UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington D. C. 20549

                                  FORM 10-QSB/A

   (X) Quarterly report pursuant to Section 13 or 15(d) of the Securities and
                              Exchange Act of 1934.

                  For the quarterly period ended June 30, 2006

      ( ) Transition report pursuant to Section 13 or 15(d) of the Exchange
           Act for the transition period from _________ to _________.

                        Commission File Number: 001-32528


                      SITEWORKS BUILDING & DEVELOPMENT CO.
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY)
               (Exact name of registrant as specified in charter)


                   FLORIDA                               58-2590047
      (State of or other jurisdiction of          (IRS Employer I.D. No.)
        incorporation or organization)


                                6464 NW`5th Way,
                           Ft Lauderdale Florida 33309
                    (Address of Principal Executive Offices)

                                 (954) 489-2961
              (Registrant's Telephone Number, Including Area Code)

Check whether the registrant: (1) has filed all reports required to be filed by
Section by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 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]

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act. YES [ ] NO [X]

Indicate the number of shares outstanding of each of the issuer's classes of
stock as of July 31, 2006.

219,851,020 Common Shares

Transitional Small Business Disclosure Format: YES ( ) NO (x)


<PAGE>

                                EXPLANATORY NOTE

      This quarterly report on Form 10-QSB/A ("Form 10-QSB/A") is being filed to
amend our annual report on Form 10-QSB for the fiscal quarter ended June 30,
2006 (the "Original Form 10-QSB"), which was originally filed with the
Securities and Exchange Commission ("SEC") on August 18, 2006 and amended on
October 31, 2006. This 10-QSB/A is being filed to eliminate the paragraph in the
Management Discussion and Analysis discussion on Risk Factors and Related
Disclosures that states that this 10-QSB had not been reviewed by the company
accountants. We also updated Note 8 for subsequent events to disclose the merger
that occurred on September 28, 2006. Pursuant to Rule 12b-15 under the
Securities Exchange Act of 1934, as amended, the Form 10-QSB/A contains current
dated certifications from the Principal Executive Officer and Acting Principal
Financial Officer.


<PAGE>

                      SITEWORKS BUILDING & DEVELOPMENT CO.
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY)
                             INDEX TO FORM 10-QSB/A

PART I. FINANCIAL INFORMATION                                               Page

Item 1. Condensed Consolidated Financial Statements (unaudited)

        Condensed Consolidated Balance Sheet as of June 30, 2006               3

        Condensed Consolidated Statements of Operations for the three
        and six months ended June 30, 2006 and 2005                            4

        Condensed Consolidated Statements of Cash Flows for the three
        and six months ended June 30, 2006 and 2005                            5

        Notes to Condensed Consolidated Financial Statements                   6

Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations (including cautionary statement)                    19

Item 3. Controls and Procedures                                               21

PART II. OTHER INFORMATION                                                    22

Item 1. Legal Proceedings                                                     22

Item 2. Changes in Securities                                                 22

Item 3. Defaults Upon Senior Securities                                       22

Item 4. Submission of Matters to a Vote of Securities Holders                 22

Item 5. Other Information                                                     22

Item 6. Exhibits                                                              22

Signature                                                                     23

Certification                                                                 24


                                        2
<PAGE>

Item 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.

                      SITEWORKS BUILDING & DEVELOPMENT CO.
            CONDENSED CONSOLIDATED BALANCE SHEET AS OF JUNE 30, 2006
                                   (Unaudited)

<TABLE>
<CAPTION>

<S>                                                                                   <C>
ASSETS
CURRENT ASSETS:
   Cash (including 242,931 of restricted cash)                                        $    247,601
   Trade receivables                                                                       253,547
                                                                                      ------------
Total current assets                                                                       501,148


VEHICLES, FURNITURE AND EQUIPMENT (net of accumulated depreciation of $20,226)              39,273

LAND HELD FOR DEVELOPMENT                                                                2,216,172

DEPOSITS                                                                                    24,470

                                                                                      ------------
TOTAL ASSETS                                                                          $  2,781,063
                                                                                      ------------

LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES:
   Accounts payable                                                                   $    210,131
   Due to related parties                                                                  354,824
   Accrued payroll and other liabilities                                                    20,681
                                                                                      ------------
Total current liabilities                                                                  585,636

LONG-TERM LIABILITIES
     Mortgages payable                                                                   1,263,780
     Contingent liability                                                                1,171,821
     Accrued liabilities                                                                   272,557
                                                                                      ------------
 Total liabilities                                                                       3,293,794
                                                                                      ------------

STOCKHOLDERS' DEFICIT:
        Convertible Preferred Stock, Series A, $0.001 par value 20,000,000 shares
authorized and 5,100,000 shares issued and outstanding                                       5,100
        Convertible Preferred Stock, Series B, $1.00 par value 20,000,000 shares
authorized and 1,100,000 shares issued and outstanding                                   1,100,000
        Common stock, $0.001 par value, 500,000,000 shares authorized, 219,851,021
shares issued and outstanding                                                              219,851
        Additional paid-in-capital                                                       9,350,606
Retained deficit                                                                       (11,188,291)
                                                                                      ------------
Total stockholders' deficit                                                               (512,734)
                                                                                      ------------

TOTAL                                                                                 $  2,781,063
                                                                                      ============
</TABLE>


            See notes to condensed consolidated financial statements.


                                        3
<PAGE>

                      SITEWORKS BUILDING & DEVELOPMENT CO.
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY)
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                     (A Development Stage Company for 2005)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                       For the                                For the
                                                   For the           Six months            For the         Three months
                                                 Six months          Ended June         Three months        Ended June
                                                 Ended June           30, 2005           Ended June          30, 2005
                                                  30, 2006           (Restated)           30, 2006          (Restated)
                                               -------------       -------------       -------------       -------------
<S>                                            <C>                 <C>                 <C>                 <C>
REVENUES                                       $     290,935       $          --       $     222,318       $          --

COST OF REVENUES                                    (164,646)                 --             (94,295)                 --
                                               -------------       -------------       -------------       -------------

GROSS PROFIT                                         126,289                  --             128,023                  --
                                               -------------       -------------       -------------       -------------

OPERATING EXPENSES:
Stock based employee and consultant
compensation                                         607,000             390,000             238,000             390,000

General & Administrative                             511,813             548,213             147,779             417,240

Marketing                                              5,590               4,127               2,464                   0
                                               -------------       -------------       -------------       -------------
Total operating expenses                           1,124,403             942,340             388,243             807,240

                                               -------------       -------------       -------------       -------------
LOSS FROM OPERATIONS                                (998,114)           (942,340)           (260,220)           (807,240)

OTHER EXPENSES:
     Interest expense                                (73,687)            (44,742)            (61,020)            (44,742)
                                               -------------       -------------       -------------       -------------
NET LOSS                                       $  (1,071,801)      $    (987,082)      $    (321,240)      $    (851,982)
                                               =============       =============       =============       =============


LOSS PER COMMON SHARE - BASIC & DILUTED        $       (0.00)      $       (0.51)      $       (0.00)      $       (0.17)
                                               =============       =============       =============       =============

WEIGHTED AVERAGE NUMBER OF
   SHARES OUTSTANDING - BASIC AND DILUTED        210,524,204           1,921,603         210,929,232           5,085,218
                                               =============       =============       =============       =============
</TABLE>


            See notes to condensed consolidated financial statements.


                                        4
<PAGE>

                      SITEWORKS BUILDING & DEVELOPMENT CO.
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY)
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                     (A Development Stage Company for 2005)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                                  For the
                                                                                   For the       Six months
                                                                                 Six months      Ended June
                                                                                Ended June 30,    30, 2005
                                                                                    2006         (Restated)
                                                                               -----------     -----------
<S>                                                                             <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss                                                                        (1,071,801)       (987,082)
Adjustments to reconcile net loss to net cash used in operating activities:
      Depreciation                                                                   2,844           3,386
      Stock issued for employee and consultant compensation                        607,000         856,170
      Amortization of beneficial interest 44,085 Changes in assets and
liabilities, net:
      Accounts receivable                                                         (242,307)             --
      Deposits                                                                     (12,520)             --
      Accounts payable and other liabilities                                       207,813          22,180
      Accrued and other liabilities                                                 55,536
                                                                               -----------     -----------
NET CASH USED IN OPERATING ACTIVITIES                                             (453,435)        (61,261)
                                                                               -----------     -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
      Investment in land held for development                                     (116,173)             --

                                                                               -----------     -----------
CASH USED IN INVESTING ACTIVITIES                                                 (116,173)             --
                                                                               -----------     -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
     Receipt of advances                                                                --          13,200
     Proceeds from subscription receivable                                              --          23,550
     Proceeds from sale of common stock                                                 --          24,000
     Proceeds from mortgage refinancing                                            475,601              --
     Loan from related party                                                       336,489              --
                                                                               -----------     -----------
NET CASH PROVIDED BY FINANCING ACTIVITIES                                          812,090          60,750
                                                                               -----------     -----------

NET CHANGE IN CASH                                                                 242,482            (511)

CASH AT BEGINNING OF PERIOD                                                          5,119           5,224
                                                                               -----------     -----------
CASH AND RESTRICTED CASH AT END OF PERIOD                                      $   247,601     $     4,713
                                                                               ===========     ===========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Interest paid                                                                           48               0
</TABLE>


            See notes to condensed consolidated financial statements.


                                        5
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY)
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                             June 30, 2006 AND 2005

NOTE 1 -    ORGANIZATION AND BASIS OF PRESENTATION

            The Company was incorporated to act as a construction and real
            estate development company, to acquire operating construction
            companies, and income producing real estate. The Company's focus is
            on acquiring construction projects. The company was a development
            stage company in 2005 and commenced operations in 2006. The
            condensed consolidated unaudited interim financial statements
            included herein have been prepared, without audit, pursuant to the
            rules and regulations of the Securities and Exchange Commission
            ("SEC"). The condensed consolidated unaudited financial statements
            and notes are presented as permitted on form 10-QSB and do not
            contain information included in the Company's annual consolidated
            statements and notes. Certain information and footnote disclosures
            normally included in the condensed consolidated unaudited financial
            statements prepared in accordance with accounting principles
            generally accepted in the United States of America have been omitted
            pursuant to such rules and regulations, although the company
            believes that the disclosures are adequate to make the information
            presented not misleading. It is suggested that these condensed
            consolidated unaudited financial statements be read in conjunction
            with the December 31, 2005 audited financial statements and the
            accompanying notes thereto. While management believes the procedures
            followed in preparing these condensed consolidated unaudited
            financial statements are reasonable, the accuracy of the amounts are
            in some respects dependent upon the facts that will exist, and
            procedures that will be accomplished by the company later in the
            year. These condensed consolidated unaudited financial statements
            reflect all adjustments, including normal recurring adjustments
            which, in the opinion of management, are necessary to present fairly
            the consolidated operations and cash flows for the periods
            presented.

            Basis of Presentation

            Our accompanying unaudited condensed consolidated financial
            statements have been prepared in accordance with accounting
            principles generally accepted in the United States of America for
            interim financial information and the instructions to Form 10-QSB
            and Rule 10-1 of Regulation S-X of the Securities and Exchange
            Commission (the "SEC"). Accordingly, these condensed consolidated
            financial statements do not include all of the footnotes required by
            accounting principles generally accepted in the United States of
            America. In our opinion, all adjustments (consisting of normal and
            recurring adjustments) considered necessary for a fair presentation
            have been included. Operating results for the three and six months
            ended June 30, 2006 are not necessarily indicative of the results
            that may be expected for the year ended December 31, 2006. The
            accompanying condensed consolidated financial statements and the
            notes thereto should be read in conjunction with our audited
            consolidated financial statements as of December 31, 2005 and for
            the years ended December 31, 2005 and 2004 contained in our Form
            10-KSB.


                                        6
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY)
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                             June 30, 2006 AND 2005

NOTE 2 -    DUE TO RELATED PARTY

            The Company had outstanding debt of $33,565 to an
            officer/stockholder for expenses advanced on behalf of the Company
            at June 30, 2006. The Company also received cash advances from a
            shareholder. The outstanding debt to this shareholder was $321,259
            at June 30, 2006. There are no specific repayment terms on either of
            these debts.

NOTE 3 -    MORTGAGE PAYABLE

            On February 15, 2006 the Company refinanced a mortgage payable
            collateralized by land. The note is an interest only promissory note
            that balloons February of 2009. The note has a fixed interest rate
            of 12% for the first 6 months and then a variable interest rate of
            prime plus 6% with a floor of 12%. The amount of the note at June
            30, 2006 is $1,263,780.

NOTE 4 -    PROVISION FOR INCOME TAXES

            Deferred income taxes will be determined using the liability method
            for the temporary differences between the financial reporting basis
            and income tax basis of the Company's assets and liabilities.
            Deferred income taxes will be measured based on the tax rates
            expected to be in effect when the temporary differences are included
            in the Company's consolidated tax return. Deferred tax assets and
            liabilities are recognized based on anticipated future tax
            consequences attributable to differences between financial statement
            carrying amounts of assets and liabilities and their respective tax
            bases.

            At June 30, 2006 deferred tax assets approximated the following:

                                                               2006
                                                               ----
            Deferred tax asset                             $ 3,356,487
            Less: Valuation allowance                       (3,356,487)
                                                           -----------
                                                           $        -0-
                                                           ===========

            At June 30, 2006 the Company had deficits accumulated approximating
            $11,048,716 available to offset future taxable income through 2026.
            The Company established valuation allowances equal to the full
            amount of the deferred tax assets due to the uncertainty of the
            utilization of the operating losses in future periods.

NOTE 5 -    ISSUANCE OF COMMON STOCK

            During the six months ended June 30, 2006, The Company issued
            6,600,000 shares of stock at fair value of $117,400 for compensation
            to an employee. Additionally the company issued 15,000,000 shares of
            stock at fair value of $489,600 for consulting services.


                                        7
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY)
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                             June 30, 2006 AND 2005

NOTE 6 -    CONTINGENCY/UNCERTAINTY

            The Company became aware that some or all of the capital changes may
            not have been validly adopted by the Company's Board of Directors,
            approved by the Company's Shareholders, or filed with the Secretary
            of State as required by the laws of the State of Florida. As a
            result, it appears that the Company may not have been authorized to
            issue certain shares of its common and preferred stock. As a result,
            the company filed an information statement that the majority
            shareholders had assented via written permission and notified all
            shareholders via a mailing and publication of an information
            statement. Therefore, these equity amounts have been reclassified
            from temporary equity to preferred and common stock.

NOTE 7 -    GOING CONCERN

            As shown in the accompanying condensed consolidated unaudited
            financial statements, the Company incurred substantial net losses
            since inception and doesn't have the revenue stream to support
            itself. There is no guarantee as to whether the Company will be able
            to generate enough revenue and/or raise capital to support those
            operations. This raises substantial doubt about the Company's
            ability to continue as a going concern.

            In addition, the Company may have issued certain shares of its stock
            that were not validly authorized (See Note 6).

            Management also states that they are confident that they can acquire
            projects and raise the appropriate funds needed either through a
            debt or equity offering to operate.

            The condensed consolidated unaudited financial statements do not
            include any adjustments that might result from the outcome of these
            uncertainties.

NOTE 8 -    SUBSEQUENT EVENTS

            On August 1, 2006, the Company merged with SBD International (SBD),
            with SBD being the surviving entity. Upon execution of the merger an
            exchange of one share of SBD common stock will be made for every 25
            shares of The Company's common stock. This will reduce the
            outstanding shares to approximately 8,794,000 shares of common
            stock. The Company's preferred stock will remain outstanding and
            unchanged.

            On September 28, 2006, the Company entered into a Securities
            Purchase Agreement with four accredited investors (the "Investors")
            for an aggregate amount of (i) $500,000 in secured convertible
            notes, and (ii) warrants to purchase 5,000,000 shares of the
            Company's common stock (the "Financing"). The Company anticipates
            that the proceeds of the Financing will be used to finance the
            Company's Lomari Project. The Financing will provide working capital
            to purchase and develop a 1,200-unit housing project and for payment
            of existing debt obligations. The Investors received three-year
            convertible notes (the "Notes") bearing simple interest at 8% per
            annum. The Notes are convertible into the Company's common stock at
            a price equal to the lesser of (i) $0.06 or (ii) 60% of the average
            of the lowest 3 trading prices during the 20 trading day period
            ending one trading day before the conversion date. In addition, we
            granted the Investors a further security interest in substantially
            all of our assets, including the assets of our wholly owned
            subsidiaries, and intellectual property. The five year warrants have
            a purchase price of $0.10 per share. The instruments are subject to
            a Registration Rights Agreement whereby we are required to file a
            registration statement with the Securities and Exchange Commission
            within 30 days of closing, registering the common stock underlying
            the secured convertible notes. If the registration statement is not
            declared effective within 120 days from the date of closing (180
            days in the event of SEC comments), we are required to pay damages
            to the investors in such amounts and at such times as determined
            pursuant to Section 2(c) of the Registration Rights Agreement. In
            the event that we breach any representation or warranty in the
            Securities Purchase Agreement, we may be required to pay liquidated
            damages in shares or cash, at our election, equal to two percent of
            the outstanding principal amount of the secured convertible notes
            per month plus accrued and unpaid interest.


                                        8
<PAGE>

Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS


COMPANY OVERVIEW

SBD International, Inc currently traded as an OTC BB quotation SBDN, merged with
Site Works Building & Development Co. in August of 2006 (which was incorporated
in Florida in 2001 as a construction and real estate development company). The
Company was formed to engage in real estate development and offer general
contracting, preconstruction planning and construction management services to
residential and commercial customers in South Florida. Since inception, the
Company has expanded its market area to include certain subcontracted projects
and projects beyond its domestic market area. The Company is currently managing
projects in West Palm Beach, central Florida, Miami, as well as in the initial
stages of developing projects in overseas markets including Thailand. The
Company also intends to be involved in infrastructure work, including
installation of electric and gas utilities. The Company has an operating
competence in the installation of underground utilities and has a trenching
machine and other equipment which enables it to carry out trenching projects.

General Contracting Services

The Company's approach to professional general contracting is based on tradition
and uses all the skill sets and modern tools available to the construction
professional. The Company uses scheduling software, automated estimating,
integrated construction management tools to plan, manage and operate its
construction projects. The Company provides hard bid numbers from an extensive,
qualified subcontractor database.

The Company intends to provide its customers with the following:

a listing of possible value engineering ideas with each hard bid; staging and
sequencing plans; project specific safety plan; and resource loaded scheduling,
which indicates the cash flow, manpower and equipment for the project at any
given point.

Preconstruction Planning Services

As part of its preconstruction services, the Company offers a preconstruction
package that includes: Establishment of a realistic budget; design and
permitting assistance; value engineering alternatives; weekly meetings with all
parties; schedules for both preconstruction and construction stages;
subcontractor pricing; recommendations regarding the purchase of long lead
items; and calculation of a guaranteed maximum price.

Construction Management Services

The Company offers construction management services throughout the building
cycle and such services include, but are not limited to: assistance in all
phases of permit processing; preparation of all subcontractors' and/or
suppliers' purchase orders required in connection with the work; scheduling,
coordination and supervision of the physical construction; establishment of a
realistic budget; monitoring of compliance with assigned responsibilities;
preparation and submission of all necessary documentation; preparation and
maintenance of the project schedule; and training of the owner in mechanical and
other systems operation.


                                        9
<PAGE>

The Company strives to ensure that all parties' roles and responsibilities are
clearly defined and that all parties are focused on completing the project.
Depending on the customer's needs, some of the preconstruction planning services
to be offered by the Company may overlap with the Company's construction
management services.

Strategic Plan

The Company intends to pursue a strategy of: bidding on contracts to act as a
general contractor or project manager on construction projects; performing
general construction services as a general contractor on third party contracts
securing long-term contractual relationships via partnering with major
institutions and governmental agencies on all levels; and becoming an efficient
producer of high quality construction services.

Construction Projects

Generally, the Company submits bids through the "competitive bid" method, in
which the price is the major determining factor, or through submitting proposals
to potential customers and the contracts are awarded based on the combination of
technical capability and competitive price. If the Company submits the winning
bid or proposal, the Company will then enter into a definitive agreement
regarding the construction project which was the subject of the bid or the
proposal, as applicable.

The projects the company has in progress are enumerated below:

PROJECT                                 Value      Status                 % COMP

SiteWork / VA Hospital for FPL/AEI      349,000               Jan 06        80%

Sitework at the FAA for Gavtec/FAA      149,000            start May        30%

Rodriguez residence                     161,000      start summer 06

Ramirez residence                        51,000          in progress        95%

Chiefland Improvements                  400,000    Design/Permitting

Chiefland Addition                    1,200,000    Design/Permitting

Management continues to actively bid projects and fully expects to increase its
contract backlog this year significantly.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Our discussion and analysis of our financial condition and the results of our
operations are based upon our financial statements and the data used to prepare
them. Our financials have been prepared in accordance with accounting principles
generally accepted in the United States of America for interim financial
information and the instructions to Form 10-QSB and Rule 10-1 of Regulation S-X
of the Securities and Exchange Commission (the "SEC"). Estimates that are
critical to our CONDENSED consolidated financial statements relate principally
to the determination and valuation of derivative financial instruments and
restricted securities, and the recoverability of long-lived assets. The markets
for our services are characterized by intense competition which could impact the
future financial results of the company. Estimates and assumptions are reviewed
periodically and the effects of revisions are reflected in the period that they
are determined to be necessary. It is at least reasonably possible that our
estimates could change in the near term with respect to these matters.


                                       10
<PAGE>

Revenue recognition:

Our revenue recognition policy is consistent with the criteria set forth in
Staff Accounting Bulletin 104 - Revenue Recognition in Financial Statements
("SAB 104") for determining when revenue is realized or realizable and earned.
In accordance with the requirements of SAB 104 we recognize revenue when (1)
persuasive evidence of an arrangement exists; (2) delivery of our services has
occurred; (3) our price to our customer is fixed or determinable; and (4)
collectibility of the sales price is reasonably assured. As such, we recognize
revenues as services are rendered. Sales of real estate are generally recognized
under the full accrual method when each of the criteria in paragraph 5 of SFAS
66 is met. Under that method, gain is not recognized until the collectibility of
the sales price is reasonably assured and the earnings process is virtually
complete. When a sale does not meet the requirements for income recognition a
gain is deferred until those requirements are met.

The Company recorded the sale of property under the cost recovery method. When
this method is used, no profit is recognized on the sales transaction until the
cost of the property sold is recovered.

Revenues from fixed-price and modified fixed-priced construction contracts are
anticipated to be recognized on the percentage-of-completion method, measured by
the percentage of costs incurred to date compared to estimated total costs for
each contract.

Contract costs will include all direct material and labor costs and those
indirect costs related to contract performance, such as indirect labor,
supplies, tools, repairs depreciation. General and administrative costs are
charged to expense as incurred. Provisions for estimated losses on uncompleted
contracts are recognized in the period in which such losses are determined.
Changes in job performance, job conditions and estimated profitability may
result in revisions to costs and income, which are recognized in the period in
which the revisions are determined.

Revenues from time and material contracts are recognized currently as the work
is performed.

Stock Based Compensation

Prior to December 31, 2005, we used Statement of Financial Accounting Standards
No. 148 "Accounting for Stock-Based Compensation - Transition and Disclosure"
(SFAS No. 148) to account for our stock based compensation arrangements. This
statement amended the disclosure provisions of FASB statement No. 123 to require
prominent disclosure about the effects on reported net income of an entity's
accounting policy decisions with respect to stock-based employee compensation.
As permitted by SFAS No. 123 and amended by SFAS No. 148, we would have used the
intrinsic value method under Accounting Principles Board Opinion No. 25,
"Accounting for Stock Issued to Employees," to account for any of our
stock-based employee compensation arrangements (no such arrangements were
applicable through June 30, 2006).

Effective January 1, 2006, the Company adopted the provisions of SFAS 123R,
which requires share-based compensation to be measured using a fair value method
and expensed over the requisite service period. The adoption of SFAS 123R
resulted in a charge for share-based compensation of $607,000 for the second
quarter of 2006.


                                       11
<PAGE>

RESULTS OF OPERATIONS

SIX AND THREE MONTHS ENDED JUNE 30, 2006 COMPARED TO SIX AND THREE MONTHS ENDED
JUNE 30, 2005

Revenues

The 2006 revenues consist primarily of site preparation revenues from federal
government projects. Revenues totaled $290,935 and $222,318 for the six and
three months ended June 30, 2006. The revenues for the same periods last year
were zero because operations had not begun.

Cost of Revenues

Cost of revenues consists of materials, labor, equipment rental and other
expenses related to the site preparation project. Cost of revenues totaled
$164,646 and $94,295 for the six and three months ended June 30, 2006. The cost
of revenues for the same periods last year was zero because operations had not
yet commenced.

Operating Expenses

General and administrative expense consists of property taxes, office expenses,
rent, phones, professional fees, and travel and entertainment. These expenses
increased 34% from $548,213 in the six months ended June 30, 2005 to $511,813 in
the six months ended June 30, 2006. The increases during this time periods are
mostly due to the payment of property taxes from the land purchased in late
2005, additional employee costs and travel. These expenses decreased 64% from
$417,240 in the three months ended June 30, 2005 to $147,779 in the three months
ended June 30, 2006. Included in general and administrative expense is cash
compensation paid to employees to operate the selling, general and
administrative functions of the company. The cash compensation and benefits of
these employees was $155,470 and $72,043 for the six and three months ended June
30, 2006, compared to $14,718 and $0 the same periods last year.

Included in stock based employee and consultant compensation is the expense of
issuing stock of $607,000 and $238,000 for the six and three months ended June
30, 2006, compared to $390,000 for the same periods last year.

Other Expenses

Interest expense for the six and three months ended June 30, 2006 of $73,687 and
$61,020 is attributable to our mortgage payable as refinance in the first
quarter of 2006. These expenses increased from $40,251 in both the six and three
months ended June 30, 2005, which was related to debt outstanding in 2005.


                                       12
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

At June 30, 2006, we had cash (exclusive of restricted cash) of approximately
$4,670, a decrease of $449 from December 31, 2005, and a working capital
deficiency of approximately $73,258. The company has restricted cash in the
amount of $242,930 in an escrow account to be used for construction expenses.
Our primary sources of working capital during the six months ended June 30, 2006
was the funds loaned to the Company by a stockholder and funds received in
refinancing of a mortgage on land held for development.

We believe that we will need to raise between $1 million and $5 million through
the sale of debt and/or equity securities in order to fund acquisitions and
working capital needs of the Company. If we are successful in raising these
funds in a timely manor, we anticipate our revenues to exceed $1,000,000 and our
general and administrative expense we be approximately $900,000. However, this
estimate is a forward-looking statement that involves risks and uncertainties
and is subject to a number of factors so there can be no assurance of such.

We are optimistic about our long term business prospects, however, raising these
funds is not guaranteed. We cannot assure you that we will be able to raise such
funds or that such funds will be available to us on favorable terms. If we raise
additional funds for the issuance of our securities, such securities may have
rights, preferences or privileges senior to those of the rights of our common
stock and our stockholders may experience additional dilution.


MANAGEMENT'S GOALS

In our opinion we need to achieve the following events or milestones;

      o     Complete the property acquisition in Bangkok, Thailand by end of
            fiscal 2006.

      o     Complete the build-out of the land held for development and have the
            property fully leased out or sold.

      o     Raise additional capital of at least 5,000,000 to acquire additional
            real estate properties in Thailand.


RISK FACTORS AND RELATED DISCLOSURES

Unless the context indicated otherwise, all references to "we," "us," "our" or
the "Company" in this subsection "Risk Factors" refer to the Company. We are
subject to a number of risks listed below, which could have a material adverse
effect on our financial condition, results of operations and value of our Common
Stock.

Risks and Related Disclosures Relating to Our Business

Because of losses incurred by us to date and our general financial condition, we
received a going concern qualification in the auditors' report related to our
financial statements for the fiscal year ended December 31, 2005 that raises
doubt about our ability to continue our operations during the next 12 months.


                                       13
<PAGE>

We had net losses of approximately $6,090,071 and $1,298,193 for the fiscal
years ended December 31, 2005 and 2004, respectively, and generated $130,158 and
$220,000 (restated) in revenues during the fiscal years ended December 31, 2005
and 2004, respectively. Our auditors included a going concern qualification in
their report on our financial statements for the fiscal year ended December 31,
2005. We cannot assure you that we will be able to generate enough revenue or
raise sufficient capital to operate our business during the next 12 months. Our
existence is dependent upon our management's ability to develop profitable
operations and resolve our liquidity problems. We cannot assure you that we will
ever achieve profitable operations or generate significant revenues. We may
continue to have operating losses in the foreseeable future. If we are unable to
continue as a going concern, we may cease to operate and our investors may lose
some or all of their investment.

We may be unable to obtain adequate financing to implement our business plan,
which will negatively impact our liquidity and ability to continue our
operations.

We have very limited financial resources. We will need to obtain funding for our
working capital needs and business development. Our ability to obtain financing
depends, in part, upon prevailing capital market conditions as well as our
operating results which may impact our efforts to arrange financing on terms
satisfactory to us. Moreover, we may not be able to obtain additional financing
by the issuance of additional shares of our capital stock due to the fact that
our authorized capital stock may not have been properly approved by our
shareholders. Certain shares of our stock issued by us since incorporation may
be invalidly issued under the Florida Business Corporation Act and, as a result,
our shareholders may have rescission rights under federal and/or state
securities laws." If adequate funds are not available, or are not available on
acceptable terms, we may not be able to make future investments, take advantage
of other opportunities, or otherwise respond to competitive challenges. Our
failure to obtain capital on acceptable terms will also negatively impact our
liquidity and our ability to continue our operations.

We depend on the services of our President to implement our business strategy
and the loss of his services will have an adverse effect on our business.

The extensive experience and contacts of our President, Mr. Nurse, within the
construction industry are a critical component of our business strategy. The
growth of our operations is dependent upon the personal efforts and abilities of
our President to evaluate and pursue our business opportunities. The loss of the
services of our President, for any reason, will adversely affect our business.

We may be unable to hire and retain qualified employees which will have an
adverse effect on our financial condition and result of operations. We believe
that our business strategy is substantially dependent upon our ability to
attract, hire, retain and motivate qualified employees. We cannot assure you
that we will be successful in hiring or retaining the services of qualified
managerial, technical or administrative personnel necessary to support our
business. Our inability to hire and retain qualified employees will have an
adverse effect on our financial condition and results of operations.

We will encounter intense competition from substantially larger and better
financed companies which may have a negative impact on our ability to achieve
profitable operations.


                                       14
<PAGE>

Our success depends upon our ability to penetrate the market for general
contracting, pre-construction management and construction management services.
Our company will compete with more established entities with greater financial
resources, longer operating histories and more recognition in the market place
than we do. It is also possible that previously unidentified competitors may
enter the market place and decrease our chance of acquiring the requisite market
share. Our future success will depend upon our ability to penetrate the market
quickly and efficiently. Our ability to respond to the evolving demands of the
marketplace will play a key role in our success. If we are unable to respond and
compete in these markets, it will have a material adverse effect on our results
of operations and financial condition and will negatively impact our ability to
achieve profitable operations.

If we fail to maintain an effective system of internal control over financial
reporting and disclosure controls and procedures, we may be unable to accurately
report our financial results and comply with the reporting requirements under
the Exchange Act. As a result, current and potential shareholders may lose
confidence in our financial reporting and disclosure required under the Exchange
Act, which could adversely affect our business and we could be subject to
regulatory scrutiny.

Pursuant to Section 404 of the Sarbanes-Oxley Act of 2002 ("Section 404"), we
will be required, beginning with our annual report on Form 10-KSB for the fiscal
year ending December 31, 2007, to include in our annual reports on Form 10-KSB,
our management's report on internal control over financial reporting and the
registered public accounting firm's attestation report on our management's
assessment of our internal control over financial reporting. We are in the
process of preparing an internal plan of action for compliance with the
requirements of Section 404. As a result, we cannot guarantee that we will not
have any "significant deficiencies" or "material weaknesses" reported by our
independent registered public accounting firm. Compliance with the requirements
of Section 404 is expected to be expensive and time-consuming. If we fail to
complete this evaluation in a timely manner, or if our independent registered
public accounting firm cannot timely attest to our evaluation, we could be
subject to regulatory scrutiny and a loss of public confidence in our internal
control over financial reporting. In addition, any failure to establish an
effective system of disclosure controls and procedures could cause our current
and potential shareholders and customers to lose confidence in our financial
reporting and disclosure required under the Exchange Act, which could adversely
affect our business.

We may be unable to implement our business and growth strategy which will
negatively impact our financial condition and results of operations.

Our growth strategy and ability to generate revenues is largely dependent upon
our ability to: (i) develop and provide general contracting, pre-construction
planning and construction management services; (ii) hire highly skilled
subcontractors; (iii) obtain adequate financing on acceptable terms to fund our
growth strategy; (iv) develop and expand our customer base; and (v) negotiate
agreements on terms that will permit us to generate adequate profit margins. Our
failure with respect to any or all of these factors could impair our ability to
successfully implement our growth strategy, which will have an adverse effect on
our financial condition and results of operations.

If we are unable to accurately estimate the overall risks, revenues or costs on
a contract, we may incur a loss on the contract which will have an adverse
effect on our financial condition and results of operations.


                                       15
<PAGE>

We expect that will mostly enter into fixed price contracts which require us to
perform the contract for a fixed price irrespective of our actual costs. As a
result, we may realize a profit on these contracts only if we successfully
control our costs and avoid cost overruns. We may also enter into cost plus
award fee contracts which provide for reimbursement of the costs required to
complete a project, but generally have a lower base fee and an incentive fee
based on cost and/or schedule performance. If our costs exceed the revenues
available under such a contract or are not allowable under the provisions of the
contract, we may not receive reimbursement for these costs. Guaranteed maximum
price contracts that we may enter into provide for a cost plus fee arrangement
up to a maximum agreed-upon price. These contracts also place the risk on us for
cost overruns that exceed the guaranteed maximum price. Pre-construction
planning and construction management contracts are those under which we agree to
manage a project for the customer for an agreed upon fee, which may be fixed or
may vary based upon negotiated factors. Profitability on these types of
contracts is driven by changes in the scope of work, which could cause cost
overruns beyond our control and limit profits on these contracts. Cost overruns,
whether due to inefficiency, faulty estimates or other factors, result in lower
profit or a loss on a project. We expect that our contracts will be based, in
part, on cost estimates that are subject to a number of assumptions. If our
estimates of the overall risks, revenues or costs prove inaccurate or
circumstances change, we may incur a lower profit or a loss on the contract
which will negatively impact our financial condition and results of operations.

We may fail to meet schedule requirements of our contracts which could adversely
affect our reputation and/or expose us to financial liability.

The construction services industry is highly schedule driven and our contracts
are likely to be subject to specific completion schedule requirements with
liquidated damages charged to us in the event the construction schedules are not
achieved. Failure to meet any such schedule requirements could cause us to
suffer damage to our reputation within the construction industry and customer
base, as well as pay significant liquidated damages which will have an adverse
effect on our financial condition and results of operation.

Compliance with regulations affecting our business could cause us to incur
substantial costs both in time and money.

We are subject to extensive and complex laws and regulations that affect the
construction industry, including, but not limited to, laws and regulations
related to zoning, permitted land uses, levels of density, building design,
warranties, storm water and use of open spaces. We generally may be required to
obtain permits and approvals from local authorities to commence and complete
various construction projects. Such permits and approvals may, from
time-to-time, be opposed or challenged by local governments, neighboring
property owners or other interested parties, adding delays, costs and risks of
non-approval to the process. This process is further complicated by the fact
that certain of our projects may be located in foreign countries where we may be
unfamiliar with all regulatory requirements and approvals established by foreign
governments. Economic, political and other risks associated with our
international operations involve risks that could adversely affect our financial
condition and results of operations." Our obligation to comply with the laws and
regulations under which we operate, and the obligation of our subcontractors and
other agents to comply with these and other laws and regulations, could result
in delays in the performance of our service, and cause us to incur substantial
costs.


                                       16
<PAGE>

We could incur significant costs as a result of liability under environmental
laws which will have an adverse effect on our financial condition and results of
operations.

Our operations are subject to environmental laws and regulations governing,
among other matters, the discharge of pollutants into air and water, the
handling, storage and disposal of solid or hazardous materials or wastes and the
remediation of contamination, sometimes associated with leaks or releases of
hazardous substances. Various federal, state and local environmental laws and
regulations may impose liability for the entire cost of investigation and
clean-up of hazardous or toxic substances. These laws may impose liability
without regard to ownership at the time of the contamination or whether or not
we caused the presence of contaminants. Violations of these environmental laws
and regulations could subject us and our management to fines, civil and criminal
penalties, cleanup costs and third party property damage or personal injury
claims which will have an adverse affect on our financial condition and results
of operations.

Work stoppages and other labor problems could adversely affect our financial
condition and results of operations.

We intend to rely mostly on subcontractors in providing our general contracting
services. Certain subcontractors in the construction industry are members of
various labor unions. If the unionized workers engage in a strike or other work
stoppage, or other subcontractors become unionized, we could experience a
disruption of our operations and higher ongoing labor costs, which could
adversely affect our financial condition and results of operations.

Timing of the award of a new contract and performance of a new contract may have
an adverse effect on our financial condition and results of operation in a
particular fiscal quarter.

It is generally very difficult to predict whether and when we will receive an
award of a new contract as these contracts frequently involve a lengthy and
complex bidding and selection process which is affected by a number of factors,
including, but not limited to, market conditions, financing arrangements and
governmental approvals. Our results of operations can fluctuate from quarter to
quarter depending on the timing of new contract awards.

In addition, timing of the revenues and cash flows from our projects can be
delayed by a number of factors, including, but not limited to, weather
conditions, delays in receiving material and equipment from vendors and changes
in the scope of work to be performed. Such delays, if they occur, could have an
adverse effect on our financial condition and operating results for a particular
fiscal quarter.

We may not be able to fully realize the revenue reported in our backlog which
will have an adverse affect on our financial condition and results of operation.


                                       17
<PAGE>

We include a construction project in our backlog at such time as a contract is
awarded or a firm letter of commitment is obtained and funding is in place. The
revenue projected in our backlog may not be realized or, if realized, may not
result in profits. For example, if a project reflected in our backlog is
terminated, suspended or reduced in scope, it would result in a reduction to our
backlog which would reduce, potentially to a material extent, the revenue and
profit we actually receive from contracts in backlog. If a customer cancels a
project, we may be reimbursed for certain costs but typically have no
contractual right to the total revenues reflected in our backlog. Significant
cancellations or delays of projects in our backlog could have an adverse effect
on our financial condition and results of operations.

Deterioration in economic conditions generally or in the market regions where we
intend to operate could decrease demand and pricing in these areas and adversely
affect our financial condition and results of operations.

The construction industry is sensitive to changes in regional and national
economic conditions such as job growth, interest rates and consumer confidence.
Material adverse changes in any of these conditions generally, or in the market
regions where we intend to operate, could decrease demand and pricing for new
construction projects in these areas or result in customer defaults on pending
contracts, which could adversely affect the number of deliveries we make or
reduce the prices we can charge, either of which could adversely affect our
financial condition and results of operations.

Natural disasters and adverse weather conditions could delay deliveries or
increase costs of construction projects in affected areas.

The occurrence of natural disasters or adverse weather conditions in the areas
in which we intend to operate can delay deliveries, increase costs and
negatively impact the demand for construction projects in affected areas. When
natural disasters such as hurricanes, tornadoes, earthquakes, floods and fires
affect an area in which we intend to operate or one nearby, there can be a
diversion of labor and materials in such area from existing construction
projects to rebuilding or repairing the buildings that were either destroyed or
damaged in the natural disaster. This can cause delays in construction and
delivery of projects in which we may be involved and reduce our revenues, if
any.

Economic, political and other risks associated with our international operations
involve risks that could adversely affect our financial condition and results of
operations.


                                       18
<PAGE>

We intend to be involved as a general contractor in non-U.S. construction
projects. Our international operations may expose us to risks inherent in doing
business outside the United States, including, but not limited to:

      o     political risks, including risks of loss due to civil disturbances,
            acts of terrorism or acts of war;

      o     unstable economic, financial and market conditions;

      o     potential incompatibility with foreign joint venture partners;

      o     foreign currency controls and fluctuations in currency exchange
            rates;

      o     trade restrictions;

      o     increases in taxes and the effect of local regulations; and

      o     changes in labor conditions, labor strikes and difficulties in
            staffing and managing international operations.

Any of these factors could harm our potential international operations.
Specifically, failure to successfully manage international growth could result
in higher operating costs than anticipated or could delay or preclude altogether
our ability to generate revenues which will have an adverse effect on our
results of operations and financial condition and results of operations.


Risks Relating to Our Common Stock

Our stock price has been and may continue to be volatile and may result in
substantial losses for investors.

The trading price of our Common Stock could be subject to wide fluctuations in
response to:

      o     our prospects as perceived by others;

      o     our operating results;

      o     differences between our reported results and those expected by
            investors;

      o     announcements of new contracts by us or our competitors; and

      o     general economic or stock market conditions unrelated to our
            operating performance.

Fluctuations in our stock price as a result of any of the foregoing factors may
result in substantial losses for investors.

Limited trading volume of our Common Stock may contribute to its price
volatility.

Through December 31, 2005, the average daily trading volume during 2005 for our
Common Stock was approximately 500,000 shares. We cannot assure you that a more
active trading market in our Common Stock will develop. As a result, relatively
small trades may have a significant impact on the price of our Common Stock.

We have never paid dividends and do not anticipate paying any in the foreseeable
future.


                                       19
<PAGE>

We have never declared or paid a cash dividend and we do not expect to have any
cash with which to pay cash dividends in the foreseeable future. If we do have
available cash, we intend to use it to grow our business.

We will be subject to the penny stock rules which may adversely affect trading
in our Common Stock.

On August 16, 2006, the closing price of Common Stock was $0.76 bid . Our Common
Stock is a "penny stock" security under the rules promulgated under the Exchange
Act. In accordance with these rules, broker-dealers participating in certain
transactions involving penny stocks must first deliver a disclosure document
that describes, among other matters, the risks associated with trading in penny
stocks. Furthermore, the broker-dealer must make a suitability determination
approving the customer for penny stock transactions based on the customer's
financial situation, investment experience and objectives. Broker-dealers must
also disclose these determinations in writing to the customer and obtain
specific written consent from the customer. The effect of these restrictions
will probably decrease the willingness of broker-dealers to make a market in our
Common Stock, decrease liquidity of our Common Stock and increase transaction
costs for sales and purchases of our Common Stock as compared to other
securities.

CAUTIONARY STATEMENT

This Form 10-QSB, press releases and certain information provided periodically
in writing or orally by our officers or our agents contain statements which
constitute forward-looking statements within the meaning of Section 27A of the
Securities Act, as amended and Section 21E of the Securities Exchange Act of
1934. The words expect, anticipate, believe, goal, plan, intend, estimate and
similar expressions and variations thereof if used are intended to specifically
identify forward-looking statements. Those statements appear in a number of
places in this Form 10-QSB and in other places, particularly, Management's
Discussion and Analysis or Results of Operations, and include statements
regarding the intent, belief or current expectations us, our directors or our
officers with respect to, among other things: (i) our liquidity and capital
resources; (ii) our financing opportunities and plans and (iii) our future
performance and operating results. Investors and prospective investors are
cautioned that any such forward-looking statements are not guarantees of future
performance and involve risks and uncertainties and that actual results may
differ materially from those projected in the forward-looking statements as a
result of various factors. The factors that might cause such differences
include, among others, the following: (i) the validity of the Company's issued
shares of stock; (ii) the Company's ability to continue as a going concern;
(iii) the availability of financing on terms acceptable to the Company; (iv) the
management's ability to implement the Company's business and growth strategy;
(v) the validity of the underlying assumptions and estimates of projected costs
and revenues on a contract; (vi) the management's ability to maintain an
effective system of internal control over financial reporting and disclosure
controls and procedures; (vii) any inability of us to successfully conduct our
business in new markets; and (viii) other risks including those identified in
our filings with the Securities and Exchange Commission. We undertake no
obligation to publicly update or revise the forward looking statements made in
this Form 10-QSB to reflect events or circumstances after the date of this Form
10-QSB or to reflect the occurrence of unanticipated events.


                                       20
<PAGE>

Item 3. CONTROLS AND PROCEDURES

(a)   Evaluation of disclosure controls and procedures.

Within ninety (90) days prior to the filing of this report, under the
supervision and with the participation of our management, including our
principal executive officer and principal financial officer, we conducted an
evaluation of the effectiveness of the design and operations of our disclosure
controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the
Securities Exchange Act of 1934, as of June 30, 2006. Based on this evaluation,
our principal executive officer and principal financial officer concluded that
our disclosure controls and procedures were effective such that the material
information required to be included in our Securities and Exchange Commission
("SEC") reports is recorded, processed, summarized and reported within the time
periods specified in SEC rules and forms, and that such information is
accumulated and communicated to our management and our Board of Directors, as
appropriate, to allow timely decisions regarding disclosure. In designing and
evaluating the disclosure controls and procedures, management recognizes that
any controls and procedures, no matter how well designed and operated, can
provide only reasonable assurance of achieving the desired objectives, and
management necessarily is required to apply its judgment in evaluating the
cost-benefit relationship of possible controls and procedures.

Our management, including the principal executive officer and principal
financial officer, do not expect that our disclosure controls and procedures
will prevent all error and fraud. A control system, no matter how well conceived
and operated, can only provide reasonable, not absolute, assurance that the
objectives of the control system are met. Further, the design of a control
system must reflect the fact that there are resource constraints, and the
benefits of controls must be considered relative to their costs. Because of the
inherent limitations in all control systems, no evaluation of controls can
provide absolute assurance that all control issues and instances of fraud, if
any, within our Company have been detected. These inherent limitations include
the realities that judgments in decision-making can be faulty, and that
breakdowns can occur because of simple error or mistake. Additionally, controls
can be circumvented by the individual acts of some persons, collusion of two or
more people, or by management override of the control. The design of any system
of controls also is based in part upon certain assumptions about the likelihood
of future events, and there can be no assurance that any design will succeed in
achieving its stated goals under all potential future conditions.

(b)   Changes in internal controls over financial reporting.

There were no significant changes in our internal control over financial
reporting that could significantly affect our controls during quarter ended June
30, 2006. We have not identified any significant deficiency or material
weaknesses in our internal controls, and therefore there were no corrective
actions taken.


                                       21
<PAGE>

PART II. - OTHER INFORMATION

Item 1. Legal Proceedings -

In March 2006 La Jolla Cove Investors of San Diego California initiated an
action against SiteWorks Building & Development Co. The complaint stated that
SWKJ failed to deliver 10,000,000 shares of free trading stock pursuant to a
funding agreement. The agreement was predicated on the effectiveness of an Form
SB 2 registration statement on file at the time of the agreement. The Form SB 2
was not approved and subsequently withdrawn because management thought the
comments received from the SEC were such that it would be in the best interest
of the company to withdraw the registration statement and possibly re-file the
Form SB 2 at a later time. Management has retained outside counsel to defend
itself in the litigation and expects to prevail in the response and countersuit
for damages and legal fees. The lawsuit was dismissed in July of 2006.

Item 2. Changes in Securities -

During the six months ended June 30, 2006, The Company issued 6,600,000 shares
of stock at fair value of $117,400 for compensation to an employee. Additionally
the company issued 15,000,000 shares of stock at fair value of $489,600 for
consulting services.

Item 3. Defaults Upon Senior Securities - NONE

Item 4. Submission of Matters to a Vote of Securities Holders - NONE

Item 5. Other Information - NONE

Item 6. Exhibits

Exhibits

31    13a-14(a)/15d-14(a) Certification of Chief Executive Officer and Acting
      Chief Accounting Officer, Carl Nurse

32    Section 1350 Certification, Carl Nurse - Chief Executive Officer and Chief
      Accounting Officer


                                       22
<PAGE>

                                    SIGNATURE

Pursuant to the requirements 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.


                                         SITEWORKS BUILDING & DEVELOPMENT, CO

                                         By /s/ Carl Nurse
                                            ------------------------------------
                                         Carl Nurse, Chief Executive Officer and
                                         Chief Financial Officer

November 2, 2006


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