UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


Washington,
      D.C. 20549





FORM
      10-QSB




x
              QUARTERLY
                  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
                  OF
                  1934For
                  the quarter ended September 30, 2007o
              TRANSITION
                  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
                  OF
                  1934For the
                transition
                period from _____ to _____
  Commission
      File Number: 000-51249





ENERGTEK
      INC.


(Exact
      name of registrant as specified in its charter)





Nevada
              (State
                or other jurisdiction of incorporation)
            42-1708652
              (IRS
                Employer Identification No.)





c/o
      David
      Lubin & Associates, PLLC


26
      East
      Hawthorne Avenue


Valley
      Stream, NY 11580


(Address
      of Principal Executive Offices, Zip Code)





(516)
      887-8200


(Registrant’s
      Telephone Number, Including Area Code)





(Former
      name, former address and former fiscal year, if changed since last
      report)





Check
      whether the issuer (1) filed all reports required to be filed by Section 13
      or
      15(d) of the Exchange Act during the past 12 months (or for such shorter period
      that the registrant was required to file such reports), and (2) has been subject
      to such filing requirements for the past 90 days.


Yes x
      No o





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act).


Yes o
      No x





The
      number of shares outstanding of the issuer’s common stock as of November 7, 2007
      was 70,595,259 shares of common stock.





Transitional
      Small Business Format (check one): Yes o No x





**TABLE
      OF CONTENTS**





PART
                  I - FINANCIAL INFORMATION
              3Item
                  1.
              Financial
                  Statements.
              3Note
                  1 - Summary of Significant Accounting Policies
              7Note
                  2 - Investment in Equity Securities
              9Note
                  3 - Stockholders Equity
              10Note
                  4 - Compensation to Directors
              11Note
                  5 - Going Concern
              13Note
                  6 - Significant Transactions
              13Item
                  2.
              Management’s
                  Discussion and Analysis or Plan of Operations.
              14Item
                  3..
              Controls
                  and Procedures.
              17PART
                  II. OTHER INFORMATION
              17Item
                  1.
              Legal
                  Proceedings.
              17Item
                  2.
              Unregistered
                  Sales of Equity Securities and Use of Proceeds.
              18Item
                  3.
              Defaults
                  Upon Senior Securities.
              19Item
                  4.
              Submission
                  of Matters to a Vote of Security Holders.
              19Item
                  5.
              Other
                  Information.
              19Item
                  6.
              Exhibits
              19SIGNATURES
              20




















2










**PART
      I**


**FINANCIAL
      INFORMATION**





**Item
      1.**  **Financial
      Statements.**





ENERGTEK
                INC.(A
                DEVELOPMENT STAGE ENTERPRISE)CONSOLIDATED
                CONDENSED BALANCE SHEET




Note
            
            As
                of
              30/09/2007
              (Unaudited)
              $
            
            As
                of
              31/12/2006
              (Audited)
              $**ASSETS**Current
                AssetsCash
                and Cash Equivalents
            
            
            3,546,459
            
            
            287,301**ACCOUNTS
                RECEIVABLE:**Vat
                Refund Receivable
            
            
            98,578
            
            
            37,879Advances
                paid to suppliers
            
            
            7,766
            
            
            15,385106,344
            
            
            53,264**Total
                current assets**
            
            
            3,652,803
            
            
            340,565**DEPOSITS**
            
            
            20,861
            
            
            -**FIXED
                ASSETS, NET:**Cost
            
            
            313,468
            
            
            2,955Less
                - accumulated depreciation
            
            
            (40,027
            )
            
            (73
            )273,441
            
            
            2,882**INVESTMENTS:**Investments
                in Shares
            
            
            24,500
            
            
            -Patent
                rights
            
            
            45,416
            
            
            -69,916
            
            
            -**TOTAL
                ASSETS**
            
            
            4,017,021
            
            
            343,447





3





ENERGTEK
                INC.(A
                DEVELOPMENT STAGE ENTERPRISE)CONSOLIDATED
                CONDENSED BALANCE SHEET




**LIABILITIES
                AND SHAREHOLDER EQUITY**CURRENT
                LIABILITIESRelated
                Party
            
            -
            
            8,000Account
                payable and Accrued LiabilitiesEmployees
                and Employee institutions
            
            
            63,022
            
            
            9,942Service
                providers
            
            
            28,886
            
            
            13,140Short
                Term Loans
            
            
            421,686
            
            
            -Accounts
                payable
            
            
            147,298
            
            
            9,349660,892
            
            
            32,431**TOTAL
                CURRENT LIABILITIES**
            
            
            660,892
            
            
            40,431LONG-TERM
                LIABILITIESRelated
                Party
            
            
            -
            
            
            -Severance
                pay liability, net
            
            
            11,959
            
            
            -**TOTAL
                LONG-TERM LIABILITIES**
            
            
            11,959
            
            
            -SHAREHOLDER
                EQUITYPreferred
                Stock: $0.001 par value; 5,000,000 authorized,none
                issued and outstandingCommon
                Stock: $0.001 par value; 750,000,000 authorized,70,595,259 issued
                and
                outstanding
            
            
            70,595
            
            
            48,993Additional
                Paid-in Capital
            
            
            6,973,060
            
            
            1,197,007Accumulated
                Deficit
            
            
            (3,699,485
            )
            
            (942,984
            )TOTAL
                SHAREHOLDER EQUITY
            
            
            3,344,170
            
            
            303,016Total
                Liabilities and Stockholders' Equity
            
            
            4,017,021
            
            
            343,447





4





ENERGTEK
                INC.(A
                DEVELOPMENT STAGE ENTERPRISE)CONSOLIDATED
                CONDENSED STATEMENTS OF OPERATIONS




Three
                Months Ended
            
            Nine
                Months Ended
            
            Cumulative
                fromSeptember-30,
                2007
            
            September-30,
                2006
            
            September-30,
                2007
            
            September-30,
                2006
            
            Inception
              (November
                18,1998)Unaudited
            
            Unaudited
            
            Unaudited
            
            Unaudited
            
            to
                September 30, 2007Revenues
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            -Operating
                Expenses:Consulting
            
            
            111,218
            
            
            
            
            
            421,615
            
            
            -
            
            
            675,316Consulting-Related
                parties
            
            
            -
            
            
            
            
            
            -
            
            
            -
            
            
            152,450Research
                and
              Development
                expenses
            
            
            385,289
            
            
            
            
            
            1,185,442
            
            
            
            
            
            1,185,442Market
                Research
            
            
            -
            
            
            
            
            
            -
            
            
            -
            
            
            32,795Market
                Research-
              Related
                parties
            
            
            -
            
            
            
            
            
            -
            
            
            -
            
            
            137,050General
                and administrative
              expenses
            
            
            444,229
            
            
            3,151
            
            
            1,140,285
            
            
            3,181
            
            
            1,360,414Total
                Operating Expenses
            
            
            940,736
            
            
            3,151
            
            
            2,747,342
            
            
            3,181
            
            
            3,543,467Net
                loss from operations
            
            
            (940,736
            )
            
            (3,151
            )
            
            (2,747,342
            )
            
            (3,181
            )
            
            (3,543,467
            )Other
                IncomeInterest
                Income, net
            
            
            7,451
            
            
            -
            
            
            (9,159
            )
            
            -
            
            
            (6,018
            )Investments
                impairment
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            (50,000
            )Patent
                impairment
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            (100,000
            )Total
                other income(expenses)
            
            
            7,451
            
            
            -
            
            
            (9,159
            )
            
            -
            
            
            (156,018
            )Net
                Loss
            
            
            (933,285
            )
            
            (3,151
            )
            
            (2,756,501
            )
            
            (3,181
            )
            
            (3,699,485
            )Weighted
                Average Shares
              Common
                Stock
              Outstanding
            
            
            62,916,603
            
            
            23,512,500
            
            
            55,768,248
            
            
            23,512,500Net
                Loss Per Common Share
              (Basic
                and Fully Diluted)
            
            
            (0.01
            )
            
            (0.00
            )
            
            (0.05
            )
            
            (0.00
            )





5





ENERGTEK
                INC.(A
                DEVELOPMENT STAGE ENTERPRISE)CONSOLIDATED
                CONDENSED STATEMENTS OF CASH FLOWS




Three
                Months Ended
            
            Nine
                Months Ended
            
            Cumulative
                fromSeptember-30,
                2007
            
            September-30,
                2006
            
            September-30,
                2007
            
            September-30,
                2006
            
            Inception
              (November
                18,Unaudited
            
            Unaudited
            
            Unaudited
            
            Unaudited
            
            1998)
                to
              September
                30, 2007**Cash
                Flows from Operating Activities:**Net
                Loss
            
            
            (933,285
            )
            
            (3,151
            )
            
            (2,756,501
            )
            
            (3,181
            )
            
            (3,699,485
            )Adjustments
                to reconcile net loss to net cashProvided
                bóoperating activities:Depreciation
                and Amortization
            
            
            281,503
            
            
            -
            
            
            1,116,465
            
            
            -
            
            
            1,116,538Accumulated
                interest on loans and
              linkage
                differences
            
            
            38,151
            
            
            
            
            
            38,151
            
            
            
            
            
            38,151Impairment
                of Patent
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            100,000Impairment
                of Option Investment
            
            
            -
            
            
            -
            
            
            
            
            
            
            
            
            50,000Non-employees'
                share compensation
            
            
            63,025
            
            
            -
            
            
            334,393
            
            
            -
            
            
            478,393Decrease
                (Increase) in accounts receivable
            
            
            (13,283
            )
            
            -
            
            
            (38,867
            )
            
            -
            
            
            (92,131
            )Accounts
                payable and accrued liabilities
            
            
            (527,278
            )
            
            2,000
            
            
            (224,438
            )
            
            2,000
            
            
            (184,007
            )**Net
                cash used in Operating Activities**
            
            
            (1,091,167
            )
            
            (1,151
            )
            
            (1,530,797
            )
            
            (1,181
            )
            
            (2,192,541
            )**Cash
                Flows to Investing Activities:**Payment
                for purchase of PrimeCyl LLC,net of cash acquired
            
            
            -
            
            
            
            
            
            (10,000
            )
            
            -
            
            
            (10,000
            )Payment
                for purchase of Angstore Technologies Ltd,net of cash
                acquired
            
            
            -
            
            
            
            
            
            (150,688
            )
            
            -
            
            
            (150,688
            )Investment
                in shares
            
            
            -
            
            
            -
            
            
            (24,500
            )
            
            -
            
            
            (24,500
            )Investment
                in Option
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            (50,000
            )Deposit
            
            
            (4,958
            )
            
            -
            
            
            (16,953
            )
            
            -
            
            
            (16,953
            )Purchase
                of fixed assets
            
            
            (58,615
            )
            
            -
            
            
            (196,166
            )
            
            -
            
            
            (199,121
            )**Net
                cash used in Investing Activities**
            
            
            (63,573
            )
            
            -
            
            
            (398,307
            )
            
            -
            
            
            (451,262
            )**Cash
                Flows from Financing Activities:**Issuance
                of common stock
            
            
            1,240,500
            
            
            -
            
            
            4,143,262
            
            
            -
            
            
            5,145,262Warrants
                exercise
            
            
            1,295,000
            
            
            
            
            
            1,295,000
            
            
            -
            
            
            1,295,000Redemption
                of warrants
            
            
            -
            
            
            -
            
            
            (250,000
            )
            
            
            
            
            (250,000
            )Loan
                proceeds
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            13,000Repayment
                of loan
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            (13,000
            )**Net
                cash from Financing Activities**
            
            
            2,535,500
            
            
            -
            
            
            5,188,262
            
            
            -
            
            
            6,190,262**Net
                Increase (Decrease) in Cash**
            
            
            1,380,760
            
            
            -1,151
            
            
            3,259,158
            
            
            -1,181
            
            
            3,546,459Cash
                at Beginning of Period
            
            
            2,165,699
            
            
            1,151
            
            
            287,301
            
            
            1,181
            
            
            0**Cash
                at End of Period**
            
            
            3,546,459
            
            
            0
            
            
            3,546,459
            
            
            0
            
            
            3,546,459





6


**Note
      1 - Summary of Significant Accounting Policies**





**Basis
      of Presentation**


The
      accompanying unaudited interim consolidated financial statements of Energtek
      Inc. for the three months and nine months ended September 30, 2007 have been
      prepared in accordance with the requirements for unaudited interim periods,
      and
      consequently might not include all disclosures required to be in conformity
      with
      accounting principles generally accepted in the United States of America and
      the
      rules of the Securities and Exchange Commission. These interim consolidated
      financial statements should be read in conjunction with the audited financial
      statements and notes thereto contained in our Annual Report for fiscal year
      2006
      filed with the SEC on Form 10-KSB. In the opinion of management, all
      adjustments, consisting of normal recurring adjustments, necessary for a fair
      presentation of financial position and the results of operations for the interim
      periods presented have been reflected herein. The results of operations for
      interim periods are not necessarily indicative of the results to be expected
      for
      the full year. Notes to the consolidated financial statements which would
      substantially duplicate the disclosure contained in the audited consolidated
      financial statements for fiscal year 2006 as reported in the Form 10-KSB have
      been omitted.





The
      Company is considered to be a development stage company and as such the
      financial statements presented herein are presented in accordance with Statement
      of Financial Accounting Standards (“SFAS”) No. 7 “Accounting and Reporting by
      Development Stage Enterprises”.





**Basic
      and Dilutive Net Income (Loss) Per Share**


Basic
      net
      income (loss) per share amounts is computed based on the weighted average number
      of shares actively outstanding in accordance with SFAS NO. 128 “Earnings Per
      Share". All outstanding stock options and warrants have been excluded from
      the
      calculation of the diluted net loss per share since their effect was
      anti-dilutive.





**Cash
      and Cash Equivalents**


The
      Company considers all highly liquid debt securities purchased with original
      or
      remaining maturities of three months or less to be cash equivalents. The
      carrying value of cash equivalents approximates fair value.





**Fair
      Value of Financial Instruments**


The
      carrying value of current assets and liabilities approximated their fair values
      as of September 30, 2007.





**Financial
      and Concentration Risk**


The
      Company does not have any concentration or related financial credit
      risk.





7





ENERGTEK
      INC.


NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS





**Note
      1 -Summary of Significant Accounting Policies (Cont.)**





**Fixed
      Assets:**


Fixed
      assets are stated at cost.


Cost
      is
      depreciated by the straight-line method on the basis of the estimated useful
      life of the assets. Estimated useful lives are as follows:





Useful
                Life - YearsLeasehold
                improvements
            10Computers
                and peripheral equipment
            3
                -
                10Instruments
                and laboratory equipment
            5Furniture
                and office equipment
            3
                -
                15Motor
                vehicles
            7Patent*
            10





*
      The
      patent is not part of Fixed Assets





**Presentation**





According
      to EITF 06-3, "How Taxes Collected from Customers and Remitted to Governmental
      Authorities Should Be Presented in the Income Statement (That Is, Gross versus
      Net Presentation)".


The
      Company can choose gross or net presentation. The policy of the company to
      present all expense items Net in the income statement.





**Principles
      of Consolidation**


The
      accompanying condensed consolidated financial statements include the accounts
      of
      Energtek Inc., its wholly owned subsidiaries Energtek Products Ltd., Gatal
      (Natural Gas for Israel) Ltd., MoreGasTech LLC, Primecyl LLC , Ukcyl Ltd. and
      the newly acquired Angstore Technologies Ltd. .All significant inter-company
      transactions have been eliminated. These financial statements reflect all
      adjustments that, in the opinion of management, are necessary to present fairly
      the results of operations for the interim periods presented. All adjustments
      are
      of a normal recurring nature, unless otherwise disclosed.





**Stock
      Issued for Services**


The
      value
      of stock issued for services is based on management’s estimate of the fair value
      of the Company’s stock at the date of issue or the fair value of the services
      received, whichever is more reliably measurable in accordance with EITF 96-18.
      The fair value of each stock option is estimated on the date of balance using
      the Black-Scholes option pricing model that uses the following assumptions:
      Expected term is based on the Company’s management estimate for future behavior;
      Expected volatility is based on the historical volatility of share prices for
      similar companies over a period equal to, or greater than, the expected term;
      The risk free rate is based on the U.S. Treasury constant maturity for a term
      consistent with the expected term of the award (or weighed average of the two
      closest available bonds), as in effect at the date of grant. The fair value
      of
      options granted during the quarter ended September 30, 2007 was estimated using
      the following assumptions: (a) average expected term of the option of 5.44
      years
      (b) average risk free interest rate of 4.59% (c) dividend yield of 0% and (d)
      volatility of 107%.





8


ENERGTEK
      INC.


NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS





**Note
      1 - -Summary of Significant Accounting Policies (Cont.)**





**Use
      of Estimates**


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





**Note
      2 - Investment in Equity Securities**





On
      August
      23, 2007, the Board of Directors of the Company approved an agreement with
      Radel
      LLC, a New York limited liability company (“Radel”), to acquire all of the
      shares of Angstore Technologies, Ltd. (“Angstore”) owned by Radel. On August 27,
      2007, the Company entered into a Share Purchase Agreement with Radel pursuant
      to
      which the Company purchased the 9,000 shares of common stock of Angstore owned
      by Radel. The purchase price to be paid in exchange for the purchased shares
      is
      $275,000, which will be paid by issuing 550,000 shares of the Company’s common
      stock to Radel.




In
      addition, on August 27, 2007, the Company purchased an additional 4,364 shares
      of Angstore’s common stock for an aggregate purchase price of $120,010. This
      purchase was made pursuant to, and in accordance with, the terms and provisions
      of the Investment Agreement the Company signed with Angstore on June 29, 2007.
      With the completion of the Radel and Angstore transactions discussed above,
      the
      Company has acquired all of the outstanding common stock of Angstore.
      Accordingly, Angstore has become a wholly owned subsidiary of the
      Company.





This
      acquisition will be accounted for as a purchase business combination. The
      consideration paid in the Acquisition has been accounted for under FAS141
      "Business Combinations" the Company allocated total amount of 1,074,417 to
      IPRD
      and expended it immediately in accordance with fin 4.


9


ENERGTEK
      INC.


NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS





**Note
      3 - Stockholders Equity**





On
      July
      19, 2007, the Company raised an additional $620,000 by selling to one purchaser
      a total of 1,240,000 units of the Company’s securities, each unit consisting of
      one share of common stock and two warrants, one of which was designated the
      Class 2007-D Warrant and the other the Class 2007-E Warrant. The Class 2007-D
      and Class 2007-E Warrants issued with respect to this transaction bear different
      expiration dates than the Class 2007-D and Class 2007-E Warrants referenced
      above. Each Class 2007-D Warrant entitles the holder thereof to purchase one
      share of common stock at a purchase price of $0.75 until December 31, 2008.
      Each
      Class 2007-E Warrant entitles the holder thereof to purchase one share of common
      stock at a purchase price of $1.05 until June 30, 2010. The purchase price
      paid
      to the Company for each unit was $0.50. Commissions
      in the amount of $ 31,000 were due and additional 62,000 shares of the
      Company’s common stock were issued as commission.





On
      July
      29 and July 31, 2007, the Company signed subscription agreements for additional
      $620,500 to be paid to the Company not later than August 17, 2007, by selling
      to
      two purchasers a total of 1,241,000 units of the Company’s securities, each unit
      consisting of one share of common stock and two warrants, one of which was
      designated the Class 2007-D Warrant and the other the Class 2007-E Warrant.
      The
      Class 2007-D and Class 2007-E Warrants issued with respect to this transaction
      bear different expiration dates than the Class 2007-D and Class 2007-E Warrants
      referenced above. Each Class 2007-D Warrant entitles the holder thereof to
      purchase one share of common stock at a purchase price of $0.75 until December
      31, 2008. Each Class 2007-E Warrant entitles the holder thereof to purchase
      one
      share of common stock at a purchase price of $1.05 until June 30, 2010. The
      purchase price paid to the Company for each unit was $0.50. Commissions in
      the
      amount of $ 31,025 were due and additional 62,050 shares of the Company’s common
      stock were issued as commission.





On
      August
      22, 2007, the Company received an aggregate of $1,295,000 from several
      warrantholders as a result of the exercise of a total of 3,716,666 warrants.
      The
      warrantholders exercised 2,516,666 Class A warrants exercisable at $0.10 per
      share for 7,549,998 common shares, and 1,200,000 Class B warrants exercisable
      at
      $0.15 per share for 3,600,000 common shares. Accordingly, the Company issued
      an
      aggregate of 11,149,998 shares of its common stock to the exercising
      warrantholders.





10


ENERGTEK
      INC.


NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


**Note
      4 - Compensation to Directors**





1)
      On
      January 17, 2007, the Board of Directors of Energtek Inc. approved issuing
      to
      its directors stock purchase warrants designated as "Class 2007-B Warrants,"
      as
      compensation for services previously rendered, as follows: (i) Joseph Shefet
      was
      issued 55,000 stock purchase warrants in consideration for serving as a director
      of the Company from June, 2006 until October 2006, and as a member of the its
      Advisory Board during November and December, 2006. (ii) Doron Uziel was issued
      80,000 Class 2007-B Warrants in consideration for serving as a director from
      May
      2006 until December 2006, and additional 32,000 Class 2007-B Warrants in
      consideration for serving as Chief Executive Officer of the Company from May
      2006 until December 2006. (iii) Yishai Aizik was issued 30,000 Class 2007-B
      Warrants in consideration for serving as director from October 2006 until
      December 2006. Each Class 2007-B Warrant grants to the holder thereof the right
      to purchase one share of common stock of the Company, exercisable from January
      1, 2008 until December 31, 2011, at the exercise price of $0.05 per
      share.





2)
      On
      January 17, 2007, the Board of Directors of the Company set the terms of
      compensation for the directors of the Company for the period commencing as
      of
      January 1, 2007. Commencing as of such date, each director of the Company shall
      be entitled to the following compensation: (i) $4,200 per year, paid on a
      monthly basis; (ii) $1,000 per participation at each meeting of the Board of
      Directors; and (iii) 150,000 stock purchase warrants designated as "Class 2007-C
      Warrants," which will vest pro-ratably in 24 equal and consecutive monthly
      amounts of 6,250 Class 2007-C warrants, commencing on the last day of January,
      2007 and continuing on the same day of each subsequent month until December
      31,
      2008. Each Class 2007-C Warrant shall grant to the holder thereof the right
      to
      purchase one share of common stock of the Company at an exercise price equal
      to
      $0.36 per share, exercisable from the date such warrant vests until December
      31st of the fifth calendar year following the year in which the warrant vested.





3)
      During
      the nine months ended September 30, 2007, the Company recorded stock-based
      compensation of $11,100 related to the compensation to directors. For the three
      months ended September 30, 2007, the Company recorded $1,000 related to the
      compensation to directors.





4)
      The
      fair value of each of the aforementioned stock option is estimated on the date
      of balance using the Black-Scholes option pricing model that uses the following
      assumptions: Expected term is based on the Company’s management estimate for
      future behavior; Expected volatility is based on the historical volatility
      of
      the share price for similar companies over a period equal to, or greater than,
      the expected term; The risk free rate is based on the U.S. Treasury constant
      maturity for a term consistent with the expected term of the award (or weighed
      average of the two closest available bonds), as in effect at the date of grant.





5)
      The
      fair value of options granted during the quarter ended September 30, 2007 was
      estimated using the following assumptions: (a) average expected term of the
      option of 5.44 years (b) average risk free interest rate of 4.59% (c) dividend
      yield of 0% and (d) volatility of 107%.





11


ENERGTEK
      INC.


NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS





**Note
      4 - Compensation to Directors (cont.)**








6)
      The
      following table summarizes the changes in the above stock options for the three
      months ended September 30, 2007:




**Number
                of options**
            
            **Weighted
                Average**
              **Exercise
                Price**$Options
                outstanding at the beginning of the period
            
            
            497,000
            
            
            0.24Changes
                during the period:Granted
            
            
            -
            
            
            -Exercised
            
            
            -
            
            
            -Forfeited
            
            
            -
            
            
            -Options
                outstanding at the end of the period
            
            
            497,000
            
            
            0.24Options
                exercisable at the end of the period
            
            
            309,500
            
            
            0.16Weighted-average
                fair value of options granted during the period
            
            
            
            
            
            0.04








7)
      As Of
      September 30, 2007 the total unrecognized compensation cost related to unvested
      options was $ 5,513 which will be recognized over 1.25 years
      period.





8)
      When
      the stock compensations are subject to graded vesting, the company recognizes
      the compensation cost at a straight line basis.








12


ENERGTEK
      INC.


NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS





**Note
      5 - Going Concern**





The
      Company's consolidated financial statements are prepared using generally
      accepted accounting principles applicable to a going concern which contemplates
      the realization of assets and liquidation of liabilities in the normal course
      of
      business. The Company is working on the basis of a budget that will enable
      it to
      operate during the coming year. However the Company will need additional working
      capital for its future planned expansion of activities and to service its debt,
      which raises doubt about its ability to continue as a going concern.
      Continuation of the Company as a going concern is dependent upon obtaining
      sufficient capital to be successful in that effort. The accompanying
      consolidated financial statements do not include any adjustments relating to
      the
      recoverability and classification of asset carrying amounts or the amount and
      classification of liabilities that might result from the outcome of this
      uncertainty.





**Note
      6 - Significant Transactions**





On
      September 26, 2007, Ukcyl Ltd., an almost wholly-owned subsidiary of Energtek
      Inc., (“Ukcyl”) entered into an agreement with Dynatech Furnaces (Bombay) Pvt.
      Ltd. (“Dynatech”) to purchase a high pressure steel seamless Cylinder Heat
      Treatment Furnace Line (the “Agreement”). Ukcyl is to pay a total purchase price
      of $190,000, which will be paid in three installments at specified intervals.
      The first installment, in the amount of $85,000, shall be paid to Dynatech
      within 10 weeks following execution of the Agreement. Upon payment of this
      first
      installment, the two directors of Dynatech will execute a personal guarantee,
      guaranteeing the performance of Dynatech pursuant to the Agreement. This
      guarantee shall be in the amount of $85,000 and will expire upon the inspection
      by Ukcyl of the equipment at Dynatech’s facility in India.





Pursuant
      to the terms and provisions of the Agreement, on or before January 31, 2008,
      Dynatech is to prepare the equipment for inspection and testing by Ukcyl at
      Dynatech’s facility in India. Upon inspection and approval of the equipment,
      Dynatech  shall
      dismantle the equipment and prepare it for shipment to Ukcyl’s facility in
      Ukraine. Upon completion of the inspection in India, Dynatech shall receive
      a
      second installment in the amount of $75,000.





Upon
      arrival of the equipment to Ukcyl's facilities in Ukraine, Dynatech shall assist
      in the installation and testing of the equipment. Following the installation
      and
      the initial operation of the equipment, Dynatech shall be paid $30,000
      representing the balance of the purchase price. In the event the equipment
      does
      not conform to the specifications required pursuant to the Agreement, Dynatech
      shall pay damages in the amount of $160,000. The payment of such damage amount
      does not limit any other legal rights and remedies available to
      Ukcyl.





The
      equipment purchased is subject to a one year warranty as of the date of
      installation and commencement of operation in Ukcyl’s facility. In addition, for
      a period of three years following installation, Dynatech shall provide technical
      support with respect to the operation of the equipment.
















13


**Item
      2.**  **Management’s
      Discussion and Analysis or Plan of Operations.**





As
      used
      in this Form 10-QSB, references to the “Company,” “Energtek,” “we,” “our” or
“us” refer to Energtek Inc. or to Energtek Inc. together with its subsidiaries,
      unless the context otherwise indicates.





This
      Management’s Discussion and Analysis or Plan of Operation should be read in
      conjunction with the financial statements and the notes thereto.





**Forward-Looking
      Statements**





This
      Form
      10-QSB contains forward-looking statements. For this purpose, any statements
      contained in this Form 10-QSB that are not statements of historical fact may
      be
      deemed to be forward-looking statements. You can identify forward-looking
      statements by those that are not historical in nature, particularly those that
      use terminology such as “may,” “will,” “should,” “expects,” “anticipates,”
“contemplates,” “estimates,” “believes,” “plans,” “projected,” “predicts,”
“potential,” or “continue” or the negative of these similar terms. In evaluating
      these forward-looking statements, you should consider various factors, including
      the following: (a) those risks and uncertainties related to general economic
      conditions, (b) whether we are able to manage our planned growth efficiently
      and
      operate profitable operations, (c) whether we are able to generate sufficient
      revenues or obtain financing to sustain and grow our operations, (d) whether
      we
      are able to successfully fulfill our primary requirements for cash. The
      Company’s actual results may differ significantly from the results projected in
      the forward-looking statements. The Company assumes no obligation to update
      forward-looking statements, except as otherwise required under the applicable
      federal securities laws.





**Overview**





We
      were
      incorporated under the laws of the state of Florida on November 18, 1996 under
      the name “Elderwatch, Inc.” On September 20, 2006, we changed our Company’s
      state of incorporation from Florida to Nevada by the merger of Elderwatch,
      Inc.
      with and into its wholly-owned subsidiary, Energtek Inc., a Nevada corporation,
      which was formed for such purpose. Simultaneously with such merger, we changed
      our Company name from "Elderwatch, Inc." to "Energtek Inc." in order to better
      reflect our proposed business operations. We also increased the number of our
      shares of authorized common stock from 50,000,000 shares to 250,000,000 shares,
      and we decreased the number of our shares of authorized preferred stock from
      10,000,000 shares to 5,000,000 shares. On October 30, 2006, we implemented
      a one
      for three forward stock split of our common stock and further increased the
      authorized shares of our common stock to 750,000,000 shares, par value
      $0.001.




On
      or
      about May 24, 2006, we changed our focus to the field of clean energy
      technologies, with special emphasis being put on the field of Natural Gas
      Vehicles (NGV). We are currently preparing our infrastructure for operations
      through some of our subsidiaries and we are also looking at various alternatives
      in this field





On
      August
      23, 2007, the Board of Directors of the Company approved an agreement with
      Radel
      LLC, a New York limited liability company (“Radel”), to acquire all of the
      shares of Angstore Technologies, Ltd. (“Angstore”) owned by Radel. On August 27,
      2007, we entered into a Share Purchase Agreement with Radel pursuant to which
      the Company purchased the 9,000 shares of common stock of Angstore owned by
      Radel. The purchase price to be paid in exchange for the purchased shares is
      $275,000, paid by the issuance of 550,000 shares of the Company’s common stock
      to Radel.





In
      addition, on August 27, 2007, we purchased an additional 4,364 shares of
      Angstore’s common stock for an aggregate purchase price of $120,010. This
      purchase was made pursuant to, and in accordance with, the terms and provisions
      of the Investment Agreement we signed with Angstore on June 29, 2007. With
      the
      completion of the Radel and Angstore transactions discussed above, we have
      acquired all of the outstanding common stock of Angstore. Accordingly, Angstore
      has become a wholly owned subsidiary of the Company.





14


On
      September 26, 2007, Ukcyl Ltd., a wholly-owned subsidiary of Energtek Inc.,
      (“Ukcyl”) entered into an agreement with Dynatech Furnaces (Bombay) Pvt. Ltd.
      (“Dynatech”) to purchase a high pressure steel seamless Cylinder Heat Treatment
      Furnace Line (the “Agreement”). Ukcyl is to pay a total purchase price of
      $190,000, which will be paid in three installments at specified intervals.
      The
      first installment, in the amount of $85,000, shall be paid to Dynatech within
      10
      weeks following execution of the Agreement. Upon payment of this first
      installment, the two directors of Dynatech will execute a personal guarantee,
      guaranteeing the performance of Dynatech pursuant to the Agreement. This
      guarantee shall be in the amount of $85,000 and will be expire upon the
      inspection by Ukcyl of the equipment at Dynatech’s facility in India.





Pursuant
      to the terms and provisions of the Agreement, on or before January 31, 2008,
      Dynatech is to prepare the equipment for inspection and testing by Ukcyl at
      Dynatech’s facility in India. Upon inspection and approval of the equipment,
      Dynatech shall dismantle the equipment and prepare it for shipment to Ukcyl’s
      facility in the Ukraine. Upon completion of the inspection in India, Dynatech
      shall receive a second installment of the purchase price in the amount of
      $75,000.





Upon
      arrival of the equipment in the Ukraine, Dynatech shall assist in the
      installation and testing of the equipment at Ukcyl’s facility. Following
      installation and the initial operation of the equipment in Ukcyl’s Ukrainian
      facility, Dynatech shall be paid $30,000 representing the balance of the
      purchase price. In the event the equipment does not conform to the
      specifications required pursuant to the Agreement, Dynatech shall pay damages
      in
      the amount of $160,000. The payment of such damage amount does not limit any
      other legal rights and remedies available to Ukcyl.





The
      equipment purchased is subject to a one year warranty as of the date of
      installation and commencement of operation in Ukcyl’s facility. In addition, for
      a period of three years following installation, Dynatech shall provide technical
      support with respect to the operation of the equipment.





We
      currently have five wholly owned subsidiaries, Moregastech
      LLC ,
      a
      Nevada limited liability company; Primecyl LLC, a Nevada limited liability
      company; Energtek Products Ltd., an Israeli company; Angstore Technologies
      Ltd.,
      an Israeli company, and GATAL
      (Natural Gas for Israel) Ltd., an Israeli company. In addition we have one
      almost fully owned (99.5%) subsidiary, Ukcyl Ltd. ("Ukcyl"), a Ukrainian
      company. We
      have
      signed an agreement for a participation of 50% in Moregastech India Private
      Limited, a company registered in India.





**Plan
      of Operation**





Over
      the
      next twelve months, we intend to continue engaging in the field of clean energy
      technologies, with special focus on developing and building our activities
      in
      the natural gas field, and more specifically in the Natural Gas Vehicles field.
      We also intend to continue analyzing a number of issues, markets, projects
      and
      investments proposed to us in areas related to clean energy technologies. In
      order to evaluate these opportunities, we anticipate entering into agreements
      with experts and consultants in the relevant areas. Such evaluation process
      may
      include in some cases the performance of scientific experiments, which may
      require entering into subcontracting agreements with laboratories and companies
      capable of performing the same. We expect that once a proposal or project is
      identified as being of interest to us, we will enter into development activities
      and/or will purchase a stake or invest in such activities.





In
      the
      natural gas field, we intend to continue our construction activities and
      purchase the requisite materials in order to complete the cylinder production
      facility being prepared by Ukcyl. Additionally, we intend to become involved
      in
      the production of kits for adsorbed natural gas (“ANG”) systems. We anticipate
      the start of sales of ANG systems during the third quarter of 2008. In order
      to
      do so, we plan to increase our activities in the Asian markets. We plan to
      continue our involvement towards the provision of natural gas to industrial
      customers in Israel (not expected to start before 2009). We also intend to
      continue our R&D efforts in the ANG area and in the area of gas bulk
      transportation systems.





We
      currently have 22 employees and several persons employed on an hourly basis.
      We
      expect to hire additional employees, as needed, in order to execute our business
      plans.





In
      an
      effort to improve the relations with our investors, we are redesigning the
      Company’s web-site in order to make it clearer, more informative and user
      friendly. In addition, on October 1, 2007, we entered into a one year agreement
      with American Capital Ventures Inc. ("ACV"), to provide the Company with
      investor relations consulting services. In consideration therefore, the Company
      agreed to issue up to an aggregate of 150,000 shares of its common stock and
      warrants entitling ACV to purchase up to an aggregate of 100,000 restricted
      shares of our common stock at an exercise price of $1.05 per share. The exercise
      period of each warrant shall be for five years from the date of the agreement.
      The Company further agreed to use its best efforts to register the common stock
      and the common stock underlying the warrants in its next registration statement
      we file with the Securities and Exchange Commission. The agreement may be
      terminated by either party after 180 days.





15


**Results
      of Operations for the Three Months Ended September 30, 2007**





The
      consolidated financial statements include the accounts of Energtek, Inc. and
      all
      of its wholly owned and majority-owned subsidiaries. The analysis below does
      not
      relate to comparative figures of 2006. During the period of January - May 2006,
      the Company had practically no activities. During the period of June - September
      2006, the Company engaged in capital-raising, and undertook its first steps
      into
      the field of clean energy technologies. As a result, the figures for the 2006
      period lack materiality for comparing them with the present activities of the
      Company.




**Revenue.** The
      Company has never generated any revenues.





**Consulting
      Expenses.** During
      the quarter ended September 30, 2007, we incurred $111,218 in consulting
      expenses. For the nine months ended September 30, 2007, the Company incurred
      consulting expenses of $421,615. These expenses consist primarily of expenses
      incurred for the analyses of clean energy technologies, processes and business
      opportunities, as well as in depth analyses of natural gas storage systems
      and
      production processes for such systems.





**Research
      and Development expenses.** During
      the quarter ended September 30, 2007, we incurred $385,289 in research and
      development expenses out of which $275,000 are for the exceeding portion of
      purchase premium which was created as a result of the investment in Angstore
      Technologies Ltd. For the nine months ended September 30, 2007, the Company
      recorded research and development expenses of $1,185,442 out of which $1,074,417
      are in process research and development which was created as a result of the
      investment in Angstore Technologies Ltd.





**General
      and Administrative Expenses.** General
      and administrative expenses consist of management compensation, rent,
      professional fees, telephone, travel and other general corporate expenses.
      General and administrative expenses were $444,229 and $1,140,285 for the three
      and nine month periods ended September 30, 2007, respectively.





**Interest
      Income, net.** The
      Company recorded net interest income of $7,451 during the quarter ended
      September 30, 2007. For the nine months ended September 30, 2007, the Company
      recorded net interest income losses of $9,159.





**Liquidity
      and Capital Resources**





During
      the three and nine month periods ending September 30, 2007, the Company raised
      an aggregate of $1,240,500 and $4,143,262, respectively, from the sales of
      its
      securities through private placements held under Regulation S promulgated under
      the Securities Act of 1933, as amended. In addition, on August 22, 2007, we
      received an aggregate of $1,295,000 from several warrantholders as a result
      of
      the exercise of a total of 3,716,666 warrants. The warrantholders exercised
      2,516,666 Class A warrants exercisable at $0.10 per share for 7,549,998 common
      shares, and 1,200,000 Class B warrants exercisable at $0.15 per share for
      3,600,000 common shares, for an aggregate of 11,149,998 shares. The foregoing
      numbers reflect the 1 for 3 forward stock split effectuated by the Company
      on
      October 30, 2006.





16


We
      have
      never generated any revenues. Our cash balance at September 30, 2007 was
      $3,546,459. With these cash resources, and at the present level of activities,
      we believe that the Company can sustain itself over the next twelve months.





Notwithstanding,
      in the event our activities proceed more rapidly than expected, or our expenses
      deviate substantially from our projections, we may need to raise additional
      funds over the next twelve months. We have no specific plans, understandings
      or
      agreements with respect to the raising of such funds, and we may seek to raise
      the required capital by the issuance of equity or debt securities or by other
      means. Since we have no such arrangements or plans currently in effect, our
      inability to raise funds may have a severe negative impact on our ability to
      implement our plans, and thereafter to remain a viable Company.


**Going
        Concern Consideration**
  The
        financial statements contained herein for the period ending September 30,
        2007,
        have been prepared on a “going concern” basis, which contemplates the
        realization of assets and the satisfaction of liabilities in the normal course
        of business. For the reasons discussed herein and in the footnotes to our
        financial statements included herein, there is a significant risk that we
        will
        be unable to continue as a going concern. Our audited financial statements
        included in our Annual Report on Form 10-KSB for the period ending December
        31,
        2006, contain additional note disclosures describing the circumstances that
        lead
        to this disclosure by our independent auditors.




**Off
      Balance Sheet Arrangements**





We
      do not
      have any off balance sheet arrangements.





**Item
      3.**  **Controls
      and Procedures.**





**Evaluation
      of Disclosure Controls and Procedures**





Our
      disclosure controls and procedures are designed to ensure that information
      required to be disclosed in reports that we file or submit under the Securities
      Exchange Act of 1934 is recorded, processed, summarized and reported within
      the
      time periods specified in the rules and forms of the United States Securities
      and Exchange Commission. Our principal executive, and financial officers have
      reviewed the effectiveness of our "disclosure controls and procedures" (as
      defined in the Securities Exchange Act of 1934 Rules 13a-14(c) and 15d-14(c)) within
      the end of the period covered by this Quarterly Report on Form 10-QSB and
      have
      concluded that the disclosure controls and procedures are effective to ensure
      that material information relating to the Company is recorded, processed,
      summarized, and reported in a timely manner.




**Changes
      in Internal Controls over Financial Reporting**





As
      previously disclosed, on October 15, 2007, Doron Uziel voluntarily resigned
      from
      his position as Chief Executive Officer (“CEO”) of the Company. Mr. Uziel will
      remain as a director of the Company. Doron Uziel was issued additional 100,000
      Class 2007-F warrants in recognition for the achievements and performance of
      the
      Company during the period in which Mr. Uziel served as CEO.





Effective
      as of October 15, 2007, the Company appointed Lev Zaidenberg as Chief Executive
      Officer in lieu of President. As previously disclosed, Mr. Zaidenberg was
      serving as President of the Company since July 5, 2007.





Other
      than the appointment of Mr. Zaidenberg as the principal executive officer of
      the
      Company, there were no significant changes in our internal controls or in other
      factors that could significantly affect these controls subsequent to the last
      day they were evaluated by our principal executive and financial
      officers.





**PART
      II**


**OTHER
      INFORMATION**





**Item
      1.**  **Legal
      Proceedings.**





During
      the quarter ended September 30, 2007, there were no pending legal proceedings
      to
      which the Company was a party or in which any director, officer or affiliate
      of
      the Company, any owner of record or beneficially of more than 5% of any class
      of
      voting securities of the Company, or security holder was a party adverse to
      the
      Company or had a material interest adverse to the Company. The Company’s
      property was not the subject of any pending legal proceedings.





On
      October 17, 2007, our wholly-owned subsidiary UkCyl Ltd (“UkCyl”), filed a legal
      demand with the Court for Commercial Demands at Perechyn, Ukraine, against
      Steatit - Open Joint Stock Company, the seller of a building that was bought
      by
      UkCyl on May 15, 2007. In the demand, we are requesting that the Court order
      the
      seller to comply with the Sale-Purchase Agreement dated May 15, 2007, by
      removing machinery belonging to the seller and demolishing an old building
      located on the premises. The location of the machinery and old building do
      not
      currently prevent us from constructing UkCyl’s facility or commencing
      operations. The demand further requests that the seller be ordered to pay the
      Company’s legal expenses incurred in connection with this action. This action is
      in its early stages of litigation and there has not been any hearing on the
      matter.





17


**Item
      2.**  **Unregistered
      Sales of Equity Securities and Use of Proceeds.**





**Unregistered
      Sales of Equity Securities**





On
      July
      19, 2007, we raised $620,000 by selling to one purchaser a total of 1,240,000
      units of the Company’s securities. Each unit consists of one share of common
      stock and two warrants, one of which was designated the Class 2007-D Warrant
      and
      the other the Class 2007-E Warrant. The Class 2007-D and Class 2007-E Warrants
      issued with respect to this transaction bear different expiration dates than
      the
      Class 2007-D and Class 2007-E Warrants referenced above. Each Class 2007-D
      Warrant entitles the holder thereof to purchase one share of common stock at
      a
      purchase price of $0.75 until December 31, 2008. Each Class 2007-E Warrant
      entitles the holder thereof to purchase one share of common stock at a purchase
      price of $1.05 until June 30, 2010. The purchase price paid to the Company
      for
      each unit was $0.50. The units were offered and sold pursuant to a placement
      held under Regulation S promulgated under the Securities Act of 1933, as
      amended. The purchaser represented to the Company that such purchaser was not
      a
      United States person (as defined in Regulation S) and was not acquiring the
      shares for the account or benefit of a United States person. The purchaser
      further represented that at the time of the origination of contact concerning
      the subscription for the units and the date of the execution and delivery of
      the
      subscription agreement for such units, such purchaser was outside of the United
      States. We did not make any offers in the United States, and there were no
      selling efforts in the United States. There were no underwriters or
      broker-dealers involved in the private placement and no underwriting discounts.
      Commissions in the amount of $31,000 are due and additional 62,000 shares of
      the
      Company’s common stock were issued to a non-U.S. person as
      commission.




On
      July
      29 and July 31, 2007, respectively, we accepted subscription agreements for
      an
      aggregate of an additional $620,500 to be paid to the Company not later than
      August 17, 2007, by selling to two purchasers a total of 1,241,000 units of
      the
      Company’s securities. The units subscribed for in these transactions bear the
      same terms and conditions as the units described immediately above. The units
      were offered and sold pursuant to a placement held under Regulation S
      promulgated under the Securities Act of 1933, as amended. Each of the purchasers
      represented to the Company that such purchaser was not a United States person
      (as defined in Regulation S) and was not acquiring the shares for the account
      or
      benefit of a United States person. The purchaser further represented that at
      the
      time of the origination of contact concerning the subscription for the units
      and
      the date of the execution and delivery of the subscription agreement for such
      units, such purchaser was outside of the United States. We did not make any
      offers in the United States, and there were no selling efforts in the United
      States. There were no underwriters or broker-dealers involved in the private
      placement and no underwriting discounts. Commissions in the amount of $31,075
      will be due and additional 62,050 shares of the Company’s common stock are to be
      issued to a non-U.S. person as commission.





On
      August
      22, 2007, the Company received an aggregate of $1,295,000 from several
      warrantholders as a result of the exercise of a total of 3,716,666 warrants.
      The
      warrantholders exercised 2,516,666 Class A warrants exercisable at $0.10 per
      share for 7,549,998 common shares, and 1,200,000 Class B warrants exercisable
      at
      $0.45 per share for 3,600,000 common shares. Accordingly, the Company issued
      an
      aggregate of 11,149,998 shares of its common stock to the exercising
      warrantholders. The foregoing numbers reflect the 1 for 3 forward stock split
      effectuated by the Company on October 30, 2006.





**Purchases
      of Equity Securities by the Issuer and Affiliated
      Purchasers**





None.





18


**Item
      3.**  **Defaults
      Upon Senior Securities.**





None.





**Item
      4.**  **Submission
      of Matters to a Vote of Security Holders.**





None.





**Item
      5.**  **Other
      Information.**





None.





**Item
      6.**  **Exhibits**





**Exhibit
      No.** **** **Description**





**31.1**
            **Rule
                13a-14(a)/15d14(a) Certification of Lev Zaidenberg, CEO (Attached
                Hereto)**





**31.2**
            **Rule
                13a-14(a)/15d14(a) Certification of Constantine Stukalin, Treasurer
                (Attached Hereto)**





**32.1**
            **Section
                1350 Certifications (Attached
                Hereto)**











19





**SIGNATURES**





In
      accordance with the requirements of the Exchange Act, the registrant caused
      this
      report to be signed on its behalf by the undersigned, thereunto duly
      authorized.





Dated:  November
      14, 2007


ENERGTEK INC./s/ Lev
              Zaidenberg
            
            
            /s/ Constantine
              StukalinName:Lev
              Zaidenberg
            
            
            Name:Constantine
              StukalinTitle:Chief
              Executive Officer and Director
            
            
            Title:Treasurer
              and Chief Accounting Officer(Principal Executive Officer)
            
            
            (Principal Financial and Accounting
                Officer)






20