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, 2004

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

              For the transition period from ________ to _________

                         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:

              Title of Each Class             Name of Each Exchange
                                               on Which Registered.
                        N/A                            N/A

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

                                  Common Stock
                                -----------------
                                (Title of Class)

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. |X| YES  |_| NO

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

State issuer's revenues for its most recent fiscal year.
$179,393.

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 $1,340,352.

<PAGE>

(INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)

Check whether the issuer has filed all documents and reports required to be
filed by Section 12, 13, or 15 (d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court
 |_| Yes |_|  No

      (APPLICABLE ONLY TO CORPORATE REGISTRANTS)

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date. 8,426,359

          DOCUMENTS INCORPORATED BY REFERENCE

None.

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


                                   FORM 10-KSB
                                     PART I

ITEM 1: DESCRIPTION OF BUSINESS

(a)      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, our founder, Dwaine Reese, 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.
<PAGE>

(b)      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 certain internal combustion diesel
engine operating results 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
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 which expired
on December 31, 2003, was granted the exclusive, global marketing rights from
its formulator, blender and supplier, RubyCat (which arrangement required 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
also thus expired. Based upon sales volume to date, the Company did not achieved
these required minimum levels. However, management is presently in continuing
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 EnerBurn 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 nominal sales, principally to the trucking and maritime
industries. It competes in an evolving market with a significant number of
competitors that include both established businesses and new entries into the
field.

You should note that for the year ended December 31, 2004, our sales revenues
were concentrated among six customers, of which one provided the majority of
those sales. The loss of any of the aforementioned six customers, especially,
the largest one, would adversely affect the Company's business. You cannot be
given assurances that the Company can 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 $1,000,000 that it anticipates will be derived
from the issuance of stock and loans.

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.
<PAGE>

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.

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

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 Combustion Catalyst for Diesel Fuel

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. Three 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 also
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 or vessels. In connection with these proof 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 (currently not a customer), (2) a fleet of 24
three-year old Morrison Knudson 1500 locomotives with Caterpillar 3512 diesel
engines, (currently not a customer) and (3) a sampling of eight maritime push
boats (currently a customer).

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 that 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 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%.
<PAGE>

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
--------------------------------------------------------------------------------
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.
<PAGE>

The Company's Primary Domestic Target Markets

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

Furthermore, 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.

The Company's Secondary Domestic Target Markets

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 to $50,000.
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.
<PAGE>

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. To date, we have derived minimal
revenues from these marketing partners and are not expecting that significant
revenues will be generated in the near future.

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:

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

GOVERNMENT REGULATION  - FUEL ADDITIVE REGISTRATION

The Company needs to comply with registration requirements for each 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 EC 5805A 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.
Additionally, on March 30, 2004, the Company received a second EPA permit,
permit number EC 5931A in connection with the use of EnerBurn. This registration
allows EC 5931A to be used anywhere in the United States for use in all diesel
applications. Under these registrations, the Registrant has pass through rights
from the formulator, blender and supplier to sell EnerBurn in on-road
applications. However, there are provisions in the Act under which the EPA could
require further testing. The EPA has not exercised these provisions yet for any
additive. Internationally, the Company intends to seek registration in other
countries as it develops market opportunities.

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.
<PAGE>

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

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

EnerTeck presently obtains EnerBurn products and services on an exclusive basis
from RubyCat Technology. However, this arrangement is not governed by any formal
written contract. Accordingly, either party can terminate the arrangement at any
time, including the exclusivity aspect of the arrangement. If this supplier is
not able to provide the Company with sufficient quantities of the product, or
chooses not to provide the product at all (for any reason), or if exclusivity is
lost, business and planned operations 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.

The Company is presently under discussion with RubyCat to formalize this supply
arrangement. No assurances can be given that a formal agreement will be reached.

EMPLOYEES

The Registrant currently employs two individuals on a full-time basis; both of
whom provide services to both EnerTeck Parent and EnerTeck Sub. Parrish
Ketchmark (President and Director) provides his services pursuant to a
consulting agreement with Parrish Brian Partners, Inc., with whom the Company
has a consulting agreement. Presently, these individuals are not being
compensated for their services and will not be consummated until the Company is
in a financial position to do so, if ever. 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.
<PAGE>

RISK FACTORS

AN INVESTMENT IN OUR COMMON STOCK INVOLVES A HIGH DEGREE OF RISK. YOU SHOULD
CAREFULLY CONSIDER THE FOLLOWING INFORMATION ABOUT CERTAIN OF THE RISKS OF
INVESTING IN OUR COMMON STOCK, TOGETHER WITH OTHER INFORMATION CONTAINED IN THIS
REPORT, BEFORE YOU DECIDE TO PURCHASE OUR COMMON STOCK.

BUSINESS AND FINANCIAL RISKS

OUR ACCOUNTS HAVE ISSUED A GOING CONCERN OPINION AND WE HAVE LIMITED WORKING
CAPITAL, MINIMAL NET WORTH AND SUBSTANTIAL CURRENT LOSSES THAT INHIBITS OUR
ABILITY TO IMPLEMENT OUR BUSINESS PLAN.

Our independent auditors, Malone & Bailey, PC, have issued a going concern
opinion regarding our financial condition. This means that, in their opinion, we
cannot continue to operate without significant outside equity or debt financing.
To date, we have met our working capital requirements through financing
transactions involving the private placement of our securities and loans. We do
not expect our current working capital to support our operations and we are in
need of approximately $1,000,000 of additional capital to fund operations over
the next 12 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 very limited working capital and, as at
December 31, 2004 recorded a negative net worth of approximately $375,157. 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, 2004 and 2003, we reported a loss of approximately $1,862,887
versus a loss of approximately $2,617,246, respectively and an accumulated
deficit of approximately $4,984,852 on December 31, 2004.

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

In recent years we were 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. We believe
that we will need an additional $1,000,000 to execute our business plan and
support operations over the next 12 months. We cannot expect current warrant
holders to exercise their warrants while the trading prices of our common stock
is below the warrant exercise prices. However, if the trading price of our
common stock increases above the various exercise prices, we expect warrant
holders to provide approximately $3,000,000 of additional funding through the
exercise of the Warrants. Of course, these are events that are outside of our
control. After giving effect to our November 24, 2003 one for 10 reverse common
stock split, the warrant exercise prices range from $1.00 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.
<PAGE>

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.

The exercise prices of warrants that are currently outstanding are significantly
higher than the current trading price of the Company's common stock. We cannot
expect any warrants to be exercised under these conditions. 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
3,306,650 shares acquired through the exercise of the Warrants could have a
significant negative effect on the public trading price of our common shares.
There can be no assurance that any of the warrants will be exercised or that the
public trading price of our securities will ever increase.

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.

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.
<PAGE>

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     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 or 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.

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 REGISTRATIONS.

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
products have two such registrations (EPA # 5805A and 5931A). However,
unforeseen future changes to the registration requirements may be made, and
these products, or either one of them, may not be able to qualify for
registration under such new requirements. The loss of the EPA registrations or
restrictions on the current registrations could have an adverse affect on our
business and plan of operation.
<PAGE>

The blender, formulator and supplier of EnerBurn, RubyCat, has registered these
products with the US Environmental Protection Agency. The registrations permit
us, pursuant to our sales arrangement with RubyCat, to sell EnerBurn for
domestic on-road and off-road use. In addition, we currently sell our product
outside of the United States and intend to further expand our sales efforts
internationally. 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 both of our current officers
would severely and negatively impact our operations. To implement our business
plan, we will need additional marketing and technical personnel to successfully
market our product. 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 WITH WHOM WE HAVE NO WRITTEN AGREEMENTAND WE ARE
DEPENDENT UPON IT TO PROVIDE US WITH THE ENERBURN PRODUCT THAT WE MARKET ON AN
EXCLUSIVE BASIS.

Presently, one supplier, RubyCat, provides us our entire EnerBurn product line.
For the years ended December 31, 2003 and 2004, we purchased 5,850 gallons and
4045 gallons of the product from RubyCat, respectively. 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 written sales agreement with RubyCat expired on December 31, 2003, and we
currently only have an informal exclusive arrangement with this supplier.
Although we have had discussions with RubyCat about entering a new written
agreement, 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 SIX CUSTOMERS TO WHOM WE ARE
DEPENDENT.

For the year ended December 31, 2004, our sales revenues were derived from just
six customers. If we were to lose any of these customers, especially, the
largest one, our business would be adversely effected. We cannot assure you that
we could adequately replace the loss of any of these customers.
<PAGE>

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 December 31, 2004, we had 8,551,509 shares of common stock outstanding. Up
to an additional 3,306,650 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.

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.

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 19 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 PROPERTY

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 except as follows. A former
employee of the Registrant's subsidiary, has threatened legal action against
EnerTeck Sub for breach of his employment contract. We feel there is no merit to
this threatened action, and will defend this position and include counterclaims
in the event a suit is initiated. Similarly, an officer and director of the
Registrant, who has resigned those positions effective March 1, 2005, claims to
be owed back salary and unused vacation compensation of $26,081.51. EnerTeck Sub
acknowledges that some compensation is due, however the Company disputes the
amount. The claimant has been asked to supply documentation in support of his
claim. To date, we have not received the requested documentation.
<PAGE>

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

The holders of a majority of the issued and outstanding shares of common stock
of the Company authorized an amendment to the Company's Articles of
Incorporation to change the par value of the Company's common stock from $.001
to $.0001 to enable it to affect a four to one forward stock split. An
Information Statement was circulated to all the shareholders of the Company in
October 2004. However, the Board of Directors, as was its right, chose to
indefinitely postpone these actions because of market conditions and the public
trading price of the Company's common stock.


                                     PART II

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

(a) 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 2003                                                      High         Low

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

Year 2004

First Quarter                                                 $3.25        $1.39
Second Quarter                                                 2.40         1.35
Third Quarter                                                  1.95         0.75
Fourth Quarter                                                 1.05         0.31

Year 2005

First Quarter                                                 $0.39        $0.20


On June 3, 2005, 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 $0.28 and $0.32 per share, respectively.

(b) HOLDERS
As of June 3, 2005, there were 972 holders of record of the Company's Common
Stock.
<PAGE>

(c) 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.

    (d) 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                   NM*                     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. The exercise prices will be determined at the time of
 issuance.

(e) RECENT SALES OF UNREGISTERED SECURITIES.

To date, the Company has received $ 224,800 from the exercise of 424,000 of the
previously issued warrants. These proceeds have been used for working capital.

During 2004, the Company issued a total of 400,000 shares of common stock to two
consultants for services to be rendered.

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

This Management's Discussion and Analysis 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.

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, 2004, the Company recorded revenues of
approximately $179,000 versus revenues of approximately $473,000 in the same
period of 2003. The Company recorded costs of good sold of approximately
$126,000, or 30% of sales for the year ended December 31, 2004 versus costs of
goods sold of approximately $249,000, or 47% of sales for 2003. The decrease in
cost of goods sold was primarily a result of decreased proof of performance
demonstration expenses experienced related to the Company's products.

On a consolidated basis, the Company's net loss was approximately $1,863,000, or
$0.21 loss per share in 2004, compared to a net loss of approximately
$2,617,000, or $0.29 per share in 2003. The resulting losses for 2004 were
primarily due to continued sales and marketing efforts which were curtailed in
the fourth quarter of 2004 due to a lack of working capital, and a non cash
charge of approximately $971,000 in stock warrant expenses booked pursuant to
Accounting Practice Bulletin ("APB") Opinion No.25, i.e. "Accounting for Stock
issued to Employees".
<PAGE>

The primary source of revenue for the year ended December 31, 2004 is from the
sale of EnerBurn to the trucking and maritime industries.

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 as sales increase and 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 500 trucks or
more, and barge and tugboat companies with large maritime fleets, and railroad,
mining and offshore drilling and genset 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, 2004, the Company recorded cost of goods sold
of approximately $126,000 a decrease of approximately $123,000 from the year
ended December 31, 2003. Other costs and expenses for the year ended December
31, 2004 were approximately $1,916,000, a decrease of approximately $925,,000
less than the other costs and expenses in the year ended December 31, 2003. The
resulting decrease for 2004 were primarily due to the Company's reduced sales of
EnerBurn, a lack of working capital, and a reduction in staffing during the 4th
quarter of 2004. Additionally, the Company's non cash charge in warrant expenses
booked pursuant to ("APB") Opinion No. 25, Accounting for Stock Issued to
Employees decreased by approximately $479,000 during 2004.

LIQUIDITY AND CAPITAL RESOURCES

The Company had cash and cash equivalents of approximately $798 as of December
31, 2004, and approximately $275,000 at December 31, 2003, and a deficit in
working capital of approximately $500,000 as of December 31, 2004 and working
capital of approximately $134,000 as of December 31, 2003. For the year ended
December 31, 2004, it used cash in its operating activities and investing
activities totaling approximately $559,000 and used cash from the same
activities of approximately $1,210,000 for the year end December 31, 2003.

The Company financed operations and capital requirements primarily through the
exercise of warrants and loans. During the year ended December 31, 2004, the
registrant received $224,800 from the exercise of warrants to acquire 224,000
shares and received loan proceeds from an affiliate in the amount of $60,000.
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
During the years-end December 31, 2004 and 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 2003, sold for $0.50 per share, to meet its operating
obligations..

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 and consultants, that sufficient cash will be provided to meet
operating expenses for 2005.
<PAGE>

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 October 26,
2001, the Company sold 25,000 shares of its restricted common stock at $1.00 per
share, or $25,000. 5,500 of these shares were sold to then current officers. 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 $945,485. The funds raised in this offering have been used for
working capital. The Company's investment banker, Maxim Partners, 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. During
2004, Maxim exercised its rights under the cashless exercise provision to this
warrant agreement whereby it exercised 200,000 warrants and received 135,484
common shares through the forfeiture of 64,516 warrants.

In addition, the Company has issued warrants to certain employees and
consultants to purchase up to 3,306,650 shares of its common stock at exercise
prices of $1.00 and $1.20 per share. If all the warrants are exercised, the
Company will receive approximately $3,000,000 for working capital, however, we
can not provide any assurances that any of these warrants will be exercised.

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 pay 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 of 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. This agreement extended the
exclusive rights through December 31, 2003 and provided the Company an option to
purchase the EnerBurn Technology. The Company did not attain the sales volume
requirements nor did it exercise the purchase option component of the agreement.
Accordingly, EnerTeck is currently in default under the agreement and either
party can terminate the arrangement at any time, including the exclusivity
aspect. The Company remains in discussions with RubyCat to formalize this supply
agreement, including the possibility of EnerTeck acquiring all rights to the
EnerBurn processes. However, no assurances can be given that a formal agreement
can be reached. The Company's relationship with RubyCat is more fully discussed
in "Business of the Issuer."

The Company currently have no material commitments for capital requirements.

The Company cannot be sure that it will be able to obtain additional financing
that it believes that it needs to satisfy its cash requirements or to implement
its growth strategy on acceptable terms, or at all. If such financing cannot be
obtained on acceptable terms, the ability to fund the planned business expansion
and to fund the on-going operations will 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.


ITEM 7.  FINANCIAL STATEMENTS

See the Financial Statements annexed to this report.

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

Not applicable.

ITEM 8A. CONTROLS AND PROCEDURES

EnerTeck'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
EnerTeck's disclosure controls and procedures are effective in timely alerting
them to material information required to be included in this report, except that
this report and the March 2005 quarterly report are being filed late and there
were significant 2004 auditor adjustments because of the resignation of our
prior Principal Financial Officer. EnerTeck is currently reviewing its
procedures to ensure that late filings are not repeated. 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, EnerTeck's internal control over
financial reporting.
<PAGE>

Item 8B. Other Information.

         Not applicable.


                                    PART III

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

(a) The Company's Directors were appointed on or about as follows:

      Dwaine Reese                                              January 9, 2003
      Parrish B. Ketchmark                                      May 15, 2003
      Gary B. Aman                                              March 1, 2005
      Jack D. Cowles                                            March 1, 2005

Unless a director resigns prior to completion of his term, each Director serves
for one year, or until his successor is elected. The names, ages, background and
other information concerning the Directors, including other offices held by the
Directors with the Company, are set forth below.

The following is a list of the Company's Directors and Executive Officers
setting forth their functions and experience. There is no understanding or
agreement under which the Directors hold office.


DWAINE REESE. Mr. Reese has been the Chairman of the Board and the Company's
Chief Executive Officer of EnerTeck Sub since 2000 and of EnerTeck Parent since
2003. From approximately 1975 to 2000, Mr. Reese held various executive,
management, sales and marketing positions in the refining and specialty chemical
business with Nalco Chemical Corporation and later Nalco/Exxon Energy Chemicals,
LP. In 2000, he founded EnerTeck Chemical Corp., and has been its President and
Chief Executive Officer since that time. Mr. Reese has been and will continue to
devote his full-time to the Company's business. Mr. Reese has B.S. degree in
Biology and Chemistry from Lamar University and a M.S. degree in Chemistry from
Highland New Mexico University.

PARRISH B. KETCHMARK. Mr. Ketchmark has been the Company's President and a
Director since May 15, 2003. He has over 14 years experience in the business
development and financing of small, emerging businesses. He is the founder,
President and Chairman of the Board of Parrish Brian Partners, Inc., a venture
capital business incubation firm, in operation since 2000. In addition, Mr.
Ketchmark is the President of Parrish Brian & Co., Inc., an asset management,
and investment and merchant-banking firm founded in 1995. From 1997 to 1999, Mr.
Ketchmark served as the Secretary, Treasurer and a Director of World Cyberlinks
Corp. From 1993 to 1995, Mr. Ketchmark served as the President of Performance
Capital Corporation, an investment firm that managed and serviced a portfolio of
investments in early stage growth companies. Prior to 1993, Mr. Ketchmark was
employed as a Vice President at American Network Capital Corporation, a
financial public relations firm, where he was responsible for investor relations
and the financing of emerging companies. Mr. Ketchmark has attended Bernard
Baruch College and Fordham University, and has studied finance and investments
at Penn State University. He served in the U.S. Marine Corps from 1984 until his
honorable discharge in 1989 attaining the rank of Sergeant. Mr. Ketchmark will
devote such time to the Company's business as he believes is necessary for it to
be successful.
<PAGE>

GARY B. AMAN. Mr. Aman joined the Company's Board of Directors effective March
1, 2005. He has been employed with Nalco Company since 1994, most recently
serving as General Manager of ADOMITE Subsurface Chemicals, a Nalco division,
since 1999. ADOMITE is recognized as a technology leader in energy exploration
additives including drilling fluids, cementing, fracturing and well stimulation
additives. Mr. Aman received a Bachelor of Science degree in Mathematics from
the University of South Dakota in 1970.

JACK D. COWLES. Mr. Cowles joined the Company's Board of Directors effective
March 1, 2005. He has been a Managing Director of JDC Consulting, a management
consulting firm, since 1997. JDC, headquartered in New York City, provides a
broad range of senior level management consulting services including strategy,
business process improvement and implementation, change management, financial
management, due diligence and merger integration. Mr. Cowles received a Bachelor
of Arts, Economics degree; Phi Beta Kappa, from the University of Michigan in
1983 and a Masters of Business Administration degree for the University of
Pennsylvania, Wharton School of Business in 1994

(b) OTHER OFFICERS AND SIGNIFICANT EMPLOYEES.

 None

(c) FAMILY RELATIONSHIPS.

There are no familial relationships between the Directors or between the
Directors and the Officers.

(d) INVOLVEMENT IN CERTAIN LEGAL PROCEEDINGS.

To the knowledge of the Company, none of the officers or directors has been
personally involved in any bankruptcy or insolvency proceedings. To the
knowledge of the Company, none of the directors or officers have been convicted
in any criminal proceedings (excluding traffic violations and other minor
offenses) or are the subject of a criminal proceeding which is presently
pending, nor have such persons been the subject of any order, judgment, or
decree of any court of competent jurisdiction, permanently or temporarily
enjoining them from acting as an investment advisor, underwriter, broker or
dealer in securities, or as an affiliated person, director or insurance company,
or from engaging in or continuing in any conduct or practice in connection with
any such activity or in connection with the purchase or sale of any security,
nor were any of such persons the subject of a federal or state authority barring
or suspending, for more than 60 days, the right of such person to be engaged in
any such activity, which order has not been reversed or suspended.

(e) AUDIT COMMITTEE FINANCIAL EXPERT

The Company does not have an audit committee financial expert, as such term is
defined in Item 401(e) of Regulation S-B, serving on its audit committee because
it has no audit committee and is not required to have an audit committee because
it is not a listed security.

(f) CODE OF ETHICS

The Company's Board of Directors has been considering adoption of a Code of
Ethics to be applicable to its Chief Executive Officer and senior financial
executives. The Code of Ethics will be designed to deter wrong-doing and promote
honest and ethical behavior, full, fair, timely, accurate and understandable
disclosure, and compliance with applicable laws. The Board anticipates it will
adopt the Code of Ethics during the current fiscal year.
<PAGE>

(g)  COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

Section 16(a) of the Securities Exchange Act of 1934 requires the Company's
directors, executive officers, and persons who own more than 10% of the
Company's equity securities to file with the Securities and Exchange Commission
initial reports of ownership and reports of changes in ownership of Common Stock
and other equity securities of the Company. Officers, Directors and greater than
10% stockholders are required by SEC regulations to furnish the Company with
copies of all Section 16(a) forms they file. To the best of the Company's
knowledge, none of the directors, executive officers or 10% stockholders have
complied with all Section 16(a) filing requirements applicable to them during
the Company's fiscal year end December 31, 2004. However, and although such
filings have not been completed prior to filing this Form 10-KSB, the Company
understands that each of the directors, executive officers and 10% stockholders
are in the process of preparing such reports and intend to make all requisite
Exchange Act filings as promptly as possible.

ITEM 10.   EXECUTIVE COMPENSATION

The following table sets forth the compensation paid by the Company to its Chief
Executive Officer whose total annual salary and bonus exceeded $100,000 during
the 2002, 2003 and 2004. Except as set forth below, no officer or Executive
Officer of the Company received compensation in excess of $100,000 during the
past three calendar years. However, two of the Company's employees, during 2002,
2003 and 2004, were compensated at a rate in excess of $100,000 per year. They
are Dwaine Reese and Roy Stern ($150,000 and $110,000 per year, respectively).
All of this information includes the dollar value of base salaries, bonus awards
and number of stock options granted, and certain other compensation, if any.

                           SUMMARY COMPENSATION TABLE


                                                                 COMPENSATION IN
NAME AND PRINCIPAL         FISCAL                                THE FORM
POSITION                   YEAR         SALARY($)     BONUS($)   OF EQUITY  ($)
---------                  ----         ---------     --------   --------------

Dwaine Reese               2002         $150,000      0          $420,000 (2)
Chief Executive Officer    2003         $150,000      0          $490,000(3)
Chairman (1)               2004         $ 26,600      0          0


(1) Mr. Reese has served in these positions with both companies since shortly
after EnerTeck Sub was acquired on January 9, 2003. Prior thereto, from EnerTeck
Sub's inception on November 29, 2000, Mr. Reese served as the President and
Chief Executive Officer of EnerTeck Sub. The compensation that is indicated here
is his compensation from EnerTeck Sub for the periods indicated as its officer
and director.

(2) In September 2002, EnerTeck issued 420,000 shares of its common stock to Mr.
Reese. This issuance was valued at a $1.00 per share as non-cash compensation in
2002.

(3) During the quarter ended June 30, 2003 EnerTeck issued options to Mr. Reese
to acquire 1,000,000 shares of its common stock at an exercise rice of $.001 per
share resulting in $490,000 of non cash compensation in 2003.


On September 2, 2003, the Company's shareholders approved an employee stock
option plan authorizing the issuance of options to purchase up to 1,000,000
shares of its common stock. This plan is intended to give the Company greater
ability to attract, retain, and motivate officers, key employees, directors and
consultants; and is intended to provide the Company with the ability to provide
incentives more directly linked to the success of the Company's business and
increases in shareholder value. To date no options have been issued under the
plan.

In addition to the stock option plan, all of the officers and significant
employees (or their affiliates) have been issued warrants to purchase shares of
the Company's common stock. (See "Certain Relationships and Related
Transactions" immediately below.) To date, 424,000 of these previously issued
warrants to purchase the Company's common stock have been exercised, and the
Company has received $224,800 in net proceeds from these warrants exercises.
<PAGE>

EMPLOYMENT AGREEMENTS - EXECUTIVE OFFICERS AND CERTAIN SIGNIFICANT EMPLOYEES

None of the Company's officers and key employees are presently bound by
employment agreements. However, Parrish Brian Partners, Inc., who's President
Parrish B. Ketchmark serves as our President, is a party to a consulting
agreement with the Company. This consulting agreement expires on January 8,
2008, however it can be terminated upon 30 days written notice by either party.

REMUNERATION OF DIRECTORS

The Directors, who are also officers of the Company, receive no additional
compensation for serving on the Board of Directors, other than reimbursement of
reasonable expenses incurred in attending meetings.

OPTIONS, WARRANTS OR RIGHTS

The Company has no outstanding options or rights to purchase any of its
securities. However, it does have outstanding warrants to purchase up to
3,306,650 shares of its common stock. The information required by this portion
of the item regarding outstanding warrants is incorporated by reference to the
information set forth in Item 12 of this Annual Report on Form 10-KSB, below.

INDEBTEDNESS OF MANAGEMENT

No member of management was indebted to the Company during its last fiscal year.

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

SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS

The information required by this portion of the item regarding equity
compensation plans is incorporated by reference to the information set forth in
Item 5 of this Annual Report on Form 10-KSB.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth the stock ownership of each of the Company's
directors and officers, individually and as a group, and each beneficial owner
of greater than 5% of the outstanding shares of the Company, as of March 31,
2005.

  Name and Address of                            Amount and Nature   Percentage
  Beneficial Owner             Title of Class    of Beneficial        of
                                                  Ownership          Class
  -------------------          --------------    ----------------  ------------
  Dwaine Reese (1) (2)         Common            1,225,000           14.06%
  206 Country Creek Way
  Richmond, Texas 77469

  Parrish B. Ketchmark (1)(2)  Common            1,295,000           14.87%
  PO Box 256
  Norwood, NJ 07648

  Gary B. Aman (1)             Common              225,000            2.3%
  6119 Apple Valley Lane
  Houston, TX  77069

  Jack D. Cowles (1)           Common               88,500            1.0%
  30 Lansdown Drive
  Larchmont, NY  10538
<PAGE>

  Name and Address of                            Amount and Nature   Percentage
  Beneficial Owner             Title of Class    of Beneficial        of
                                                  Ownership          Class
  -------------------          --------------    ----------------  ------------
  Stan Crow (3)                Common              740,000           8.49%
  1410 Andover
  Livingston, TX 77351

  Leo Long                     Common            1,010,000          11.59%
  14600 W. 107th Street
  Lenexa, KS 66215

  John Russell (4)             Common              982,500          11.28%
  116 A Main Street
  Tiburon, CA 94920

  All directors and
  Executive officers
  As a group (4 persons)       Common            2,833,500          32.52%


(1) Holds these positions as an officer and/or director of the Company.

(2) This includes the shares underlying the warrant that has been issued to an
affiliate of this shareholder, Parrish Brian Partners, Inc., to purchase
1,270,000 shares of the Company's common stock for $1.00 per share. In addition,
it also includes 25,000 shares of common stock.

(3) This includes the shares underlying warrants to purchase 135,000 shares of
the Company's common stock for $1.00 per share. In addition, it also includes
605,000 shares of common stock.

(4) This individual's common stock holdings are comprised of shares owned by his
affiliates as follows: Park City Investors, LP (400,000 shares), Carlsbad
Industrial Association, LP (172,500 shares) and The Sherman Family Partners, LP
(400,000). Mr. Russell controls all of these entities. This shareholder also
owns 10,000 warrants to buy 10,000 shares of common stock at $1.00 per share.

Unless otherwise noted above, this table has been prepared based on 8,711,509
shares of common stock being outstanding. If all of the aforementioned warrants
are exercised, there will be 12,018,159 shares outstanding.

All such shares are owned beneficially and of record, there are no additional
shares known to the Company for which the listed beneficial owner has the right
to acquire beneficial ownership as specified in Rule 13D-3(d)(1) of the Exchange
Act.

(c) CHANGES IN CONTROL

Not applicable
<PAGE>

ITEM 12  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

On August 1, 2003, Dwaine Reese, the Company's principal shareholder, Chairman
and Chief Executive Officer, was issued a warrant to purchase 1,000,000 shares
of the Company's restricted common stock at $.01 per share or $10,000 in
connection with his employment agreement. During 2003, Mr. Reese exercised this
warrant. In addition, another warrant to purchase 498,150 of restricted shares
at $1.20 per share or $597,780 was issued to Allan F. Dow and Associates, a
management consulting firm for consulting services rendered to EnerTeck Sub.
During 2004, none of these warrants had been exercised. J.D. McGraw, a
consultant who previously rendered services to us, was also issued a warrant to
purchase 150,000 shares of the Company's restricted common stock at $1.20 per
share or $180,000. During 2004, Mr. McGraw exercised 4,000 of these warrants.
Similarly, another warrant to purchase 175,000 shares of its restricted common
stock at $1.20 per share or $210,000 was issued to WaxTech International, Inc.
in consideration for services also rendered to EnerTeck Sub. During 2004, none
of these warrants had been exercised. V. Patrick Keating, a formerly an employee
of EnerTeck Sub, is a principal of WaxTech.

The Company's president, Parrish B. Ketchmark, is presently compensated on a
consulting basis through his firm, Parrish Brian Partners, Inc. ("Partners").
Prior to him becoming president on May 15, 2003, the Company entered into a
January 9, 2003 financial consulting and business development agreement with
Partners, an affiliate to Mr. Ketchmark. He is providing his services as
president pursuant to a May 15, 2003 amendment to this consulting agreement.
Although the May 15, 2003 amendment has expired, Mr. Ketchmark continues to
serve as our president. In connection with the January 9, 2003 agreement, the
Company issued a warrant to Partners to purchase 1,500,000 shares of its common
stock at $1.00 per share or $1,500,000. During 2004, Partners assigned 355,000
of these warrants to various consultants and exercised 25,000 warrants, leaving
a balance outstanding of 1,120,000 warrants. For the year ended December 31,
2004, Mr. Ketchmark has been paid a total of $12,000.

In addition, on January 9, 2003, 500,000 shares of the Company's common stock
was issued to Parrish Brian & Co., Inc., an affiliate of Mr. Ketchmark and
Parrish Brian Partners, Inc., for business, financial and marketing services
previously rendered to EnerTeck Sub before it was acquired. During 2004, these
shares were distributed to approximately 100 friends and associates of Mr.
Ketchmark.

In addition to the above, warrants to purchase the Company's common stock have
been issued to the following former officers and employees as follows:

o Leon van Kraayenburg - warrants to purchase 400,000 shares at $1.20 per share.
o James J. Mullen - a warrant to purchase 100,000 shares at $1.20 per share. o
Roy Stern - a warrant to purchase 100,000 shares at $1.20 per share. o Deborah
Tenney - a warrant to purchase 150,000 shares at $1.20

During 2004, Parrish Brian Partners, Inc. made available to EnerTeck Chemical
Corp., a line of credit for up to $150,00 at 15% per annum on any unpaid
principal balances outstanding. The Company paid $9,500 to Parrish Brian
Partners, Inc. as an origination and commit fee and issued to Parrish Brian
Partners, Inc. 150,000 warrants to acquire 150,000 shares at $1.00. During 2004,
Parrish Brian Partners, Inc. waived the interest expense on outstanding balances
under the line of credit. In addition to the line of credit, during 2004,
Parrish Brian Partners, Inc. loaned varying amounts to the Company for working
capital. As of March 31, 2005, the Company had outstanding indebtedness to
Parrish Brian Partners, Inc. of $28,490, with an interest rate of 12% annually.

Management considers the terms of the foregoing warrant transactions to be fair
and reasonable to the respective parties involved. With the exception of the
warrant transaction with the Company's principal shareholder and Chairman,
Dwaine Reese, all warrant issuances, including exercise prices, were the result
of arms length negotiations between the parties. Since the shares underlying the
warrants were restricted at the time of the negotiation and the subsequent
grants, the price of the publicly traded shares was not relevant, and their fair
market value could not be determined. Regarding the warrants issued to Mr.
Reese, as the Company's founder, Chairman and principal shareholder, he was
rewarded accordingly, i.e., with a lower warrant exercise price and a warrant to
purchase a greater number of shares. Although it was not an arms length
transaction, considering Mr. Reese's perceived value to the Company, management
believes that it is fair and in its best interests.

On November 24, 2003, the Company effected a one from 10 reverse stock split and
a change of domicile merger whereby it changed its name from Gold Bond
Resources, Inc. to EnerTeck Corporation and its state of domicile from the State
of Washington to the State of Delaware. All references to shares contained
herein give effect to the aforementioned reverse common stock split as if it had
occurred previously to the transactions cited.
<PAGE>

ITEM 13.   EXHIBITS

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)
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)
<PAGE>

(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


ITEM 14. PRINCIPAL ACCOUNTANT 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, 2004 and 2003:



                                 Fiscal 2004       Fiscal 2003
Fee Category                       Fees               Fees

Audit Fees                        $19,000            $ 5,135
Audit Related Fees                $     0            $     0
Tax Fees                          $     0            $     0
All Other Fees                    $     0            $     0
                                  -------            -------
Total Fees                        $19,000            $ 5,135

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.

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.

<PAGE>

                                   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 June 6,
2005, 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>
Signature                   Title                                                    Date
---------                   -----                                                    ----
<S>                            <C>                                                          <C>
/s/ Dwaine Reese        Chairman and Chief Executive Officer                     June 6, 2005
Dwaine Reese




/s/ Parrish B. Ketchmark    Director, President and Principal Financial Officer      June 6, 2005
------------------------
Parrish B. Ketchmark


/s/Gary Amon                Director                                                 June 6, 2005
---------------------------
Gary Amon


/s/Jack Cowles              Director                                                 June 6, 2005
---------------------------
Jack Cowles
</TABLE>
<PAGE>

             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors of
EnerTeck Corporation
Houston, Texas

We have audited the accompanying consolidated balance sheet of EnerTeck
Corporation as of December 31, 2004, and the related consolidated statements of
operations, stockholders' equity (deficit), and cash flows for each of the years
in the two-year period ended December 31, 2004. 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 standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audits to obtain reasonable assurance about whether the
financial statements are free of material misstatement. 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, 2004, 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.

The accompanying consolidated financial statements have been prepared assuming
that EnerTeck Corporation will continue as a going concern. As discussed in Note
2 to the consolidated financial statements, EnerTeck Corporation has a working
capital deficit at December 31, 2004 and has incurred significant losses in
2004. Also, the Company does not have sufficient funds to execute its business
plan. These conditions raise substantial doubt about the Company's ability to
continue as a going concern. Management's plans regarding those matters are also
described in Note 2. The consolidated financial statements do not include any
adjustments that might result from the outcome of this uncertainty.



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

June 4, 2005


                                      F-1
<PAGE>


                              ENERTECK CORPORATION
                           CONSOLIDATED BALANCE SHEET
                                December 31, 2004

<TABLE>
<CAPTION>
                                        ASSETS
<S>                                                                      <C>
Current assets:
  Cash                                                                   $       798
  Inventory                                                                   18,242
                                                                         -----------
    Total current assets                                                      19,040
                                                                         -----------

Property and equipment, net of accumulated
    depreciation of $79,408                                                  125,546
                                                                         -----------
                  Total asset                                            $   144,586
                                                                         ===========


                    LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities:
  Accounts payable                                                       $   429,380
  Accrued liabilities                                                         27,877
  Interest payable                                                             2,486
  Notes payable                                                               60,000
                                                                         -----------
    Total current liabilities                                                519,743
                                                                         -----------


STOCKHOLDERS' EQUITY (DEFICIT):

  Preferred stock, $.001 par value, 100,000,000 shares
    Authorized, none issued
  Common stock, $.001 par value, 100,000,000 shares
    Authorized, 8,531,509 shares issued and outstanding                        8,551
  Additional paid in capital                                               4,601,144
  Accumulated deficit                                                     (4,984,852)
                                                                         -----------
    Total stockholders' equity (deficit)                                    (375,157)
                                                                         -----------

                  Total liabilities and stockholders' equity (deficit)   $   144,586
                                                                         ===========
</TABLE>

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


                                      F-2
<PAGE>

                              ENERTECK CORPORATION
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                     Years Ended December 31, 2004 and 2003



                                                       2004             2003
                                                   -----------      -----------

Revenues                                           $   179,393      $   473,596
Cost of goods sold                                     126,489          249,412
                                                   -----------      -----------
         Gross profit                                   52,904          224,184
                                                   -----------      -----------

Costs and expenses:
  Salaries                                             380,464          335,385
  Selling, general and administrative                1,535,670        2,506,156
                                                   -----------      -----------
           Total expenses                            1,916,134        2,841,541
                                                   -----------      -----------

Loss from operations                                (1,863,230)      (2,617,357)
                                                   -----------      -----------

Other income                                               343              111
                                                   -----------      -----------

Net loss                                           $(1,862,887)     $(2,617,246)
                                                   ===========      ===========

Net loss per share:
  Basic and diluted                                $     (0.21)     $     (0.29)
                                                   ===========      ===========

Weighted average shares outstanding:
  Basic and diluted                                  8,668,750        9,075,358
                                                   ===========      ===========

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

                                      F-3
<PAGE>


                              ENERTECK CORPORATION
            CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)
                     Years Ended December 31, 2004 and 2003

<TABLE>
<CAPTION>
                                                                 Additional
                                          Common Stock            Paid-in     Accumulated
                                      Shares        Amount        Capital       Deficit          Total
                                  -----------    -----------    -----------    -----------    -----------
<S>                                <C>          <C>            <C>            <C>            <C>
Balances, December 31, 2002         5,700,000    $     5,700    $   495,303    $  (504,719)   $    (3,716)

   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


   Exercise of warrants               224,000            224        224,576             --        224,800


   Exercise of cashless warrant       135,484            135           (135)            --             --


   Common stock for services          400,000            400        639,600             --        640,000

   Warrants issued for services            --             --        328,002             --        328,002

    Common stock cancelled         (3,000,000)        (3,000)         3,000             --

                                  -----------    -----------    -----------    -----------    -----------
   Net loss                                --             --             --     (1,862,887)    (1,862,887)
                                  -----------    -----------    -----------    -----------    -----------

Balances, December 31, 2004          8,551,50    $     8,551    $ 4,601,144    $(4,984,852)   $  (375,157)
                                  ===========    ===========    ===========    ===========    ===========
</TABLE>

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

                                      F-4
<PAGE>

                              ENERTECK CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                     Years Ended December 31, 2004 and 2003

<TABLE>
<CAPTION>
                                                                              2004           2003
                                                                          -----------    -----------
<S>                                                                        <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss                                                                   (1,862,887)   $(2,617,246)
Adjustments to reconcile net loss to cash used in operating activities:
  Depreciation                                                                 36,507         38,083
  Common stock,  options and warrants issued for services                     968,002      1,450,000

Changes in operating assets and liabilities:
  Accounts receivable                                                         347,686       (337,281)
  Inventory                                                                    (4,856)        73,805
  Prepaid expenses                                                              7,655             --
  Accounts payable                                                            225,643         60,416
  Accrued expenses and deferred revenue                                      (276,436)       206,800
                                                                          -----------    -----------

NET CASH USED IN OPERATING ACTIVITIES                                        (558,686)    (1,125,423)
                                                                          -----------    -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures                                                         (1,166)       (85,234)
                                                                          -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Sale of common stock                                                             --      1,575,000
  Exercise of options and warrants                                            224,800         10,000
  Issuance of note payable                                                     60,000             --
  Cost of fundraising                                                              --       (129,500)
                                                                          -----------    -----------

NET CASH PROVIDED BY FINANCING ACTIVITIES                                     284,800      1,455,500
                                                                          -----------    -----------
                                                                             (275,052)       244,753
NET INCREASE (DECREASE) IN CASH
Cash, beginning of period                                                     275,850         31,097
                                                                          -----------    -----------
Cash, end of period                                                               798        275,850
                                                                          ===========    ===========

NON-CASH INVESTING ACTIVITIES:
Equipment purchased included in accounts payable                                   --         75,000
                                                                          ===========    ===========
</TABLE>


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


                                      F-5
<PAGE>

                              ENERTECK CORPORATION
                   NOTES TO CONSOLIDATED 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 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.

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.

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 2004 and 2003, potential dilutive securities
had an anti-dilutive effect and were not included in the calculation of diluted
net loss per common share

                                      F-6
<PAGE>

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 7 for additional information
on warrants).

During the year ended December 31, 2004, EnerTeck's board of directors approved
the issuance of warrants to acquire 250,000 shares of common stock to two
employees. The warrants vested immediately and have a five-year life. These
warrants had an exercise price of $1.20 per share resulting in $25,000 of
compensation expense during 2004. Compensation expense was calculated 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.

<TABLE>
<CAPTION>
                                                                     Year Ended
                                                                     December 31,
                                                                     -----------
                                                               2004            2003
                                                            -----------    -----------
<S>                                                         <C>            <C>
Net loss, as reported                                       $ (1,862,887 ) $(2,617,240)
Add: Expense recorded                                           328,002      1,450,000

Deduct:  expense  determined  under the fair value  based
method for all awards                                          (510,797)    (1,787,576)
                                                            -----------    -----------
Pro forma net loss                                          $(2,045,682)   $(2,954,822)
                                                            -----------    -----------

Loss per share:
Basic and diluted - as reported                             $     (0.21)   $     (0.29)
                                                            -----------    -----------
Basic and diluted - pro forma                               $     (0.24)   $     (0.33)
                                                            -----------    -----------
</TABLE>


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 86% to 100%, risk-free
interest rate of 3.5%, and expected life of 5 years.

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.

                                      F-7
<PAGE>

Recently Issued Accounting Pronouncements

In December 2004, the Financial Accounting Standards Board issued SFAS No. 123R,
"Share-Based Payment" to revise SFAS No. 123. SFAS No. 123R establishes
standards for the accounting for transactions in which an entity exchanges its
equity instruments for goods or services. This Statement focuses primarily on
accounting for transactions in which an entity obtains employee services in
share-based payment transactions. SFAS No. 123R requires that the fair value of
such equity instruments be recognized as expense in the historical financial
statements as services are performed. Prior to SFAS No. 123R, only certain pro
forma disclosures of fair value were required. SFAS No. 123R shall be effective
for small business issuers as of the beginning of the first interim or annual
reporting period that begins after December 15, 2005. The impact of the adoption
of this new accounting pronouncement would be similar to the Company's
calculation of the pro forma impact on net income of SFAS 123 included above.

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


NOTE 2 - GOING CONCERN

As shown in the accompanying financial statements, EnerTeck Corporation incurred
recurring net losses of $1,862,887 and $2,617,246 in fiscal 2004 and 2003,
respectively, has an accumulated deficit of $4,984,852 and a working capital
deficit of $500,703 as of December 31, 2004. These conditions raise substantial
doubt as to EnerTeck Corporation's ability to continue as a going concern.
Management is trying to raise additional capital through sales of common stock.
The financial statements do not include any adjustments that might be necessary
if EnerTeck Corporation is unable to continue as a going concern.

NOTE 3 - 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 4 - PROPERTY AND EQUIPMENT

At December 31, 2004, property and equipment consisted of the following:

                                                     Useful
                                                     Lives           Amount
                                                 --------------
         Computer equipment                                  5     $   38,577
         Furniture and fixtures                              7         17,230
         Equipment                                         5-7         149,147
                                                                   -----------
                                                                       204,954
         Less: accumulated depreciation                                79,408
                                                                   ----------
                                                                   $   125,546
                                                                   ===========


NOTE 5 - INCOME TAXES

EnerTeck has incurred net losses since the merger with Gold Bond 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 $2,600,000 at December 31, 2004, and will expire in 2023.

Deferred income taxes consist of the following at December 31, 2004:



         Deferred tax assets                $       895,861
         Valuation allowance                       (895,861)
                                            ---------------
                                            $             -
                                            ===============

                                      F-8
<PAGE>

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 received 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 3). 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.

On March 20, 2004 four of the founders of EnerTeck's wholly owned operating
subsidiary, EnerTeck Chemical Corp., returned for cancellation 3,000,000 of the
5,000,000 shares of their common stock that they were issued in connection with
the acquisition of EnerTeck Chemical Corp. (See Note 3).

Also during 2004, two consultants were issued a total of 400,000 shares of
common stock for services to be rendered to EnerTeck Corporation.

During the year ended December 31, 2004, EnerTeck received $224,800 from the
exercise of 220,000 warrants at an exercise price of $1.00 per share and 4000
warrants at an exercise price of $1.20 per share, resulting in the issuance of
224,000 common shares. Additionally, 135,484 common shares were issued to our
investment banker, Maxim Partners, LLC. under a cashless exercise provision to a
warrant agreement. We received no proceeds from this exercise (See Note 7).

The holders of a majority of the issued and outstanding shares of common stock
of the Company authorized an amendment to the Company's Articles of
Incorporation to change the par value of the Company's common stock from $.001
to $.0001 to enable it to affect a four to one forward stock split. An
Information Statement was circulated to all shareholders of the Company in
October 2004. However, the Board of Directors, as was its right, chose to
indefinitely postpone these actions because of market conditions and the public
trading price of the Company's common stock.

During August of 2004, EnerTeck authorized ten million shares of Preferred Stock
with $0.001 par value. None of the Preferred Stock is issued and outstanding for
the period ended December 31, 2004.

NOTE 7 - STOCK WARRANTS

During the years ended December 31, 2003 and December 31, 2004, EnerTeck
Corporation issued warrants to consultants and employees as follows:

Various consulting agreements were executed at the time of the reverse
acquisition (See note 3), whereby consultants received warrants to acquire
2,148,150 shares of common stock at prices ranging from $1.00 to $1.20 per
share. These warrants were valued using Black-Scholes with the resulting fair
value charged against equity as a cost of the merger. During 2004, 224,000 of
these warrants were exercised resulting in 224,000 shares being issued and the
Company receiving $224,800 in cash proceeds from financing activities.

                                      F-9
<PAGE>

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 Corp. prior to
the merger. No expense was recorded related to these warrants in the current
year as the services were provided in 2002.

During 2003, 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 Maxim
Partners, LLC., our investment banking firm. These shares were valued using
Black-Scholes and charged against additional paid in capital as a cost of
financing. During 2004, Maxim Partners, LLC. exercised it's rights under a
cashless exercise provision to the warrant agreement whereby it exercised
200,000 warrants and received 135,484 common shares by forfeiting 64,516
warrants. EnerTeck received no cash proceeds from this exercise.

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.

During 2004, EnerTeck's board of directors approved the issuance of warrants to
acquire 250,000 shares of common stock at $1.20 per share to two employees. The
warrants were accounted for under the intrinsic value method and resulted in
$25,000 of compensation expense in the year ended December 31, 2004.

Also during 2004, warrants to acquire 455,000 shares of common stock at prices
ranging from $1.00 to $1.20 per share were issued to three parties for
consulting services. These warrants were valued using Black-Scholes with the
resulting fair value of $303,002 charged to compensation expense.

Summary information regarding warrants is as follows:

                                                                Weighted
                                                                average
                                                 Warrants      Share Price
                                                ---------     ------------
Outstanding at December 31, 2002                        -     $          -

Year ended December 31, 2003:
-----------------------------
  Granted                                       4,025,650             0.80
  Exercised                                    (1,000,000)            0.01
  Expired                                               -                -
                                                ---------     ------------
Outstanding at December 31, 2003                3,025,650             1.06

Year ended December 31, 2004:
-----------------------------
  Granted                                         705,000             1.16
  Exercised                                      (424,000)            0.77
  Expired                                              -                 -
                                                ---------     ------------
Outstanding at December 31, 2004                3,306,650     $       1.12
                                                =========     ============

     Warrants outstanding and exercisable as of December 31, 2004:

<TABLE>
<CAPTION>
                                   ---Unexercised---
    Exercise Price                 Number of Warrants   Weighted Average  Number of Shares
                                                         Remaining Life

<S>                                   <C>                      <C>       <C>
    $1.00                               1,430,000                3.6       1,430,000
    $1.20                               1,874,150                3.8       1,874,150
    $3.40                                   2,500                3.5           2,150
                                     ------------                       ------------
                                        3,306,650                3.7       3,306,650
                                     ------------                       ------------
</TABLE>

                                      F-10
<PAGE>

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 provided 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
                                                               -----------------
          2005                                                 400,000
          2006                                                 500,000



If EnerTeck fails to purchase the quantities noted above, the products and
technologies would 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. This agreement extended the exclusive rights through December 31,
2003. In addition, the new agreement had 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 2003. The purchase option was from January 2003
through December 2003. The one time charge of $100,000 was 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.
During 2004, EnerTeck was required to purchase 270,000 gallons but purchased
only 4,045 gallons of Enerburn. EnerTeck is currently in default under the
agreement. Accordingly, either party can terminate the arrangement at any time,
including the exclusivity aspect of the agreement. The Company is presently
under discussions with RubyCat to formalize this supply agreement, including the
possibility of EnerTeck acquiring all rights to EnerBurn and its processes.
However, no assurances can be given that a formal agreement can be reached.

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
                                                               -----------------
           2005                                                $ 46,600
           2006                                                   11,734


Rent expense for the years ended December 31, 2004 and December 31, 2003 totaled
approximately $45,258 and $38,520, respectively.

NOTE 9 - CONCENTRATION OF CREDIT RISK

For the years ended December 31, 2004 and 2003, EnerTeck purchased 100% of its
products from RubyCat (see note 8).

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<PAGE>

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.

NOTE 10 - REVENUE FROM MAJOR CUSTOMERS

A summary of EnerTeck's revenues from major customers for the years ended
December 31, 2004 and 2003 was approximately:


                           2004                                  2003
                      ------------------                    ---------------
Customer A                 $  35,145                              $      --
Customer B                   110,344                                200,374
Customer C                     6,843                                     --
Customer D                     7,775                                 109,598
                         -----------                           ------------
                           $170,107                               $ 309,972
                         ===========                           ============


NOTE 11 - SUBSEQUENT EVENTS

At a March 1, 2005 meeting of the Board of Directors of EnerTeck Corporation,
the Board accepted Mr. Leon van Kraayenburg's resignations as a Director,
Executive Vice President and Chief Financial Officer of both EnerTeck
Corporation and EnerTeck Chemical Corp. Mr. van Kraayenburg is claiming
$26,081.51 in past salary and unused vacation days. EnerTeck Chemical Corp.'s
management acknowledges that some compensation is due Mr. van Kraayenburg under
his employment agreement, however, the Company disputes the amount claimed. Mr.
van Kraayenburg has been asked to supply documentation in support of his claim
so that the matter can be appropriately resolved.


                                      F-12