SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON,  D.C.  20549

                                   FORM 10-QSB
(MARK  ONE)

  X     QUARTERLY  REPORT  PURSUANT  TO  SECTION  13  OR 15(D) OF THE SECURITIES
 ---    EXCHANGE  ACT  OF  1934

        FOR  THE  QUARTERLY  PERIOD  ENDED  SEPTEMBER  30,  2000

        TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR 15(D) OF THE SECURITIES
        EXCHANGE  ACT  OF  1934

        FOR  THE  TRANSITION  PERIOD  FROM  TO


                       COMMISSION FILE NUMBER:  000-31175


                        AFFILIATED RESOURCES CORPORATION
             (Exact name of registrant as specified in its charter)


          COLORADO                                            84-1045715
(State  or  other  Jurisdiction  of                        (I.R.S. Employer
  incorporation  or  organization)                      Identification  Number)


      3050  POST  OAK  BOULEVARD
     SUITE  1080,  HOUSTON,  TEXAS                             77056
(Address  of  Principal  Executive  Offices)                (Zip  Code)


       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 355-8940

     Check  whether the issuer (1) has filed all reports required to be filed 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   X    NO
          ---

                      APPLICABLE ONLY TO CORPORATE ISSUERS

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

COMMON  STOCK,  $.003  PAR  VALUE                         29,046,260
                                               (SHARES  OUTSTANDING  AS  OF
                                                    SEPTEMBER  30,  2000)

TRANSITIONAL  SMALL  BUSINESS  DISCLOSURE  FORMAT  (CHECK  ONE)   YES   NO   X
                                                                           -----


<PAGE>

                        AFFILIATED RESOURCES CORPORATION
                 QUARTERLY REPORT ON FORM 10-QSB FOR THE INTERIM
                         PERIOD ENDED SEPTEMBER 30, 2000


                              TABLE  OF  CONTENTS

                                                                           PAGE
                                                                         NUMBER

PART  I.     FINANCIAL  INFORMATION

ITEM  I.     FINANCIAL  STATEMENTS

             BALANCE  SHEETS  AT  SEPTEMBER  30,  2000  AND
             DECEMBER  31,  1999                                              1

             STATEMENTS  OF  OPERATIONS FOR THE NINE MONTHS
             ENDED SEPTEMBER  30,  2000  AND  1999                            3

             STATEMENT  OF  OPERATIONS  FOR THE THREE MONTHS
             ENDED SEPTEMBER  30,  2000  AND  1999                            4

             STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS
             ENDED SEPTEMBER  30,  2000  AND  1999                            5

             NOTES  TO  FINANCIAL  STATEMENTS                                 6

ITEM  2.     MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF FINANCIAL
             CONDITION AND RESULTS  OF  OPERATIONS                            6


PART  II.    OTHER  INFORMATION

ITEM  1.     LEGAL  PROCEEDINGS                                              10

ITEM  6.     REPORTS  ON  FORM  8-K                                          11

             SIGNATURES                                                      12


<PAGE>

                        AFFILIATED RESOURCES CORPORATION
                           CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
<S>                                                                  <C>             <C>
                                                                      SEPTEMBER 30,   December 31,
                                                                               2000           1999
                                                                      -------------   ------------
                                                                        (Unaudited)     (Audited)

                                    ASSETS

CURRENT ASSETS

Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . .  $     1,363     $       8,490
Accounts receivable . . . . . . . . . . . . . . . . . . . . . . . .          790             6,900
Inventory . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            -           606,100
Prepaid expenses. . . . . . . . . . . . . . . . . . . . . . . . . .            -             7,823
                                                                     -----------     -------------

Total Current Assets. . . . . . . . . . . . . . . . . . . . . . . .        2,153           629,313
                                                                     -----------     -------------

PROPERTY AND EQUIPMENT
Office equipment and furniture. . . . . . . . . . . . . . . . . . .       44,126            76,344
Leasehold improvements. . . . . . . . . . . . . . . . . . . . . . .       10,617           334,125
Oil and gas properties. . . . . . . . . . . . . . . . . . . . . . .       51,000            51,000
Land  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            -            41,000
Buildings . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            -           744,000
Warehouse equipment . . . . . . . . . . . . . . . . . . . . . . . .            -         2,423,348
Vehicles  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            -            39,784
                                                                     -----------     -------------

                                                                         105,743         3,709,601
Less: Accumulated depreciation. . . . . . . . . . . . . . . . . . .       11,623           257,232
                                                                     -----------     -------------

                                                                          94,120         3,452,369
                                                                     -----------     -------------

GOODWILL, net of accumulated amortization of $3,537 and $344,572
at September 30, 2000 and December 31, 1999, respectively. . . . .       67,213         3,264,546

DEPOSITS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        3,201             3,201
                                                                     -----------     -------------

                                                                     $   166,687     $   7,349,429
                                                                     ===========     =============
</TABLE>

             See accompanying notes to consolidated financial statements


<PAGE>

<TABLE>
<CAPTION>
<S>                                                                  <C>             <C>

                                                                      SEPTEMBER 30,   December 31,
                                                                               2000           1999
                                                                      -------------   ------------
                                                                        (Unaudited)     (Audited)


                           LIABILITIES

CURRENT LIABILITIES

Notes Payable. . . . . . . . . . . . . . . . . . . . . . . . . . .    $  280,000     $     395,000
Current maturities of long-term debt . . . . . . . . . . . . . . .             -             9,300
Accounts payable:
   Trade . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       417,137         1,220,953
   Related Parties   . . . . . . . . . . . . . . . . . . . . . . .        60,906           106,888
Accrued expenses . . . . . . . . . . . . . . . . . . . . . . . . .       731,703           626,236
Advances payable . . . . . . . . . . . . . . . . . . . . . . . . .        15,000            40,000
                                                                   -------------     -------------

Total Current Liabilities  . . . . . . . . . . . . . . . . . . . .     1,504,746         2,398,377

LONG-TERM DEBT . . . . . . . . . . . . . . . . . . . . . . . . . .       140,000           343,561
                                                                   -------------     -------------
                                                                       1,644,746         2,741,938
                                                                   -------------    --------------

                     STOCKHOLDERS' EQUITY

PREFERRED STOCK, $1 par value, 10,000,000 shares
   authorized, no shares outstanding

COMMON STOCK, $.003 par value, 50,000,000 shares authorized,
   29,046,260 and 17,947,743 shares issued and outstanding
   at September 30, 2000 and December 31, 1999, respectively . . .        87,139            53,843

ADDITIONAL PAID-IN CAPITAL . . . . . . . . . . . . . . . . . . . .    19,806,326        16,957,480

ACCUMULATED DEFICIT  . . . . . . . . . . . . . . . . . . . . . . .   (20,355,020)      (10,031,466)

UNAMORTIZED STOCK COMPENSATION . . . . . . . . . . . . . . . . . .    (1,010,504)       (2,366,366)

TREASURY STOCK, 641,026 shares at cost . . . . . . . . . . . . . .        (6,000)           (6,000)
                                                                    -------------     -------------
                                                                      (1,478,059)        4,607,491
                                                                    -------------    --------------
                                                                    $    166,687     $   7,349,429
                                                                    =============    ==============
</TABLE>

             See accompanying notes to consolidated financial statements


<PAGE>

                               AFFILIATED  RESOURCES  CORPORATION
                            CONSOLIDATED  STATEMENTS  OF  OPERATIONS

<TABLE>
<CAPTION>
<S>                                            <C>            <C>
                                               FOR THE         For the
                                               NINE MONTHS     Nine Months
                                               ENDED           Ended
                                               SEPTEMBER 30,   September 30,
                                               2000            1999
                                               ------------  ------------
                                               (Unaudited)    (Unaudited)


Selling, general and administrative expenses.  $ 4,469,633   $   604,262
Depreciation and amortization expenses. . . .        6,037         5,832
                                               ------------  ------------

Loss from Operations. . . . . . . . . . . . .   (4,475,670)     (610,094)


OTHER INCOME (EXPENSE)
Interest expense. . . . . . . . . . . . . . .       (1,042)       (3,627)
                                               ------------  ------------

LOSS FROM CONTINUING OPERATIONS                 (4,476,712)     (613,721)
                                               ------------  ------------

DISCONTINUED OPERATIONS:
Loss from operations of ChemWay                   (845,126)   (1,006,022)
Estimated loss on disposal of ChemWay           (6,353,476)            -
                                               ------------  ------------

                                                (7,198,602)   (1,006,022)
                                               ------------  ------------


NET LOSS. . . . . . . . . . . . . . . . . .   $(11,675,314)  $(1,619,743)
                                               ============  ============

Net Loss Per Share:
Continuing Operations . . . . . . . . . . .   $       (.21)  $      (.04)
Discontinued Operations . . . . . . . . . .           (.34)         (.07)
                                               ------------  ------------
Net loss per share - basic and diluted . .    $       (.55)  $      (.11)
                                               ============  ============

Weighted Average Shares Outstanding . . . . .   21,411,889    14,236,509
                                               ============  ============
</TABLE>

             See accompanying notes to consolidated financial statements



<PAGE>

                      AFFILIATED  RESOURCES  CORPORATION
                  CONSOLIDATED  STATEMENTS  OF  OPERATIONS

<TABLE>
<CAPTION>
<S>                                            <C>            <C>
                                               FOR THE         For the
                                               THREE MONTHS    Three Months
                                               ENDED           Ended
                                               SEPTEMBER 30,   September 30,
                                               2000            1999
                                               ------------  ------------
                                               (Unaudited)    (Unaudited)


Selling, general and administrative expenses.  $ 3,108,509   $    70,097
Depreciation and amortization expenses. . . .        2,429         2,144
                                               ------------  ------------

Loss from Operations. . . . . . . . . . . . .   (3,110,938)      (72,241)


OTHER INCOME (EXPENSE)
Interest expense. . . . . . . . . . . . . . .       (1,042)       (1,836)
                                               ------------  ------------

LOSS FROM CONTINUING OPERATIONS                 (3,111,980)      (74,077)
                                               ------------  ------------

DISCONTINUED OPERATIONS:
Loss from operations of ChemWay                   (237,424)     (312,970)
Estimated loss on disposal of ChemWay           (6,353,476)            -
                                               ------------  ------------

                                                (6,590,900)     (312,970)
                                               ------------  ------------


NET LOSS. . . . . . . . . . . . . . . . . .   $ (9,702,880)  $  (387,047)
                                               ============  ============

Net Loss Per Share:
Continuing Operations . . . . . . . . . . .   $       (.14)  $      (.00)
Discontinued Operations . . . . . . . . . .           (.29)         (.02)
                                               ------------  ------------
Net loss per share - basic and diluted . .    $       (.43)  $      (.02)
                                               ============  ============

Weighted Average Shares Outstanding . . . . .   22,741,826    16,521,765
                                               ============  ============
</TABLE>

             See accompanying notes to consolidated financial statements



<PAGE>

                       AFFILIATED  RESOURCES  CORPORATION
                    CONSOLIDATED  STATEMENTS  OF  CASH  FLOWS


<TABLE>
<CAPTION>
<S>                                                               <C>           <C>
                                                                  FOR THE       For the
                                                                  NINE MONTHS   Nine months
                                                                  ENDED         Ended
                                                                  SEPTEMBER 30, September 30,
                                                                  2000          1999
                                                                  ------------  ------------
                                                                  (Unaudited)    (Unaudited)

CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . $(11,675,314)  $(1,619,743)
Adjustments to reconcile net loss to net cash used in operating
   activities:
      Loss on disposal of ChemWay. . . . . . . . . . . . . . . .    6,353,476             -
      Depreciation and amortization expense. . . . . . . . . . .      360,277       350,567
      Non-cash compensation expense  . . . . . . . . . . . . . .    1,762,062       285,345
      Non-cash consulting expense  . . . . . . . . . . . . . . .    1,759,164             -
      Non-cash legal expense . . . . . . . . . . . . . . . . . .      203,778             -
      Changes in assets and liabilities:
         Accounts receivable . . . . . . . . . . . . . . . . . .          225       (18,027)
         Inventory.  . . . . . . . . . . . . . . . . . . . . . .      124,805       253,296
         Prepaid expenses. . . . . . . . . . . . . . . . . . . .        4,279        16,752
         Accounts payable and accrued liabilities. . . . . . . .      445,220       (29,735)
                                                                  ------------  ------------

Net Cash Used in Operating Activities. . . . . . . . . . . . . .     (662,028)     (762,544)

CASH FLOWS FROM INVESTING ACTIVITIES:
   Purchase of equipment . . . . . . . . . . . . . . . . . . . .       (1,503)      (20,302)
   Proceeds from sale of equipment.. . . . . . . . . . . . . . .            -        30,204
   Disposal of ChemWay . . . . . . . . . . . . . . . . . . . . .      (12,926)            -
                                                                  ------------  ------------

Net Cash Provided (Required)  by Investing Activities . . . . . .     (14,429)        9,902

CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from debt  . . . . . . . . . . . . . . . . . . . . .      590,000       400,000
   Payments of debt  . . . . . . . . . . . . . . . . . . . . . .     (211,378)      (26,752)
   Sale of common stock  . . . . . . . . . . . . . . . . . . . .      290,708       208,000
                                                                  ------------  ------------
Net Cash Provided by Financing Activities. . . . . . . . . . . .      669,330       606,248
                                                                  ------------  ------------

NET INCREASE (DECREASE) IN CASH EQUIVALENTS. . . . . . . . . . .       (7,127)     (415,399)

Cash and Cash Equivalents at Beginning of Period . . . . . . . .        8,490       144,123
                                                                  ------------  ------------

CASH AND CASH EQUIVALENTS AT END OF PERIOD . . . . . . . . . . .  $     1,363   $    (1,271)
                                                                  ============  ============

Non-Cash investing and financing activities:
  Common stock issued for payment of note and
       interest payable. . . . . . . . . . . . . . . . . . . . .      197,292

  Common stock issued for advances payable. . . . . . . . . . . .      25,000

</TABLE>

             See accompanying notes to consolidated financial statements



<PAGE>

                        AFFILIATED  RESOURCES  CORPORATION
                  NOTES  TO  CONSOLIDATED  FINANCIAL  STATEMENTS

                             SEPTEMBER  30, 2000

NOTE  1  -  BASIS  OF  PRESENTATION

     The  consolidated  financial statements of Affiliated Resources Corporation
(formerly  Synaptix  Systems  Corporation)  (the  "Company") included herein are
unaudited  for  all periods ended September 30, 2000 and 1999.  They reflect all
adjustments  (consisting  of  normal  recurring  adjustments)  which are, in the
opinion  of  management,  necessary to fairly depict the results for the periods
presented.  Certain  information  and  note  disclosures,  normally  included in
financial  statements  prepared in accordance with generally accepted accounting
principles,  have been condensed or omitted pursuant to rules and regulations of
the  Securities  and  Exchange Commission.  It is suggested that these financial
statements  be read in conjunction with the audited financial statements for the
year  ended December 31, 1999, which is included in the Company's annual report.
The  Company  believes that the disclosures made herein are adequate to make the
information  presented  not  misleading.

NOTE  2  -  EARNINGS  PER  COMMON  AND  COMMON  EQUIVALENT  SHARE

     Earnings  per  common  and common equivalent share are based on the average
number  of  common  shares and dilutive common share equivalents outstanding for
the  nine  months  and  three  months  ended  September  30,  2000  and  1999,
respectively.


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

GENERAL

     The  following  discussion  contains  forward-looking statements within the
meaning  of  Section 21E of the Securities Exchange Act of 1934, as amended, and
Section  27A  of  the  Securities Act of 1933, as amended, and is subject to the
safe  harbors  created  by those sections.  These forward-looking statements are
subject  to  significant  risks and uncertainties, including those identified in
the  section  of  this  Form  10-QSB  and in the Company's Annual Report on Form
10-KSB,  filed  with  the SEC on May 18, 2000, which may cause actual results to
differ  materially  from those discussed in such forward-looking statement.  The
forward-looking  statements within this Form 10-QSB are identified by words such
as  "believes,"  "anticipates,"  "expects,"  "intends,"  "may" and other similar
expressions.  However,  these  words  are not the exclusive means of identifying
such  statements.  In  addition,  any  statements  which  refer to expectations,
projections  or  other  characterizations  of future events or circumstances are
forward  looking  statements.  The  Company undertakes no obligation to publicly
release  the  results of any revisions to these forward-looking statements which
may  be  made  to  reflect  events  or circumstances occurring subsequent to the
filing of this Form 10-QSB with the Securities and Exchange Commission.  Readers
are  urged  to carefully review and consider the various disclosures made by the
Company  in  this  report  and  in  the  Company's  other reports filed with the
Securities  and  Exchange Commission, including its Form 10-KSB, that attempt to
advise interested parties of the risks and factors that may affect the Company's
business.


<PAGE>

     INTRODUCTION

     On  December  30,  1998  the  Company acquired all the outstanding stock of
ChemWay  Systems, Inc., a corporation that blends and packages chemicals for the
automotive  aftermarket.  The Company commenced operations of ChemWay on January
7,  1999.  The  Company  raised  approximately  $1,005,000 in private placements
during  the  fiscal  year ended December 31, 1999, $754,385 of which was used to
pay ChemWay debt and other costs assumed pursuant to the Purchase Agreement.  In
March  2000,  ChemWay  secured  a  mortgage  in  the  amount  of $510,000 on its
Cottonwood  property  in  order to retire the first mortgage on the property and
thereby  fulfill  a  covenant  of  the  Purchase  Agreement.

     In June 1999, the Board determined to refocus the Company's efforts to grow
the  ChemWay  operation  as  well  as  seek  additional opportunities to provide
immediate  revenue  and  asset  enhancement.  By  December 1999, the Company had
finalized  negotiations  with Michael R. Bradle to acquire an interest in Seneca
Energy  Partners,  L.P.,  and  for  Mr.  Bradle to serve as the President, Chief
Operating  Officer  and  a  director  of  the  Company.  In  order  to  create a
comprehensive  business plan and facilitate planned expansion, in February 2000,
the  Company  hired  Mr.  Barry  Goverman  as  Senior  Vice  President and Chief
Communications  Officer  and  Ms. Catherine A. Tamme as Vice President and Chief
Financial  Officer.

     The  resignation of Michael R. Bradle as President, Chief Operating Officer
and  Director  of  the  Company  was accepted on July 6, 2000.  Mr. Bradle still
serves  as  a  consultant  with  the Company under an Agreement for Professional
Services.  Peter  C. Vanucci, Chief Executive Officer and Chairman of the Board,
will handle Mr. Bradle's former tasks until such time as a replacement is found.

     On  September  11, 2000, the Company executed a letter of intent to acquire
Modular Processing Technologies, Inc., a Nevada corporation.  The acquisition is
subject  to  the  completion  of  due  diligence  and  execution of a definitive
acquisition  agreement  between  the  parties.

     During  the quarter, the Company entered into contingent contracts with RTB
Ventures,  Inc.,  Jordan  Grand  Prix  Limited  and  Tiger  Trading  Ltd.  These
contracts  were  primarily  for  the  marketing and licensing of certain ChemWay
products.

     Effective  on September 26, 2000, the Company entered into a Settlement and
Rescission  Agreement  with Evans Systems, Inc. and Way Energy, Inc., a Delaware
corporation.  Under  the  terms  of  the  Settlement  Agreement,  which  has  an
anticipated  closing date of November 26, 2000, Evans and Way will terminate the
lawsuit  against  the  Company  currently  pending  in  the  State of Texas.  In
addition,  Evans  will deliver to Affiliated an aggregate of 1,500,000 shares of
outstanding  Affiliated  common  stock  for  retirement,  and will deliver to an
escrow  agent  an  additional  1,000,000 shares of outstanding Affiliated common
stock  which  may  be  retired  upon  payment  in full of a promissory note from
Affiliated  to  Evans.  The  completion of this agreement is contingent upon the
Company  acquiring  Modular  Processing  Technologies, Inc., a similar asset, or
obtaining  stockholder approval. In consideration of this agreement, the Company
recorded  a  write  down  of  the  ChemWay asset to its estimated net realizable
value.  This  write  down  amounts  to  $6,353,476 and is reflected in the third
quarter  financials.


<PAGE>

     The  Company  has entered into negotiations to purchase a 25% interest held
by  Triasis  Energy  Partners,  LLC  in  Triumph  Energy Partners of Texas, LLP,
subject  to  the  execution  of  complete  and  final documents. The purchase is
anticipated  to be paid by the issuance of convertible preferred stock at a face
value  of  $10  per  share,  with each share of preferred stock convertible to 2
shares  of common stock. The number of shares to be issued will be determined at
closing  based  on  the  final engineering report. Current engineering estimates
place  the  net  equity  value  to  be  purchased  at  $15,000,000.

     The  Company's  management  plans  to  expand  the Company by strategically
identifying,  acquiring  and managing energy and energy related businesses whose
products  or  services  are  technically innovative and market proven, and whose
market  penetration  can  be  expanded  through enhanced marketing or additional
capitalization  provided  through  a  publicly  traded  corporation.  Management
believes  that  current discussions with investors will yield additional capital
to  pursue  acquisitions  and  provide  sufficient  working  capital  for future
operations.

     RESULTS  OF  OPERATIONS

     ANALYSIS  OF  NINE  MONTHS  ENDED  SEPTEMBER  30,  2000  COMPARED  TO
     THE  NINE  MONTHS  ENDED  SEPTEMBER  30,  1999

     The  following  discussion  is included to describe the Company's financial
position  and results of operations for the nine months ended September 30, 2000
and  1999,  respectively.  The  financial  statements  and notes thereto contain
detailed  information  that  should  be  referred  to  in  conjunction with this
discussion.

     GENERAL  AND  ADMINISTRATIVE  EXPENSES

     General  and  administrative  expenses were $4,469,633 and $604,262 for the
nine  months  ended  September 30, 2000 and 1999, respectively.  The increase in
expenses  was  primarily  due  to  a  settlement  agreement entered into with an
ex-employee  and  non-cash  compensation  for  consulting  arrangements.

     LOSS  FROM  CONTINUING  OPERATIONS

     The  Company  had  a  loss from continuing operations of $4,476,712 for the
nine  months  ended September 30, 2000 and $613,721 for the same period in 1999.
The loss for the period ended September 30, 2000 was more than the previous year
as  a  result  of  the increase in general and administrative costs as described
above.


<PAGE>

INCOME  TAXES

     The  Company  had  no  income  tax  expense.  As of September 30, 2000, the
Company believes it has an operating loss carryforwards of over $10,000,000. The
utilization  of  net  operating  carryforwards  will  be  severely  limited  as
determined pursuant to applicable provisions of the Internal Revenue Code and U.
S.  Treasury  regulations  thereunder.

DISCONTINUED  OPERATIONS

     The  Company  had an operating loss of $845,126 from the ChemWay operations
for  the  nine  months  ended September 30, 2000, compared to $1,006,022 for the
nine  months  ended  September  30,  1999.  As  a  result  of the Settlement and
Rescission  Agreement  with Evans Systems and Way Energy, the Company recorded a
write  down  of  $6,353,476  to  the  estimated net realizable value of ChemWay.

     NET  LOSS

     The  Company  had  a net loss of $11,675,314 ($0.55 per share) for the nine
months  ended  September  30, 2000, compared with a net loss of $1,619,743 ($.11
per  share) for the same period in 1999.  The net loss for the nine months ended
September  30,  2000 was more than the previous year largely due to the disposal
and  write  down  of  the  ChemWay  operation.

     LIQUIDITY  AND  CAPITAL  RESOURCES

     At September 30, 2000, the Company maintained a negative liquidity position
which is evidenced by a current ratio of .001 to 1.  Management will continue to
restructure  the  Company  and  seek to increase the Company's current ratio and
liquidity,  and  generate  capital  which  would  provide  cash  flow for future
operations  and  expansion.

     At  September  30,  2000,  the  Company had a working capital deficiency of
$1,478,059,  compared to a working capital deficiency of $1,769,064 at September
30,  1999.  The  cash  balance at September 30, 2000 was $1,363 and at September
30,  1999  was  $8,490.

     Cash  used  by  operations  totaled  $662,028  for  the  nine  months ended
September  30,  2000,  compared  to  $762,544  for the same period in 1999. Cash
required  by  investing  activities  totaled  $14,429  for the nine months ended
September  30,  2000,  compared to $9,902 generated for the same period in 1999.
Cash provided by financing activities during the nine months ended September 30,
2000  totaled  $669,330,  which  included  the  proceeds from the sale of stock.

     FINANCIAL  CONDITION

     Management  plans  to expand the Company by introducing new products and by
developing strategic marketing alliances to promote its existing products in the
national market.  In addition, expansion will also be achieved through selected,
related  industry,  acquisitions  using  leverage,  stock  of  the Company, or a
combination  of  both.  Management  believes  that  current  discussions  with
investors  will  yield  additional  capital  to  pursue acquisitions and provide
sufficient  working  capital  for future operations.   There can be no assurance
that  the Company will be able to raise sufficient additional capital to achieve
these  objectives  or  meet  its  working  capital  needs.


<PAGE>

PART  II  OTHER  INFORMATION

ITEM  1.  LEGAL  PROCEEDINGS

     We  may from time to time be involved in various claims, lawsuits, disputes
with  third  parties, actions involving allegations of discrimination, or breach
of  contract actions incidental to the operation of our business.  Currently, we
are defendants in four actions which, if we are unsuccessful in defending, could
have  a  material  adverse  effect  on  our  results  of  operations.

     1.     We  are  currently  a defendant in an action entitled Evans Systems,
Inc.  and Way Energy, Inc. v. Affiliated Resources Corporation, et al; Cause No.
00-J-0443-C  filed  in the 130th Judicial Court of Matagorda County, Texas.  The
plaintiff,  former  owners of our subsidiary ChemWay Systems, Inc., are suing to
foreclose  alleged liens and recover the assets of our subsidiary ChemWay. Evans
and  Way  Energy  have  alleged  claims  for breach of contract alleging that we
failed  to  perform  under  the  terms  of our agreement to acquire ChemWay.  We
adamantly  dispute  their  claims  and  will  vigorously defend the lawsuit.  No
assurances  can  be  made  however,  that we will be successful in defending the
action.  Failure  to  successfully  defend  the action will result in a material
adverse  effect on our results of operations.  We have entered into a Settlement
and  Rescission  Agreement  to  terminate  this lawsuit and sell ChemWay back to
Evans.

     2.     We  are  also  currently  a defendant in an action entitled Virginia
Lazar  vs. Affiliated Resources Corporation et al; Cause No. 2000-32073 filed in
the 133rd Judicial District Court of Harris County, Texas.  This is an action by
a  former  employee  which seeks, among other things, back salary in the alleged
amount  of  $310,000 and options to purchase 500,000 shares of our common stock.
We dispute Ms. Lazar's claims and will vigorously defend the action.  Failure to
successfully  defend  the  action may result in a material adverse effect on our
results  of  operations.

     3.     We  are  also  currently  a  defendant  in  an action entitled Wayne
Philips  and  Bob  Limbaugh  DBA Limbaugh, Rushmore Philips & Associates LLC vs.
Harris "Butch" Ballow and Affiliated Resources Corp.; Cause No. 2000-19099 filed
in  the  164th  Judicial  District Court of Harris County, Texas.  Plaintiffs in
this case claim that they had a contract with the our predecessor entitling them
to be directors of the Company.  Plaintiffs also claim damages of $38,300 and up
to  one  million  shares of our common stock.  We plan to vigorously defend this
action.  Failure  to  successfully  defend  the  action may result in a material
adverse  effect  on  our  results  of  operations.

     4.     We  have  been  named  as  a  defendant  in an action entitled Harry
Russell  "Sandy" Stokes, III vs. Affiliated Resources Corporation f/k/a Synaptix
Corporation,  Peter C. Vanucci and Virginia M. Lazar; Cause No. 2000-45414 filed
in  the 165th Judicial District Court of Harris County, Texas. Plaintiffs in the
case  allege  that we refused to allow the sale of Plaintiff's stock on a timely
basis  causing  loss  to  him.  Pursuant  to numerous alleged courses of action,
actual  damages  are  alleged  to be $320,526.27 and Plaintiff also seeks treble
damages,  punitive damages of $12 million, plus interest and attorneys fees.  No
discovery  has  been taken. We dispute the claims made in this lawsuit, and plan
to vigorously defend this action.  Failure to successfully defend the action may
result  in  a  material  adverse  effect  on  our  results  of  operations.


<PAGE>

ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

A.     EXHIBITS

EXHIBIT
NUMBER        DESCRIPTION
------        -----------

2             Settlement  and  Rescission  Agreement  by  and among Evans
              Systems.  Way Energy, Inc. and Affiliated Resources Corporation,
              dated September 26,  2000(1)

10            Settlement Agreement and Release by and between Michael R. Bradle
              and  Affiliated  Resources  Corporation,  dated  June  7,  2000

10.1          Agreement  for  Professional Services by and between The Bradle
              Group,  Inc.  and  Affiliated  Resources Corporation, dated
              June 7, 2000

10.2          Distribution  and  Compensation Agreement by and between RTB
              Ventures,  Inc.  and Affiliated Resources Corporation, dated
              August 1, 2000

10.3          Amendment  No.  1 to Agreement for Professional Services and
              Compensation  dated  December  27, 1999 by and among Seneca Energy
              Partners L.P.,  Lonestar  Investment  Management,  L.L.C.  and
              Affiliated  Resources Corporation,  dated  August  29,  2000

10.4          Licensing  Agreement  by  and  between Jordan Grand Prix Limited
              and  Affiliated  Resources  Corporation,  dated  August  31,  2000

10.5          Letter  of  Intent  in  the  Acquisition  of  Modular Processing
              Technologies,  Inc.  by  Affiliated  Resources Corporation, dated
              September  11,  2000(2)

10.6          Royalty Agreement by and between Tiger Trading, Ltd. and
              Affiliated  Resources  Corporation,  dated  September  14,  2000

10.7          Promissory  Note  by  and  between  Way Energy, Inc. and
              Affiliated  Resources  Corporation,  dated  September  26,  2000

17            Resignation  Letter  of  Michael  R.  Bradle


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

(1)     Incorporated  herein  by  reference  in Registrant's Report on Form 8-K,
        dated October  13,  2000

(2)     Incorporated  herein  by  reference  in Registrant's Report on Form
        8-K,  dated  September  28,  2000


<PAGE>

B.     REPORTS  ON  FORM  8-K


1.          A  Form  8-K was filed on October 13, 2000 announcing the Settlement
and  Rescission  Agreement  with  Evans  Systems,  Inc.  and  Way  Energy,  Inc.

2.          A  Form  8-K  was filed on September 28, 2000 announcing a Letter of
Intent  with  Modular  Processing  Technologies,  Inc.



                                   SIGNATURES

     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,  hereunto  duly  authorized.

                                         AFFILIATED  RESOURCES  CORPORATION



Dated:  November  14,  2000              By:      /s/  Peter  C.  Vanucci
                                                   ------------------------
                                         Peter  C.  Vanucci,  Chairman  and  CEO