**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


Washington
      D.C. 20549




**FORM
      10-KSB**







x
            
            **ANNUAL
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934.**




**For
      the fiscal year ended December 31, 2004**




 ̈
            
            **TRANSITION
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934.**(FEE REQUIRED)




**For
      the transition period from** **** **,
      20** **** **,
      to** **** **,
      20** **** **.**




**Commission
      File Number 0-8447**









**DOL
      RESOURCES, INC.**


**(Exact
      Name of Registrant as Specified in Charter)**









**Wyoming**
            
            **83-0219465****(State
                or Other Jurisdiction of**
              **Incorporation
                or Organization)**
            
            **(I.R.S.
                Employer Identification
                Number)**




**3233
      West Kingsley Road, Garland, Texas 75041**


**(Address
      of Principal Executive Offices)**




**(972)
      840-3223**


**(Registrant’s
      Telephone Number, Including Area Code)**










**SECURITIES
      REGISTERED PURSUANT TO SECTION 12 (b) OF THE ACT:**


****   **Title of each class Name of each exchange on which
      registered**


****  ****   **None**       **None**





**SECURITIES
      REGISTERED PURSUANT TO SECTION 12 (G) OF THE ACT:**


**Common
      Stock, $0.01 Par Value**


**(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 of 1934 during the past 12 months (or for such other
      shorter period that the registrant was required to file such reports), and
      (2)
      has been subject to such filing requirements for the past 90
      days.**  **[
      ]**  **Yes**  **[X]**  **No**





**Check
      if there is no disclosure of delinquent filers in response to Item 405 of
      Regulation S-B 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.**  **[X]**





**At
      April 9, 2006 the aggregate market value of the shares of Common Stock held
      by
      Non-affiliates of the registrant was approximately $93,634. At such date there
      were 25,500,000 shares if the registrant’s Common Stock
      outstanding.**





**Document
      Incorporated by Reference: None.**


**Transitional
      Small Business Disclosure Format (Check one):**  **Yes[_]**  **No
      [X]**


Page
          1

















**TABLE
      OF CONTENTS**








Number
            Item
                in Form 10-KSB
            Page
                No.1
            Description
                of Business
            32
            Description
                of Property
            33
            Legal
                Proceedings
            34
            Submission
                of Matters to a Vote of Security Holders
            35
            Market
                for Common Equity and Related Stockholder Matters
            46
            Management's
                Discussion and Analysis for Plan of Operation
            47
            Financial
                Statements
            88
            Changes
                in and Disagreements with Accountants on Accounting and Financial
                Disclosure
            198A
            Controls
                and Procedures
            199
            Directors,
                Executive Officers, Promoters and Control Persons
            2010
            Executive
                Compensation
            2111
            Security
                Ownership of Certain Beneficial Owners and Management
            2212
            Certain
                Relationships and Related Transactions
            2213
            Exhibits
                and Reports on Form 8-K
            2314
            Principal
                Accountant Fees and Services
            23Signatures
            24





Page
          2





**PART
      1**








**ITEM
      1 - DESCRIPTION OF BUSINESS**





DOL
      Resources, Inc.  (“Registrant”
      or “the company”) was incorporated November 6, 1973 under the laws of the State
      of Wyoming.




From
      November 6, 1973 - September 30, 2002, the Company buys, leased and sells oil
      and gas properties. It also explores and develops these properties usually
      with
      others through joint ventures or farm outs. Effective October 1, 2002, the
      Company sold its oil and gas properties to Glauber Management Company. On
      October 2, 2002, the Company became a development
      stage company, whose activities to date have been limited to the organization
      of
      the company, the filing of this registration statement and activities incidental
      thereto. The Company has not conducted any research, development or other
      business, and has not been involved in any bankruptcy, receivership or similar
      proceeding, or any material reclassification, merger, consolidation, or purchase
      of assets. The Company has not offered any products or services since September
      30, 2002.




***Recent
      Business Developments***





From
      1999
      to 2005, the Company reviewed opportunities without successfully consummating
      any new business. Effective October 1, 2002, management determined to sell
      its
      oil and gas properties to Glauber Management Company. In 2005, management gained
      control of the necessary information for auditing the books and records of
      the
      Company and filing delinquent SEC reports.





***Employees***





At
      December 31, 2004, the Company had no employees. The Vice President serves
      without compensation.





**ITEM
      2 - DESCRIPTION OF PROPERTY**





***Offices***





The
      Company currently does not occupy formal office facilities but uses space on
      an
      as needed basis without charge provided by a shareholder of the Company. The
      fair rental value of this space provided was not and is currently not material.
      Management believes that this will be sufficient for the needs of the
      Corporation for the next 12 months.





**ITEM
      3 - LEGAL PROCEEDINGS**





There
      are
      no pending legal proceedings to which Registrant is a party or of which any
      of
      its property is subject.





**ITEM
      4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS**





Not
      applicable.





Page
          3


**PART
      11**





**ITEM
      5 - MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER
      MATTERS**





Registrant’s
      common shares trade in the Over-The-Counter market. Since 1984 trading has
      been
      so limited and sporadic that it is not possible to obtain a continuing quarterly
      history of high and low bid quotations. Stock information is received from
      registered securities dealers and reflected in the inter-dealer prices, without
      retail mark-up, mark-down or commission and may not necessarily represent actual
      transactions. Registrant has been advised that shares are not presently trading
      and have not traded significantly during the past three years. The last
      available quotation was a high bid of $.05 **.**





The
      Company has not declared any cash dividends on its Common Stock since its
      inception. The Company currently intends to retain any future earnings to
      finance the growth of the business and, therefore, does not anticipate paying
      any cash dividends in the foreseeable future. As of December 31, 2004, the
      approximate number of record holders of the Company's Common Stock was
      approximately 2,500.





**ITEM
      6 - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
      OPERATION**





Forward
      Looking Statements





The
      following discussion and analysis should be read in conjunction with the
      financial statements and notes thereto included elsewhere in this report on
      Form
      10-KSB for DOL Resources, Inc. ("DOL" or "We" or the "Company"). This report
      contains certain statements that are "forward looking statements" within the
      meaning of Section 27A of the Securities Act of 1933, as amended (the
      "Securities Act"), and Section 21E of the Securities Exchange Act of 1934,
      as
      amended (the "Exchange Act"). Those statements, among other things, include
      the
      discussions of the Company's expectations set forth below. Although the Company
      believes that the expectations reflected in the forward looking statements
      are
      reasonable, management can give no assurance that such expectations will prove
      to have been correct. Generally, forward looking statements relate to business
      plans or strategies, projected or anticipated benefits or other consequences
      of
      such plans or strategies, or projections involving anticipated revenues,
      expenses, earnings, levels of capital expenditures, liquidity or indebtedness,
      ability to raise working capital, or other aspects of operating results or
      financial position. Although not always the case, forward looking statements
      can
      be identified by the use of words such as "believes", "expects", "intends",
      "projects", "anticipates", "contemplates", or "estimates".





**Plan
      of Operation**




We
      have
      no operations or revenues after October 1, 2002. The Company will attempt to
      identify a profitable opportunity and consummate a Business Transaction with
      such a company. A Business Transaction is likely to take the form of a reverse
      merger. Our management has held discussions with several parties about engaging
      in a reverse merger. Two such discussions were aborted by our management after
      initial investigation of the counterparty, while in some cases, the other
      parties proceeded with alternative transactions that they considered more
      suitable for their needs. There is no guaranty that a Business Transaction
      actually will be consummated, although our management believes that it is likely
      that a Business Transaction will occur between the parties.

















Page
          4











Our
      business plan for the next twelve months is to seek, investigate and, if such
      investigation warrants, acquire an interest in a business entity which desires
      to seek the perceived advantages of a corporation which has a class of
      securities registered under the Exchange Act. We will not restrict our search
      to
      any specific business, industry, or geographical location and we may participate
      in a business venture of virtually any kind or nature. Our management may enter
      into confidentiality agreements that may preclude them from disclosing the
      existence of specific discussions until the signing of a letter of intent or
      definitive agreement. Our management has unrestricted discretion in seeking
      and
      participating in a Business Transaction, subject to the availability of such
      opportunities, economic conditions and other factors. Management may acquire
      or
      participate in a Business Transaction based on the decision of management which
      will, in all probability, act without consent, vote, or approval of our
      shareholders.






We
      do not
      and will not have any capital to attract the owners of Business Transactions
      who
      desire significant cash or other assets. However, we believe that the
      opportunity to acquire a controlling ownership interest in a publicly registered
      company may attract private companies for several reasons:






- lower
      cost, shorter timeframe and less dilution than going public through an
      IPO;






- use
      of
      public equity for future acquisitions;






- higher
      prestige and better public visibility;






- compliance
      with a requirement for admission to quotation on the NASD OTC Bulletin Board
      or
      on the NASDAQ Small Cap Market;






- easier
      capital raising and borrowing from banks or other financial
      institutions;






- employees
      may find compensation through stock or options more attractive if their employer
      is a public company;






- better
      ability to transfer stock or other securities;






- in
      the
      case of foreign companies: entry into the U.S. securities markets, enhanced
      credibility with U.S. customers, easier mergers or acquisitions in the
      U.S.;






- facilitation
      of succession or retirement planning for owner/managers.






There
      are
      also several disadvantages for private companies from going public through
      a
      merger with us:






- no
      aftermarket support through underwriters;






- no
      capital raised;






- increased
      regulation;






- requirement
      for audited financial statements;






- required
      publication of corporate information;






- required
      filings of periodic reports with the SEC.




Page
          5




Some
      of
      the above disadvantages are general aspects of public companies are not
      specifically linked to going public through a reverse merger.






We
      believe that our plan of operations will be conducted through the efforts of
      Daniel Zimmerman and Fred Updegraff, and will not require any additional funds.
      It is anticipated that Mr. Zimmerman and Mr. Updegraff will furnish us with
      Business Transaction candidates. We may or may not use any notices,
      advertisements or third parties in our search for Business Transactions. Our
      management will also investigate specific Business Transactions and negotiate,
      draft and execute relevant agreements, disclosure documents and other
      instruments. We may engage broker/dealers or investment banking firms to
      introduce us to candidates for Business Transactions.






Prior
      to
      making a decision about participation in a Business Transaction, we plan to
      obtain written materials regarding the Business Transaction including, without
      limitation, a description of products, services and company history; management
      resumes; financial information; available projections with related assumptions;
      evidence of existing patents, trademarks or service marks or rights thereto;
      present and proposed forms of compensation to management; a description of
      transactions between the prospective entity and our affiliates during relevant
      periods; a description of present and required facilities; an analysis of risk
      and competitive conditions; and other relevant information. In many instances,
      however, we anticipate that the historical operations of a specific Business
      Transaction may not necessarily be indicative of the potential for the future
      because of the possible need to shift marketing approaches substantially, expand
      significantly, change product emphasis, change or substantially augment
      management, or make other changes. We will be dependent upon the owners of
      a
      Business Transaction to identify any such problems which may exist and to
      implement, or be primarily responsible for the implementation of, required
      changes.






The
      legal
      structure or method deemed by management to be suitable will be selected based
      upon our review and our relative negotiating strength. Such structure may
      include, but is not limited to, leases, purchase and sale agreements, licenses,
      joint ventures and other contractual arrangements. We will participate in a
      Business Transaction only after the negotiation and execution of appropriate
      agreements. Although the terms of such agreements cannot be predicted, generally
      such agreements will require certain representations and warranties of the
      parties thereto, will specify certain events of default, will detail the terms
      of closing and the conditions which must be satisfied by the parties prior
      to
      and after such closing and will include miscellaneous other terms.






We
      are
      classified as a 'blank check' company under rules of the SEC and certain states.
      Under these regulations the public sale of securities of blank check companies
      is limited.  We will not make any efforts to cause a market to develop in
      our securities until such time as we have successfully implemented our business
      plan and DOL Resources is no longer classified as a blank check company. We
      anticipate that additional securities may be registered and issued subsequent
      to
      a Business Transaction. The issuance of substantial additional securities and
      their potential sale into any trading market which may develop in our securities
      may have a depressive effect on the future value of our securities, if such
      a
      market develops, of which there is no assurance.




Page
          6




We
      currently have no employees. Our management expects to confer with consultants,
      attorneys and accountants as necessary. We do not anticipate a need to engage
      any full-time employees so long as we are seeking and evaluating Business
      Transactions. We will determine the need for employees based upon the specific
      Business Transaction. The amount of time spent by Messrs. Zimmerman and
      Updegraff on the activities of DOL is not predictable. Such time may vary widely
      from an extensive amount when reviewing a target company and effecting a
      Business Transaction to an essentially quiet time when activities of management
      focus elsewhere. It is not possible to predict the amount of time that will
      be
      required to spend to review a suitable target company. We will not borrow any
      funds to make any payments to our management, its affiliates or associates.
      Upon
      consummation of a Business Transaction the number of employees may increase,
      depending on the nature and size of the Business Transaction.






Since
      October 1, 2002, we have had no revenues or sales. We believe that our current
      cash needs can be met by loans from our directors, officers and shareholders
      for
      at least the next twelve months. However, if we obtain a Business Transaction,
      it may be necessary to raise additional capital. This may be accomplished by
      selling our common stock. Our management intends to actively seek Business
      Transactions during the next twelve months.




**Off-Balance
      Sheet Arrangements**





As
      of the
      date of this report, we do not have any off-balance sheet arrangements that
      have
      or are reasonably likely to have a current or future effect on our financial
      condition, changes in financial condition, revenues or expenses, results of
      operations, liquidity, capital expenditures or capital resources that are
      material to investors. The term "off-balance sheet arrangement" generally means
      any transaction, agreement or other contractual arrangement to which an entity
      unconsolidated with us is a party, under which we have: (i) any obligation
      arising under a guarantee contract, derivative instrument or variable interest;
      or (ii) a retained or contingent interest in assets transferred to such entity
      or similar arrangement that serves as credit, liquidity or market risk support
      for such assets.











Page
          7





**ITEM
      7 - FINANCIAL STATEMENTS**





**DOL
      RESOURCES, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**














**C
      O N T E N T S**








REPORT
                OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
            9BALANCE
                SHEET
            10STATEMENTS
                OF OPERATIONS
            11STATEMENTS
                OF STOCKHOLDERS’ EQUITY
            12STATEMENTS
                OF CASH FLOWS
            13NOTES
                TO FINANCIAL STATEMENTS
            14



































Page
          8








**Report
      of Independent Registered Public Accounting Firm**








Board
      of
      Directors and Stockholders


DOL
      Resources, Inc.








We
      have
      audited the accompanying balance sheet of DOL Resources, Inc., (the “Company”)
      (a development stage company) as of December 31, 2004, and the related
      statements of operations, stockholders’ equity, and cash flows for each of the
      two years in the period ended December 31, 2004 and for the period October
      2,
      2002 (date entered development stage) through December 31, 2004. These financial
      statements are the responsibility of the Company’s management. Our
      responsibility is to express an opinion on these financial statements based
      on
      our audits.





We
      conducted our audits in accordance with the standards of the Public Company
      Accounting Oversight Board (United States). Those standards require that we
      plan
      and perform the audit 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 DOL Resourses, Inc. at December
      31,
      2004, and the results of its operations and cash flows for the two years in
      the
      period ended December 31, 2004 and for the period October 2, 2002 (date entered
      development stage) through December 31, 2004, in conformity with accounting
      principles generally accepted in the United States of America.





The
      accompanying financial statements have been prepared assuming that the Company
      will continue as a going concern. As discussed in Note 1 to the financial
      statements, the
      Company has sustained recurring losses and as of December 31, 2004 has no
      business operations and has no working capital. These conditions, among others,
      give rise to substantial doubt about the Company’s ability to continue as a
      going concern. Management’s
      plans in regard to these matters are also described in Note 1. The financial
      statements do not include any adjustments that might result from the outcome
      of
      this uncertainty.

















Turner,
      Stone & Company, L.L.P.


Certified
      Public Accountants


Dallas,
      Texas


April
      12,
      2006











Page
          9





**DOL
      RESOURCES, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**BALANCE
      SHEET**


**DECEMBER
      31, 2004**























AssetsCurrent
                assets:Cash
            $
                -Liabilities
                and Stockholders’ EquityCurrent
                Liabilities:Accounts
                payable, trade
            -Commitments
                and Contingencies
            -Stockholders
                EquityPreferred
                stock, $5 par value, 10,000,000 shares authorized, none issued or
                outstanding
            -Common
                stock, $.01 par value, 100,000,000 shares authorized, 25,500,000
                shares
                issued and outstanding
            255,000Additional
                paid-in capital
            1,899,078Accumulated
                deficit
            (2,154,078)Total
                stockholders equity
            -Total
                liabilities and equity
            $
                -
































The
      accompanying notes are an integral part of the financial
      statements.


Page
          10





**DOL
      RESOURCES, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**STATEMENTS
      OF OPERATIONS**











Year
                Ended
              December
                31, 2004
            Year
                Ended
              December
                13, 2003
            Cumulative
                From
              October
                2, 2003
              Through
              December
                31, 2004Revenues
            $
                -
            $
                -
            S
                -Operating
                expense:General
                and administrative expenses
            -
            -
            -Management
                fees, related party
            -
            -
            -Total
                operating expenses
            -
            -
            -Net
                income
            $
                -
            $
                -
            $
                -Basic
                net income per weighted average common share
            $
                -
            $
                -
            $
                -Weighted
                average number of common shares outstanding
            25,500,000
            25,500,000
            25,500,000




















The
      accompanying notes are an integral part of the financial
      statements.





The
        accompanying notes are an integral part of the financial
        statements.
  Page
            11


**DOL
      RESOURCES, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**STATEMENTS
      OF STOCKHOLDERS’EQUITY**


**FOR
      THE YEARS ENDED DECEMBER 31, 2004 AND 2002**











**Preferred
                Stock**
            **Common
                Stock**
            **Additional
                Paid-In Capital**
            **Accumulated
                Deficit**
            **Total****Shares**
            **Amount**
            **Shares**
            **Amount**Balance,
                October 2, 2002
            -
            $-
            25,500,000
            $255,000
            $1,899,078
            $(2,154,078)
            $-Net
                income
            -
            -
            -
            -
            -
            -
            -Balance,
                December 31, 2002
            -
            -
            25,500,000
            255,000
            1,899,078
            (2,154,078)
            -Net
                income
            -
            -
            -
            -
            -
            -
            -Balance,
                December 31, 2003
            -
            -
            25,500,000
            255,000
            1,899,078
            (2,154,078)
            -Net
                income
            -
            -
            -
            -
            -
            -
            -Balance,
                December 31, 2004
            -
            -
            25,500,000
            255,000
            1,899,078
            (2,154,078)
            -




















The
      accompanying notes are an integral part of the financial
      statements.





The
        accompanying notes are an integral part of the financial
        statements.
  Page
            12





**DOL
      RESOURCES, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**STATEMENTS
      OF CASH FLOWS**








**Year
                Ended December 31, 2004**
            **Year
                Ended December 31, 2003**
            **October
                2, 2002 Through December 31, 2004**Cash
                flows from operating activities:Net
                income
            $-
            $-
            $-Net
                cash provided by operating activities
            -
            -
            -Net
                cash provided by investing activities
            -
            -
            -Net
                cash provided by financing activities
            -
            -
            -Net
                change in cash
            -
            -
            -Cash
                at the beginning of period
            -
            -
            -Cash
                at the end of period
            $-
            $-
            $-































The
      accompanying notes are an integral part of the financial
      statements.





The
        accompanying notes are an integral part of the financial
        statements.
  Page
            13


**DOL
      RESOURCES, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO FINANCIAL STATEMENTS**








1.  **SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES**





Organization
      and business





DOL
      Resources, Inc. (the “Company”) was organized on November 6, 1973 under the laws
      of the State of Wyoming. Its primary activities through October 1, 2002 have
      been the acquisition of interests in various oil and gas properties, coal
      properties and exploration for oil and gas. On March 31, 2006, the Company’s
      board of directors formalized an agreement to sell its oil and gas properties
      with a net book value of $570,030 to Glauber Management Company in exchange
      for
      assuming a note payable to a bank of $263,000, a payable to Glauber Management
      Company of $354,030 less an accounts receivable balance of $7,454 effective
      October 1, 2002. See Note 3. On October 2, 2002, the Company became a
      development stage company, whose activities to date have been limited to the
      organization of the company and activities incidental thereto. The Company
      has
      not conducted any research, development or other business, and has not been
      involved in any bankruptcy, receivership or similar proceeding, or any material
      reclassification, merger, consolidation, or purchase of assets. The Company
      has
      not offered any products or services since September 30, 2002.





Basis
      of presentation and going concern uncertainty





The
      financial statements of the Company have been prepared assuming that the Company
      will continue as a going concern. However, the Company has sustained recurring
      losses and as of December 31, 2004, has no business operations and has no
      working capital. These conditions, among others, give rise to substantial doubt
      about the Company’s ability to continue as a going concern. Management is
      continuing to seek additional equity capital to fund a merger or acquisition
      or
      to purchase an ongoing business. Until such time, the Company anticipates its
      working capital needs to be funded through advances from its major stockholders.
      Management believes that these steps will provide the Company with adequate
      funds to sustain continued existence. There is, however, no assurance that
      the
      steps taken by management will meet all of the Company’s needs or that it will
      continue as a going concern. The accompanying financial statements do not
      include any adjustments that might result from the outcome of this
      uncertainty.





Development
      stage activities





Subsequent
      to the Company’s sale of oil and gas properties as described above, the Company
      had not conducted any operations. All of the Company’s operating results and
      cash flows reported in the accompanying financial statements from October 2,
      2002 (date entered development stage) through December 31, 2004 are considered
      to be those related to development stage activities and represent the
‘cumulative from inception’ amounts from its development stage activities
      required to be reported pursuant to Statements of Financial Accounting Standards
      (“SFAS”) No. 7, *Development
      Stage Enterprises* .











Page
          14


**DOL
      RESOURCES, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO FINANCIAL STATEMENTS**





Management
      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 the financial statements and
      the reported amounts of revenues and expenses during the reporting period.
      Actual results could differ from those estimates.





Cash
      and cash flows





For
      purposes of the statements of cash flows, cash includes demand deposits and
      time
      deposits with original maturities of less than three months. The Company had
      no
      cash at the end of December 31, 2004.





Income
      taxes





Income
      taxes are determined using the liability method in accordance with Statement
      of
      Financial Accounting Standards (“SFAS”) No. 109, “ *Accounting
      for Income Taxes* ”.
      Deferred tax assets and liabilities are recognized for the future tax
      consequences attributable to differences between the financial statement
      carrying amounts of existing assets and liabilities and their respective tax
      bases. Deferred tax assets and liabilities are measured using enacted tax rates
      expected to apply to taxable income in the years in which those temporary
      differences are expected to be recovered or settled. The effect on deferred
      tax
      assets and liabilities of a change in tax rates is recognized in the period
      that
      included the enactment date. In addition, a valuation allowance is established
      to reduce any deferred tax asset for which it is determined that it is more
      likely than not that some portion of the deferred tax asset will not be
      realized.





Basic
      net income per weighted average common share





Basic
      net
      income per common weighted average common share is computed by dividing the
      net
      income (numerator) by the weighted average number of common shares outstanding
      (denominator). Diluted net income per common share reflects the potential
      dilution that could occur if accounts or other contracts to issue common stock
      were exercised or converted into common stock or resulted in the issuance of
      common stock that then shared in the earnings of the Company. For the years
      ended December 31, 2004 and 2003 and for the period of October 2, 2002 (date
      entered development stage) through December 31, 2004, dilutive net income per
      common share is not presented since there are no dilutive common stock
      equivalents.


Accounting
        policies
  Through
        April 2006, there were several new accounting pronouncements issued by the
        Financial Accounting Standards Board (FASB) the most recent of which was
        the
        Statement on Financial Accounting Standards (SFAS) No. 154, “ *Accounting
        Changes and Error Corrections* .”
Each
        of these pronouncements, as applicable, has been or will be adopted by the
        Company. Management does not believe the adoption of any of these accounting
        pronouncements has had or will have a material impact on the Company’s financial
        position or operating results.
 
 In
        December 2004, the FSAB issued SFAS NO. 123R, “ *Share-Based
        Payment* ”,
        revising SFAS No. 123, Accounting for Stock-Based Compensation, and superseding
        Accounting Principles Board (APB) Opinion No. 25, “ *Accounting
        for Stock Issued to Employees* .”
SFAS
        NO. 123R establishes standards for the accounting for transactions in which
        an
        entity exchanges its equity instruments for goods or services, including
        obtaining employee services in share-based payment transactions in which
        an
        entity exchanges its equity instruments for goods or services, including
        obtaining employee services in share-based payment transactions. SFAS No.
        123R
        applies to all awards granted after the required effective date and to awards
        modified, purchased or canceled after that date. Adoption is effective as
        of the
        beginning of the first interim or annual reporting period that begins after
        December 15, 2005. Management does not believe the adoption of this accounting
        pronouncement will have a material impact on the Company’s financial position or
        operating results.





**2.**  **INCOME
      TAXES**





Following
      is a reconciliation between reported income taxes and the amount computed by
      applying the statutory federal income tax rates to net loss before income taxes
      for the years ended December 31, 2004 and 2003 and for the period from October
      2, 2002 (date entered development stage) through December 31, 2004.











Page
          15


**DOL
      RESOURCES, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO FINANCIAL STATEMENTS**








**Year
                Ended**
              **December
                31, 2004**
            **Year
                Ended**
              **December
                31, 2003**
            **Cumulative
                From**
              **October
                2, 2002 Through**
              **December
                31, 2004**Expected
                provision (benefit) for federal income taxes
            $-
            $-
            $-Unavailable
                loss carrybacks
            -
            -
            -Income
                taxes (benefit)
            $-
            $-
            $-





The
      Company has a net operating loss carry-forward of approximately $850,000 which
      will expire by 2022.





The
      components of the net deferred tax asset included in the balance sheet are
      as
      follows at December 31, 2004.





Net
                operating loss carryforward
            $289,000Valuation
                allowance
            (289,000)$-





The
      Company has provided a valuation allowance against its deferred tax asset of
      $289,000 for the years ended December 31, 2004 and 2003 as it has determined
      that it is more likely than not the temporary differences will not be utilized
      for tax purposes.





**3.**  **RELATED
      PARTY TRANSACTIONS**





Glauber
      Management Company (“Glauber) owns 5,672,630 shares (22%) of the Company’s
      common stock. During the year ended December 31, 2002, all cash receipts and
      disbursements were held and paid by Glauber. The activity was recorded on the
      Company’s books through an advance to / from Glauber. During the year ended
      December 31, 1999, the Company also acquired oil and gas properties of $287,289
      which were also recorded against the advances due to Glauber
      account.





On
      March
      31, 2006, the Company’s board of directors formalized an agreement to sell its
      oil and gas properties to Glauber with an effective date of October 1, 2002.
      The
      Company exchanged its oil and gas properties with a net book value of $570,730
      and the accounts receivable balance from Glauber of $7,454 in exchange for
      the
      assumption of the note payable to a bank of $263,000 and a payable to Glauber
      of
      $354,030. A gain on sale of $38,846 was recorded. The note payable to a bank
      was
      transferred to Glauber on March 31, 2006.








Page
          16





**DOL
      RESOURCES, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO FINANCIAL STATEMENTS**








On
      October 1, 2002, the Company transferred its marketable securities to Glauber
      Management in exchange for management fees.





During
      the year ended December 31, 2002, Glauber made a principal payment of $62,000
      and an interest payment of $19,183 on the Company’s note payable to a
      bank.





**4.**  **COMMITMENTS
      AND CONTINGENCIES**





As
      of
      December 31, 2004, the Company is not subject to any significant commitments
      or
      contingencies.







Page
          17





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





Effective
      November 29, 2005, Turner, Stone & Company, L.L.P. ("Turner Stone") was
      engaged as the independent certified public accountant of DOL Resources, Inc.
      (the "Company") as its principal independent auditor to audit the financial
      statements of the Company for the years ending December 31, 2003 through
      December 31 2005, and on November 2, 2005, the Company dismissed Gilmore,
      Gannaway, Andrews, Smith and Company, LLC ("GGAS") formerly Deason, Peters,
      Stockton, & Company ("DPS") of Roswell, New Mexico (the "Former
      Auditor").





The
      report of the Company's Former Auditor for the fiscal years ended December
      31,
      1984 and 1985 contained no adverse opinions or disclaimer of opinion or
      qualification, and were not qualified or modified as to uncertainty, audit
      scope
      or accounting principles.





The
      decision to change accountants was recommended, authorized and approved by
      the
      board of directors of the Company. During the period from the engagement of
      the
      Former Auditor through the date of the dismissal of the Former Auditor,
      including the Company's most recent fiscal year and the subsequent interim
      period, there were no disagreements with the Former Auditors, whether or not
      resolved, on any matter of accounting principles or practices, financial
      statement disclosure, or auditing scope or procedure, which, if not resolved
      to
      the Former Auditor's satisfaction, would have caused it to make reference to
      the
      subject matter of the disagreement(s) in connection with its
      report.








**ITEM
      8A - CONTROLS AND PROCEDURES**





The
      Company carried out an evaluation, under the supervision and with the
      participation of management, including the Chief Executive Officer and Chief
      Financial Officer, of the Company’s disclosure controls and procedures (as
      defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act
      of
      1934) as of the end of the period covered by this report. Based
      upon their evaluation of those controls and procedures performed as of the
      period covered by this report, our chief executive officer and the principal
      financial officer concluded that our disclosure controls and procedures were
      inadequate to ensure that information required to be disclosed by us in reports
      that we file or submit under the Exchange Act is recorded, processed, summarized
      and reported within the time periods specified in SEC rules and forms. We are
      developing a plan to ensure that all information will be recorded, processed,
      summarized and reported on a timely basis. This plan is dependent, in part,
      upon
      reallocation of responsibilities among various personnel, possibly hiring
      additional personnel and additional funding. It should also be noted that the
      design of any system of controls is based in part upon certain assumptions
      about
      the likelihood of future events, and there can be no assurance that any design
      will succeed in achieving its stated goals under all potential future
      conditions, regardless of how remote.




Other
      than as described above, there were no significant changes in the Company’s
      internal controls or in other factors that could significantly affect these
      internal controls subsequent to the date of our most recent
      evaluation.














Page
          18


**PART
      III**





**ITEM
      9 - DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
      PERSONS;**





COMPLIANCE
      WITH SECTION 16(A) OF THE EXCHANGE ACT





Section
        16(a) of the Securities Exchange Act of 1934, as amended, requires that our
        directors and executive officers and persons who beneficially own more than
        10%
        of our common stock (referred to herein as the “reporting persons”) file with
        the SEC various reports as to their ownership of and activities relating
        to our
        common stock. Such reporting persons are required by the SEC regulations
        to
        furnish us with copies of all Section 16(a) reports they file. Based solely
        upon
        a review of copies of Section 16(a) reports and representations received
        by us
        from reporting persons, and without conducting any independent investigation
        of
        our own, we
        are
        aware that all Form 3’s were timely filed with the SEC by such reporting
        persons, however all Forms 4 and 5 were not timely filed with the
        SEC.


The
      Executive Officers and Directors and their respective ages as of December 31,
      2004 are as follows:





**DIRECTORS:**





**Name
                of Director**
            **Age**
            **Director
                Since**S.
                Mort Zimmerman
            77
            April
                16, 1984Fred
                M. Updegraff
            70
            April
                16, 1984Stephen
                G. Wesstrom
            55
            April
                16, 1984










**EXECUTIVE
      OFFICERS:**





**Executive
                Officer**
            **Age**
            **Office**
            **Officer
                Since**S.
                Mort Zimmerman
            77
            President
                and Chief Executive Officer
            April
                16, 1984Fred
                M. Updegraff
            70
            Vice
                President, CFO and Treasurer
            April
                16, 1984











**BACKGROUND:**





S.
      Mort
      Zimmerman: Mr. Zimmerman has been Chairman of the Board, President and Chief
      Operating Officer of the Company since its April 16, 1984. From that time until
      2004 he also served as its Chief Executive Officer. Throughout his career,
      Mr.
      Zimmerman has been both a prolific inventor and entrepreneur. He holds a number
      of United States Patents dating back to 1958. He has been responsible for
      starting or acquiring numerous companies and has served as Chairman of several,
      including the Intercontinental Manufacturing Company, Video Science Technology,
      Inc. and four independent banking institutions. Mr. Zimmerman is also on the
      Board of Directors for Electric & Gas Technology, Inc. Mr. Zimmerman holds a
      Bachelor of Science in Electrical Engineering from Pacific International
      University, and has also attended Georgia Institute of Technology and Oglethorpe
      University.





Fred
      M.
      Updegraff: Mr. Updegraff served as Vice President, Chief Financial Officer,
      and
      Treasurer of the Company from 1986. He has served as a member of the Board
      of
      Directors since 1986 as well. Mr. Updegraff also served as Vice President and
      Treasurer of Electric & Gas





Page
          19


Technology,
      Inc. from 1985 thru 2003. Prior to joining DOL, Mr. Updegraff served as Vice
      President of a manufacturing company engaged in the manufacture of brass valves
      for the plumbing industry. Mr. Updegraff holds Bachelor Degrees in Business
      Administration and Education.





**Committees**





The
      Company does not have a compensation committee. Decisions concerning the
      compensation of our executive officers are made by the Board of
      Directors.





The
      Company has made no Long Term Compensation payouts (LTIP or other).





The
      Board
      of Directors serves as the audit committee. There is no audit committee
      financial expert serving on the audit committee. However, the audit committee
      has the authority to hire a financial expert any time it has the need for expert
      financial advice.





**Code
      of Ethics**





In
      connection with the filing of this Form 10-KSB, we have adopted a "Senior
      Financial Officers - Code of Ethics" that applies to all DOL Resources, Inc.
      employees and Board of Directors, including our principal executive officer
      and
      principal financial officer, or persons performing similar functions. A copy
      of
      our Code of Ethics is attached as an Exhibit to this Form 10-KSB. Copies of
      our
      Code of Business Conduct and Ethics will be provided free of charge upon written
      request to Mr. Fred Updegraff at 3233 W. Kingsley Road, Garland, Texas
      75041.








**ITEM
      10 - EXECUTIVE COMPENSATION**





The
      table
      below summarizes all compensation awarded to, earned by, or paid to the
      executive officers of the Company by any person for all services rendered in
      any
      capacity to DOL Resources, Inc. for the present fiscal year.





Annual
                Compensation
            Long
                Term CompensationAwards
            PayoutsName
                or principal
              Position
            Year
            Salary
            Bonus
            Other
                Annual Compensation
            Restricted
                Stock Awards
            Number
                of Shares Covered By Option Grant
            Long-term
                Incentive Plan Payout
            All
                Other CompensationS.
                Mort Zimmerman
            2003
            $-
            $-
            $-
            $-
            $-
            $-
            $-Fred
                M. Updegraff
            2003
            -
            -
            -
            -
            -
            -
            -S.
                Mort Zimmerman
            2004
            -
            -
            -
            -
            -
            -
            -Fred
                M. Updegraff
            2004
            -
            -
            -
            -
            -
            -
            -








Page
          20


ITEM
      11 -
      SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT





Principal
      Shareholders





As
      of
      January 31, 2006, there are 25,500,000 shares of Common Stock issued. And the
      following table utilizes this number as the denominator in setting forth
      information as of the date of this Annual Report concerning: (i) each person
      who
      is known by us to own beneficially more than 5% of our outstanding Common Stock;
      (ii) each of our executive officers, directors and key employees; and (iii)
      all
      executive officers and directors as a group. Common Stock not outstanding but
      deemed beneficially owned by virtue of the right of an individual to acquire
      shares within sixty (60)days is treated as outstanding only when determining
      the
      amount and percentage of Common Stock owned by such individual. Except as noted,
      each person or entity has sole voting and sole investment power with respect
      to
      the shares of Common Stock shown.





Name
            Amount
                and Nature of Beneficial Ownership
            Percent
              Of
                ClassGlauber
                Management Co.
            5,672,630
            22.2%3233
                West Kingsley Road
            Owned
                directlyGarland,
                Texas 75041Interfederal
                Capital, Inc.
            5,000,000
            20.0%3233
                West Kingsley Road
            Owned
                directlyGarland,
                Texas 75041Electric
                & Gas Technology, Inc.
            4,966,471
            19.9%3233
                West Kingsley Road
            Owned
                directlyGarland,
                Texas 75041








**ITEM
      12 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS**





During
      the year ended December 31, 2002, Glauber Management Company, a 22.7
      shareholder, acquired the oil and gas properties of the Company with a net
      book
      value of $570,730 and the accounts receivable balance of $7,454 in exchange
      for
      the assumption of the note payable to bank of $263,000 and the payable to
      Glauber Management Company of $354,030. A gain on sale of $38,846 was
      recorded.





During
      the year ended December 31, 2002, Glauber Management Company made a principle
      payment of $62,000 and interest expense payment of $19,183 on the Company’s note
      payable to bank.





Management
      owns 10,500 shares of voting common stock of the Company as of December 31,
      2004.




On
        March
        31, 2006, the Company’s board of directors formalized an agreement to sell its
        oil and gas properties to Glauber with an effective date of October 1,
        2002





Page
          21


**ITEM
      13 - EXHIBITS, LISTS AND REPORTS ON FORM 8-K**





(a)
      Exhibits.





The
      exhibits required by this item are listed on the Exhibit Index attached hereto
      and are either filed herewith or incorporated herein by reference.





(b)
      Reports on Form 8-K.





On
      November 29, 2005, the Company filed a Current Report on Form 8-K reporting
      an
      auditor change from Gilmore, Gannaway, Andrews, Smith and Company, LLC ("GGAS")
      formerly Deason, Peters, Stockton, & Company ("DPS") of Roswell, New Mexico
      (the "Former Auditor") to Turner, Stone & Company, L.L.P.











**ITEM
      14 - PRINCIPAL ACCOUNTANT FEES AND SERVICES**





The
      following information concerns the aggregate fees billed for each of the last
      two fiscal years for professional services rendered by Turner, Stone &
Company, L.L.P..





**2004**
            **2003**1.
                Audit Fees
            $0
            $02.
                Audit-Related Fees
            0
            03.
                Tax Fees
            0
            04.
                All Other Fees*
            0
            0





----------


*
      There
      were no other fees billed to the Company by its principal accountant for the
      last two fiscal years for any products or services not covered in items 1,
      2 or
      3 above.





The
      category of “Audit fees” includes fees for our annual audit, quarterly reviews
      and services rendered in connection with regulatory filings with the SEC, such
      as the issuance of comfort letters and consents.




The
      category of “Audit-related fees” includes employee benefit plan audits, internal
      control reviews and accounting consultation.




The
      category of “Tax fees” includes consultation related to corporate development
      activities.




All
      above
      audit services, audit-related services and tax services were pre-approved by
      the
      Audit Committee, which concluded that the provision of such services by Turner
      Stone & Company, L.L.P. was compatible with the maintenance of that firm’s
      independence in the conduct of its auditing functions.










Page
          22


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, thereunto duly
      authorized.





**DOL
                RESOURCES, INC.**By:
                /s/ S. MORT ZIMMERMANS.
                Mort. ZimmermanChairman
                of the Board, President and Chief Executive OfficerDate:
                April 17, 2006







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.








By:
                /s/ Fred M. UpdegraffFred
                M. Updegraff, Vice PresidentChief
                Financial Officer, and TreasurerDate:
                April 17, 2006















Page
          23


EXHIBIT
      INDEX





**Exhibit
                No.**
            **Description
                of Exhibit**14
            Code
                of Ethics31.1
            Certification
                of Chief Executive Officer31.2
            Certification
                of Chief Financial Officer32.1
            Certification
                of Chief Executive Officer and Principal Accounting
                Officer








Page
          24