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 MARCH 31, 2005.

   [_] 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: (954) 489-1210
                                                           --------------


              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 March 31, 2005 is 19,675,000.

<PAGE>
                         TECHNOL FUEL CONDITIONERS, INC.

                                TABLE OF CONTENTS
<TABLE>
<CAPTION>
                                                                                            PAGE
                                                                                           NUMBER
PART I - FINANCIAL INFORMATION                                                             ------
<S>                                                                                          <C>
         ITEM 1.  FINANCIAL STATEMENTS
                  CONSOLIDATED BALANCE SHEETS
                           MARCH 31, 2005 (UNAUDITED) AND MARCH 31, 2004.....................5
                  CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
                           THREE MONTHS ENDED MARCH 31, 2005 (UNAUDITED)
                           AND THREE MONTHS ENDED MARCH 31, 2004
                           (UNAUDITED).......................................................6
                  CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
                           THREE MONTHS ENDED MARCH 31, 2005 AND JUNE 30, 2004...............7
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED).....................9

         ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                  AND RESULTS OF OPERATIONS.................................................13
         ITEM 2A. FACTORS THAT MAY AFFECT FUTURE RESULTS....................................14
         ITEM 3. CONTROLS AND PROCEDURES....................................................15

PART II - OTHER INFORMATION

         ITEM 1. LEGAL PROCEEDINGS..........................................................16
         ITEM 2. CHANGES IN SECURITIES......................................................16
         ITEM 3. DEFAULTS UPON SENIOR SECURITIES............................................16
         ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS........................16
         ITEM 5. OTHER INFORMATION..........................................................16
         ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K...........................................16
</TABLE>

                                       2
<PAGE>

PART I   MATTER OF FORWARD-LOOKING STATEMENTS

THIS FORM 10-QSB CONTAINS "FORWARD-LOOKING STATEMENTS" THAT CAN BE IDENTIFIED BY
THE USE OF FORWARD-LOOKING WORDS SUCH AS "BELIEVES," "EXPECTS," "MAY," "WILL,"
"SHOULD," OR "ANTICIPATES," OR THE NEGATIVE OF THESE WORDS OR OTHER VARIATIONS
OF THESE WORDS OR COMPARABLE WORDS, OR BY DISCUSSIONS OF PLANS OR STRATEGY THAT
INVOLVE RISKS AND UNCERTAINTIES. MANAGEMENT WISHES TO CAUTION THE READER THAT
THESE FORWARD-LOOKING STATEMENTS, INCLUDING, BUT NOT LIMITED TO, STATEMENTS
REGARDING THE COMPANY'S MARKETING PLANS, GOALS, COMPETITIVE AND TECHNOLOGY
TRENDS AND OTHER MATTERS THAT ARE NOT HISTORICAL FACTS ARE ONLY PREDICTIONS. NO
ASSURANCES CAN BE GIVEN THAT SUCH PREDICTIONS WILL PROVE CORRECT OR THAT THE
ANTICIPATED FUTURE RESULTS WILL BE ACHIEVED. ACTUAL EVENTS OR RESULTS MAY DIFFER
MATERIALLY EITHER BECAUSE ONE OR MORE PREDICTIONS PROVE TO BE ERRONEOUS OR AS A
RESULT OF OTHER RISKS FACING THE COMPANY. FORWARD-LOOKING STATEMENTS SHOULD BE
READ IN LIGHT OF THE CAUTIONARY STATEMENTS AND IMPORTANT FACTORS DESCRIBED IN
THIS FORM 10-QSB, INCLUDING, BUT NOT LIMITED TO "THE FACTORS THAT MAY AFFECT
FUTURE RESULTS" SHOWN AS ITEM 2A AND IN MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS. THE RISKS INCLUDE, BUT ARE NOT
LIMITED TO, THE RISKS ASSOCIATED WITH AN EARLY-STAGE COMPANY THAT HAS ONLY A
LIMITED HISTORY OF OPERATIONS, THE COMPARATIVELY LIMITED FINANCIAL RESOURCES OF
THE COMPANY, THE INTENSE COMPETITION THE COMPANY FACES FROM OTHER ESTABLISHED
COMPETITORS, TECHNOLOGICAL CHANGES THAT MAY LIMIT THE ABILITY OF THE COMPANY TO
MARKET AND SELL ITS PRODUCTS AND SERVICES OR ADVERSELY IMPACT THE PRICING OF
THESE PRODUCTS AND SERVICES, AND MANAGEMENT THAT HAS ONLY LIMITED EXPERIENCE IN
DEVELOPING SYSTEMS AND MANAGEMENT PRACTICES. ANY ONE OR MORE OF THESE OR OTHER
RISKS COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THE FUTURE RESULTS
INDICATED, EXPRESSED, OR IMPLIED IN SUCH FORWARD-LOOKING STATEMENTS. WE
UNDERTAKE NO OBLIGATION TO UPDATE OR REVISE ANY FORWARD-LOOKING STATEMENT TO
REFLECT EVENTS, CIRCUMSTANCES, OR NEW INFORMATION AFTER THE DATE OF THIS FORM
10-QSB OR TO REFLECT THE OCCURRENCE OF UNANTICIPATED OR OTHER SUBSEQUENT EVENTS.

                                       3
<PAGE>

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, 2004 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, 2004. Accordingly, consolidated unaudited
interim financial statements, including a balance sheet for the Company as of
the fiscal quarter ended March 31, 2005, 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 5 through 8 and are incorporated herein by this reference.

                                       4
<PAGE>
                 TECHNOL FUEL CONDITIONERS, INC.
                         BALANCE SHEETS

                                                     March 31       December 31
                                                       2005             2004
                                                   -----------      -----------
                                                   (Unaudited)
                        ASSETS
CURRENT ASSETS
Cash and cash equivalents                          $        --      $        --
Accounts receivable, net
                                                        18,243           46,732
Inventory, net
                                                        10,156           13,292
Prepaid expenses and other current assets
                                                           410              410
                                                   -----------      -----------
Total Current Assets                                    28,809           60,434

Fixed Assets, net                                        2,710            2,710

                                                   -----------      -----------
Total Assets                                       $    31,519      $    63,144
                                                   ===========      ===========

      LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES
Cash overdraft                                     $       758      $       211
Accounts payable
                                                        31,754           30,418
Accrued liabilities
                                                       326,340          326,340
Line of credit from related party
                                                       350,530          350,530
Loans payable to stockholder
                                                       888,287          843,220
                                                   -----------      -----------

Total Liabilities                                    1,597,669        1,550,719
                                                   -----------      -----------

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                                 (2,114,450)      (2,035,875)
                                                   -----------      -----------
Total Stockholders' Deficit                         (1,566,150)      (1,487,575)
                                                   -----------      -----------

Total Liabilities & Stockholders' Deficit          $    31,519      $    63,144
                                                   ===========      ===========

                                       5
<PAGE>
                         TECHNOL FUEL CONDITIONERS, INC.
                            STATEMENTS OF OPERATIONS
                      For the three months ended March 31,

                                              March 31           March 31
                                                2005               2004
                                            ------------      ------------

REVENUES                                    $     43,573      $    107,002

COST OF SALES                                     24,690            42,318
                                            ------------      ------------

GROSS MARGIN                                      18,883            64,684

Selling, general and administrative               97,458            94,549
                                            ------------      ------------

   Loss from operations                          (78,575)          (29,865)

  Interest expense, net                               --           (23,293)
                                            ------------      ------------


NET LOSS                                    $    (78,575)     $    (53,158)
                                            ============      ============

Basic and diluted loss per common share     $      (0.00)     $      (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 three months ended March 31,

                                                    2005          2004
                                                  --------      --------
Cash Flows from Operating Activities:
Net loss                                          $(78,575)     $(53,158)
Adjustments to reconcile net loss to net cash
  used by operating activities:
   Depreciation and amortization                        --            --
Changes in operating assets and liabilities:
   Accounts receivable                              28,489        65,574
    Inventory                                        3,136           776
    Accounts payable and accrued expenses            1,336         6,492
                                                  --------      --------

Net cash used in operating activities              (45,614)       19,684
                                                  --------      --------

Cash Flows from Financing Activities:
   Proceeds from notes to stockholders              45,067            --
   Net change in line of credit                         --       (15,049)
                                                  --------      --------

Net cash provided by financing activities           45,067       (15,049)
                                                  --------      --------

Net decrease in cash and cash equivalents             (547)        4,635

Cash and cash equivalents, beginning of year          (211)        2,090
                                                  --------      --------

Cash and cash equivalents, end of year            $   (758)     $  6,725
                                                  ========      ========

                                       7
<PAGE>
                         TECHNOL FUEL CONDITIONERS, INC.
                 STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT
<TABLE>
<CAPTION>
                                             Common Stock                    Additional
                                        700,000,000 shares authorized         Paid-in            Accumulated
                                       Shares         $0.001 par value        Capital              Deficit               Total
                                     ----------       ----------------       ----------          -----------          ----------
<S>                                  <C>                     <C>                <C>              <C>                  <C>
Balance - December 31, 2002          19,675,000              19,675             528,625          (1,641,770)          (1,093,470)

Net loss                                     --                  --                  --             (99,465)             (99,465)
                                     ----------          ----------          ----------          ----------           ----------

Balance - December 31, 2003          19,675,000              19,675             528,625          (1,741,235)          (1,192,935)

Net loss                                     --                  --                  --            (294,640)            (294,640)
                                     ----------          ----------          ----------          ----------           ----------

Balance - December 31, 2004          19,675,000              19,675             528,625          (2,035,875)          (1,487,575)

Net loss                                     --                  --                  --             (78,575)             (78,575)
                                     ----------          ----------          ----------          ----------           ----------

Balance - December 31, 2004          19,675,000              19,675             528,625          (2,114,450)          (1,566,150)
                                     ==========          ==========          ==========          ==========           ==========
</TABLE>

                                       8
<PAGE>
                         TECHNOL FUEL CONDITIONERS, INC.

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, 2004 and 2003 and
     notes thereto contained in the Company's Annual Report on Form 10-KSB for
     the year ended December 31, 2004 as filed with the SEC . The results of
     operations for the three months ended March 31, 2005 are not necessarily
     indicative of the results for the full fiscal year ending December 31,
     2005.

     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 pun 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.

     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.

                                       9
<PAGE>

     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 March 31, 2005.

     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
     March 31, 2005.

     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 three months ended
     March 31, 2005 and 2004, advertising costs aggregated approximately $4,121
     and $1,111.

                                       10
<PAGE>

     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.

     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

                                       11
<PAGE>

     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.

     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.

                                       12
<PAGE>

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

BACKGROUND OF COMPANY

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 is a small
company that 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 June 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. We are a small
company with limited financial resources and limited operations.

MANAGEMENT DISCUSSION AND ANALYSIS OF OPERATIONS

First Quarter ending March 31, 2005 versus First Quarter ending March 31, 2004

During the first quarter ending March 31, 2005 (the "First Quarter 2005"), we
recorded Revenues of only $43,573 compared to Revenues of $107,002 recorded
during the first quarter ending March 31, 2004 (the "First Quarter 2004).

Cost of Sales during the First Quarter 2005 were $24,690 which resulted in a
Gross Margin of $18,883 or about 43% compared to Cost of Sales of $42,318 on
Revenues of $107,002 during the First Quarter 2004 or a Gross Margin of about
60%. The lower Gross Margin during the First Quarter 2005 was primarily due to a
lower product volumes and higher fixed costs for the products sold during that
period compared to First Quarter 2004.

By comparison, our Selling, general, and administrative expenses during the
First Quarter 2005 were $97,458 which represented an increase of about 3.1% from
Selling, general, and administrative costs of $94,549 incurred during the First
Quarter 2004. The increase in Selling, general and administrative costs during
the First Quarter 2005 was due primarily to increased marketing efforts and
certain administrative expenses that we incurred during the period.

As a result, we incurred a Loss from Operations of $78,575 during the First
Quarter 2005 compared to a Loss from Operations of $29,865 during the First

                                       13
<PAGE>

Quarter 2004. We also had Interest expense (net) of $0 during the First Quarter
2005 compared to Interest expense (net) of ($23,293) during the First Quarter
2004. The level of Interest expense (net) reflected the excess of interest
earned over the interest expenses paid during each of these periods.

All of these factors resulted in a Net Loss of $78,575 during the First Quarter
2005 compared to a Net Loss of $53,158 for the First Quarter 2004. During both
periods we had an aggregate of 19,675,000 shares outstanding which produced a
Basic and diluted loss per common share of $(0.00) during the First Quarter 2005
compared to a Basic and diluted loss per common share of $(0.01) during the
First Quarter 2004.

CAPITAL RESOURCES AND LIQUIDITY

The Company has no real liquidity and no apparent source of significant
financing. On a going-forward basis, the Company anticipates that it 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, the Company's management recognizes adverse difficulties and challenges
it faces. 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, 2004. We cannot assure you that our operations will
be successful or that we will be profitable in the future.

                                       14
<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.

                                       15
<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 March 31, 2005, there were no changes in securities.


ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

During the quarter ended March 31, 2005 there were no defaults upon senior
securities.

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

During the quarter ended March 31, 2005, 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

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 March
31, 2005.

                                       16
<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

                                       17