Unknown;

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 December 31, 2004



[ ] Transition Report Under Section 13 or 15(d) of the Securities

Exchange Act of 1934



For the transition period from ______________ to _____________



Commission File Number: 0-29493



Tekron, Inc.

-------------------------------------------------------------------------

(Exact name of small business issuer as specified in its charter)



Delaware   51-0395658

--------------------------------------------------------------------------

(State of incorporation)                        (IRS Employer ID)

Number)



71 Sir James Court, Arva, Ontario N0M 1C0

----------------------------------------------------------------------

(Address of principal executive offices)



(519) - 661-0609

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(Issuer's telephone number)



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





YES [X]

NO [  ]









---





APPLICABLE ONLY TO CORPORATE ISSUERS



State the number of shares  outstanding of each of the issuer's  classes of common equity as of the latest practicable date:



December 31, 2004:  52,445,000 common shares





Transitional Small Business Disclosure Format (Check one): YES [  ] NO [X]



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Tekron, Inc.



Form 10-QSB for the Quarter ended December 31, 2004



Table of Contents



Part I - Financial Information

Page



Item 1

Financial Statements

3

Item 2

Management's Discussion and Analysis of Plan of

Operation

14

Item 3

Controls and Procedures

14



Part II - Other Information



Item 1

Legal Proceedings

17

Item 2

Changes in Securities

17

Item 3

Defaults Upon Senior Securities

18

Item 4

Submission of Matters to a Vote of Security Holders

18

Item 5

Other Information

18

Item 6

Exhibits and Reports on Form 8-K

18





---





PART I



FINANCIAL INFORMATION



Item 1:

Financial Statements



|TEKRON INC.                    |  |  |  |                     |                      
|------------------------------ |  |  |  | ------------------- | ---------------------
|(A DEVELOPMENT STAGE COMPANY)  |  |  |  |                     |                      
|BALANCE SHEET                  |  |  |  |                     |                      
|                               |  |  |  |                     |                      
|                               |  |  |  | DECEMBER            | MARCH                
|                               |  |  |  | 31,                 | 31,                  
|                               |  |  |  | 2004                | 2004                 
|                               |  |  |  | (UNAUDITED)         | (AUDITED)            
|ASSETS                         |  |  |  |                     |                      
|                               |  |  |  |                     |                      
|CURRENT                        |  |  |  |                     |                      
|Cash                           |  |  |  | $                 - | $                   -
|                               |  |  |  |                     |                      
|Total Current Assets           |  |  |  | -                   | -                    
|                               |  |  |  |                     |                      
|INVESTMENTS                    |  |  |  | 3,000,000           | 3,000,000            
|                               |  |  |  |                     |                      
|FIXED - AT COST                |  |  |  |                     |                      
|Office furniture and equipment |  |  |  | 2,093               | 2,770                
|Less: Accumulated depreciation |  |  |  | (314)               | -                    
|                               |  |  |  |                     |                      
|Net Fixed Assets               |  |  |  | 1,779               | 2,770                
|                               |  |  |  |                     |                      
|TOTAL ASSETS                   |  |  |  | $    3,001,779      | $      3,002,770     
|                               |  |  |  |                     |                      

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



---





|TEKRON INC.                                                        |  |  |  |                  |                   
|------------------------------------------------------------------ |  |  |  | ---------------- | ------------------
|(A DEVELOPMENT STAGE COMPANY)                                      |  |  |  |                  |                   
|BALANCE SHEET                                                      |  |  |  |                  |                   
|                                                                   |  |  |  |                  |                   
|                                                                   |  |  |  | DECEMBER         | MARCH             
|                                                                   |  |  |  | 31,              | 31,               
|                                                                   |  |  |  | 2004             | 2004              
|                                                                   |  |  |  | (UNAUDITED)      | (AUDITED)         
|                                                                   |  |  |  |                  |                   
|LIABILITIES AND STOCKHOLDERS' EQUITY                               |  |  |  |                  |                   
|                                                                   |  |  |  |                  |                   
|CURRENT                                                            |  |  |  |                  |                   
|Accounts payable                                                   |  |  |  | $         23,869 | $           18,281
|Advances from officers                                             |  |  |  | 159,620          | 148,111           
|Loan payable - affiliate                                           |  |  |  | 60,310           | 51,682            
|                                                                   |  |  |  |                  |                   
|Total Current Liabilities                                          |  |  |  | 243,799          | 218,074           
|                                                                   |  |  |  |                  |                   
|STOCKHOLDERS' EQUITY                                               |  |  |  |                  |                   
|Common stock - $.001 par value, 100,000,000 shares authorized      |  |  |  |                  |                   
|- issued and outstanding - 52,445,000(March 31, 2004 - 52,445,000) |  |  |  | 52,445           | 52,445            
|                                                                   |  |  |  |                  |                   
|Additional paid in capital                                         |  |  |  | 3,262,225        | 3,262,225         
|                                                                   |  |  |  |                  |                   
|Deficit accumulated during the development stage                   |  |  |  | (556,690)        | (529,974)         
|                                                                   |  |  |  |                  |                   
|Total Stockholders' Equity                                         |  |  |  | 2,757,980        | 2,784,696         
|                                                                   |  |  |  |                  |                   
|TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                         |  |  |  | $    3,001,779   | $      3,002,770  
|                                                                   |  |  |  |                  |                   
|                                                                   |  |  |  |                  |                   

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



---





|TEKRON INC.                   |  |  |  |  |             
|----------------------------- |  |  |  |  | ------------
|(A DEVELOPMENT STAGE COMPANY) |  |  |  |  |             
|STATEMENT OF OPERATIONS       |  |  |  |  |             
|                              |  |  |  |  | FROM        
|                              |  |  |  |  | INCEPTION   
|                              |  |  |  |  | MAY 31, 1994

| | THREE MONTHS ENDED | NINE MONTHS ENDED | TO      
| | ------------------ | ----------------- | --------
| | DECEMBER 31,       | DECEMBER 31,      | DECEMBER

|                                       | 2004            | 2003              | 2004              | 2003                | 31, 2004             
|-------------------------------------- | --------------- | ----------------- | ----------------- | ------------------- | ---------------------
|                                       |                 |                   |                   |                     |                      
|REVENUE                                | $             - | $               - | $               - | $                 - | $                   -
|                                       |                 |                   |                   |                     |                      
|EXPENSES                               |                 |                   |                   |                     |                      
|Consulting fees                        | -               | -                 | 3,687             | -                   | 309,237              
|Depreciation                           | 104             | -                 | 314               | -                   | 314                  
|General and administrative             | 4,077           | 51,084            | 22,715            | 94,614              | 247,140              
|                                       |                 |                   |                   |                     |                      
|Total Operating Expenses               | 4,181           | 51,084            | 26,716            | 94,614              | 556,691              
|                                       |                 |                   |                   |                     |                      
|Net Loss                               | $     (4,181)   | $    (51,084)     | $     (26,716)    | $       (94,614)    | $       (556,691)    
|                                       |                 |                   |                   |                     |                      
|Weighted Average Number of Shares      |                 |                   |                   |                     |                      
|Outstanding - Basic and Diluted        | 52,445,000      | 8,723,750         | 52,445,000        | 26,171,250          |                      
|                                       |                 |                   |                   |                     |                      
|Net loss per share - Basic and Diluted | $             - | $       (0.006)   | $               - | $          (0.004)  |                      
|                                       |                 |                   |                   |                     |                      

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



---





|TEKRON INC.                   |  |  |  |  |             
|----------------------------- |  |  |  |  | ------------
|(A DEVELOPMENT STAGE COMPANY) |  |  |  |  |             
|STATEMENT OF CASH FLOWS       |  |  |  |  |             
|                              |  |  |  |  | FROM        
|                              |  |  |  |  | INCEPTION   
|                              |  |  |  |  | MAY 31, 1994

| |  |  | NINE MONTHS ENDED | TO      
| |  |  | ----------------- | --------
| |  |  | DECEMBER 31,      | DECEMBER

|                                                      |  |  | 2004              | 2003                | 31, 2004             
|----------------------------------------------------- |  |  | ----------------- | ------------------- | ---------------------
|                                                      |  |  |                   |                     |                      
|Cash Flow From Operating Activities                   |  |  | $     (26,716)    | $       (94,614)    | $       (556,691)    
|Net loss                                              |  |  |                   |                     |                      
|Adjustments to reconcile net loss to net cash used in |  |  |                   |                     |                      
|operating activities                                  |  |  |                   |                     |                      
|Stock issued for services                             |  |  | -                 | -                   | 305,550              
|Depreciation                                          |  |  | 314               | -                   | 314                  
|Changes in assets and liabilities                     |  |  |                   |                     |                      
|Accounts payable - increase                           |  |  | 5,588             | 10,244              | 23,869               
|                                                      |  |  |                   |                     |                      
|                                                      |  |  | 5,902             | 10,244              | 329,733              
|                                                      |  |  |                   |                     |                      
|Net Cash Used In Operating Activities                 |  |  | (20,814)          | (84,370)            | (226,958)            
|                                                      |  |  |                   |                     |                      
|Cash Flow From Investing Activities                   |  |  |                   |                     |                      
|Purchase of office furniture                          |  |  | -                 | -                   | (2,092)              
|Foreign exchange adjustment                           |  |  | 1,097             | -                   | -                    
|                                                      |  |  |                   |                     |                      
|Cash Flow Provided By(Used In) Investing Activities   |  |  | 1,097             | -                   | (2,092)              
|                                                      |  |  |                   |                     |                      
|Cash Flow From Financing Activities                   |  |  |                   |                     |                      
|Issuance of stock for cash                            |  |  | -                 | -                   | 9,120                
|Advances from officers                                |  |  | 11,089            | 29,736              | 159,620              
|Loan payable - Affiliate                              |  |  | 8,628             | 53,323              | 60,310               
|                                                      |  |  |                   |                     |                      
|Cash Flow Provided By Financing Activities            |  |  | 19,717            | 83,059              | 229,050              
|                                                      |  |  |                   |                     |                      
|Change in Cash                                        |  |  | -                 | (1,311)             | -                    
|                                                      |  |  |                   |                     |                      
|Cash and cash equivalents - Beginning of period       |  |  | -                 | 1,311               | -                    
|                                                      |  |  |                   |                     |                      
|Cash and cash equivalents - End of period             |  |  | $               - | $                 - | $                   -
|                                                      |  |  |                   |                     |                      

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





---





TEKRON, INC

NOTES TO INTERIM FINANCIAL STATEMENTS

DECEMBER 31, 2004

(UNAUDITED)





Note 1 - Organization and Description of Business



Tekron,  Inc. (Company) was incorporated on May 31, 1994 in accordance with the laws of the State of  Delaware.  The  Company  was formed for the purpose of developing  a marine service company for boat owners that would offer  on-site preventative maintenance and repair services. The Company has had no substantial operations or substantial assets since inception.



On December 5, 2002, the Board of Directors  approved the  authorization to increase the number of authorized  shares of common stock from 20,000,000 shares to 100,000,000  shares. The Company proposes to utilize the additional shares of authorized  common stock provided for as the need may arise,  in connection with future opportunities for expanding the Company's business through investments or acquisitions,  equity financing,  management  incentive plans,  employee benefit plans, and for other purposes.  The par value of the common stock will remain at $0.001 per share.  A Certificate  of Amendment to the Articles of  Incorporation was  adopted  pursuant  to DGCL  Section  141 by the Board of  Directors  of the Corporation by unanimous consent dated December 5, 2002 and was adopted pursuant to DGCL  Section 228 by the holders of a majority  of the  Company's  issued and outstanding  shares of capital  stock  entitled to vote on the matter by written consent of such stockholders dated December 5, 2002.



The  overall  objective  of Tekron,  Inc. is to form  alliances,  merge and acquire  businesses to further their goals.  The current  business plan provides for funding through private placement investment and acquisitions.  The Company has  determined  through its  experience in business that  alternate  sources of business  funding  include  venture  capital  investment,  personal  loans from management, and institutional loans. Tekron's officers and directors have loaned approximately  $160,000  from time of  inception,  primarily  from the Company's president,  Mr. Luigi Brun.



Note 2 - Preparation of Financial Statements



The  preparation  of financial  statements  in conformity  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 and  liabilities  and disclosure of contingent  assets and liabilities at the date of the financial  statements  and the reported  amounts of revenues and expenses  during the reporting  period.  Actual  results could differ from those estimates.



The Company  follows the accrual basis of  accounting  in  accordance  with accounting principles generally accepted in the United States of America and has a year-end of March 31.





TEKRON, INC

NOTES TO INTERIM FINANCIAL STATEMENTS

DECEMBER 31, 2004

(UNAUDITED)





Note 2 - Preparation of Financial Statements(Continued)



Management further  acknowledges that it is solely responsible for adopting sound accounting  practices,  establishing and maintaining a system of internal accounting  control and preventing and detecting  fraud. The Company's system of internal  accounting  control is designed to assure,  among other items, that 1) recorded  transactions  are valid; 2) valid  transactions  are recorded;  and 3) transactions  are  recorded in the proper  period in a timely  manner to produce financial  statements which present fairly the financial  condition,  results of operations  and cash flows of the  Company  for the  respective  periods  being presented.



During interim  periods,  the Company  follows the accounting  policies set forth in its annual audited financial statements filed with the U. S. Securities and Exchange Commission on its Annual Report on Form 10-KSB for the year ended March 31,  2004.  The  information  presented within  these  interim  financial statements  may not  include all  disclosures  required  by  generally accepted accounting  principles  and the  users of  financial  information  provided  for interim periods should refer to the annual  financial  information and footnotes when reviewing the interim financial results presented herein.



In the opinion of management,  all accruals and adjustments necessary for a fair presentation as of December 31, 2004 and the results of operations for the six month  periods have been made to not make the interim  financial  statements misleading.



Note 3 - Going Concern



The accompanying financial statements have been prepared in conformity with generally accepted accounting principles,  which contemplate continuation of the Company as a going concern.



The Company  experienced a change in management  control during 2002 and, accordingly, abandoned its initial business plan. The Company is currently seeking  to  develop  either a new viable  business  plan or to seek a business combination  transaction  with another viable business enterprise.



Due to the lack of sustaining  operations  from  inception,  the Company is considered in the development  stage and, as such, has generated no significant operating revenues and has incurred cumulative operating losses of approximately $580,000.







---





TEKRON, INC

NOTES TO INTERIM FINANCIAL STATEMENTS

DECEMBER 31, 2004

(UNAUDITED)



Note 3 - Going Concern(continued)



Because  of  the  Company's  lack  of  operating   assets,   the  Company's continuance is fully  dependent on either future sales of securities or upon its current  management  and/or advances or loans from  significant  stockholders orcorporate  officers  to  provide  sufficient working  capital to  preserve  the integrity of the corporate entity during the development phase.



There is no assurance  that the Company  will be able to obtain  additional funding  through the sales of additional  securities  or, that such funding,  if available, will be obtained on terms favorable to or affordable by the Company.



It is the intent of  management  and  significant  stockholders  to provide sufficient  working capital  necessary to support and preserve the integrity of the  corporate  entity.  However,  there  is no  legal  obligation  for  either management or significant stockholders to provide additional future funding.



Note 4 - Summary of Significant Accounting Policies



Currency translation



The Company  incurs  expenses in both US dollar (US$) and  Canadian  dollar (CAD) transaction  accounts.  All  transactions  reflected in the  accompanying financial  statements have been converted into US dollar  equivalents,  for each respective  quarter  at the  average  of the  last day of the  month  published exchange rate on the last day of the fiscal  quarter or the  published exchange rate on the first day of the month for  related  party  transactions  related to rent and management  services for CAD accounts and at historical amounts for US$ accounts.



Cash and cash equivalents



The Company considers all cash on hand and in banks,  including accounts in book overdraft  positions,  certificates  of  deposit  and other  highly-liquid investments  with maturities of six months or less,  when purchased,  to be cash and cash equivalents.



Income Taxes



The Company  utilizes  the asset and  liability  method of  accounting  for income  taxes.  At December 31, 2004 and 2003, the deferred tax asset and deferred tax liability accounts, as recorded when  material,  are entirely the result of temporary differences.  Temporary differences represent differences in the  recognition  of assets  and  liabilities  for tax and  financial  reporting purposes, primarily accumulated depreciation and amortization.

TEKRON, INC

NOTES TO INTERIM FINANCIAL STATEMENTS

DECEMBER 31, 2004

(UNAUDITED)



Note 4 - Summary of Significant Accounting Policies(continued)





Income Taxes



As of December 31, 2004 and 2003, respectively, the deferred tax asset is related solely to the Company's net operating loss carry-forward and is fully reserved.



Earnings (loss) per share



Basic  earnings  (loss) per share is computed  by  dividing  the net income (loss) by the weighted-average number of shares of common stock and common stock equivalents   (primarily outstanding  options  and  warrants).   Common  stock equivalents  represent  the  dilutive  effect of the  assumed  exercise  of the outstanding  stock options and warrants,  using the treasury  stock method.  The calculation  of fully  diluted  earnings  (loss) per share  assumes the dilutive effect of the  exercise  of  outstanding  options  and  warrants  at either  the beginning of the respective period presented or the date of issuance,  whichever is later.  As of December 31, 2004 and 2003, respectively, the Company had no warrants and/or options outstanding.





Fair Value of Financial Instruments



The  carrying  amounts of accounts  payable, advances  from  officers, and loan payable – affiliate approximates fair value due to the short term nature of these items.



Note 5 - Income Taxes



The  components  of income tax  (benefit)  expense for the six months ended December 31, 2004 and 2003 and for the  period  from May 31,  1994  (date of inception) through December 31, 2004, respectively, are as follows:



December 31,

December 31,

2004

2003

Cumulative





Federal:

Current

$

-

$

-

$

-

Deferred

-

-

-

-----------------

----------------

----------------

-

-

-

-----------------

----------------

----------------



---



TEKRON, INC

NOTES TO INTERIM FINANCIAL STATEMENTS

DECEMBER 31, 2004

(UNAUDITED)



Note 5 - Income Taxes(continued)





December 31,

December 31,

2004

2003

Cumulative





State:



Current

$

-

$

-

$

-

Deferred

-

-

-

-----------------

----------------

----------------

-

-

-

-----------------

----------------

----------------



Totals

$

-

$

-

$

-

==========

==========

==========



As of December 31, 2004, the Company has a net operating loss carry forward of approximately  $580,000 to offset future taxable income.  Subject to current regulations,  this carry-forward  will begin to expire in 2015.  The amount and availability  of  the  net  operating  loss carry-forwards  may be  subject  to limitations set forth by the Internal  Revenue Code.  Factors such as the number of shares ultimately issued within a six year look-back period; whether there is a deemed more than 50 percent change in control;  the  applicable  long-term tax-exempt bond rate; continuity of historical  business;  and subsequent income of the  Company  all  enter  into  the annual   computation  of  allowable  annual utilization of the carry-forward.



Note 6 - Common Stock Transactions



On September 16, 1999, the Company amended its Certificate of Incorporation to allow for the issuance of up to 20,000,000  shares of $0.001 par value common stock from the originally authorized amount of 20,000,000 shares of $0.00001 par value common stock.  The effect of this change is reflected in the  accompanying financial statements as of the first day of the first period presented.



On  December  8,  1999,  the  Company's  Board of  Directors  approved  and implemented a 45 for 1 forward stock split on the issued and outstanding  shares of common  stock.  This  action caused  the issued  and  outstanding  shares to increase from 91,200 to 4,104,000. The effect of this action is reflected in the accompanying  financial  statements  as of the  first  day of the  first period presented.





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TEKRON, INC

NOTES TO INTERIM FINANCIAL STATEMENTS

DECEMBER 31, 2004

(UNAUDITED



Note 6 - Common Stock Transactions(continued)



On March 22, 2001, the Company's  officers  surrendered and cancelled 9,000 shares of common stock to the Company for no  consideration.  The effect of this action was to reallocate the par value of the  surrendered  shares to additional paid-in capital.



On June 20, 2002,  the Company  filed a  Registration  Statement  under The Securities Act of 1933 on Form S-8 registering an aggregate  2,800,000 shares of common stock.  The  registered shares were issued in  satisfaction  of four (4) separate   compensation   agreements  with  the Company's officers  and  other individuals  providing  management  services to the  Company. These shares were valued at $0.10  per share as based on the  closing  quoted  stock  price on the respective  date of the  transaction.  These  transactions  were  valued  at an  approximate aggregate of $280,000.  This amount has been charged to operations as a non-cash expense in the accompanying financial statements.



May 24,  2002,  3,000,000  shares at a par value of $.001 or $ 3,000 were issued to Reva Corporation in exchange for consulting and advisory  services.  This amount was charged to operations  as a non-cash  expense.



On December 5, 2002, the Company's Board of Directors  approved an increase in authorized shares to be issued to 100,000,000 shares of common stock.



During the balance of the year ended  March 31,  2003 the Company  issued a total of 25,000,000 shares at par value $ .001 for services rendered by officers and directors  totaling 4,700,000 and 20,300,000 shares at par value $ .001 to various  individuals  and  non-affiliated companies  for  consulting  services rendered on behalf of the Company.



In October 2003 the Company  cancelled  2,450,000 shares of stock issued to consultants for non-performance.



In November 2003,  the Company  issued a total of 20,000,000  shares of its common  stock in order to acquire 50% of Biovirus  Research  Incorporated  for a value of $3,000,000 or $.15 per share.





---





Item 2:

Management's Discussion and Analysis or Plan of Operation



(1) Caution Regarding Forward-Looking Information



This  quarterly  report  contains  certain  forward-looking  statements and information relating to the Company that are based on the beliefs of the Company or management as well as assumptions made by and information currently available to  the  Company  or  management. When used  in  this  document,   the  words "anticipate,"   "believe,"   "estimate,"   "expect"  and  "intend" and  similar expressions,  as they relate to the Company or its  management,  are intended to identify forward-looking statements. Such statements reflect the current view of the  Company regarding  future  events  and  are  subject  to  certain  risks, uncertainties  and  assumptions, including the risks and  uncertainties  noted. Should  one or more of  these  risks or  uncertainties materialize,  or  should underlying assumptions prove incorrect,  actual results may vary materially from those  described  herein  as  anticipated,   believed,  estimated,  expected  or intended. In each instance,  forward-looking information should be considered in light of the accompanying meaningful cautionary statements herein.



(2) Results of Operations, Liquidity and Capital Resources



The  Company  has  engaged  in  no   significant   operations   other  than organizational activities and  filing of annual and quarterly reports.  It’s interest in Biovirus Medical is also in the development stage.



For the nine months ended  December 31, 2004 and 2003,  respectively,  the Company incurred  net  operating  losses of  $ 26,716 and $51,084 respectively as a result of expenses principally associated with compliance with reporting obligations under The  Securities  Exchange Act  of  1934,  and  other  administrative   expenses associated  with the maintenance of the Company's  issued and outstanding  stock records.  Additionally,  the Company incurred a non-cash charge to operations in June,  2002 for  executive  compensation  related to the  issuance of  2,800,000 shares of common stock issued  pursuant to a Registration  Statement on Form S-8 in the amount of $280,000.  This amount was  calculated at $0.10 per share which equals the closing  quoted price of the Company's  equivalent  securities on the NASDAQ Electronic Bulletin Board on the date of the transaction.



The Company is fully  dependent  either  future sales of securities or upon its current management and/or advances or loans from significant stockholders or corporate  officers  to provide  sufficient  working  capital to  preserve  the integrity of the corporate entity during the development phase.



There is no assurance  that the Company  will be able to obtain  additional funding  through the sales of additional  securities  or, that such funding,  if available,  will be obtained on terms favorable to or affordable by the Company. It  is  the  intent  of  management  and  significant stockholders  to  provide sufficient  working  capital  necessary to support and preserve the integrity of the  corporate  entity.  However,  there  is  no  legal  obligation  for  either management or significant stockholders to provide additional future funding.



---





Item 2:

Management's Discussion and Analysis or Plan of Operation(continued)



(2) Results of Operations, Liquidity and Capital Resources(continued)



Further,   the   Company   has  no  plans,   proposals,   arrangements   or understandings with respect to the sale or issuance of additional  securities at the date of this filing and the Company does not currently  contemplate making a Regulation S offering.  Regardless of whether the Company's cash assets prove to be inadequate to meet the Company's operational needs, the Company might seek to compensate providers of services by issuances of stock in lieu of cash.



In such a restricted cash flow scenario, we would be unable to complete our business plan steps, and would,  instead,  delay all cash intensive  activities. Without necessary cash flow, we may be dormant during the next twelve months, or until such time as  necessary  funds  could be raised in the  equity  securities market.



Item 3:

Controls and Procedures



a) Within the 90-day time period prior to filing this report, we conducted as  an  evaluation of  the  effectiveness  of  our  "disclosure   controls  and procedures,"  as that phrase is defined in Rules  13a-14(c) and 15d-14(c)  under the  Securities  Exchange Act of 1934.  The evaluation was carried out under the supervision and with the participation of management, including our President.



Based  on and  as of the  date  of  that  evaluation,  our  President  have concluded  that our disclosure  controls and procedures are effective in timely alerting him to material  information required to be disclosed in the reports we file with or submit to the Securities and Exchange Commission ("SEC") under the Securities  Exchange Act of 1934, and in ensuring that the information  required to be disclosed in those filings is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms.



Notwithstanding  the  foregoing,  there  can  be  no  assurance  that  the Company's disclosure controls and procedures will detect or uncover all failures of  persons  within the Company  to  disclose  material  information  otherwise required to be set forth in the Company's periodic reports.  There are inherent limitations  to the  effectiveness  of any  system of  disclosure controls  and procedures,  including the possibility of human error and the  circumvention  or overriding  of  the  controls  and  procedures.   Accordingly,   even  effective disclosure  controls and procedures can only provide  reasonable,  not absolute, assurance of achieving their control objectives.



(b) Subsequent to the date of the  evaluation,  there were no  significant changes in internal controls or in other factors that could significantly affect the internal  controls,  including any corrective  actions taken with regard to significant deficiencies and material weaknesses.







Part II - Other Information



Item 1:

Legal Proceedings



On November  25,  2003,  the Company  filed a  statement  of claim  against various individuals  and companies  who had received  stock from the Company in exchange for advancing funds to the Company based on a contract signed on August 17, 2003. These individuals and/or companies have not provided any funds and the Company is suing for the return of the 1,000,000 shares of stock or the receipt of the  promised $ 250,000.  In  addition  the Company is suing for $100,000 in loss of profits, $ 250,000 in damages for breach of contract,  and the return of $ 10,000 advanced to the defendants.



Item 2:

Changes in Securities



None





Item 3:

Defaults on Senior Securities



None



Item 4:

Submission of Matters to a Vote of Security Holders



None



Item 5:

Other Information



None



Item 6:

Exhibits and Reports on Form 8-K



Reports on Form 8-K



None



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Item 6:

Exhibits and Reports on Form 8-K



Exhibit 11

Computation of earnings per common share - see

Statement of Operations



Exhibit 31.1

Certification pursuant to Section of the Sorbanes-

Oxley Act of 2002 - Luigi Brun



Exhibit 32.1

Certification by Luigi Brun, President,

pursuant to Section 906 of the Sorbanes-Oxley

Act of 2002.





SIGNATURES



In  accordance  with the  requirements  of the  Exchange  Act of 1934,  the Registrant  has duly  caused  this  report  to be  signed on its  behalf by the undersigned, thereunto duly authorized.



Tekron, Inc.



Dated:  February 8, 2005

/s/ Luigi Brun



Luigi Brun

President





---





Exhibit 31.1



CERTIFICATION PURSUANT TO

SECTION 302 OF THE SORBANES-OXLEY ACT OF 2002

(18 U.S.C. SECTION 1350)



I, Luigi Brun, certify that;





1. I have  reviewed this  quarterly  report on Form 10-QSB of Tekron, Inc.



2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact  necessary to make the statements made, in light of the circumstances  under which such statements were made, not  misleading  with respect to the period covered by this quarterly report;



3. Based on my knowledge,  the financial  statements,  and other  financial information included in this quarterly  report,  fairly present in all material respects the financial  condition, results of operations  and cash flows of the registration as of, and for, the periods presented in this quarterly report;



4. I am responsible for establishing and maintaining  disclosure  controls and procedures (as defined inExchange Act Rules 13a-14 and 15d-14) for the registrant and have:



a) designed such disclosure  controls and procedure to ensure that material information relating to the registrant, including its consolidated subsidiaries(none in this case), is made known to me by others within those  entities,  particularly  during the period in which this quarterly report is being prepared;



b) evaluated the effectiveness of the registrant's  disclosure controls and procedures  as of a date  within  90  days  prior  to the  filing  date  of this quarterly report (the "Evaluation Date"); and



c)  presented  in  this  quarterly   report  my   conclusions   about  the effectiveness of the disclosure  controls and procedures based on our evaluation as of the Evaluation Date;



5. I have disclosed,  based on my most  recent  evaluation,  to the  registrant's  auditors  and the  audit committee  of  registrant's  board  of  directors  (or  persons  performing  the equivalent functions):



a) all  significant  deficiencies  in the design or  operation  of internal controls  which  could adversely  affect  the  registrant's  ability to record, process,  summarize  and  report  financial  data and have  identified  for the registrant's auditors any material weaknesses in internal controls; and



b) any fraud,  whether or not material,  that involves  management or other employees who have a significant role in the registrant's internal controls; and



---





6. I have indicated in this quarterly report whether there were significant changes in internal controls or in other factors that could significantly affect internal  controls  subsequent  to the  date of  our  most  recent  evaluation, including any  corrective  actions with regard to significant deficiencies  and material weaknesses.











s/s Luigi Brun



Luigi Brun

President











February 8, 2005







---







Exhibit 32.1







CERTIFICATION PURSUANT TO

SECTION 906 OF THE SORBANES-OXLEY ACT OF 2002

(18 U.S.C. SECTION 1350)







In  connection  with  the  Quarterly  Report  of  Tekron,  Inc  a  Delaware corporation (the  "Company"),  on Form 10-QSB for the six months ended December 31, 2004 as filed with the  Securities and Exchange Commission (the "Report"), I, Luigi Brun President and Chief Financial Officer, of the Company,  certify,  pursuant to Section 906 of the Sorbanes-Oxley Act of 2002 (18 U.S.C. Section 1350), that to my knowledge:



1. The Report fully  complies  with the  requirements  of section  13(a) or 15(d) of the Securities Exchange Act of 1934; and



2. The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.









s/s Luigi Brun



Luigi Brun

President











February 8, 2005