U.S. SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.   20549

                               FORM 10-KSB/A

        Annual report under section 13 or 15(d) of the Securities
    Exchange Act of 1934 for the fiscal year ended December 31, 1998.

Commission file number: 33-26789NY

                               EFTEK CORP.
              (Name of small business issuer in its Charter)

         Nevada                                    93-0996501
(State or other jurisdiction                     (IRS Employer
     of incorporation)                        Identification Number)

                         324 New Brooklyn Road
                       Berlin, New Jersey  08009
                 (Address of Principal Executive Offices)
              Registrant's Telephone Number:  (609) 753-4344

Securities to be registered under Section 12(b) of the Act:
    Title of Each Class         Name of each exchange on which registered
          None                                    None

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

Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities 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:      No:  X

State issuer's revenues for its most recent fiscal year:  $1,587,049

The aggregate market value of the voting stock of the registrant held by
non-affiliates as of March 31, 1999 was approximately $1,080,000 based
on the average high and low bid prices for such common stock as reported
on the O-T-C Bulletin Board.

The number of shares of Common Stock outstanding as of November 9, 1999
was 11,974,772.  The number of Class A Redeemable Common Stock Purchase
Warrants outstanding as of November 9, 1999 was 65,412.  The number of
Class B Redeemable Common Stock Purchase Warrants outstanding as of
November 9,1999 was 82,824.

Documents Incorporated by Reference - Various exhibits from the Company's
Post-Effective Amendment No. 1 to Form S-18 Registration Statement, SEC
File No. 33-26789NY filed June 1, 1989 and such other documents contained
in Item 13(a)(iii).

Transitional Small Business Disclosure Format (Check One): Yes    No  X


<PAGE>
                                 PART I.

ITEM 1.  DESCRIPTION OF BUSINESS

BUSINESS DEVELOPMENT

The Company was incorporated in the State of Nevada on December 30, 1988.
The Company became a Public Company by filing and registering with the
Securities and Exchange Commission under Form S-18, certain Units
consisting of four shares of common stock and forty Class A and forty
Class B redeemable common stock purchase warrants.  Its Registration
Statement became effective on June 1, 1989.

On January 5, 1990, Savoy Capital Group, Ltd. acquired all of the
outstanding common stock of Exotic Bodies, Inc., a Pennsylvania
Corporation, which became a wholly owned subsidiary of Savoy Capital
Group, Ltd. in exchange for 15,857,600 shares of the Company's Common
Stock.  Pursuant to said Agreement, Savoy Capital Group, Ltd. amended its
Certificate of Incorporation to change its name to Exotic Bodies, Inc.,
and the wholly owned subsidiary changed its name to Exotic Bodies of
Pennsylvania, Inc.

The Company operating under the name Exotic Bodies, Inc., endeavored to
begin operations of automobile theme museums and entertainment complexes
featuring the display of exotic, European automobiles and associated
exotic car products and services.  The Company's attempt to setup and
operate such exotic automobile theme museums was unsuccessful and the
Company essentially ceased such operations in mid-1992 and began to search
for a suitable acquisition candidate.

On July 25, 1994, the Company completed the acquisition of R & D
Innovators, Inc., a New Jersey corporation, engaging in the development,
manufacturing and sales of equipment for the bottling and packaging
industry.

Effective August 15, 1994, the Company amended its Certificate of
Incorporation to change its name to EFTEK Corp., and on August 22, 1994
the Company effected a 1 for 17 reverse stock split.

Effective May 22, 1997, the Company effected a 1 for 3 reverse stock split
of the Company's common stock which trades on the OTC Bulletin Board.  In
addition, the Company changed its trading symbol on the OTC Bulletin Board
to "EFTX."  The outstanding Class A and Class B Warrants remained the
same.

GENERAL

After several years of research and development, the Company has developed
an advanced operational system that utilizes recycled broken glass (known
as cullet), that is usually only suitable for landfills, to produce an end
product that the Company has named "Glassflour", a furnace-ready raw
material for fiberglass insulation and potentially suitable for glass
container manufacturers.

One of the major materials recycled in the United States is glass.  When
glass is recycled, it is usually color separated at trash sorting
facilities and by haulers.  Due to the inherent fragile characteristics of
this material, and the handling procedures during the entire recycling
process, a large percentage of all recyclable glass breaks and is
commingled with contaminants and garbage and becomes amorphous cullet,
which is unsuitable for cost effective color separation and ends up in
landfills or, at best, goes in limited quantities to asphalt production.
At the same time, cullet is a very valuable raw material for fiberglass
and glass container manufacturing.  It has a lower viscosity than other
glass making material (sand, plate glass) and liquifies at lower
temperatures than these other materials.  As a result, not only does the
melting process speed up, but the wear of the furnace refracting bricks
lessens (leading to its longer production life) and creates a substantial
savings of natural gas, the principal fuel for glass furnaces.

A Federal Department of Energy study claims that every 10% increment of
recycled glass in a batch reduces energy demand by 2% - 3%.  The US Glass
Packaging Institute estimated that in a standard size furnace for every
10% increase in cullet, the annual consumption of gas is reduced by about
24.5 million cubic feet.  Also, cullet use in glass production is more
environmentally sound, since it reduces the use of landfills and lowers
furnace air emissions.  Landfill space availability, especially in
Metropolitan areas, is becoming more scarce.  Incinerator disposal of
waste materials is growing.  Some waste materials such as presently
unusable  glass cannot be disposed of by incineration, but are disposed of
in landfills.  Unusable scrap glass, referred to as cullet, can be
recycled if the contaminants can be removed.  Manufacturers of fiberglass
and glass containers do use clean cullet, even in relatively small amounts
of different colors of commingled glass.  The Company believes that the
U.S. fiberglass market for cullet is at least several hundred thousand
tons annually.

Cullet use in glass production is more environmentally (and therefore
politically) sound, since it lowers furnace air emissions and takes the
pressure off the landfills.  However, cullet use has not been substantial.
The major reason is the presence of contamination contained in an average
batch of cullet.  While there have been ways developed to automatically
remove paper, plastics and metals, organics and ceramics are still a
problem, precluding the large scale use of cullet in fiberglass and glass
bottle production.  The melting temperature of ceramics is higher than
that of glass and, as a result, unmelted ceramic seeds and stones block
(and often damage) fiberglass spinners and disrupt the whole manufacturing
process.

So far, ceramics have been removed from cullet for the most part manually.
This method is not only unreasonably expensive, but highly ineffective as
well.  While non-transparent ceramic pieces (still only the larger ones)
can be removed this way, fragments of ceramics, which look very similar to
glass, go undetected and cause an unacceptably high level of cullet
contamination.  The Company believes it has resolved this problem in a
combination of proprietary operations and processes.

The Company believes that its process creates a clearly defined
competitive advantage over other cullet processors.  The quality, cost
savings, environmental and other advantages are even more important as
several state governments are mandating that glass manufacturers use
larger amounts of cullet in their production facilities.  The combination
of economics and legislation puts the Company in a potentially lucrative
position to fill a massive void in the growing demand for purified cullet.

The Company's program for processing 3 mix cullet consists of machinery
that removes organics, paper, plastic, ceramics and other contaminants.
The process begins with receipt of cullet from recyclers and other
material recovery facilities (MRF).  The raw material is then dumped into
a trommeling system for precleaning.  During the next phase of production,
the product is drawn down a conveyor and sent through a wash cycle where
the washer floats out any light plastics and non-ferrous metals such as
aluminum.  The product is then sent to a dryer.

Following the drying process non-transparent contaminants such as opaque
ceramics, stones, rocks, etc. are removed.  The product then goes through
a metal detector which takes out all remaining metals.   The final step of
the process is to size the cullet to the customer's satisfaction.  The
finished product is loaded in trucks and rail for delivery to customers.
The removed contaminants are typically a small percentage of the total.
All materials separated from the cullet will be disposed of in the most
economical acceptable manner.

The successful qualification process has led to the recognition of the
high quality and economic advantages of Glassflour as a raw material in
the manufacturing of fiberglass insulation.  As a result, the Company has
also received commitments by its customers for certain minimum/maximum
demand levels for its product should additional processing plants be
developed at various locations in close proximity to other insulation
manufacturing facilities.  Commitments have been received for the purchase
of up to 80% of the anticipated 100,000 ton, two-shift capacity, of a
proposed processing facility in northern California near Sacramento.

The Company has identified a suitable plan site, negotiated a favorable
lease agreement, received preliminary approval for both taxable and
tax-free bond financing from the California Pollution Control Financing
Authority, pending completion of certain requirements and is currently
seeking a capital infusion for working capital.  Possession of the
property can be as early as November 1999, with installation of the
processing line started shortly thereafter.  The product qualification
process and start up phase could commence within six months of the start
of installation.

INCOME FROM RAW MATERIAL ACCEPTANCE

What the Company believes is unique to the recycling industry, various
waste removers, haulers and other recycling companies pay landfills or
other environmentally acceptable depositories tipping fees for the
disposal of unusable mixed cullet, which can range from $0 to $10 per ton
on the average, depending upon location, availability and degree of
contamination.

The Company as a processor of mixed cullet began receiving deliveries from
various recyclers within a 150 mile range.  Tipping fees vary, depending
on volume and condition, delivered to the Company's processing plant.

As a processor of mixed cullet, the Company believes that it is complying
with all special permits required and other regulations from State or
Federal agencies.

FUTURE PLANS

The Company is considering opening plants in locations where cullet
supplies are available and there are customers within a reasonable radius.
Subject to adequate financing, plants in the States of California,
Georgia, Kansas, as well as other states are being considered as suitable
locations.

One of the major challenges facing the Company is how to finance these new
plants with preserving a majority of the Company.  Equity financing (sale
of stock) is a reduced option because of the relatively low stock price.
A substantial amount of debt is unattractive if in fact the profit
potential is reduced because of the high interest payments.  That is why
the Company is working with states such as California to provide economic
development bonds or other grants or programs that will reduce the
interest rate and/or contribute to the profit of the Company.  There is no
assurance that such efforts will be successful.  The Company has already
announced that it had a Letter of Intent from a financial institution to
obtain a Direct Pay Letter of Credit which was one of the prerequisites
for funding by the State of California.  However, efforts to obtain such
Direct Pay Letter of Credit have not yet been consummated and there is not
assurance that it will ever be consummated.  In the meantime, the Company
is pursuing alternative sources.

RISKS AND UNCERTAINTIES

Although the Company's proposed plans have a high upside potential, share-
holders are cautioned that there are also substantial risks including, but
not limited to, the following:  1) Requirements for acceptance of the
Company's Glassflour by the proposed end users may be too restrictive
to economically satisfy; 2) New technologies may be developed to satisfy
end users' requirements; 3) Raw mixed cullet may become too scarce
affecting availability, or too abundant, reducing or eliminating tipping
fees; 4) Government regulations may either change or be interpreted
differently; 5) The Company could encounter higher operational costs or
delays; 6) or other unforeseen circumstances could arise to adversely
affect the Company's operations.

FIRE DOCTOR, INC.

In April 1996, the Company acquired 100% of the stock of Fire Doctor, Inc.
("Fire Doctor").  After the reorganization, Fire Doctor became a wholly
owned subsidiary of EFTEK.

Fire Doctor developed and markets a proprietary chemical formula designed
to retard the spread of flame.  Fire Doctor has been in business for
approximately four years, three years of which it devoted to developing a
product line of fire retardant chemicals.  Their main product, Fire
Barrier II, was recognized under the Component Recognition Program of
Underwriters Laboratories, Inc. until its registration period expired in
1999.

Fire Doctor has submitted the product for testing to various independent
testing organizations which results have shown that use of the product is
an effective treatment on natural and most synthetic fibers as well as
natural wood and is non-toxic and a non-irritant. During 1997, Fire Doctor
sold several tanker loads of Fire Barrier II as a "value added" product
which was included in Majic Kidproof Fire Retardant Wall Paint which is
manufactured and marketed by Yenkin-Majestic Paint Corporation.  However,
to date, despite substantial marketing efforts, Fire Doctor has still not
experienced substantial sales due to what it believes to be limited
capital and long lead times.  As a result, EFTEK Corp. has ceased funding
the Fire Doctor operations and is actively seeking a buyer for the
subsidiary.

ITEM 2.  DESCRIPTION OF PROPERTY

The Company relocated its principal business offices to the industrial
office building that was purchased in June 1996.  The Company purchased an
approximate 137 acre industrial compound located in Winslow Township, New
Jersey, from High Concrete Structures, Inc., for the total consideration
of $650,000.  There are currently seven structures located on the property
totaling 148,000 square  feet, including an 72,000 square foot industrial
plant and a 8,000 square foot commercial office building.  The Company
houses its proprietary 3-Mix Cullet processing operations in the 72,000
square foot facility.

Fire Doctor, Inc., a subsidiary of the Company, utilized office space at
Plaza 1000, Suite 309, Voorhees, New Jersey 08043 until its operations
were suspended.

ITEM 3.  LEGAL PROCEEDINGS

As of December 31, 1998, there were no material actions, proceedings or
litigations pending at that time, or to the knowledge of the Company,
threatened, to which the property of the Company was subject, or to which
the Company was a party that have not otherwise been settled or in the
final stages of settlement, except for the following matters.  A suit by
C&D Marketing for "finder's fees" for some clients which the Company has
done business with.  The Company contests such fees and believes that the
claim is without merit.  A non-binding arbitration was conducted by former
counsel to the Company in which there was a finding against the Company
with respect to liability only.  However, EFTEK has appealed the
arbitration award and the matter should go to trial during the course of
the next six months.  In addition, Celia Pringle has filed a lawsuit for
failure to timely remove a restrictive legend from her stock so she could
sell her stock at a higher value.  The Company believes that the claim has
no merit.  Counsel for the Company has obtained an Order Dismissing the
Complaint for Plaintiff's failure to answer interrogatories.  In the event
that interrogatories are not answered in the next sixty days by Plaintiff,
the Company will move to dismiss the Complaint with prejudice.

As a subsequent event, the following suits were filed against the Company:
BFI Waste, Inc. v. CFC, Inc. is a litigation matter that arises out the
alleged goods or services provided by BFI Waste, Inc. to CFC, Inc.  BFI
contends that CFC failed to tender payment for cullet.  However, the
Company has filed a counterclaim in which the Company states that the
cullet provided was not in accordance with the contract between the
parties alleging damages well in excess of any monies due and owning BFI
Waste, Inc.  The most recent suit filed against EFTEK Corp. was by Frank
Pringle, former Chief Executive Officer of EFTEK Corp.  Mr. Pringle
alleges a breach of employment contract and demands compensatory and
punitive damages.  EFTEK Corp. denies liability for the causes of action
set forth in the Complaint and specifically contends that Frank Pringle
failed to perform the tasks required of him.

The Company has been sued by several vendors resulting in judgments for
amounts less that $100,000.  The Company is in the process of negotiating
settlements with these vendors.

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

There were no matters put to a vote of the security holders during the
fourth quarter of fiscal 1998.  However, the Company's 1997-1998 Annual
Shareholder's Meeting was held on January 22, 1998, at which time three
matters were submitted to the Company's stockholders for a vote.  The
majority of the stockholders voted for the following: 1) Appointment of
Directors: Frank Whitmore, Thomas L. Brandt, Oleg Batratchenko, Kevin J.
Coffey, Esquire, Gerard T. Wisla and Michael L. Newsom; 2) Baratz &
Associates, P.A., as the Company's independent auditors for fiscal year
1997 and fiscal year 1998; 3)Adoption of an Amendment to the 1996 Stock
Incentive Plan which increased the plan by 400,000 shares.  The proxy
tabulation was as follows: 8,016.908, 8,022,990 and 7,924,220,
respectively.

                                 PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

The Company's Common Stock is quoted in the Over-The-Counter market on the
OTC Bulletin Board under the trading symbol "EFTX".  The following table
indicates the high and low bid prices of the Common Stock from January
1996 to September 30, 1999 for the quarterly periods ended on the dates
set forth (reflecting the Company's common stock 1 for 17 reverse stock
split in August, 1994 and a 1 for 3 reverse stock split in May, 1997).


  QUARTERLY PERIOD ENDED                 HIGH BID            LOW BID

  1996
  March 31                               1-1/2               5/8
  June 30                                1-1/16              3/4
  September 30                           1-1/8               7/16
  December 31                            1-1/2               3/4

  1997
  March 31                               1-15/32             9/16
  June 30                                2 26/32             1 5/8
  September 30                           2 3/16              1
  December 31                            1 7/16              5/8

  1998
  March 31                               5/8                 5/16
  June 30                                1/2                 1/16
  September 30                           9/32                1/16
  December 31                            1/3                 1/8

  1999
  March 31                               3/8                 3/17
  June 30                                1/4                 1/7
  September 30                           5/16                3/32



As of November 9, 1999, the high and low bid quotations for the Company's
Common Stock were $.16 and $.12.

No price is currently available for the redeemable warrants which have
been restructured so that each warrant (after the 1 for 17 reverse stock
split and a 1 for 3 reverse stock split) permits the warrant holder to
purchase 6 shares of the Registrant's common stock at an exercise price of
$2.00 per share, with an extended expiration date for the warrants of
December 31, 1999.

There are approximately 252 holders of record of the Company's common
stock, however, the Company believes that its beneficial shareholders are
in excess of 700 in street name in various brokerage accounts.  The
Company has never declared a dividend on its common stock and does not
plan to do so in the near future.  The prices set forth above are not
necessarily indicative of the depth of the trading market of the Company's
common stock.  These over-the-counter market quotations reflect
inter-dealer prices without markups, markdowns, or commissions and may not
necessarily reflect actual transactions.

ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS

CAUTIONARY STATEMENT
---------------------
When used in this Report on Form 10-KSB/A and in other public statements,
both oral and written, by the Company and Company officers, the words
"estimates," "project," "intend," "believe," "anticipate," and similar
expressions, are intended to identify forward-looking statements regarding
events and financial trends that may affect the Company's future operating
results and financial position.  Such statements are subject to risks and
uncertainties that could cause the Company's actual results and financial
position to differ materially. Such factors include, among others: 1) the
Company's success in attacting new business; 2) the size, duration and
timing of orders of Glassflour; 3) the termination, delay or cancellation
of orders of Glassflour; 4) the competition in the industry in which the
Company competes; 5) the Company's ability to obtain financing on
satisfactory terms; 6) the sensitivity of the Company's business to
general economic conditions; 7) efficiency of production lines; 8)
availability and economic feasibility of receiving mixed cullet; and 10)
other economic, competitive, governmental and technological factors
affecting the Company's operations, markets, products, services and
prices.   The Company undertakes no obligations to publicly release the
result of any revision of these forward-looking statements to reflect
events or circumstances after the date they are made or to reflect the
occurrence of unanticipated events.

RESULTS OF OPERATIONS
----------------------
Year Ended December 31, 1998 Compared with Year Ended December 31, 1997
-----------------------------------------------------------------------
Revenue for the year ended December 31, 1998 increased 358% to $1,586,467
as compared to $443,727 for the year ended December 31, 1997.  The
increase in revenues is attributable to the completion of the first full
year of operations of the Company's wholly owned subsidiary, CFC, Inc.

Cost of revenues for the year ended December 31, 1998 increased 144% to
$605,510 as compared to $419,959 for the year ended December 31, 1997.
The increase in cost of revenues is attributable to the increased
production and operations of the Company's wholly owned subsidiary, CFC,
Inc.

Selling, general and administrative costs for the year ended December 31,
1998 increased 112% to $1,696,979 as compared to $1,516,503 for the year
ended December 31, 1997.  The increase in selling, general and
administrative costs is attributable to payroll and related operating
costs of CFC, Inc.

Other income (expenses) for the year ended December 31, 1998 increased
182% to $104,833 as compared to $57,525  for the year ended December 31,
1997.  The increase in other income (expenses) is principally attributable
to interest expense of $124,574.

Net loss for the year ended December 31, 1998 decreased to $1,394,850
compared to $1,688,580 for the year ended December 31, 1997, due to the
above factors.

LIQUIDITY AND CAPITAL RESOURCES
--------------------------------
The Company's primary source of funds was the sale of in excess of 35,000
tons of Glassflour during 1998.

Additionally, certain shareholders and key employees have loaned the
Company in excess of $235,000 since 1996.  Key management employees,
including the Company President, Chief Financial Officer and Vice
President of Operations have deferred the receipt of compensation and
expense reimbursements aggregating in excess of $350,000 since mid 1997.
Finally, a loan facility secured by accounts receivable has provided
approximately $90,000 of working capital.

As a subsequent event, certain customers have increased their demand for
Glassflour and are anticipated to do so throughout 1999.  The Company
believes that CFC is meeting its customers' requirements and should
continue to improve its operating results as demand levels rise and
efficiencies improve.

The successful qualification process has led to the recognition of the
high quality and economic advantages of Glassflour as a raw material in
the manufacturing of fiberglass insulation.  As a result, the Company has
also received commitments by its customers for certain minimum/maximum
demand levels for its product should additional processing plants be
developed at various locations in close proximity to other insulation
manufacturing facilities.  Commitments have been received for the purchase
of up to 80% of the anticipated 100,000 ton, two-shift capacity, of a
proposed processing facility in northern California near Sacramento.

The Company has identified a suitable plan site, negotiated a favorable
lease agreement, received preliminary approval for both taxable and
tax-free bond financing from the California Pollution Control Financing
Authority, pending completion of certain requirements and is currently
seeking a capital infusion for working capital.

One of the major challenges facing the Company is how to finance these new
plants with preserving a majority of the Company.  Equity financing (sale
of stock) is a reduced option because of the relatively low stock price.
A substantial amount of debt is unattractive if in fact the profit
potential is reduced because of the high interest payments.  That is why
the Company is working with states such as California to provide economic
development bonds or other grants or programs that will reduce the
interest rate and/or contribute to the profit of the Company.  There is no
assurance that such efforts will be successful.  The Company has already
announced that it had a Letter of Intent from a financial institution to
obtain a Direct Pay Letter of Credit which was one of the prerequisites
for funding by the State of California.  However, efforts to obtain such
Direct Pay Letter of Credit have not yet been consummated and there is not
assurance that it will ever be  consummated from that source.  In the meantime,
the Company is pursuing alternative sources.

The Company sold at various times in 1998, additional shares of its common
stock in a Private Placement to mainly institutional foreign investors as
follows:
                                        Shares
                Date of Closing          Sold           Net Proceeds
                ---------------         -------         ------------
                February 17, 1998       616,083         $123,138.45
                February 23, 1998       225,803         $ 45,515.60
                March 9, 1998           158,114         $ 31,846.11


On September 3, 1998, the Company negotiated a settlement of $25,000 debt
to a vendor, in exchange for 142,857 shares of common stock.

As a subsequent event, on October 12, 1999, the Company sold 250,000
shares of its common stock in a Private Placement to investors for net
proceeds of $25,000.

As another subsequent event, the Company negotiated a debt settlement with
a vendor for 25,000 shares of common stock issued for $3,750 in debt
foregiveness.

Year 2000 Compliance
--------------------
All research indicates that the Company's exposure to this problem will be
minimal.  The Company's computers, local area network servers, software
and phone system have all been purchased within the last three years.  The
manufacturers of the Company's systems have provided, or are on track to
provide updates by the end of 1999, if needed.

ITEM 7.  FINANCIAL STATEMENTS.

The Company's financial statements are presented under Item 13 of this
report.

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

None.

                              PART III

ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
         PERSONS

The following are the Officers and Directors of the Company as of March
26, 1999:

Name                          Age       Position Held with Company
------                        -----      ----------------------------
Frank Whitmore                63        President, Chief Executive
                                        Officer, Director
Kevin J. Coffey, Esq.(4)      42        Director
Thomas L. Brandt              44        Director
Gerard T. Wisla(1)            42        Secretary, Chief Financial
                                        Officer,Director
Oleg Batratchenko (5)         33        Director
Michael L. Newsom(2)          49        Director
Benjamin Steiner(3)           57        President of Fire Doctor, Inc.
______________________________



1 Appointed a Director on March 19, 1997 and Chief Financial Officer on
May 22, 1997*.
2 Director Pro-tem appointed a Director by the Board of Directors on
December 11, 1997 and by Shareholders' vote at the Annual Shareholders'
Meeting held on January 22, 1998.
3 Appointed May 22, 1997 as President of Fire Doctor, Inc.  Inactive in
1999.
4 Inactive in 1999
5 Inactive in 1999

FRANK WHITMORE, President, Chief Executive Officer since January 31, 1996
and a Director of the Registrant, a general consultant since 1991, retired
in 1991 from Anchor Glass Container Corporation where he served as a
Corporate Officer and Vice President of Technical Services from 1984 to
1990. From 1983 to 1984 he was President of Midland Glass Company. From
1981 to 1983 Mr. Whitmore was Vice President of Engineering &
Manufacturing. He held various positions with Anchor Hocking Corporation
of Lancaster, Ohio between 1960 and 1981, beginning as a plant engineer,
and advancing to Engineering Manager, Plant Manager, to Vice President of
Operations. Mr. Whitmore received a bachelor of science degree in
Electrical Engineering from Ohio University.

KEVIN J. COFFEY, ESQ., Director of the Registrant and its Subsidiary was
a partner from 1986 through 1995 in the law firm of Donner, Coffey &
Donner, which engaged in multi-state general litigation and general
practice.  Mr. Coffey is now in private practice by himself engaging in
multi-state general litigation and general practice.  He received Juris
Doctorate Degree from Delaware Law School in 1985 and a Bachelor of Arts
from the University of Connecticut in 1980.

THOMAS L. BRANDT, a Director of the Registrant and its subsidiary, is the
founder, President and Chief Operating Officer of Brandt Technologies,
Inc. ("BTI").  BTI has operated since 1985 as a supplier of precision
inspection equipment and packaging technologies to the glass and plastics
container industries worldwide.  From 1983 to 1985, Mr. Brandt served on
the management team of Emhart/Powers Machinery Group integrating glass
manufacturing systems throughout North America, Europe and the Middle
East.  From 1980 to 1983, he held the position of Site Project Engineer
for Guardian Industries, responsible for the construction of a 186,000
square foot windshield manufacturing plant.  Between 1975 - 1980, Mr.
Brandt held various positions with Thatcher Glass beginning as Corporate
Layout Engineer and advancing to Assistant Plant Engineer at the
Lawrenceburg, Indiana manufacturing facility.  Mr. Brandt received a two
year technical degree through the State University of New York for
Mechanical Design and holds five (5) U.S. and International patents,
jointly holds two (2) European patents and five (5) patents pending in
progress.

GERARD WISLA, Secretary, Treasurer, Chief Financial Officer and Director
of the Registrant is a Certified Public Accountant and a principal partner
of Wisla & Cohen Certified Public Accountants for the last ten years.  Mr.
Wisla was previously a shareholder and Director of Quality Control for a
large regional accounting firm.  In addition to his extensive financial,
tax, and business consulting background, his experience includes
presentations at continuing education seminars and articles published in
various newsletters.  Mr. Wisla is a graduate of Drexel University.  He is
a member of various local and national professional organizations.  Mr.
Wisla is a past Board member of an alumni association at Drexel University
and currently serves as Treasurer and Chairman of the Finance Committee of
a local non-profit organization.

OLEG BATRATCHENKO, Director.  Since April, 1995, Mr. Batratchenko was Vice
President of Research at Berkshire International Finance, Inc., a New York
corporate finance and investment banking company.  Also, Mr. Batratchenko
is a Senior Vice President of an affiliate organization, Fifth Avenue
Research and Advisory Group, Inc.  Mr. Batratchenko has been managing many
of the public  relations services rendered to a number of growth oriented
small cap companies. From 1993 to 1995, Mr. Batratchenko was employed in
the capacity of Research Analyst by Safian Investment Research, Inc., a
White Plains, New York financial research and money management firm.
Prior to that, Mr. Batratchenko worked as a Performance Analyst with
Newberger and Berman, a major New York money  management firm.  Between
1987 and 1990, Mr. Batratchenko was a Research  Associate at the Moscow
Institute of World Economy and International Relations, where he completed
a Masters program in Economics and was involved in a number of high
profile research projects being conducted by this leading Russian think
tank for the Kremlin.  In 1992, Mr. Batratchenko obtained a Masters Degree
in International Political Economy from New York University.  He is an
Associate  member of the Financial Analysts - Money Managers Society (New
York).

MICHAEL L. NEWSOM, Director, is the owner of his own consulting company.
From 1981 through 1998, he held various management positions with Anchor
Glass Container Corp., including Director of Environmental Affairs and
Director of Glass Engineering.  From 1973 to 1980, he was involved in
various technical supervisory activities with Libby Owens Ford Glass
Company.  He has authored publications carried in the glass industry
magazines concerning various environmental issues.  His areas of expertise
involving the glass industry relate to glass melting operations, raw
material selection, environmental auditing, emissions reduction,
statistical and economic analysis and development of corporate
environmental policy and operating procedures.  Mr. Newsom graduated in
1972 from the University of Toledo with a B.S. degree in Chemical
Engineering and in 1979 received his MBA, also from the University of
Toledo.

BENJAMIN I. STEINER, President of Fire Doctor, Inc. subsidiary as of June
2, 1997, is a Certified Public Accountant.  From 1964 through 1997, Mr.
Steiner has held executive financial and administrative positions at
mid-market, publicly and privately owned companies.  From 1995 to 1996,
Mr. Steiner was the Vice President of Finance and Chief Financial Officer
of Packquisition Corp.  From 1994 to 1995, he held the Chief Financial
Officer position at Liss Brothers, Inc.  Prior to that, Mr. Steiner was
the Manager of Financial Administration at Direct Innovative Products.
Mr. Steiner graduated in 1964 from Bucknell University where he earned a
B.S. degree is Business Administration.  He is an active member of the
American and Pennsylvania Institutes of Certified Public Accountants.  Mr.
Steiner is a former Chapter Treasurer and Director of the Institute of
Management Accountants, former Chapter Vice President of the Association
for Corporate Growth and former Director of the Philadelphia Finance
Association.


ITEM 10.  EXECUTIVE COMPENSATION

                          SUMMARY COMPENSATION TABLE


               Annual Compensation         Long Term Compensation
               --------------------       ------------------------
                                      Awards              Payouts
                                      ------             ---------
(a)Name and    (b)  (c)    (f)Restricted (g)Securities  (h)        (i)
Principal                     Stock       Underlying      LTIP     All Other
Position       Year Salary   Awards($)   Option/SARs(#) Payouts($) Compensation
------------   ---- ------   ---------  -------------- ----------  ------------

Frank Whitmore,1998 $100,000**   0              0           0            0
President (1)  1997 $ 50,000**   0              0           0            0
               1996 $ 50,000*    0              0           0            0

Gerard T.
Wisla, CFO(2)  1998 $ 37,000**   0              0           0            0
               1997 $ 12,000**   0              0           0            0

*  $41,667 was paid to the President and $8,333 is accrued salary to be
paid at a later date.

** All of which is accrued and to be paid at a later date.

(1) Frank Whitmore, the current President of the Company, agreed to
receive $50,000 annual salary and 133,334 stock options, (106,934 of which
are already vested and an additional 26,400 options to be vested each year
thereafter as long as he is still employed by the Company).  However,
effective on January 1, 1998, the Company entered into an Employment
Agreement with Mr. Whitmore with a salary of $100,000.  Mr. Whitmore also
received 2,000 stock options for Director compensation for 1995.  On
October 31, 1997, Mr. Whitmore was granted 266,667 stock options at the
exercise price of $.15 per share and an additional 80,000 stock options on
January 22, 1998 for $.15 per share.

(2) Gerard T. Wisla, the current Chief Financial Officer of the Company,
agreed to receive $24,000 annual salary through June, 1998, and $48,000
per year thereafter.  On March 1, 1996, prior to Mr. Wisla being appointed
an officer or director, Mr. Wisla was granted 3,334 stock options at the
exercise price of $.279 for past services rendered to the Registrant.  In
addition, after being named as a director, Mr. Wisla was granted 2,000
stock options at the exercise price of $.5625.  However, when Mr. Wisla
was appointed Secretary, and subsequently Chief Financial Officer, those
options were terminated.  In addition, on October 31, 1997, he was granted
20,000 options at the exercise price of $.15 for services and on January
22, 1998, 20,000 stock options at the exercise price of $.15 as an
employee.

All of the above stock options and exercise prices reflect the 1 for 3
reverse stock split that occurred on May 22, 1997 as well as a recasting
of stock options that occurred on July 23, 1998 wherein the Board of
Directors in order to provide continuing incentive for its officers,
directors, employees and consultants, authorized the exchange of all
outstanding stock options issued uner the Company's 1996 Stock Incentive
Plan (approximately 850,000 options) for new options at an exchange rate
of 80% (.80 new option in exchange for each old option).  The new option
exercise prices would be 15% of the original option exercise prices, with
a floor of $.15 per share.  Option holders were forwarded election
agreements and all option holders elected to participate in the program.
The bid price of the Company's common stock as traded on the OTC Bulletin
Board on July 23, 1998 was $.09 per share.

See Item 11. footnotes for stock option grants to other Directors and
Officers.

ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
          RECORD AND BENEFICIAL OWNERSHIP OF THE COMPANY'S COMMON STOCK

(A)(B) The following table sets forth certain information with regard to
the record and beneficial ownership of the Company's common stock as of
March 31, 1998 by (i) each shareholder owner of record or beneficially 5%
or more of the Company's common stock (ii) each Director individually and
(iii) all Officers and Directors of the Company as a group. All numbers
have been adjusted for the 1 for 17 reverse stock split, which occurred
August 22, 1994 and the 1 for 3 reverse stock split that occurred on May
22, 1997 as well as a recasting of options that occurred on July 23, 1998.
The Board of Directors in order to provide continuing incentive for its
officers, directors, employees and consultants, authorized the exchange of
all outstanding stock options issued uner the Company's 1996 Stock
Incentive Plan (approximately 850,000 options) for new options at an
exchange rate of 80% (.80 new option in exchange for each old option).
The new option exercise prices would be 15% of the original option
exercise prices, with a floor of $.15 per share.  Option holders were
forwarded election agreements and all option holders elected to
participate in the program.  The bid price of the Company's common stock
as traded on the OTC Bulletin Board on July 23, 1998 was $.09 per share.


TITLE OF       NAME AND ADDRESS                                     PERCENT
 CLASS         OF BENEFICIAL OWNER                   SHARES OWNED   OF CLASS
-----------------------------------------------------------------------------

Common           Frank Whitmore                        423,810(1)   3.54%
                 324 New Brooklyn Road
                 Berlin, New Jersey 08009

Common           Frank G. Pringle
                 Creditors' Trust                    1,050,826(2)   8.78%
                 8 Tallowood Drive
                 Medford, NJ 08055

Common           Kevin J. Coffey, Esq.                116,085(3)     .97%
                 153 Lost Lake
                 Marlton, NJ 08053

Common           Thomas L. Brandt                     15,500(4)      .10%
                 324 New Brooklyn Road
                 Berlin, New Jersey 08009

Common           Gerard Wisla                          58,175(5)     .40%
                 4808 Rainbow Ridge Circle
                 Schwenksville, Pennsylvania 19473

Common           Oleg Batratchenko                     26,667(6)     .20%
                 551 Fifth Avenue, Suite 605
                 New York, NY 10017

Common           Michael Newsom                        16,000(7)     .10%
                 P.O. Box 924
                 Safety Harbor, Florida 34695

Common           Benjamin Steiner                      20,000(8)     .10%
                 40 April Lane
                 Huntingdon Valley, PA. 19006

                                                     ----------    ------
All Officers and Directors as a                        676,237      5.65%

group (7 in number)                                  ==========    ======


----------------------------------------
1  Includes 106,934 stock options vested and excludes 26,400 stock options
still not vested at the exercise price of $.2813 per share and 2,000 stock
options granted to Mr. Whitmore as a member of the Board of Directors in
1995 at the exercise price of $.7875 per share.  Also includes 266,667
stock options at the exercise price of $.15 and 80,000 options at the
exercise price of $.15.

2 Frank G. Pringle and Shawn Pringle, father and son, each disclaim
beneficial ownership of the shares of Registrant held by the other.  The
Company has been advised, according to a Court Order of the U.S.
Bankruptcy Court filed March 5, 1997, that all of Mr. Frank G. Pringle's
shares are now beneficially owned solely by a Creditors' Trust in
consideration of the release of Mr. Pringle of certain obligations of his
bankruptcy estate.  This figure does not include the beneficial ownership
of stock held in street name.

3 Includes 12,000 stock options all of which are vested for compensation
for being a Director in 1995, 1996, 1997 and 1998 exercisable at $.7875,
$.3975, $.5625 and $.15 respectively.  Does not include 7,500 stock
options which are not vested for compensation for being a Director for
1999.

4 Includes 10,000 stock options granted to Mr. Brandt as compensation for
being a Director in 1996, 1997 and 1998 exercisable at $.3975, $.5625 and
$.15 respectively as 10,000 stock options for services at the exercise
price of $1.00.  Does not include 7,500 stock options granted to Mr.
Brandt as compensation for being a Director in 1999 which are not vested.

5 Includes 2,000 stock options exercisable at $.5625 which are vested,
granted to Mr. Wisla as a member of the Board of Directors of 1997, 3,334
options exercisable at $.279 granted to Mr. Wisla for past services
rendered, 20,000 stock options exercisable at $.15 granted for services
and 20,000 stock options exercisable at $.15 granted to Mr. Wisla for
services.  All of Mr. Wisla's stock options are vested.

6 Includes 10,000 stock options granted as compensation for being a
Director for the years 1996, 1997 and 1998 exercisable at $.7875, $.3975,
$.5625 and $.15 respectively, all of which are vested.  Does not include
7,500 stock options exercisable at $.21, which are not vested, granted as
compensation for being a Director for the year 1999.

7 Includes 8,000 stock options exercisable at $.5625 and $.15
respectively, granted as compensation for being a Director for the year
1997 and 1998, all of which are vested, as well as 8,000 stock options
granted to Mr. Newsom for services at the exercise price of $.15.  Does
not include 7,500 stock options that were granted at the exercise price of
$.21 for being a Director in the year 1999, which are not vested.

8 Includes 20,000 stock options at the exercise price of $.30 which are
vested.  Does not include 4,000 stock options at the exercise price of
$.30 which are not vested.


(C)  CHANGE IN CONTROL

None.

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

None for the fiscal year ended December 31, 1998, except for the following
which were in 1997:

1.   Frank Whitmore, President of the Company, loaned the Company
$100,000 in December, 1997, for working capital purposes, payable in
March, 1998 or on demand thereafter, at the interest rate of 10% per annum
with interest to be paid or accrued monthly.

2.  In December, 1997, Histon Financial Services Corp., an  affiliate of
the Company, loaned the Company $50,000 due in January, 1998 or on demand
thereafter.  The interest rate is 8% per annum.  In addition, the Lender
was given an option to convert its loan to common stock of the Company at
the price of $.625 per share prior to January 31, 1998.  As a subsequent
event, the option to convert has not been exercised.

Both of the 1997 loans were approved by the Board of Directors and were
competetive with debt financing that the Company could have obtained from
independent third parties.

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K

(A)  The following documents are filed as a part of this Form 10-KSB/A at
the page indicated.

(a)(i)  Financial Statements

                                                              Page(s)

INDEPENDENT AUDITORS' REPORT                                    F-2

CONSOLIDATED FINANCIAL STATEMENTS

Balance Sheets                                                  F-3

Statements of Operations                                        F-4

Statements of Stockholders' Equity                              F-5

Statements of Cash Flows                                        F-6

Notes to Consolidated Financial Statements               F-7 - F-16


(a)(ii) Consolidated Schedules - None.

All schedules for which provision is made in the applicable accounting
regulation of the Securities and Exchange Commission are not required
under the related instructions or are inapplicable and, therefore, have
been omitted.

(a)(iii) Exhibits
                                                       Sequential
NUMBER   DESCRIPTION                                   Page Number

3(a)     Articles of Incorporation of the Company
         (Savoy Capital Group, Inc.)                            *

3(b)     By-Laws of the Company                                 *

3(c)     Certificate of Incorporation of Exotic Bodies, Inc.    **

3(d)     Amendment of Articles of Incorporation of Savoy Capital
         Group Ltd. changing its name to Exotic Bodies, Inc.    **

3(f)     Amendment to Certificate of Incorporation of Exotic
         Bodies, Inc. changing its name to EFTEK Corp.          ***

10(b)    Stock Purchase Agreement dated July 25, 1994 by and
         between the Registrant and R & D Innovators, Inc.      ***

10(c)    Stock Purchase Agreement dated February, 1996 by and
         between the Registrant and the Shareholders of Fire
         Doctor, Inc.                                           ****

10(d)    Purchase Agreement between EFTEK Corp.
         and High Concrete Structures, Inc. dated June 5, 1996. ****

10(e)    1996 Stock Incentive Plan                              *****

21       Subsidiaries of the Registrant

27       Financial Data Schedule (in Electronic format only)

*    Incorporated by reference from the like-numbered exhibit to Form S-18
Registration Statement, SEC File No. 33-26789-NY Post-Effective Amendment
No. 1 filed June 1, 1989.

**   Incorporated by reference from the like-numbered exhibit to Form S-18
Registration Statement, SEC file No. 33-26789-NY Post-Effective Amendment
No. 3 filed April 25, 1990.

***  Incorporated by reference from the Exhibit to Form 10-KSB for the
fiscal year ended December 31, 1994.

**** Incorporated by reference from the Exhibit to Form 10-KSB for the
fiscal year ended December 31, 1995.

*****Incorporated by reference from the Exhibit to Form 10-KSB for the
fiscal year ended December 31, 1996.

(b)  Form 8-K

Reports on Form 8-K filed during the last quarter of the period covered by
this report are as follows:

     There were no reports filed on Form 8-K during the fourth quarter of
fiscal 1998.





<PAGE>
                            EFTEK CORPORATION
                 YEARS ENDED DECEMBER 31, 1998 AND 1997


                               CONTENTS


                                                              Page(s)

INDEPENDENT AUDITORS' REPORT                                    F-2

CONSOLIDATED FINANCIAL STATEMENTS

Balance Sheets                                                  F-3

Statements of Operations                                        F-4

Statements of Stockholders' Equity                              F-5

Statements of Cash Flows                                        F-6

Notes to Consolidated Financial Statements               F-7 - F-16


                     INDEPENDENT AUDITORS' REPORT



To the Board of Directors and Stockholders
EFTEK Corporation
408 Bloomfield Drive
West Berlin,  NJ  08091


     We  have  audited  the accompanying consolidated balance  sheets of
EFTEK  Corporation and subsidiaries as of December 31, 1998 and 1997, and
the  related consolidated statements of operations, stockholders' equity
and cash flows for the years then ended.  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  generally accepted
auditing  standards.   Those standards require that we plan and perform
the  audits  to obtain reasonable assurance about whether the financial
statements  are  free  of  material  misstatement.   An audit includes
examining,  on  a  test  basis,  evidence  supporting the amounts  and
disclosures  in  the  financial  statements.   An audit also  includes
assessing  the accounting principles used and significant estimates made
by  management,  as well as evaluating the overall  financial statement
presentation.  We believe that our audits provide a reasonable basis for
our opinion.

     In  our opinion, the financial statements referred to above present
fairly,  in  all  material  respects, the financial  position  of EFTEK
Corporation and subsidiaries as of December 31, 1998 and 1997, and the
results  of their operations and their cash  flows  for  the  years then
ended in conformity with generally accepted accounting principles.


                                      BARATZ & ASSOCIATES, P.A.
October 4, 1999
November 22, 1999 (See Note 14)

<PAGE>
                             EFTEK CORPORATION
                         CONSOLIDATED BALANCE SHEETS
                          DECEMBER 31, 1998 AND 1997


<TABLE>
<CAPTION>
                                                            1998        1997
    Asset                                                   ----        ----
    ------
</CAPTION>
<S>                                                          <C>         <C>
Current Assets
--------------
Cash                                                         $        96 $    32,002
Receivables:
  Trade, less allowance for doubtful accounts
    of $2,865 in 1998 and $0 in 1997              (Notes 2&3)    161,603      65,598
Loan escrow                                       (Note 5)        26,645
Prepaid expenses                                                  30,925      40,034
                                                               ---------   ---------
    Total Current Assets                                         219,269     137,634
    --------------------                                       ---------   ---------
Property and Equipment, Net                       (Note 2)     4,354,190   4,830,629
---------------------------                                    ---------   ---------
Other Assets
------------
Intangible assets, net                            (Note 2)       115,186      84,046
Deposits                                                                       3,900
                                                               ---------   ---------
    Total Other Assets                                           115,186      87,946
    ------------------                                         ---------   ---------
    Total Assets                                               4,688,645   5,056,209
    ------------                                               ---------   ---------
    Liabilities and Stockholders'
      Equity
    ----------------------------
Current Liabilities
-------------------
Due to related party                              (Note 3)       115,000
Notes payable                                     (Note 4)       125,000
Current portion of long term debt                 (Note 6)         6,480     205,528
Current portion of obligations
  under capital leases                            (Note 7)       177,353     139,561
Accounts payable and accrued liabilities                       1,566,571     763,691
Income taxes payable                              (Note 9)           900         600
                                                               ---------   ---------
     Total Current Liabilities                                 1,991,304   1,109,380
     -------------------------
Long Term Debt (Less Current Portion)             (Note 6)       238,619     243,633
------------------------------------
Obligations Under Capital Leases
  (Less Current Portion)                          (Note 7)       304,825     396,875
--------------------------------                               ---------   ---------
    Total Liabilities                                          2,534,748   1,749,888
    -----------------                                          ---------   ---------
Commitments and Contingencies                     (Note 8)
-----------------------------
Stockholders' Equity
--------------------
Common stock, $.001 par; authorized 25,000,000
  shares; issued and outstanding 11,699,772
  and 10,556,908 shares at December 31, 1998
  and 1997, respectively                        (Notes 10&11)     11,700      10,829
Additional paid in capital                                     6,961,330   6,719,775
Deficit                                                       (4,818,887) (3,424,037)
                                                               ---------   ---------
                                                               2,154,143   3,306,567
Common stock held in treasury (4,811 shares),
  at cost                                                            246         246
                                                               ---------   ---------
    Total Stockholders' Equity                                 2,153,897   3,306,321
    --------------------------                                 ---------   ---------
    Total Liabilities and Stockholders' Equity               $ 4,688,645 $ 5,056,209
    ------------------------------------------                 =========   =========
</TABLE>
                See Notes to Consolidated Financial Statements

                                  EFTEK CORPORATION
                       CONSOLIDATED STATEMENTS OF OPERATIONS
                       YEARS ENDED DECEMBER 31, 1998 AND 1997



                                               1998        1997
                                               ----        ----

Revenues                                $  1,586,467   $    443,727
--------                                 -----------    -----------
Costs and Expenses
------------------
Cost of revenues                             605,510        419,959
Selling, general and administrative        1,696,979      1,516,503
Depreciation and amortization                522,995        137,680
                                         -----------     ----------
Total Costs and
  Expenses                                 2,825,484      2,074,142
---------------                          -----------     ----------
Loss From Continuing Operations          ( 1,239,017)   ( 1,630,415)
-------------------------------          -----------     ----------
Other Income (Expense)
---------------------
Miscellaneous income                          19,741            789
Interest expense                         (   124,574)   (    58,314)
                                         -----------     ----------
Total Other Income
  (Expense)                              (   104,833)   (    57,525)
------------------                       -----------     ----------

Loss From Continuing Operations
  Before Income Taxes                    ( 1,343,850)   ( 1,687,940)
-------------------------------
Income Taxes               (Notes 2 & 9)         731            640
------------                             -----------     ----------
Loss From Continuing
  Operations                             ( 1,344,581)   ( 1,688,580
----------------------
Loss From Discontinued
 Operations                (Note 1)      (    50,269)   (          )
----------------------                   -----------     ----------
Net Loss                                $( 1,394,850)  $( 1,688,580)
--------                                 ===========     ==========

Net Loss Per Common Share  (Note 2)     $(       .12)  $(       .17)
-------------------------                ===========     ==========
Weighted Average Common
  Shares Outstanding                      11,817,324     10,161,663
-----------------------                  ===========     ==========
                  See Notes to Consolidated Financial Statements

                             EFTEK CORPORATION
              CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                  YEARS ENDED DECEMBER 31, 1998 AND 1997

<TABLE>
                                                        Additional                  Treasury
                                      Common Stock        Paid-In                    Stock,
                                   Shares     Amount      Capital       Deficit      at Cost       Total
                                 -------------------------------------------------------------------------
<S>                            <C>          <C>       <C>           <C>               <C>      <C>
Balance, January 1, 1997         25,991,076 $ 25,991  $ 4,820,446    $(1,735,457)     $(246)   $ 3,110,734

Common stock issued               3,669,706    3,942    1,065,874                                1,069,816

Reverse stock split (Note 9)    (19,955,353) (19,955)      19,955

Common stock issued                 851,479      851      813,500                                  814,351

Net loss for the year                                                 (1,688,580)               (1,688,580)
                                 ----------  -------   ----------     ----------       ----     -----------

Balance, December 31, 1997       10,556,908   10,829    6,719,775     (3,424,037)      (246)     3,306,321

Common stock issued               1,142,864      871      241,555                                  242,426

Net loss for the year                                                 (1,394,850)               (1,394,850)
                                 ----------  -------   ----------     ----------       ----     -----------

Balance, December 31, 1998       11,699,772 $ 11,700  $ 6,961,330    $(4,818,887)     $(246)   $ 2,153,897
                                 ==========  =======   ==========     ==========       ====     ===========
</TABLE>
                      See Notes to Consolidated Financial Statements

<PAGE>
                        EFTEK CORPORATION
              CONSOLIDATED STATEMENTS OF CASH FLOWS
              YEARS ENDED DECEMBER 31, 1998 AND 1997



                                               1998         1997
                                               ----         ----
Cash Flows From Operating Activities
------------------------------------
Net loss for the year                     $(1,394,850)  $(1,688,580)

Adjustments To Reconcile Net Loss To
  Net Cash Used In Operating Activities
---------------------------------------
Depreciation and amortization                 525,525       137,680
Gain on sale of equipment                  (      400)

Changes In Operating Assets
  And Liabilities
---------------------------
(Increase) decrease in receivables         (  122,650)      260,923
Decrease in prepaid expenses                    9,109         4,086
Decrease in deposits                            3,900         3,400
Increase in accounts payable and
  accrued liabilities                         822,080       572,362
Increase in income taxes payable                  300           300
                                            ---------      --------
Net Cash Used In Operating Activities      (  156,986)   (  709,829)
-------------------------------------       ---------     ---------
Cash Flows From Investing Activities
------------------------------------
Additions to intangible assets             (   37,992)   (   28,235)
Purchase of property and equipment         (   41,834)   (1,666,884)
                                            ---------     ---------
Net Cash Used In Investing Activities      (   79,826)   (1,695,119)
-------------------------------------       ---------     ---------
Cash Flows From Financing Activities
------------------------------------
Loans from related parties                     15,000
Proceeds from debt                             60,770       450,000
Reduction of debt                          (   69,090)   (   70,136)
Proceeds from issuances of common stock       198,226     1,884,167
                                            ---------     ---------
Net Cash Provided By Financing Activities     204,906     2,264,031
-----------------------------------------   ---------     ---------
Net Decrease In Cash                       (   31,906)   (  140,917)
--------------------                        ---------     ---------
Cash at Beginning of Year                      32,002       172,919
-------------------------                   ---------     ---------
Cash at End of Year                       $        96   $    32,002
-------------------                        ==========    ==========
Supplemental Cash Flow Information (Note 12)
-------------------------------------------
                See Notes to Consolidated Financial Statements.

                          EFTEK CORPORATION
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                     DECEMBER 31, 1998 AND 1997

1.  Description of Business
    -----------------------
    Continuing Operations

    EFTEK Corporation (the Company), incorporated in the state of
    Nevada, is in the business of processing recycled broken glass known
    as cullet into an end product called glassflour, a furnace-ready raw
    material used in the fiberglass insulation manufacturing industry.

    Discontinued Operations

    The operating business, which was discontinued during the year ended
    December 31, 1998, is Fire Doctor, Inc. (a subsidiary company)  Fire
    Doctor, Inc. developed and marketed a proprietary chemical formula
    designed to retard the spread of flame.  Despite substantial
    marketing efforts, Fire Doctor, Inc. has still not experienced
    substantial sales.  As a result, EFTEK Corporation has ceased
    funding this operation and is actively seeking a buyer for the
    subsidiary.

2.  Summary of Significant Accounting Policies
    ------------------------------------------
    Principles of Consolidation

    The  consolidated financial statements include the accounts of the
    Company  and  its  wholly  owned  subsidiaries. All significant
    intercompany accounts and transactions have been eliminated.

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

    Trade Receivables

    The Company provides an allowance for losses on trade receivables
    based on a review of the current status of existing receivables,
    historic bad debt experience and management's evaluation of periodic
    aging of the accounts.

    Property and Equipment

    Property and equipment are recorded at cost.  Depreciation is provided
    using the straight line method over the estimated useful lives of the
    assets.  Depreciation expense for the years ended December 31, 1998 and
    1997 was $518,673 and $133,357, respectively. Expenditures for maintenance
    and repairs are charged against income as incurred.  When assets are sold
    or retired, the cost and accumulated depreciation are removed from the
    accounts and any gain or loss is included in income.

    Property  and  equipment consisted of the following at December 31:

                                                1998         1997
                                                ----         ----
         Land                              $   338,073  $   338,073
         Building                              317,081      317,081
         Building improvements                 896,078      889,159
         Equipment                           3,441,408    3,406,493
         Furniture and fixtures                 21,759       21,759
                                             ---------    ---------
                                             5,014,399    4,972,565
         Less accumulated depreciation         660,209      141,936
                                             ---------    ---------
         Net property and equipment        $ 4,354,190  $ 4,830,629
                                             =========   ==========
    Intangible Assets

    Certain  intangible assets have been capitalized and are amortized over
    the estimated useful lives of the assets using  the straight-line method.
    Product development costs are amortized over a period of 15 years; patent
    costs are amortized  over a period of 17 years; organization costs and
    mortgage acquisition costs are amortized over a period of 5 years.

    Intangible assets consisted of the following at December 31:

                                               1998       1997
                                               ----       ----
         Product development costs         $  37,944   $
         Patents                              72,988     71,675
         Mortgage acquisition costs           25,193     25,193
         Organization costs                    1,500      1,500
                                            --------    -------
                                             137,625     98,368
         Less accumulated amortization        22,439     14,322
                                            --------    -------
             Net intangible assets         $ 115,186   $ 84,046
                                            ========    =======
    Income Taxes

    The Company accounts for income taxes under an asset and liability
    approach that requires the recognition of deferred tax assets and
    liabilities for the expected future tax consequences of events that have
    been recognized in the Company's financial statements or tax returns.  In
    estimating future tax consequences, the Company generally considers all
    expected future events other than enactment of changes in the tax laws or
    rates.


    Net Loss Per Common Share

    Net loss  per common share is based upon the weighted average number
    of common  and  common  equivalent shares (stock warrants)
    outstanding in each period.  The computation of diluted net loss per
    common and common equivalent share was antidilutive in each of the
    periods presented.

3.  Related Party Transactions
    --------------------------
    Related party transactions includes the following:

    At January 1, 1996, the Company was due $258,338 from a stockholder
    (former Company president).  During 1996, interest charges were
    $15,926 and repayments were $12,500 resulting in a $261,764 balance
    due from the stockholder at December 31, 1996.  In 1997, the
    receivable was determined to be uncollectible due to the
    stockholder's personal bankruptcy.  Bad debt expense in the amount
    of $261,764 is included in selling, general and administrative
    expenses for the year ended December 31, 1997.

         At December 31, 1998 and 1997, the Company was indebted to an
officer (stockholder) of the Company in the amount of $1000,000. The
note is payable on demand and bears interest at 10% per annum. Interest
accrued on the note at December 31, 1998 and 1997 was $14,027 and $3,014
respectively.  During 1998, the Company borrowed an additional $15,000
from the same officer; the loan is non-interest bearing and is payable
on demand.

Notes Payable
-------------
    At December 31, 1998 and 1997, the Company was indebted to two
unrelated companies in the amount of $50,000 each.  The notes (due on
demand) bear interest at 8% per annum and are uncollaterized.

    At December 31, 1998, a non-interest bearing demand note in the
amount of $25,000 was due to an unrelated company.  The note is
uncollaterized.

Financing Arrangement
---------------------
    The Company has a financial arrangement with Penn Business Credit
that allows advances against trade receivable invoices to John
Mansville, Inc. equal to 75% of invoice amounts.  Payments against the
advances are made by the Company upon receipt of customer's payment. The
loan escrow balance of $26,645 at December 31, 1998 represents the
lender's 25% holdback at that date.


6.  Long Term Debt
    --------------
    Long term debt consisted of the following at December 31:

                                                     1998       1997
                                                     ----       ----
    A mortgage payable in monthly installments of
    $3,750, inclusive of interest  at 16% per
    annum.  The mortgage matures in July 2011 and
    is collateralized by property in Williamstown,
    NJ.                                           $ 245,099  $ 249,161

    Less current portion                              6,480      5,528
                                                  ---------   --------
    Total long term debt                          $ 238,619  $ 243,633
                                                  =========   ========
    The aggregate maturities of long term debt at December 31, 1998 are
    as follows:

                  1999             $   6,480
                  2000                 7,597
                  2001                 8,905
                  2002                10,439
                  2003                12,238
                  Thereafter         199,440
                                   ---------
                                   $ 245,099
                                   =========
7.  Obligations Under Capital Leases
    --------------------------------
    Obligations under capital leases consisted of the following at
    December 31:

                                                      1998       1997
                                                      ----       ----
    A lease payable in monthly  installments of
    $5,200, inclusive of  interest  at 12.6% per
    annum.  The lease matures  in March 2001
    and is collateralized by equipment costing
    $155,000.                                     $ 140,884  $ 146,004

    A lease payable  in monthly installments of
    $2,913, inclusive of interest at 12.9% per
    annum.  The lease matures in August 2001
    and is collateralized by equipment costing
    $108,750.                                        82,572     99,848

    A lease payable in  monthly installments of
    $1,794, inclusive  of interest  at  16.1%
    per annum.  The lease matures  in  October
    2001 and is collateralized   by  equipment
    costing $73,597.                                 52,049     61,275
    A lease payable in monthly  installments of
    $1,422, inclusive of interest  at 8.99% per
    annum.  The lease matures in November 2001
    and is collateralized by equipment costing
    $11,410.                                         44,721     56,156

    A lease payable  in monthly installments of
    $1,903, inclusive of interest at 9.25% per
    annum.  The lease matures in September 2000
    and is collateralized by equipment costing
    $76,100.                                         38,369     55,255

    A lease payable  in monthly installments of
    $1,219, inclusive of interest at 17.61% per
    annum.  The lease matures in January 2002
    and is collateralized by equipment costing
    $48,398.                                         36,676     42,375

    A lease payable  in monthly installments of
    $529, inclusive of interest at 12.95% per
    annum.  The lease matures in February 2001
    and is collateralized by equipment costing
    $19,750.                                         12,734     16,777

    A lease payable in monthly installments of
    $379 inclusive of interest at 12.6% per
    annum.  The lease matures in November 2002
    and is collaterized by equipment costing
    $16,823.                                         14,470     16,620

    A lease payable  in monthly installments of
    $707, inclusive of interest at 8.89% per
    annum.  The lease matures in November 1999
    and is collateralized by equipment costing
    $22,000.                                          8,728     14,895

    A lease payable in monthly installments of
    $497 inclusive of interest at 14.5% per
    annum.  The lease matures in April 2000
    and is collaterized by equipment costing
    $13,410.                                          8,411     11,384

    A lease payable in monthly installments of
    $320 inclusive of interest at 10.9% per
    annum.  The lease matures in May 2000
    and is collaterized by equipment costing
    $9,805.                                           5,027      8,139

    A lease payable  in monthly installments of
    $417, inclusive of interest at 18.72% per
    annum.  The lease matures in October 1999
    and is collateralized by equipment costing
    $11,410.                                          5,204      7,708
    A lease payable in monthly installments of
    $984, inclusive of interest of 14.4% per
    annum.  The lease matures in March 2002
    and is collateralized by equipment costing
    $35,770.                                         32,333
                                                    -------    -------
                                                    482,178    536,436
    Less current portion                            177,353    139,561
                                                    -------   --------
                                                  $ 304,825  $ 396,875
                                                    =======    =======
    Minimum future lease payments at December 31, 1998 are as follows:

                  1999                $ 247,436
                  2000                  193,995
                  2001                  152,061
                  2002                    8,339
                                        -------
                                        601,831
    Less amount representing interest   119,653
                                        -------
    Present value of future minimum
      lease payments                  $ 482,178
                                        =======
8.  Commitments and Contingencies
    -----------------------------
    Operating Leases

    The Company leased office facilities   and transportation equipment under
    noncancellable operating leases that expired October 1997. Rent expense
    amounted  to $26,867 in 1997.

    Litigation

    At December 31, 1998 and 1997, the Company's financial statements include
    a liability in the amount of $15,500 that is being litigated.  A vendor is
    suing the Company for alleged breach of contract and unpaid fees.  The
    Company believes the lawsuit is without merit and intends to vigorously
    defend its position.

    The Company is a defendant in a lawsuit filed by a company that performed
    marketing services for EFTEK Corporation (EFTEK).  The company claims that
    EFTEK owes a "finders fee" for the clients that EFTEK does business with.
    Counsel for EFTEK has advised the Company that at this stage in the
    proceedings they cannot offer an opinion as to the probable outcome.  The
    Company believes the lawsuit is without merit and is vigorously defending
    its position.

    The Company is a defendant in a lawsuit filed by a former stockholder of
    EFTEK Corporation (EFTEK).  The plaintiff claims that the Company failed
    to release Rule 144 restrictions from her stock forcing her to sell the
    stock at a loss.  Counsel has obtained an order dismissing the complaint
    for plaintiff's failure to answer interrogatories.  Counsel for EFTEK has
    advised the Company that given the fact that discovery is incomplete in
    the case, it is difficult to assess liability in this matter.  The Company
    believes the lawsuit is without merit and is vigorously defending its
    position.

    At December 31, 1998, the Company's financial statements include a
    liability in the amount of $180,961 that is being litigated.  A vender is
    suing CFC, Inc. (a wholly owned subsidiary of EFTEK Corporation)(CFC)for
    alleged breach of contract and unpaid fees. CFC has denied these
    allegations and has filed a counterclaim against plaintiff.  Counsel for
    CFC has advised the Company that the case can be resolved to the mutual
    satisfaction of both parties.

    The Company is a defendant in a lawsuit filed in September 1999, by a
    former CEO of EFTEK Corporation (EFTEK) for alleged breach of an
    employment contract and wrongful termination.  Plaintiff demands  $1
    million in compensatory damages and punitive damages in the amount of
    treble damages.  Counsel for EFTEK has advised the Company that at this
    stage in the proceedings they cannot offer an opinion as to the probable
    outcome.  The Company believes this lawsuit is without merit and intends
    to vigorously defend its position.

9.  Income Taxes
    ------------
    Operating losses in 1998 and 1997 eliminated the need for income tax
    provisions except for the statutory state minimum tax.  At December 31,
    1998, the Company had available federal and state operating loss
    carryforwards in the respective amounts of $4,927,000 and $4,752,000.  The
    loss carryforwards expire 2005 to 2018 (federal) and 1999 to 2005 (state).

    Income taxes, including those currently payable to the state, were $731
    and $640 at December 31, 1998 and 1997, respectively.

    No provisions were made for deferred income taxes in 1998 or 1997. Net
    deferred tax assets were entirely eliminated by a valuation allowance as
    follows:

    Deferred income tax components:

                                              1998            1997
                                              ----            ----
         Deferred Tax Asset
         ------------------
         Net operating loss carryforwards  $ 2,112,290    $ 1,487,830
         Accrued salaries                       87,853
         Capital loss carryover                104,549
                                             ---------      ---------
                                             2,304,692      1,487,830
         Deferred Tax Liability
         ----------------------
         Start-up costs                                    (   13,401)
         Depreciation                       (  179,789)
                                             ---------      ---------
         Net Deferred Tax Asset              2,124,903      1,474,429

         Less Valuation Allowance           (2,124,903)    (1,474,429)
                                             ---------      ---------
                                           $         0    $         0
                                             =========      =========

    A valuation allowance is provided when it is more likely than not that
    some portion of the deferred tax asset will not be realized. At December
    31, 1998 and 1997, management believed that a portion of the net operating
    loss carryforwards would not be realized before their expiration.

10. Common Stock, Stock Options and Warrants
    ----------------------------------------
    Common Stock

    The previously reported number of common shares issued and outstanding, at
    December 31, 1997, was overstated, by 272,247 shares. The current year
    financial statements reflect 10,556,908 shares outstanding at December 31,
    1997 as compared to 10,829,155 as previously reported. The effect on the
    calculation of net earnings per common share at December 31, 1997 was
    insignificant.

    Common Stock Options

    On July 23, 1998, the Company amended its 1996 Stock Incentive Plan that
    provides for the granting of incentive and nonstatutory stock options for
    the purchase of shares of common stock to officers, directors, nonsalaried
    directors, employees and consultants as provided by the Plan.  The option
    exercise price is the bid price on the date of grant.  The Board of
    Directors determines the vesting period and expiration date (generally
    five years).

    The amended plan authorizes the exchange of all outstanding stock options
    issued under the Company's 1996 Stock Incentive Plan (approximately
    850,000 options) for new options at an exchange rate of 80% (.80 new
    option in exchange for each old option).  The new options' exercise prices
    would be 15% of the original options' prices, with a floor of $.15 per
    share.  Stock option transactions were as follows:

                                                   Shares Under Option
                                                   -------------------
                                                       1998    1997
                                                     -------  -------
            Outstanding, beginning of year           464,167   177,500
       Granted                                       348,667   503,333
       Retired                                                ( 50,000)
       Adjustment for reverse stock split                     (166,666)
       Adjustment for 80% Option Exchange          ( 82,566)
       Outstanding, end of year (at exercise       ---------  --------
         prices ranging from $0.09 to $0.7875 per
         share)                                      730,268   464,167
                                                    ========   =======

    SFAS No. 123, "Accounting for Stock-Based Compensation," ("SFAS 123")
    requires the Company to disclose pro forma information regarding option
    grants made to its employees.  SFAS No. 123 specifies certain valuation
    techniques that produce estimated compensation charges that are included
    in the pro forma results. These amounts have not been reflected in the
    Company's Statements of Operations, because APB 25, "Accounting for Stock
    Issued to Employees," specifies that no compensation charge arises when
    the price of the employees' stock options equal the market value of the
    underlying stock at the grant date, as is the case of options granted to
    the Company's employees.

    SFAS No. 123 pro forma numbers are not material to the financial
    statements taken as a whole.  Also they are not likely to be
    representative of the effects on net income and net income per common
    share in future years, because they do not take into consideration pro
    forma compensation expense related to grants made prior to 1997.

    Common Stock Warrants

    At December 31, 1998 and 1997, the  Company  had outstanding 65,000 Class
    A redeemable  common  stock warrants and  83,000  Class  B redeemable
    common stock warrants.  Each warrant allows for the purchase  of  six
    shares of the Company's  common  stock  at  an exercise price  of  $2 per
    share.  Warrant expiration dates were extended to December 31, 1999.

11. Reverse Stock Split
    -------------------
    On May 22, 1997, the Board of Directors authorized a one for three reverse
stock split.  As a result, the number of shares outstanding decreased by
19,955,353 and additional paid in capital increased by $19,955.  The authorized
number of shares and the par value remained the same.

12. Supplemental Cash Flow Information
    ----------------------------------
    Cash paid for interest during 1998 and 1997 was $50,449 and $55,230,
    respectively.  Cash paid for income taxes during 1998 and 1997 was $800
    and $600, respectively.

    Noncash investing and financing activities for the years ended December
    31, 1998 and 1997 consisted of the following:

         In 1998 and 1997, the Company purchased equipment by incurring
         capital lease obligations in the amount of $35,770 and $429,086,
         respectively.

         In 1998 the Company issued 142,857 shares of common stock at $.175
                  per share in exchange for debt in the amount of $25,000.
Major customers
---------------
    Two major customers accounted for approximately  87% of the Company's net
sales in 1998 and 94% in 1997.  While the Company believes its relationship
with the customers will continue, there can be no assurance that sales to these
customers will continue at the same level or at all.

Dual Date of Financial Statements
---------------------------------
    Upon review of the Company's filing of its annual Form 10-KSB, it was
determined that the 1998 income and expenses of Fire Doctor, Inc. (a wholly
owned subsidiary of the Company) was reportable on the Company's 1998
consolidated financial statements as a loss from discontinued operations.

    In 1998, the Company incurred approximately $93,000 in costs to determine
and finance an additional manufacturing site in northern California.  The costs
were originally reported as a deferred asset.  The revised financial statements
report the $93,000 as operating expenses in consideration of the Company's
adoption of AICPA Statement of Position 98-5 "Reporting on the Costs of
Start-up Activities," Statement of Position 98-5 concludes these costs should be
charged to income as incurred.

    The revised financial statements reflect a $26,686 increase in prepaid
expenses and a corresponding decrease of operating expenses.

    The cumulative effect of the above adjustments to the 1998 financial
statements was a $66,375 additional operating loss and a $.01 increase in loss
per common share.



<PAGE>
                            SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, EFTEK Corp. has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.

                                 EFTEK CORP.

Dated: December 14, 1999        /s/Frank Whitmore
                                 FRANK WHITMORE
                                 President, Chief Executive
                                 Officer and Director

Dated: December 14, 1999        /s/Gerard T. Wisla
                                 GERARD T. WISLA
                                 Secretary, Treasurer, Chief Financial
                                 Officer and Director

Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, this report has been signed on behalf of EFTEK
Corp. and in the capacities and on the dates indicated.

Dated: December 14, 1999        /s/Frank Whitmore
                                 FRANK WHITMORE
                                 President, Chief Executive
                                 Officer and Director

Dated: December 14, 1999        /s/Gerard T. Wisla
                                 GERARD T. WISLA
                                 Secretary, Treasurer, Chief
                                 Financial Officer and Director

Dated: December 14, 1999        /s/Kevin J. Coffey
                                 KEVIN J. COFFEY, Director

Dated: December 14, 1999        /s/Thomas L. Brandt
                                 THOMAS L. BRANDT, Director

Dated: December 14, 1999        /s/Oleg Batratchenko
                                 OLEG BATRATCHENKO, Director

Dated: December 14, 1999        /s/Michael L. Newsom
                                 MICHAEL L. NEWSOM
                                 Director*

*  Director as of January 22, 1998