UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

                                   (Mark One)

   [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
         ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2004.

   [_] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
          ACT OF 1934 (NO FEE REQUIRED) FOR THE TRANSITION PERIOD FROM

                        _____________ TO _______________.


                         TECHNOL FUEL CONDITIONERS, INC.
                         -------------------------------
               (Exact Name of Registrant as Specified in Charter)


                               Primary Standard Industrial
State of Incorporation         Classification Code Number           22-3084979
----------------------         ---------------------------          ----------
     Colorado                            2911                       IRS ID No.


                               2800 Griffin Drive
                          Bowling Green, Kentucky 42101
                          -----------------------------
               (Address of Principal Executive Offices, Zip Code)


       Registrant's telephone number, including area code: (800) 330-2535
                                                           --------------


              1 Main street, Ste. 405, Eatontown, New Jersey 07724
              ----------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)


Check whether the issuer: (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes [_] No [X]

The number of shares outstanding of Registrant's common stock ($0.001 par value)
as of the quarter ended September 30, 2004 is 19,675,000.


<PAGE>
                         TECHNOL FUEL CONDITIONERS, INC.

                                TABLE OF CONTENTS
                                -----------------

PART I                                                                   PAGE
                                                                         ----
ITEM 1. FINANCIAL STATEMENTS............................................3-13

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR
                  PLAN OF OPERATION.......................................14

ITEM 2A.  FACTORS THAT MAY AFFECT FUTURE RESULTS..........................16

ITEM 3.   CONTROLS AND PROCEDURES.........................................17


PART II


ITEM 1.  LEGAL PROCEEDINGS................................................18

ITEM 2.  UNREGISTERED ASALES OF EQUITY SECURITIES
         AND USE OF PROCEEDS..............................................18

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES..................................18

ITEM 4.  SUBMISSION TO A VOTE OF SECURITY HOLDERS.........................18

ITEM 5   OTHER INFORMATION................................................18

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.................................18

SIGNATURES................................................................19

                                       2
<PAGE>

PART I

ITEM 1. FINANCIAL STATEMENTS

Unless otherwise indicated, the term "Company" refers to Technol Fuel
Conditioners, Inc. and its subsidiaries and predecessors. The accompanying
consolidated unaudited condensed financial statements have been prepared by
management in accordance with the instructions in Form 10-QSB and, therefore, do
not include all information and footnotes required by generally accepted
accounting principles and should, therefore, be read in conjunction with
Company's Annual Report to Shareholders on Form 10-KSB for the fiscal year ended
December 31, 2003 These statements do include all the normal recurring
adjustments, which the Company believes is necessary and affords a fair
presentation. The interim results are not necessarily indicative of the results
for the full year ending December 31, 2003. Accordingly, consolidated unaudited
interim financial statements, including a balance sheet for the Company as of
the fiscal quarter ended September 30, 2004, and, statements of operations and
statements of cash flows for the interim period up to the date of such balance
sheet and the comparable period of the preceding fiscal year are attached hereto
as Pages F-1 through F-5 and are incorporated herein by this reference.

                                       3
<PAGE>
                            TECHNOL FUEL CONDITIONERS
                             CONDENSED BALANCE SHETS

                                                  September 30,    September 30,
                                                      2004             2003
                                                  -------------    -------------
                                                   (Unaudited)
                         ASSETS
CURRENT ASSETS

Cash and cash equivalents                          $     2,589      $     2,090

Accounts receivable, net                                42,803           78,855

Inventory, net                                          13,461              776

Prepaid expenses and other current assets                  410              410
                                                   -----------      -----------
Total Current Assets                                    59,263           82,131
                                                   -----------      -----------
Total Assets                                       $    59,263      $    82,131
                                                   ===========      ===========

      LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES
Cash overdraft                                     $        --      $        --

Accounts payable                                        18,841           21,762

Accrued liabilities                                    300,497          267,133

Line of credit from related party                      300,903          182,880

Loans payable to stockholder                           803,291          803,291
                                                   -----------      -----------

Total Liabilities                                    1,423,532        1,275,066
                                                   -----------      -----------
STOCKHOLDERS' DEFICIT
Common Stock, 700,000,000 shares authorized at
  $.001 par value; 19,675,000 shares issued
  and outstanding                                       19,675           19,675
Additional paid-in capital                             528,625          528,625
Accumulated deficit                                 (1,912,569)      (1,741,235)
                                                   -----------      -----------
Total Stockholders' Deficit                         (1,364,269)      (1,192,935)
                                                   -----------      -----------
Total Liabilities & Stockholders' Deficit          $    59,263      $    82,131
                                                   ===========      ===========

                                       4
<PAGE>
                         TECHNOL FUEL CONDITIONERS, INC.
                       CONDENSED STATEMENTS OF OPERATIONS
                    For the three months ended September 30,

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

REVENUES                                    $     66,493      $     82,444

COST OF SALES                                     34,886            28,417
                                            ------------      ------------

GROSS MARGIN                                      31,607            54,027

Selling, general and administrative               78,725            16,294
                                            ------------      ------------

   Loss from operations                          (47,118)           37,733

  Interest expense, net                          (24,417)          (14,064)
                                            ------------      ------------


NET LOSS                                    $    (71,535)     $     23,669
                                            ============      ============

Basic and diluted loss per common share     $      (0.00)     $      (0.01)
                                            ============      ============

Weighted average shares outstanding -
  basic and diluted                           19,675,000        19,675,000
                                            ============      ============

                                       5
<PAGE>
                         TECHNOL FUEL CONDITIONERS, INC.
                       CONDENSED STATEMENTS OF OPERATIONS
                     For the nine months ended September 30,

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

REVENUES                                    $    208,669      $    190,200

COST OF SALES                                     93,293            86,175
                                            ------------      ------------

GROSS MARGIN                                     115,376           104,025

Selling, general and administrative              237,876           125,558
                                            ------------      ------------

   Loss from operations                         (122,500)          (21,533)

  Interest expense, net                          (48,834)          (45,191)
                                            ------------      ------------


NET LOSS                                    $   (171,334)     $    (66,724)
                                            ============      ============

Basic and diluted loss per common share     $      (0.01)     $      (0.01)
                                            ============      ============

Weighted average shares outstanding -
  basic and diluted                           19,675,000        19,675,000
                                            ============      ============

                                       6
<PAGE>
                         TECHNOL FUEL CONDITIONERS, INC.
                       CONDENSED STATEMENTS OF CASH FLOWS
                     For the nine months ended September 30,

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

Cash Flows from Operating Activities:
Net loss                                          $(171,334)     $ (66,724)
Adjustments to reconcile net loss to net cash
  used by operating activities:
   Depreciation and amortization                         --             --
Changes in operating assets and liabilities:
   Accounts receivable                               36,052         (6,130)
    Inventory                                       (12,685)         3,727
    Accounts payable and accrued expenses            30,443         13,995
                                                  ---------      ---------

Net cash used in operating activities              (117,524)       (55,132)
                                                  ---------      ---------

Cash Flows from Financing Activities:
   Proceeds from notes to stockholders              118,023           (221)
   Net change in line of credit                          --         46,175
                                                  ---------      ---------

Net cash provided by financing activities           118,023         45,954
                                                  ---------      ---------

Net decrease in cash and cash equivalents               499         (9,178)

Cash and cash equivalents, beginning of year          2,090         11,069
                                                  ---------      ---------

Cash and cash equivalents, end of year            $   2,589      $   1,891
                                                  =========      =========


                                       7
<PAGE>

                         TECHNOL FUEL CONDITIONERS, INC.
                 STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT
<TABLE>
<CAPTION>
                  Common Stock
            700,000,000 shares authorized                    Additional               Accumulated
       Shares                 $0.001 par value             Paid-in Capital               Deficit                   Total
     ----------               ----------------             ---------------            -----------                ----------
<S>                               <C>                         <C>                     <C>                        <C>
     19,675,000                   19,675                      528,625                 (1,641,770)                (1,093,470)

             --                      -                            --                     (99,465)                   (99,465)
     ----------                   ------                      -------                 ----------                 ----------

     19,675,000                   19,675                      528,625                 (1,741,235)                (1,192,935)

             --                                 -                          -            (171,334)                  (171,334)
     ----------                   ------                      -------                 ----------                 ----------

     19,675,000                   19,675                      528,625                 (1,912,569)                (1,364,269)
     ==========                   ======                      =======                 ==========                 ==========
</TABLE>

                                       8
<PAGE>
                         TECHNOL FUEL CONDITIONERS, INC.
                               September 30, 2004

NOTES TO FINANCIAL STATEMENTS

     NOTE 1 - BASIS OF PRESENTATION

     The accompanying unaudited financial statements have been prepared in
     accordance with generally accepted accounting principles for interim
     financial information and pursuant to the rules and regulations of the
     Securities and Exchange Commission ("SEC"). The accompanying financial
     statements for the interim periods are unaudited and reflect all
     adjustments (consisting only of normal recurring adjustments) which are, in
     the opinion of management, necessary for a fair presentation of the
     financial position and operating results for the periods presented. These
     financial statements should be read in conjunction with the Company's
     financial statements for the years ended December 31, 2003 and 2002 and
     notes thereto contained in the Company's Annual Report on Form 10-KSB for
     the year ended December 31, 2003 as filed with the SEC . The results of
     operations for the nine months ended September 30, 2004 are not necessarily
     indicative of the results for the full fiscal year ending December 31,
     2004.

     NOTE 2 - OVERVIEW

     Technol Fuel Conditioners, Inc. ("Technol") was incorporated in New Jersey
     on January 4, 1991 as OTC, Inc. The name was changed on June 27, 2000.
     Technol is in the business of wholesaling, distributing and retailing oil
     additives.

     Effective January 2, 2002, Technol agreed to recapitalize with both
     Brazilian-Indio Services.com, Inc. "(BIS)" (an Oregon corporation) and USR
     Holdings Co. "(USRH)". At this date, Technol became a wholly-owned
     subsidiary of BIS and USRH was spun off to USRH's former majority
     shareholder. To accommodate this recapitalization, (a) 319,137 shares were
     redistributed from certain Technol shareholders to three new shareholders
     and accounted for as shares issued for services rendered in 2001 and valued
     at their estimated fair value of $.50 per share, (b) Technol's existing
     shareholders holding 1,185,600 shares were issued 11,260,000 shares in BIS
     and accounted for as a stock split, (c) former USRH shareholders were
     issued 1.408,470 shares in BIS, (d) existing BIS shareholders were reduced
     via a reverse stock split to 200,000 shares, (e) Technol Funding Group, an
     entity formed to accomplish this recapitalization was issued 6,553,530
     shares for services in connection with the recapitalization and (f) 253,000
     shares was issued under a private placement memorandum for $126,000 in cash
     contributed to Technol in 2001. Immediately after the merger, BIS's name
     was changed to Technol Fuel Conditioners, Inc. Because original BIS
     shareholders retained only a tiny fraction of the combined entity, the
     purchase was accounted for as a reverse merger.

                                       9
<PAGE>
                         TECHNOL FUEL CONDITIONERS, INC.
                               September 30, 2004

     Hereinafter, all references to Technol refer to the original Technol entity
     with shares as issued from Technols' inception and including the
     recapitalization as described above.

     Estimates and assumptions that affect amounts reported are used by
     management to prepare these financial statements and accompanying footnotes
     in conformity with accounting principles generally accepted in the United
     State of America. Actual results could differ from those estimates.

     NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Use of estimates
     ----------------

     The preparation of financial statements in accordance with accounting
     principles generally accepted in the United States of America requires
     management to make estimates and assumptions that affect the reported
     amounts of assets, liabilities and disclosures at the date of the financial
     statements and during the reporting period. Accordingly, actual results
     could differ from those estimates.

     Cash and Cash Equivalents
     -------------------------

     Technol considers all highly liquid investments with maturity of three
     months of less at the date of purchase to be cash equivalents include
     repurchase agreements collateralized by U.S. government securities and
     certificates of deposit.

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

     Technol recognizes revenue when persuasive evidence of an arrangement
     exits, delivery has occurred, the sales price is fixed or determinable and
     collectibility is probable. Revenue is derived from sales of Technols' oil
     additive products and is recognized when the items are shipped.

     Allowance for doubtful accounts
     -------------------------------

     Bad debt expense is recognized based on management's estimate of likely
     losses per year, based on past experience and an estimate of current year
     uncollectible amounts. There was no allowance at September 30, 2004.

                                       10
<PAGE>
                         TECHNOL FUEL CONDITIONERS, INC.
                               September 30, 2004

     Inventory
     ---------

     Inventory is stated at the lower of cost or market. Cost is determined by
     the first-in, first-out (FIFO) method. No allowance has been recorded as of
     September 30, 2004.

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

     Property and equipment are recorded at cost. Depreciation is recorded over
     estimated useful lives of the respective assets on a straight-line basis.

     Advertising costs
     -----------------

     Advertising costs are expensed as incurred. For the nine months ended
     September 30, 2004 and 2003, advertising costs aggregated approximately
     $14,855 and $12,944.

     Earnings (Loss) Per Share
     -------------------------

     Basic net income (loss) per common share is computed using the weighted
     average number of common shares outstanding during the periods. Diluted net
     income (loss) per share is computed using the weighted average number of
     common and dilutive common equivalent shares outstanding during the year.

     Income taxes
     ------------

     Technol recognizes deferred tax assets and liabilities based on differences
     between the financial reporting and tax bases of assets and liabilities
     using the enacted tax rates and laws that are expected to be in effect when
     the differences are expected to be recovered. Technol provides a valuation
     allowance for deterred tax assets for which it does not consider
     realization of such assets to be more likely than not.

     Basic and diluted loss per common share is calculated by dividing the net
     loss by the weighted average shares outstanding. There are no dilutive
     securities.

                                       11
<PAGE>
                         TECHNOL FUEL CONDITIONERS, INC.
                               September 30, 2004

     Recent Accounting Pronouncements
     --------------------------------

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

     Other-Than-Temporary Impairment of Investments

     In March 2004, the EITF of the FASB reached a consensus on Issue No. 03-01,
     "The Meaning of Other-Than-Temporary Impairment and Its Application to
     Certain Investments" ("EITF 03-01"). EITF 03-01 addresses the meaning of
     other-than-temporary impairment and its application to debt and equity
     securities within the scope of SFAS No. 115, "Accounting for Certain
     Investments in Debt and Equity Securities" ("SFAS 115") and equity
     securities that are not subject to the scope of SFAS 115 and not accounted
     for under the equity method of accounting. As of December 31, 2004, the
     Company determined that EITF 03-01 had no impact on its consolidated
     financial statements.

     Contingently Convertible Instruments

     In September 2004, the EITF reached a consensus on Issue No. 04-08, "The
     Effect of Contingently Convertible Instruments on Diluted Earnings Per
     Share" ("EITF 04-08"), which is effective for reporting periods ending
     after December 15, 2004. EITF 04-08 requires companies to include shares
     issuable under convertible instruments in diluted earnings per share
     computations (if dilutive) regardless of whether the market price trigger
     (or other contingent feature) has been met. In addition, prior period
     earnings per share amounts presented for comparative purposes must be
     restated. EITF 04-08 did not impact earnings per share in 2004.

     Inventory Pricing

     In November 2004, the Financial Accounting Standards Board ("FASB") issued
     Statement of Financial Accounting Standard ("SFAS") No. 151, "Inventory
     Costs." The new statement amends Accounting Research Bulletin ("APB") No.
     43, Chapter 4, "Inventory Pricing," to clarify the accounting for abnormal
     amounts of idle facility expense, freight, handling costs, and wasted
     material. This statement requires that those items be recognized as
     current-period charges and requires that allocation of fixed production
     overheads to the cost of conversion be based on the normal capacity of the
     production facilities. This statement is effective for fiscal years
     beginning after June 15, 2005. The Company does not expect adoption of this
     statement to have a material impact on its financial condition or results
     of operations.

                                       12
<PAGE>
                         TECHNOL FUEL CONDITIONERS, INC.
                               September 30, 2004

     Share-Based Payment

     In December 2004, the FASB issued a revision of SFAS 123 ("SFAS 123(R)")
     that will require compensation costs related to share-based payment
     transactions to be recognized in the statement of operations. With limited
     exceptions, the amount of compensation cost will be measured based on the
     grant-date fair value of the equity or liability instruments issued. In
     addition, liability awards will be remeasured each reporting period.
     Compensation cost will be recognized over the period that an employee
     provides service in exchange for the award. SFAS 123(R) replaces SFAS 123
     and is effective as of the first interim period beginning after June 15,
     2005. Based on the number of shares and awards outstanding as of December
     31, 2004 (and without giving effect to any awards which may be granted in
     2005), we expect that the adoption of SFAS 123(R) will have no material
     impact to the financial statements.

     NOTE 4 - SUBSEQUENT EVENTS

     Pursuant to an Agreement and Plan of Acquisition dated as of April 10, 2005
     (the "Acquisition Agreement"), by and among Technol and Allied
     Syndications, Inc., a Texas corporation ("Allied"), Technol acquired Allied
     as a partially owned operating subsidiary of the Technol (the
     "Acquisition") pursuant to an Agreement and Plan of Acquisition between the
     Technol and Allied. The Acquisition was dated April 10, 2005 and will be
     effective upon filing the Articles of Share Acquisition in Colorado and
     Texas. Allied will become a wholly owned subsidiary of Technol pursuant to
     the Acquisition and the completion of the "second step" of the Acquisition
     pertaining to the noncontrol blocks of Allied.

                                       13
<PAGE>

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OR  PLAN OF OPERATION

BACKGROUND

Technol Fuel Conditioners, Inc., a New Jersey based corporation, was established
in 1965 to manufacture, package, market and distribute unique and
technologically superior lubricants, fuel improvers, surfactants and detergents
to aid in the fight against environmental pollution. Today, Technol combines
established product lines to achieve this goal and is equipped to present
advanced lubrication, superior fuel stabilizers and detergents for today's
automotive aftermarket, gas and diesel engines, equipment and heavy industrial
machinery. On March 6, 2000, at a meeting of the Directors, key employees and
shareholders, it was unanimously agreed to alter the company's name. The name
"Technol" was trademarked with the United State Office of Patents and Trademarks
in 1991 and has been owned by Technol every since. The name "OTC," representing
"Oil Technology Corporation," used by the previous ownership was abbreviated and
been adopted by Technol under the new ownership. It was agreed at the
aforementioned meeting that the company name should indicate its product or
service. As such, the company officially changed its name to "Technol Fuel
Conditioners, Inc." which became effective on September 15, 2000. As the owner
and manufacturer of environmentally-friendly fuel treatments and conditioners,
Technol Fuel Conditioners, Inc.'s products are specifically designed to reduce
emissions, and lower maintenance and fuel costs. Technol has been focused on
improving fuel quality, and thereby, the performance, handling, and economics of
fuel products, and to aid in regulatory compliance with the requirements of the
Environmental Protection Agency (EPA), the Occupational Safety & Hazards
Administration (OSHA) and the Bureau of Mines.

MANAGEMENT DISCUSSION AND ANALYSIS

FIRST NINE MONTHS OF 2004 ENDING SEPTEMBER 30, 2004 VERSUS FIRST NINE MONTHS OF
2003 ENDING SEPTEMBER 30, 2003

During the first nine months of 2004 ending September 30, 2004 (the "First Nine
Months 2004"), we had Revenues of $208,669 compared to Revenues of $190,200 for
the first nine months of 2003 ending September 30, 2003 (the "First Nine Months
2003"). The increase in Revenues of $18,489 during the nine month period - which
represented an increase of about 9.71% reflected our management's icreased
efforts to secure marketing opportunities for our products.

The increase in Revenues was also accompanied by an increase in Cost of Sales as
Cost of Sales during the First Nine Months 2004 increased to $93,293 which
resulted in a Gross Margin of about 55.29% as we recorded a Gross Margin of
$115,376 during this period. That compares to the First Nine Months 2003 when we
incurred Cost of Sales of $86,175 which resulted in a Gross Margin of about
54.69% as we recorded a Gross Margin of $104,025 during the same period in 2003.
The slight increase in Gross Margin was due to changes in product mix from 2003
to 2004 that enhanced our margins to a slight degree.

                                       14
<PAGE>

        Despite the improvement in Gross Margin in the First Nine Months of
        2004, our Selling, general, and administrative expenses increased to
        $237,876 during the First Nine Months 2004. This represented an increase
        of about 89.46% from the $125,025 in Selling general, and administrative
        expenses incurred during the First Nine Months 2003. The increase in
        Selling, general and administrative expenses primarily was due to
        management salaries, legal fees, costs, and other expenses that we
        incurred in exploring other business opportunities, in re-focusing our
        business, and in other steps we took to review and evaluate other
        opportunities.

        As a result, we incurred a Loss from Operations during the First Nine
        Months 2004 of $122,500 compared to a Loss from Operations of $21,533
        during the First Nine Months 2003. We also incurred Interest expense
        (net) of ($48,834) during the First Nine Months 2004. This compares to
        Interest expense (net) of ($45,191) during the First Nine Months 2003.

        As a result, we incurred a Net Loss of $171,334 during the First Nine
        Months of 2004 compared to a Net Loss of only $66,724 during the First
        Nine Months 2003. During both periods our Basic and diluted loss per
        share was ($0.01) as we had an average of 19,675,000 shares outstanding
        during both periods.

        THREE MONTHS ENDING SEPTEMBER 30, 2004 VERSUS THREE MONTHS ENDING
        SEPTEMBER 30, 2003

        For the three months ending September 30, 2004 (the "Third Quarter
        2004"), we recorded Revenues of $66,493 compared to Revenues of $82,444
        recorded during the three months ending September 30, 2003.

        Our Cost of Sales for the Third Quarter 2004 was $34,886which resulted
        in a Gross Margin of $31,607 or about 47.53% during that period. This
        compares to a Cost of Sales of $28,417 incurred during the Third Quarter
        2003 which resulted in a Gross Margin of $54,027 or about 65.53% during
        the Third Quarter 2003. The decline in our Gross Margin was largely due
        to changes in our product mix as we sold lower margin products during
        the Third Quarter 2004 compared to the Third Quarter 2003 and we also
        had greater pricing pressures during the Third Quarter 2004 as well.

        With a reduced Gross Margin, we also incurred greater Selling, general,
        and administrative expenses during the Third Quarter 2004 as these
        expenses were $78,725 compared to only $16,294 in Selling general and
        administrative expenses recorded during the Third Quarter 2003. The
        increase of over 383% from the amount of Selling, general and
        administrative expenses recorded in the Third Quarter 2003 to the 2004
        period resulted primarily from increased management salaries, legal and
        accounting fees, marketing expenses, and related costs that we incurred
        as we continued to evaluate other opportunities and businesses.

        Our Loss from Operations for the Third Quarter 2004 was $47,118 compared
        to a Loss from Operations of $37,733 incurred during the Third Quarter
        2003. Our Interest expense (net) of $24,417 for the Third Quarter 2004
        compares to $14,064 in Interest expense (net) for the Third Quarter
        2003.

                                       15
<PAGE>

As a result our Net Loss was $71,535 during the Third Quarter 2004 which
resulted in a Basic and diluted loss per common share of ($0.00) during that
period. This compares to a Net Loss of $23,669 incurred during the Third Quarter
2003 which resulted in a Basic and diluted loss per common share of $(0.01).
During both periods we had 19,675,000 average shares outstanding.

CAPITAL RESOURCES AND LIQUIDITY

We have no real liquidity and no apparent source of significant financing. On a
going-forward basis, we anticipate that we will need between $15,000 to $20,000
or more annually merely to maintain the Company's existence and to pay the
expenses and costs that it incurs to ensure that the Company can remain a
corporate enterprise with all of the attendant responsibilities, filings, and
associated documentation. For these and other reasons, we recognize the
continuing difficulties and challenges we face.

There can be no assurance that the Company will receive any financing or funding
from any source or if any financing should be obtained, that existing
shareholders will not incur substantial, immediate, and permanent dilution of
their existing investment.

Further, there can be no assurance that the Company will be successful in
obtaining any additional financing, or if the Company receives any additional
financing, that any such financing can be obtained on terms that may be deemed
reasonable given the Company's current financial condition.

ITEM 2A.  FACTORS THAT MAY AFFECT FUTURE RESULTS

The Company's business organization and existing debt and obligations on its
balance sheet all involve elements of substantial risk. In many instances, these
risks arise from factors over which the Company will have little or no control.
Some adverse events may be more likely than others and the consequence of some
adverse events may be greater than others. No attempt has been made to rank
risks in the order of their likelihood or potential harm. In addition to those
general risks enumerated elsewhere, any purchaser of the Company's Common Stock
should also consider the following factors. The Company's business organization
and existing debt and obligations on its balance sheet all involve elements of
substantial risk. In this context, these risks arise from factors over which the
Company will have little or no control. Some adverse events may be more likely
than others and the consequence of some adverse events may be greater than
others. No attempt has been made to rank risks in the order of their likelihood
or potential harm. In addition to those general risks enumerated elsewhere, any
purchaser of the Company's Common Stock should also consider the following
factors.

1. CONTINUED OPERATING LOSSES. We incurred significant losses during the twelve
months ending December 31, 2003. The size and magnitude of these losses and our
limited ability to fund these losses makes the Company and its existence
precarious. We cannot assure that our operations will be successful or that we
will be profitable in the future.

                                       16
<PAGE>

2. LIMITED ASSETS, BUSINESS, OPERATIONS & EXTRAORDINARY UNCERTAINTIES. The
Company has only limited assets, business and operations and there can be no
assurance that the Company will regain or acquire any new assets in the future.
While the Company may later search for other ventures, the ability of the
Company to undertake any such future venture will likely be severely limited and
there can be no assurance that the Company will ever acquire any other business
venture or if such a venture is acquired, that any such venture can be acquired
on any reasonable terms in light of the Company's current financial
circumstances.

3. LIMITED BUSINESS, LIMITED EQUITY, & NEED FOR ADDITIONAL FINANCING. The
Company has only limited business, limited equity, and limited operations. If
the Company is to develop or acquire any new business, the Company will need to
obtain significant additional equity or debt financing on reasonable terms.
There can be no guarantee that the Company will be successful in obtaining any
such financing or if it is obtained, that stockholders will not lose all of
their investment. Further, given our small size and the comparatively greater
managerial, financial, and marketing resources of our competitors, we face
continuing competitive pressures which will likely continue to adversely impact
our ability to remain as a viable business entity.

4. SUBORDINATE TO EXISTING AND FUTURE DEBT & AUTHORIZED BUT UNISSUED PREFERRED
STOCK. All of the Common Stock is subordinate to the claims of the Company's
existing and future creditors and any future holders of the Company's preferred
stock. The Company is authorized to issue shares of the Company's preferred
stock.

5. OTHER FACTORS CITED IN FORM 10-KSB AS PREVIOUSLY FILED. The Company faces
many risks and uncertainties. These also include those risks and uncertainties
recited in the Company's most recent Form 10-KSB. Any investor who purchases the
Company's Common Stock should be prepared to lose their entire investment.

ITEM 3.   CONTROLS AND PROCEDURES

(a) Evaluation of Disclosure Controls and Procedures.

The Company carried out an evaluation, under the supervision and with the
participation of the Company's management, including the Company's Chief
Executive and Chief Financial Officer, of the effectiveness of the design and
operation of the Company's disclosure controls and procedures pursuant to
Exchange Act Rule 13a-14. Based upon that evaluation, the Chief Executive and
Chief Financial Officer concluded that the Company's disclosure controls and
procedures are effective in timely alerting him to material information required
to be included in the Company's periodic SEC filings relating to the Company
(including its consolidated subsidiaries).

(b) Changes in Internal Controls.

There were no significant changes in the Company's internal controls or in other
factors that could significantly affect these internal controls subsequent to
the date of our most recent evaluation.

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<PAGE>
                                     PART II

ITEM 1.   LEGAL PROCEEDINGS

We are not aware of any material pending legal proceeding to which we are a
party or of which any of our property is the subject. We are not aware of our
Company's involvement in violations of Federal, State or local statutes or
ordinances with environmental protection.

ITEM 2.   CHANGES IN SECURITIES

During the quarter ended September 30, 2004, there were no changes in
securities.


ITEM 3.   DEFAULTS UPON SENIOR SECURITIES

During the quarter ended September 30, 2004 there were no defaults upon senior
securities.


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

During the quarter ended September30, 2004, there were no matters submitted to a
vote of the Company's shareholders.

ITEM 5.   OTHER INFORMATION

None.


ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

None.

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

a)        Exhibits

Exhibit 31.1      Certification
Exhibit 31.2      Certification
Exhibit 32.1      Certification
Exhibit 32.2      Certification


b)        Reports

No other Reports were filed by the Company during the three months ending
September 30, 2004.

                                       18
<PAGE>
                                   SIGNATURES

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

                                        TECHNOL FUEL CONDITIONERS, INC.

DATE: March 14, 2006                    By: /s/ Shane Polson
                                            -------------------------
                                                Shane Polson
                                                President,
                                                Acting Chief Operating Officer,
                                                Treasurer, and Chairman











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