Company will be able or willing to exercise
this option.  Accordingly,  it is not a contractual  commitment on its part. The
Company currently have no material commitments for capital requirements.

The Company has taken steps to  increase  sales to other  customers  and expects
that the continued  support of its creditors and shareholders  combined with its
efforts to raise additional capital through equity financing and the exercise of
warrants,  will  provide the  Company  the ability to continue  with its current
operations.  However,  the Company cannot be sure that it will be able to obtain
additional  financing  that  it  believes  is  necessary  to  satisfy  its  cash
requirements  or to implement its growth  strategy on acceptable  terms. If such
financing  cannot be  obtained  on  acceptable  terms,  the  ability to fund the
planned business expansion and to fund the on-going operations may be materially
adversely  affected.  Presently,  management is pursuing a variety of sources of
debt and equity financing.  If debt is incurred,  the financial risks associated
with the business and with owning the Company's common stock could increase.  If
enough capital is raised through the sale of equity  securities,  the percentage
ownership of the current  stockholders  will be diluted.  In  addition,  any new
equity securities may have rights, preferences, or privileges senior to those of
the common stock.

<PAGE>

ITEM 7. FINANCIAL STATEMENTS

                          INDEPENDENT AUDITORS' REPORT

To the Board of Directors of
  EnerTeck Corporation
  Houston, Texas

We have audited the  accompanying  balance sheet of EnerTeck  Corporation  as of
December 31,  2003,  and the related  statements  of  operations,  stockholders'
equity  (deficit),  and cash flows for each of the years in the two-year  period
ended December 31, 2003. These financial  statements are the  responsibility  of
EnerTeck's  management.  Our  responsibility  is to  express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audits to obtain  reasonable  assurance  about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes 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 EnerTeck  Corporation  as of
December 31, 2003,  and the results of its operations and cash flows for the two
years then ended, in conformity with accounting principles generally accepted in
the United States of America.

Malone & Bailey, PLLC
www.malone-bailey.com
Houston, Texas

March 25, 2004

<PAGE>

                              ENERTECK CORPORATION
                                  BALANCE SHEET
                                December 31, 2003

                             ASSETS
Current assets:
  Cash                                                             $    275,850
  Accounts receivable, trade - no allowance for
    doubtful accounts                                                   347,686
  Inventory                                                              13,387
  Other                                                                   7,655
                                                                   ------------
    Total current assets                                                644,578
                                                                   ------------

Property and equipment, net of accumulated
    depreciation of $24,902                                             160,887
                                                                   ------------
          Total asset                                              $    805,465
                                                                   ------------


          LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current liabilities:
  Accounts payable                                                 $    203,737
  Accrued liabilities                                                    48,300
  Deferred revenue                                                      258,500
                                                                   ------------
    Total current liabilities                                           510,537
                                                                   ------------

Commitments and contingencies

                  STOCKHOLDERS' EQUITY (DEFICIT):

  Preferred stock, $.001 par value, 10,000,000 shares
    authorized, none issued
  Common stock, $.001 par value, 100,000,000 shares
    authorized, 10,792,025 shares issued and outstanding                 10,792
  Additional paid in capital                                          3,406,101
  Accumulated deficit                                                (3,121,965)
                                                                   ------------
                                                                        294,928
                                                                   ------------
          Total liabilities and stockholders' equity (deficit)     $    805,465
                                                                   ============

See  accompanying   summary  of  accounting  policies  and  notes  to  financial
statements.

<PAGE>

                              ENERTECK CORPORATION
                            STATEMENTS OF OPERATIONS
                     Years Ended December 31, 2003 and 2002

                                                      2003             2002
                                                  ------------     ------------

Revenues                                          $    473,596     $    981,244
Cost of goods sold                                     249,412          623,088
                                                  ------------     ------------
         Gross profit                                  224,184          358,156
                                                  ------------     ------------

Costs and expenses:
  Salaries                                             335,385          317,047
  Selling, general and administrative                2,506,156          715,230
  Provision for asset impairment                            --           85,714
                                                  ------------     ------------
                                                     2,841,541        1,117,991
                                                  ------------     ------------

Loss from operations                                (2,617,357)        (759,835)
                                                  ------------     ------------

Other income                                               111            1,880
                                                  ------------     ------------

Net loss                                          $ (2,617,246)    $   (757,955)
                                                  ============     ============

Net loss per share:
  Basic and diluted                               $       (.29)    $       (.14)
                                                  ============     ============

Weighted average shares outstanding:
  Basic and diluted                                  9,075,358        5,612,500
                                                  ============     ============

See  accompanying   summary  of  accounting  policies  and  notes  to  financial
statements.

<PAGE>



                                            ENERTECK CORPORATION
                                STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)
                                   Years Ended December 31, 2003 and 2002

<TABLE>
<CAPTION>
                                                     Common Stock             Additional
                                            -------------------------------     Paid-in        Accumulated
                                               Shares           Amount          Capital          Deficit           Total
                                            --------------   --------------  --------------   ---------------  ---------------
<S>                                            <C>           <C>             <C>              <C>              <C>
Balances, December 31, 2001                        50,000    $          50   $         951    $     333,236    $     334,237

   Common stock for services                       42,000               42         419,958                -          420,000

   Sale of common stock                             8,000                8          79,992                -           80,000

   Distribution to stockholders                         -                -               -          (80,000)         (80,000)

   Recapitalization                             5,600,000            5,600          (5,600)               -                -

   Net loss                                             -                -               -         (757,955)        (757,955)
                                             ------------    -------------   -------------    -------------    -------------

Balances, December 31, 2002                     5,700,000            5,700         495,301         (504,719)          (3,718)

   Reverse acquisition                            942,025              942           9,450                -           10,392

   Sale of common stock, net                    3,150,000            3,150       1,442,350                -        1,445,500

   Warrants issued for services                         -                -       1,450,000                -        1,450,000

   Exercise of warrants                         1,000,000            1,000           9,000                -           10,000

   Net loss                                             -                -               -       (2,617,246)      (2,617,246)
                                             ------------    -------------   -------------    -------------    -------------

Balances, December 31, 2003                    10,792,025    $      10,792   $   3,406,101    $  (3,121,965)   $     294,928
                                             ============    =============   =============    =============    =============
</TABLE>

See  accompanying   summary  of  accounting  policies  and  notes  to  financial
statements.

<PAGE>

                              ENERTECK CORPORATION
                            STATEMENTS OF CASH FLOWS
                     Years Ended December 31, 2003 and 2002

                                                        2003            2002
                                                    -----------     -----------

CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss                                            $(2,617,246)    $  (757,955)
Adjustments to reconcile net loss to cash used
 in operating activities:
  Depreciation                                           38,083          11,682
  Provision for asset impairment                             --          85,714
  Common stock and options issued for services        1,450,000         420,000
Changes in operating assets and liabilities:
  Accounts receivable                                  (337,281)        193,668
  Inventory                                              73,805         (87,192)
  Accounts payable                                       60,416         (11,249)
  Accrued expenses and deferred revenue                 206,800         100,000
                                                    -----------     -----------
NET CASH USED IN OPERATING ACTIVITIES                (1,125,423)        (45,332)
                                                    -----------     -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures                                  (85,324)        (25,101)
                                                    -----------     -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Sale of common stock                                1,575,000          80,000
  Exercise of options                                    10,000              --
  Cost of fundraising                                  (129,500)             --
  Distributions to stockholders                              --         (80,000)
                                                    -----------     -----------
NET CASH PROVIDED BY FINANCING ACTIVITIES             1,455,500              --

NET INCREASE (DECREASE) IN CASH                         244,753         (70,433)
Cash, beginning of period                                31,097         101,530
                                                    -----------     -----------
Cash, end of period                                 $   275,850     $    31,097
                                                    ===========     ===========

NON-CASH INVESTING ACTIVITIES:
Equipment purchased included in accounts payable    $    75,000              --
                                                    ===========     ===========

See  accompanying   summary  of  accounting  policies  and  notes  to  financial
statements.

<PAGE>

                              ENERTECK CORPORATION
                          NOTES TO FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Business and Basis of Presentation
----------------------------------

EnerTeck Corporation,  formerly Gold Bond Resources, Inc. was incorporated under
the laws of the State of Washington  on July 30, 1935.  On January 9, 2003,  the
Company acquired  EnerTeck  Chemical Corp.  ("EnerTeck Sub") as its wholly owned
operating subsidiary. For a number of years prior to its acquisition of EnerTeck
Sub, the Company was an inactive,  public "shell"  corporation  seeking to merge
with or acquire an active, private company. As a result of the acquisition,  the
Company  is now  acting  as a holding  company,  with  EnerTeck  Sub as its only
operating  business.  Subsequent to this transaction,  on November 24, 2003, the
Company  changed  its  domicile  from the  State of  Washington  to the State of
Delaware,   changed  its  name  from  Gold  Bond  Resources,  Inc.  to  EnerTeck
Corporation  and  effected  a one  from  10  reverse  common  stock  split.  For
accounting  purposes  the  acquisition  of the  EnerTeck  Sub. was treated as an
acquisition of EnerTeck  Corporation and a recapitalization of EnerTeck Chemical
Corp. EnerTeck Sub's historical  financial statements replace Gold Bond's in the
accompanying financial statements.

EnerTeck Sub, the Company's wholly owned operating subsidiary is a Houston based
corporation.  It was incorporated in the State of Texas on November 29, 2000 and
was formed for the purpose of commercializing a diesel fuel specific  combustion
catalyst known as EnerBurn  (TM), as well as other  combustion  enhancement  and
emission reduction  technologies for diesel fuel.  EnerTeck's primary product is
EnerBurn, and is registered for highway use in all USA diesel applications.  The
products are used primarily in on-road  vehicles,  locomotives and diesel marine
engines throughout the United States and select foreign markets.

Inventory
---------

Inventory  consists  of  EnerBurn.  Inventory  is valued at the lower of cost or
market using the average cost method.

Property and Equipment
----------------------

Property and  equipment  are stated at cost,  net of  accumulated  depreciation.
Depreciation is computed over the estimated useful lives of the assets using the
straight-line  method for financial reporting purposes.  Maintenance and repairs
are charged to operations as incurred.

Statement of Financial Accounting Standards ("SFAS") No. 121, Accounting for the
Impairment of Long-Lived  Assets and  Long-Lived  Assets to be Disposed of, sets
forth  guidance as to when to recognize an impairment  of long-lived  assets and
how to measure such impairment. The standards require certain assets be reviewed
for impairment whenever events or circumstances indicate the carrying amount may
not be recoverable. Based on application of SFAS No. 121, EnerTeck recognized an
$85,714  impairment  during fiscal 2003 related to certain equipment (see note 8
for additional information).

Revenue Recognition
-------------------

EnerTeck  recognizes  revenue for products  sold when the customer  receives the
product.

Income Taxes
------------

EnerTeck will compute income taxes using the asset and liability  method.  Under
the asset and liability  method,  deferred income tax assets and liabilities are
determined  based on the  differences  between the  financial  reporting and tax
bases of assets and liabilities and are measured using the currently enacted tax
rates and laws. A valuation allowance is provided for the amount of deferred tax
assets that, based on available evidence, are not expected to be realized.

<PAGE>

Income (Loss) Per Common Share
------------------------------

The basic net income  (loss) per common  share is computed  by dividing  the net
income (loss)  applicable to common  stockholders by the weighted average number
of common shares outstanding.

Diluted net income  (loss) per common  share is  computed  by  dividing  the net
income  applicable  to common  stockholders,  adjusted  on an "as if  converted"
basis,  by the  weighted  average  number  of  common  shares  outstanding  plus
potential dilutive securities.  For 2003 and 2002, potential dilutive securities
had an anti-dilutive  effect and were not included in the calculation of diluted
net loss per common share

Management Estimates and Assumptions
------------------------------------

The accompanying financial statements are prepared in conformity with accounting
principles  generally  accepted in the United  States of America  which  require
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 revenue and
expenses  during the reporting  period.  Actual  results could differ from those
estimates.

Stock Options and Warrants
--------------------------

EnerTeck  accounts  for its  stock-based  compensation  plans  under  Accounting
Principles  Board  ("APB")  Opinion  No.  25,  Accounting  for  Stock  Issued to
Employees.   Statement  of  Financial   Accounting  Standard  ("FAS")  No.  148,
Accounting for Stock-Based  Compensation-Transition  and  Disclosure,  issued in
December 2002 requires pro forma net loss and pro forma net loss per share to be
disclosed in interim financial statements (See note 5 for additional information
on warrants).

During the year ended December 31, 2003,  EnerTeck's board of directors approved
the  issuance of warrants to acquire  1,500,000  shares of common  stock to five
employees.  The warrants vested immediately and have a five year life. 1,000,000
warrants  had an  exercise  price of $0.001 per share  resulting  in $490,000 of
compensation expense during the quarter ended June 30, 2003, and 400,000 options
had an exercise price of $1.20 per share  resulting in $960,000 of  compensation
expense  during the quarter ended  September 30, 2003 under the intrinsic  value
method.

The following table  illustrates the effect on net income and earnings per share
if EnerTeck had applied the fair value recognition  provisions of FASB Statement
No. 123,  Accounting  for  Stock-Based  Compensation,  to  stock-based  employee
compensation.

                                                         Year Ended
                                                        December 31,
                                                   2003               2002
                                              --------------      ------------
  Net loss, as reported                       $   (2,617,240)     $   (757,955)
  Add: Expense recorded                            1,450,000                 -

  Deduct:  expense  determined  under the
  fair value based method for all awards          (1,787,576)                -
                                              --------------      ------------
  Pro forma net loss                          $   (2,954,822)     $   (757,955)
                                              --------------      ------------

  Loss per share:
  Basic and diluted - as reported             $        (0.29)     $      (0.14)
                                              --------------      ------------
  Basic and diluted - pro forma               $        (0.33)     $      (0.14)
                                              --------------      ------------

The fair value of each  warrant  granted is estimated on the date of grant using
the  Black-Scholes  option-pricing  model with the  following  weighted  average
assumptions:  dividend  yield  0.0%,  expected  volatility  of  100%,  risk-free
interest rate of 3.5%, and expected life of 5 years.

<PAGE>

Comprehensive Income (Loss)
---------------------------

Comprehensive  income  is  defined  as  all  changes  in  stockholders'  equity,
exclusive   of   transactions   with  owners,   such  as  capital   investments.
Comprehensive  income includes net income or loss, changes in certain assets and
liabilities that are reported directly in equity such as translation adjustments
on investments in foreign  subsidiaries,  and certain changes in minimum pension
liabilities.  EnerTeck's comprehensive income (loss) was equal to its net income
(loss) for all periods presented in these financial statements.

Recently Issued Accounting Pronouncements
-----------------------------------------

EnerTeck   does  not  expect  the   adoption  of  recently   issued   accounting
pronouncements to have a significant impact on EnerTeck's results of operations,
financial position or cash flow.

NOTE 2 - REVERSE ACQUISITION

On January 9, 2003, EnerTeck Corporation (formerly Gold Bond Resources, Inc), an
inactive public corporation, issued 5,000,000 shares of common stock in exchange
for 100% of the outstanding common stock of EnerTeck Chemical Corp., a privately
held  corporation.  After the merger the stockholders of EnerTeck Chemical Corp.
owned  approximately  75% of the combined entity.  For accounting  purposes this
transaction  was  treated  as  an  acquisition  of  EnerTeck  Corporation  and a
recapitalization  of EnerTeck  Chemical Corp., now a wholly-owned  subsidiary of
EnerTeck  Corporation.  EnerTeck Sub's historical  financial  statements replace
Gold Bond's in the accompanying financial statements.

NOTE 3 - PROPERTY AND EQUIPMENT

At December 31, 2003, property and equipment consisted of the following:

                                               Useful Lives         Amount
                                               ------------
         Computer equipment                               5     $     38,577
         Furniture and fixtures                           7           19,988
         Equipment                                      5-7          145,224
                                                                ------------
                                                                     203,789
         Less: accumulated depreciation                               24,902
                                                                ------------
                                                                $    160,887
                                                                ============
NOTE 4 - DEFERRED REVENUE

In July 2003,  EnerTeck shipped inventory to a customer in London and recognized
revenue totaling $258,500, related cost of goods sold and $108,000 in commission
expense  associated with the sale. The Company deferred the revenue and reversed
the accrued in December 2003 because it subsequently found out the products must
pass  testing from  London's  regulatory  agency prior to being  accepted by the
customers. Management was not aware of these restrictions when the products were
shipped and will  recognize  the revenue once the testing is  complete.  At that
time EnerTeck will record the commission  expense of $108,000.  EnerTeck did not
reverse the cost of the product sold in 2003 because title has  transferred  and
it would be difficult to get the products  returned.  As of March 25, 2004,  the
receivable was not collected.

NOTE 5 - INCOME TAXES

EnerTeck  has  incurred net losses since the merger with Gold Bond (See Note 2.)
and,  therefore,  has no tax liability.  The net deferred tax asset generated by
the  loss  carry-forward  has  been  fully  reserved.  The  valuation  allowance
increased by approximately  $374,000 The cumulative operating loss carry-forward
is approximately $1,100,000 at December 31, 2003, and will expire in 2023.

Deferred income taxes consist of the following at December 31, 2003:

<PAGE>

         Deferred tax assets                $    374,000
         Valuation allowance                    (374,000)
                                            ------------
                                            $          -
                                            ============

EnerTeck Sub. was an S-Corporation in 2002 and upon the completion of the merger
with Gold Bond (See Note 2.), EnerTeck Sub. terminated its S-Corporation  status
for income tax purposes.

NOTE 6 - STOCKHOLDERS' EQUITY

On November 24, 2003,  the  stockholders  and directors  approved a one from ten
common stock split whereby each stockholder of EnerTeck Corporation will receive
one share of EnerTeck Corporation's common stock in exchange for each ten shares
of EnerTeck  Corporation common stock. All per share information included in the
financial statements have been adjusted to reflect the stock split.

On January 9, 2003, EnerTeck Corporation (formerly Gold Bond Resources, Inc), an
inactive public corporation, issued 5,000,000 shares of common stock in exchange
for 100% of the outstanding common stock of EnerTeck Chemical Corp., a privately
held  corporation.  After the merger the stockholders of EnerTeck Chemical Corp.
owned  approximately  75% of the combined entity.  For accounting  purposes this
transaction  was  treated  as  an  acquisition  of  EnerTeck  Corporation  and a
recapitalization  of EnerTeck  Chemical Corp., now a wholly-owned  subsidiary of
EnerTeck  Corporation.  EnerTeck Sub's historical  financial  statements replace
Gold Bond's in the accompanying  financial  statements.  EnerTeck  retroactively
applied the  recapitalization  in the  accompanying  statement  of  stockholders
equity to  reflect  the common  stock  outstanding  (See Note 2). The  1,043,761
shares of common stock  retained by the  EnerTeck  Corporation  stockholders  is
reflected as being issued in 2003

During the year ended  December  31, 2003,  EnerTeck  sold  3,150,000  shares of
common stock for $.50 per share,  or $1,575,000.  EnerTeck  received  $1,445,500
after expenses of $129,500 which were recorded as a reduction of additional paid
in capital.

NOTE 7 - STOCK WARRANTS

During the year ended December 31, 2003, EnerTeck Corporation issued warrants to
consultants and employees as follows:

Various  consulting  agreements  were  executed  at  the  time  of  the  reverse
acquisition,  see note 2,  consultants  received  warrants to acquire  2,148,150
shares of common  stock at $1.20 per share.  These  options  were  valued  using
Black-Scholes  with the resulting fair value charged against equity as a cost of
the merger.

Warrants  to  acquire  175,000  shares of common  stock at $1.20 per share  were
issued to a consultant for services  provided to EnerTeck  Chemical  Corporation
prior to the merger.  No expense was recorded  related to these  warrants in the
current year as the services were provided in 2002.

Warrants to acquire  200,000  shares of common stock at $.50 per share and 2,500
shares of common stock at $3.40 per share were issued to the investment  banking
firm.  These  shares  were  valued  using   Black-Scholes  and  charged  against
additional paid in capital as a cost of financing.

Warrants to acquire  1,000,000 shares of common stock at $.01 were issued to the
CEO of EnerTeck Corporation. The warrants were accounted for under the intrinsic
value method and resulted in $490,000 in compensation  expense in the year ended
December 31, 2003.  The CEO of EnerTeck  Corporation  exercised  his warrants to
acquire 1,000,000 shares of common stock on December 15, 2003.

Warrants  to  acquire  500,000  shares of common  stock at $1.20 per share  were
issued to four  employees.  The warrants were  accounted for under the intrinsic
value method and resulted in $960,000 of compensation  expense in the year ended
December 31, 2003.

<PAGE>

    Warrants outstanding and exercisable as of December 31, 2003

                           ---Outstanding---                      Exercisable
    Exercise Price         Number of Shares    Remaining Life   Number of Shares

    $1.00                      1,500,000            4.5             1,500,000
    $1.20                      1,323,150            4.5             1,323,150
    $0.50                        200,000            4.5               200,000
    $3.40                          2,500            4.5                 2,500
                               ---------                            ---------
                               3,025,650                            3,025,650
                               =========                            =========

NOTE 8 - COMMITMENTS AND CONTINGENCIES

RubyCat Technology Agreement-

Effective  September 7, 2001,  EnerTeck entered into an Exclusive Market Segment
Development  Agreement  (the  "Agreement")  with  RubyCat  Technology,  Inc. The
Agreement  gives EnerTeck  exclusive  rights to market RubyCat  products,  which
includes EnerBurn,  to on-highway diesel large fleet truck market,  small engine
marine (<7,000 horsepower) market,  railroad diesel and the international diesel
fuel  market.  In  addition,  EnerTeck  was  able to  obtain  approval  from the
Environmental  Protection  Agency to sell the product through its Agreement with
RubyCat.

Under the Agreement, EnerTeck is required to purchase minimum quantities for the
diesel truck fleet market each calendar year as follows:

          Year ending December 31,        Gallons
                                          ----------
          2004                            270,000
          2005                            400,000
          2006                            500,000

If EnerTeck  fails to purchase  the  quantities  noted  above,  the products and
technologies  will still be  available  to EnerTeck  for  purchase,  but without
exclusive  market  segment  rights.  EnerTeck  was  required to purchase  90,000
gallons in 2002 and purchased  approximately  40,000 resulting in EnerTeck being
in default under the purchase  commitment.  As a result of the 2002 default,  on
February 3, 2003 EnerTeck  agreed to pay RubyCat  $100,000 and signed an amended
agreement.  The agreement has extended the exclusive rights through December 31,
2005. In addition,  the new agreement has a purchase option allowing EnerTeck to
purchase the EnerBurn Technology for $6,000,000 to $6,600,000  depending on when
the option would be exercised in 2005. The purchase  option is from January 2004
through  December  2005.  The one time charge of $100,000 is included in cost of
goods sold in 2002 and in accrued  liabilities as of December 31, 2002. EnerTeck
was  required  to purchase  180,000  gallons in 2003 but only  purchased  5,850.
EnerTeck is  currently in default  under the  agreement,  however,  has a verbal
agreement with RubyCat to honor the exclusive  rights under the contract through
December 31, 2005 with no further payment being required.

RubyCat has the right to review the price it charges EnerTeck quarterly.  If the
parties are unable to reach an agreement on the price  increase,  the  agreement
will terminate.


Office Lease -

EnerTeck  leases office space under a  non-cancelable  operating  lease.  Future
minimum  rentals  due under  non-cancelable  operating  leases  with an original
maturity of at least one-year are approximately as follow:

           December 31,               Amount
                                      ---------
           2004                       $  45,258
           2005                          46,600
           2006                          11,734

<PAGE>

Rent expense for the years ended December 31, 2003 and December 31, 2002 totaled
approximately $38,520 and $11,000, respectively.

NOTE 9 - CONCENTRATION OF CREDIT RISK

For the years ended December 31, 2003 and 2002,  EnerTeck  purchased 100% of its
products from RubyCat (see note 8).

Financial  instruments  that  potentially  subject  EnerTeck to concentration of
credit  risk  are  accounts   receivable.   EnerTeck   performs  ongoing  credit
evaluations  as to the  financial  condition  of its  customers.  Generally,  no
collateral is required.  Two customers accounted for 100% of accounts receivable
balance at December 31, 2003.

NOTE 10 - REVENUE FROM MAJOR CUSTOMERS

A summary of  EnerTeck's  revenues  from  major  customers  for the years  ended
December 31, 2003 and 2002 was approximately:

                                      2003                  2002
                                   ----------            ----------

           Customer A              $       --            $  646,000
           Customer B                 200,374               156,000
           Customer C                      --                38,967
           Customer D                 109,598                31,762
                                   ----------            ----------
                    Totals         $  309,972            $  872,729
                                   ==========            ==========

NOTE 11 - PROVISION FOR ASSET IMPAIRMENT

During fiscal 2002 EnerTeck recorded an asset impairment charge of $85,714.  The
equipment impaired by EnerTeck was equipment located at various locations of its
largest customer.  Because of the bankruptcy of the customer,  EnerTeck will not
receive  any future  cash  flows  from the  equipment  resulting  in  management
impairing  all assets  associated  with this  customer.  These  assets have been
historically  depreciated  over seven years.  There was no such charge in fiscal
2003.


NOTE 12 - SUBSEQUENT EVENTS

On March 20, 2004 four of the  founders of  EnerTeck's  wholly  owned  operating
subsidiary,  EnerTeck Chemical Corp.,  voluntarily agreed to cancel 3,000,000 of
their outstanding  shares of common stock.  These  cancellations will reduce the
number of shares of the  Company's  common  stock  outstanding  by almost 28% to
7,791,999 from 10,791,999. The Company believes the cancellation of these shares
will improve its ability to raise  additional  working  capital  through  future
financings.

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

On March 14, 2003, the client-auditor  relationship between EnerTeck Corporation
("EnerTeck  Parent") and DeCoria,  Maichel & Teague P.S.  ("DeCoria")  ceased as
DeCoria was dismissed as EnerTeck  Parent's auditor by an action of its Board of
Director's of the same day. The decision to use another accounting firm was made
due to the recent acquisition of EnerTeck Sub. To the knowledge of the Company's
current Board of Directors,  DeCoria's  report of the financial  statements  for
fiscal years ended July 31, 2002 and 2001 did not contain any adverse opinion or
disclaimer of opinion and was not qualified or modified as to uncertainty, audit
scope or  accounting  principles,  except for its ability to continue as a going
concern.

<PAGE>

During the audit of EnerTeck Parent's  financial  statements for the years ended
July 31, 2002 and 2001 and any  subsequent  interim  period  through the date of
dismissal, DeCoria did not have any disagreements with the Company on any matter
of accounting  principles  or  practices,  financial  statement  disclosure,  or
auditing scope or procedure and there were no  "reportable  events" with DeCoria
as described in Items 304 (a) (1) (iv) and (v) of Regulation S-K, respectively.

In December 2002, EnerTeck Chemical Corp. engaged Malone & Bailey,  PLLC, as its
independent  accountant  for the two years ended  December 31, 2002 and December
31, 2001. On March 14, 2003,  EnerTeck  Corporation's board of directors engaged
Malone & Bailey, PLLC, as its independent accountant for the year ended December
31, 2003. During the most recent calendar year and any subsequent interim period
prior to engaging Malone & Bailey, PLLC, the Company did not consult with Malone
& Bailey, PLLC regarding either (i) the application of accounting  principals to
a specified  transaction,  either  completed or  proposed;  or the type of audit
opinion that might be rendered on its financial  statements;  or (ii) any matter
that was  either  the  subject  matter of a  disagreement  (as  defined  in Item
304(a)(1)(iv)  of Regulation S-K and the related  instructions)  or a reportable
event (as defined in Item 304(a)(1)(v) of Regulation S-K). Malone & Bailey, PLLC
has reviewed  this  disclosure  required by Item 304(a) before it was filed with
the  Commission and has been provided an opportunity to furnish the Company with
a  letter   addressed  to  the  Commission   containing  any  new   information,
clarification of Company's  expression of its views, or the respects in which it
does not agree  with the  statements  made by the  Company in  response  to Item
304(a). Malone & Bailey, PLLC did not furnish a letter to the Commission.

DeCoria  provided  the  Company  with a  letter  addressed  to the SEC  that was
attached  as an exhibit to its Form 8-K/A  which was filed with the SEC on April
2, 2003. The letter does not contain any disagreements  regarding the disclosure
included in this section about its change in accountants.

ITEM 8A. CONTROLS AND PROCEDURES.

The  Company's  Chief  Executive  Officer and Principal  Financial  Officer have
reviewed the Company's  disclosure  controls and procedures as of the end of the
period  covered by this report.  Based upon this review,  such officers  believe
that the Company's  disclosure  controls and  procedures are effective in timely
alerting  them to material  information  required to be included in this report.
There  have been no  significant  changes in  internal  control  over  financial
reporting  that  occurred  during  the year  covered  by this  report  that have
materially  affected,  or  are  reasonably  likely  to  materially  affect,  the
Company's internal control over financial reporting.

                                    PART III

ITEM 9 DIRECTORS,  EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE
WITH SECTION 16(a) OF THE EXCHANGE ACT There is incorporated by reference herein
information which will be contained in the Company's  definitive proxy statement
to be filed within 120 days of the  Company's  year end in  connection  with the
annual meeting of shareholders to be held in 2004.

ITEM 10. EXECUTIVE COMPENSATION

There is incorporated by reference herein information which will be contained in
the  Company's  definitive  proxy  statement  to be filed within 120 days of the
Company's year end in connection  with the annual meeting of  shareholders to be
held in 2004.

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

There is incorporated by reference herein information which will be contained in
the  Company's  definitive  proxy  statement  to be filed within 120 days of the
Company's year end in connection  with the annual meeting of  shareholders to be
held in 2004.

<PAGE>

ITEM 12  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

There is incorporated by reference herein information which will be contained in
the  Company's  definitive  proxy  statement  to be filed within 120 days of the
Company's year end in connection  with the annual meeting of  shareholders to be
held in 2004.

ITEM 13 EXHIBITS AND REPORTS ON FORM 8-K

EXHIBITS

<TABLE>
<CAPTION>
<C>      <C>
2.1      Share Exchange Agreement (1)
2.2      Plan of Merger(2)
2.3      Articles of Merger (Delaware) (2)
2.4      Articles of Merger (Washington) (2)
3.1      Articles of Incorporation (July 8, 2003 filing date) (2)
3.2      Bylaws (2)
4.1      Specimen of Common Stock Certificate (2)
4.2      Registrant's 2003 Stock Option Plan (3)
10.1     Employment Agreement by and between Dwaine Reese and the Registrant dated July 1, 2003 (2)
10.2     Employment Agreement by and between Dwaine Reese and the Registrant's Subsidiary dated July 1, 2003 (2)
10.3     Employment  Agreement by and between V. Patrick Keating and the  Registrant's  Subsidiary  dated August 1,
         2003 (2)
10.4     Employment Agreement by and between Leon van Kraayenburg and the Registrant dated August 1, 2003 (2)
10.5     Employment  Agreement by and between Leon van Kraayenburg and the Registrant's  Subsidiary dated August 1,
         2003 (2)
10.6     Consulting Agreement by and between James J. Mullen and the Registrant dated January 15, 2003 (2)
10.7     Employment Agreement by and between Roy Stern and the Registrant's Subsidiary dated August 1, 2003 (2)
10.8     Consulting  Agreement by and between  Parrish Brian  Partners,  Inc. and the  Registrant  dated January 9,
         2003 (2)
10.9     Amendment to Consulting  Agreement by and between  Parrish Brian Partners,  Inc. and the Registrant  dated
         May 15, 2003 (2)
10.10    Warrant to purchase 15,000,000 shares issued to Parrish Brian Partners, Inc. dated August 1, 2003 (2)
10.11    Warrant to purchase 10,000,000 shares issued to Dwaine Reese dated August 1, 2003 (2)
10.12    Warrant to purchase 1,000,000 shares issued to James Mullen dated August 1, 2003 (2)
10.13    Warrant to purchase 2,000,000 shares issued to Leon van Kraayenburg dated August 1, 2003 (2)
10.14    Warrant to purchase 1,750,000 shares issued to WaxTech International, Inc. dated August 1, 2003 (2)
10.15    Warrant to purchase 1,000,000 shares issued to Debbie Tenney dated August 1, 2003 (2)
10.16    Warrant to purchase 1,000,000 shares issued to Roy Stern dated August 1, 2003 (2)
10.17    Warrant to purchase 4,981,500 shares issued to Allan F. Dow & Assoc., Inc. dated August 1, 2003 (2)
10.18    Warrant to purchase 1,500,000 shares issued to JD McGraw dated August 1, 2003 (2)
10.19    Warrant to purchase 25,000 shares issued to Maxim Group LLC dated April 30, 2003 (2)
10.20    Warrant to purchase 2,000,000 shares issued to Maxim Group LLC
         dated June 6, 2003 (2)
10.21    Memorandum of  Understanding  by and between the  Registrant's  Subsidiary  and RubyCat  Technology  dated
         February 1, 2003 (2)
10.22    Office Lease dated February 1, 2001 (2)
10.23    Office Lease Amendment dated March 31, 2003 (2)
10.24    Distribution  Agreement  by  and  between  WaxTech  International,   Inc.  and  Mitsubishi   International
         Corporation ("MIC") dated December 15, 2002 (2)
10.25    March 15, 2003 letter from WaxTech International,  Inc. to Registrant's  Subsidiary assigning Distribution
         Agreement (2)
10.26    March 26, 2003 letter from WaxTech  International,  Inc. to MIC-re:  assumption of Distribution  Agreement
         (2)
10.27    Agency Agreement by and between EchemTrade Energy & Petrochemical,  Ltda. and the Registrant's  Subsidiary
         dated February 15, 2003 (2)
10.28    Amendment  to  Agency  Agreement  by  and  between  EchemTrade  Energy  &  Petrochemical,  Ltda.  and  the
         Registrant's Subsidiary dated September 1, 2003 (2)
</TABLE>

<PAGE>

<TABLE>
<CAPTION>
<C>      <C>
10.29    Sales Agreement by and between Allan F. Dow & Associates,  Inc. and the Registrant's  Subsidiary dated May
         1, 2003 (2)
10.30    Consulting  Agreement  by and between  Allan F. Dow &  Associates,  Inc. and the  Registrant's  Subsidiary
         dated October 10, 2002 (2)
10.31    Amendment to the October 10, 2002  Consulting  Agreement by and between  Allan F. Dow &  Associates,  Inc.
         and the Registrant's Subsidiary dated March 18, 2003 (2)
10.32    Investment  Banking  Agreement by and between  Maxim  Group,  LLC and the Registrant  dated March 26, 2003
         (2)
10.33    Letter  Agreement  between  Brenntag Latin America Incorporated and the Registrant dated September 15, 2003
         (2)
21.1     Subsidiaries of the Registrant (2)
31.1     Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley  Act    of     2002
         (Rules 13a-14 and 15d-14 of the Exchange Act)
31.2     Certification of Principal  Financial  Officer pursuant to Section 302 of the  Sarbanes-Oxley  Act of 2002
         (Rules 13a-14 and 15d-14 of the Exchange Act)
32.1     Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18    U.S.C.   1350)
</TABLE>

(1)  Previously  filed in connection with the  Registrant's 8-K filed on January
     23, 2003

(2)  Previously  filed in  connection  with the  Registration  Statement on Form
     SB-2, File No. 333-108872

(3)  Previously filed in connection with the Registrant's  Schedule 14A filed on
     August 12, 2003

REPORTS ON FORM 8-K

Listed below are reports on Form 8-K filed during the last quarter of the period
covered by this report:

Form 8-K filed on November  26, 2003,  Item 5. Other Events -  Recapitalization,
Change of Name, State of Domicile and Trading Symbol

ITEM 14   PRINCIPAL ACCOUNTING FEES AND SERVICES

The following is a summary of the fees billed to us by the principal accountants
to the Company for  professional  services  rendered  for the fiscal years ended
December 31, 2003 and 2002:

                                            Fiscal 2003      Fiscal 2002
         Fee Category                       Fees             Fees

         Audit Fees                         $20,800          $5,000
         Audit Related Fees                 $0               $0
         Tax Fees                           $0               $0
         All Other Fees                     $0               $0
                                            -------          ------
         Total Fees                         $20,800          $5,000

Audit Fees.  Consists of fees billed for professional  services rendered for the
audit of our financial statements and review of interim  consolidated  financial
statements included in quarterly reports and services that are normally provided
by the principal accountants in connection with statutory and regulatory filings
or engagements.

Audit Related Fees.  Consists of fees billed for assurance and related  services
that are  reasonably  related to the  performance  of the audit or review of our
consolidated financial statements and are not reported under "Audit Fees".

Tax Fees. Consists of fees billed for professional  services for tax compliance,
tax advice and tax planning.  These services include  preparation of federal and
state income tax returns.

All Other  Fees.  Consists  of fees for  product  and  services  other  than the
services reported above.

<PAGE>

Pre-Approval Policies and Procedures

Prior to engaging its accountants to perform a particular service, the Company's
Board of Directors  obtains an estimate for the service to be performed.  All of
the  services  described  above  were  approved  by the  Board of  Directors  in
accordance with its procedures.

                           SIGNATURES
                           __________

In  accordance  with  Section 13 or 15(d) of the Exchange  Act,  the  registrant
caused  this report to be signed on its behalf by the  undersigned, on April 14,
2004, thereunto duly authorized.

ENERTECK CORPORATION

By: /s/ Dwaine Reese
    ----------------
Dwaine Reese
Chief Executive Officer

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

<TABLE>
<CAPTION>
<S>                                 <C>                                         <C>
Signature                           Title                                       Date:   April 14, 2004

/s/ ENERTECK CORPORATION

By: /s/ Dwaine Reese
Dwaine Reese
Chief Executive Officer
Director and Chairman



/s/ Leon van Kraayenburg            Executive Vice President/Finance            April 14, 2004
------------------------
Leon van Kraayenburg                Chief Financial Officer & Treasurer
                                    Principal Accounting Officer

/s/ Parrish B. Ketchmark            President                                   April 14, 2004
------------------------
Parrish B. Ketchmark                Director


/s/ James J. Mullen                                                             April 14, 2004
---------------------------         Director
James J. Mullen
</TABLE>