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 March 31, 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: 33-15097-D
                        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                      18,955,243
                                            (Shares outstanding as of
                                               March 31, 2000)

Transitional Small Business Disclosure Format (Check One)   Yes       No   X

                                        1

<PAGE>



                        AFFILIATED RESOURCES CORPORATION
                 QUARTERLY REPORT ON FORM 10-QSB FOR THE INTERIM
                           PERIOD ENDED March 31, 2000

                                TABLE OF CONTENTS
                                                                           Page
                                                                         Number
Part I.           Financial Information

Item I.  Financial Statements

         Balance Sheets at March 31, 2000 and December 31, 1999...............1

         Statements of Operations for the Three months Ended March 31,
         2000 and 1999........................................................3

         Statements of Cash Flows for the Three months Ended March 31,
         2000 and 1999........................................................4

         Notes to  Financial Statements.......................................5

Item 2.  Management's Discussion and Analysis of Financial Condition and
         Results of Operations................................................6

Part II.   Other Information

Item 1.  Legal Proceedings....................................................8

Item 6.  Reports on Form 8-K..................................................9

         Signatures...........................................................9

                                        i

<PAGE>

                        AFFILIATED RESOURCES CORPORATION
                           CONSOLIDATED BALANCE SHEETS



<TABLE>
<CAPTION>
                                                                                March 31,            December 31,
                                                                                  2000                   1999
                                                                          --------------------- ---------------------
                                                                               (Unaudited)             (Audited)
                                 ASSETS
Current Assets
<S>                                                                       <C>                   <C>
   Cash and cash equivalents                                              $             10,496  $               8,490
   Accounts receivable                                                                   9,825                  6,900
   Inventory                                                                           581,335                606,100
   Prepaid expenses                                                                      6,046                  7,823
                                                                          --------------------  ---------------------

     Total Current Assets                                                              607,702                629,313
                                                                          --------------------  ---------------------

Property and Equipment
   Land                                                                                 41,000                 41,000
   Buildings                                                                           744,000                744,000
   Warehouse equipment                                                               2,423,348              2,423,348
   Office equipment and furniture                                                       76,344                 76,344
   Vehicles                                                                             39,784                 39,784
   Leasehold improvements                                                              334,125                334,125
   Oil and gas properties                                                               51,000                 51,000
                                                                          --------------------- ---------------------

                                                                                     3,709,601               3,709,601
   Less: Accumulated depreciation                                                      319,232                 257,232
                                                                          --------------------  ----------------------

                                                                                     3,390,369              3,452,369

Goodwill, net of accumulated amortization of $286,349 and $228,128
   at March 31, 2000 and December 31, 1999, respectively                             3,206,325              3,264,546

Deposits                                                                                 3,201                  3,201
                                                                          --------------------  ---------------------

                                                                          $          7,207,597  $           7,349,429
                                                                          ====================  =====================
</TABLE>



                See accompanying notes to consolidated financial
                                  statements.

                                        1

<PAGE>




<TABLE>
<CAPTION>
                                                                                March 31,            December 31,
                                                                                  2000                   1999
                                                                          --------------------- ---------------------
                                                                               (Unaudited)             (Audited)
                               LIABILITIES
Current Liabilities
<S>                                                                       <C>                   <C>
   Notes Payable                                                          $            200,000  $              395,000
   Current maturities of long-term debt                                                 10,794                   9,300
   Accounts payable:
     Trade                                                                           1,175,162               1,220,953
     Related Parties                                                                   111,510                 106,888
   Accrued expenses                                                                    667,612                626,236
   Advances payable                                                                     40,000                 40,000
                                                                          --------------------  ---------------------

     Total Current Liabilities                                                       2,205,078              2,398,377

Long-Term Debt                                                                         835,978                343,561
                                                                          --------------------  ---------------------

                                                                                      3,041,056             2,741,938
                                                                          --------------------- ---------------------

                     STOCKHOLDERS' EQUITY

Preferred Stock, $1 par value, 10,000,000 shares
   authorized, no shares outstanding

Common Stock,  $.003 par value,
   25,000,000  shares  authorized,  18,955,243 and
   17,947,743 shares issued and outstanding at March
   31, 2000 and December 31, 1999, respectively                                          56,866                53,843

Additional Paid-In Capital                                                          17,159,457             16,957,480

Accumulated Deficit                                                                (10,790,164)           (10,031,466)

Unamortized Stock Compensation                                                      (2,253,618)            (2,366,366)

Treasury Stock, 641,026 shares at cost                                                  (6,000)                (6,000)
                                                                          --------------------- ----------------------

                                                                                     4,166,541              4,607,491
                                                                          --------------------  ---------------------

                                                                          $           7,207,597 $           7,349,429
                                                                          ===================== =====================
</TABLE>



                See accompanying notes to consolidated financial
                                  statements.

                                        2

<PAGE>



                        AFFILIATED RESOURCES CORPORATION
                      CONSOLIDATED STATEMENTS OF OPERATIONS






<TABLE>
<CAPTION>
                                                                                  For the                For the
                                                                               Three Months           Three Months
                                                                                   Ended                  Ended
                                                                                 March 31,              March 31,
                                                                                   2000                   1999
                                                                           ---------------------  -------------------
                                                                                (Unaudited)            (Unaudited)
<S>                                                                        <C>                    <C>
Revenues                                                                   $             74,630   $           182,513
Cost of Revenues                                                                         28,592               273,891
                                                                           --------------------   -------------------

Gross Margin                                                                             46,038               (91,378)

Selling, general and administrative expenses                                            556,852               344,950
Depreciation and amortization expenses                                                  120,221               118,999
Operating expenses                                                                      109,111                97,432
                                                                           --------------------   -------------------

                                                                                        786,184               561,381
                                                                           --------------------   -------------------

Loss from Operations                                                                   (740,146)              (652,759)

Other Income (Expense)
   Interest expense                                                                     (18,552)                (3,068)
                                                                           ---------------------  --------------------

Net Loss                                                                   $           (758,698)  $           (655,827)
                                                                           ====================   ====================

Net Loss Per Share                                                         $               (.04)  $               (.04)
                                                                           =====================  ====================

Weighted Average Shares Outstanding                                                  18,110,939             16,491,743
                                                                           ====================   ====================
</TABLE>



                See accompanying notes to consolidated financial
                                  statements.

                                        3

<PAGE>



                        AFFILIATED RESOURCES CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOWS






<TABLE>
<CAPTION>
                                                                                 For the                For the
                                                                              Three months           Three months
                                                                                  Ended                  Ended
                                                                                March 31,              March 31,
                                                                                  2000                   1999
                                                                          --------------------- ---------------------
                                                                               (Unaudited)            (Unaudited)
Cash Flows From Operating Activities:
<S>                                                                       <C>                   <C>
   Net loss                                                               $           (758,698) $            (655,827)
   Adjustments to reconcile net loss to net cash used in operating
     activities:
       Depreciation and amortization expense                                           120,221               118,999
       Non-cash compensation expense                                                   112,748                 63,410
       Changes in assets and liabilities:
         Accounts receivable                                                            (2,925)               (59,368)
         Inventory                                                                      24,765                132,976
         Prepaid expenses                                                                1,777                  7,509
         Accounts payable and accrued liabilities                                          207                 41,554
                                                                          --------------------  ---------------------

           Net Cash Used in Operating Activities                                      (501,905)              (305,747)

Cash Flows From Investing Activities:
   Purchase of equipment                                                                     0                 (8,361)
   Proceeds from sale of equipment                                                           0                 24,469
                                                                          --------------------  ---------------------

           Net Cash Provided (Required)  by Investing Activities                             0                 16,108

Cash Flows From Financing Activities:
   Proceeds from debt                                                                  510,000                 15,000
   Payments of debt                                                                   (211,089)
   Sale of common stock                                                                205,000                200,000
                                                                          --------------------  ---------------------

           Net Cash Provided by Financing Activities                                   503,911                215,000
                                                                          --------------------  ---------------------

Net Increase (Decrease) in Cash Equivalents                                              2,006               (119,639)

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

Cash and Cash Equivalents at End of Period                                $             10,496  $              24,484
                                                                          ====================  =====================
</TABLE>



                See accompanying notes to consolidated financial
                                  statements.

                                        4

<PAGE>



                        AFFILIATED RESOURCES CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 March 31, 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 March 31, 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 three months ended March 31, 2000 and 1999.


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

                                        5

<PAGE>



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.

         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,  and during the first  quarter  of 1999,  ChemWay's  facilities  became
operationally  capable of providing  customers with a full line of its products.
Additionally,  ChemWay is aggressively  pursuing new product lines and marketing
alliances to expand to a national  market.  While this process has been severely
hampered by a lack of adequate  working  capital.  ChemWay has begun to generate
sales and is shipping product.  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. With the additional management in place, the Company believes
it  will be able to more  aggressively  pursue  acquisition  candidates  that it
believes will be suited to  management's  business  plan to generate  sufficient
revenues  and  provide  an asset  base for  continued  growth.  When  evaluating
acquisitions,  the ability to use  leverage  in order to reduce the  issuance of
stock will be a significant  factor,  especially in the near term.  Management's
business  strategy  is to focus on the  acquisition  of  those  companies  whose
product or service is  technically  innovative or market  proven and  compatible
with current  operations,  and whose  market  penetration  can be  significantly
expanded through enhanced marketing or additional capitalization.

         Results of Operations

         Analysis of Three  Months  ended  March 31, 2000  Compared to the Three
Months ended March 31, 1999

         The  following   discussion  is  included  to  describe  the  Company's
financial  position and results of  operations  for the three months ended March
31, 2000 and 1999,  respectively.  The  financial  statements  and notes thereto
contain detailed information that should be referred to in conjunction with this
discussion.


                                        6

<PAGE>



         Revenues

         The Company  recorded  revenues of $74,630 for the three  months  ended
March 31, 2000,  compared with $182,513 for the same period in1999. The decrease
in revenues is due in large part to a limited availability of working capital.

         General and Administrative Expenses

         General and administrative  expenses were $556,852 and $344,950 for the
three  months  ended March 31,  2000 and 1999,  respectively.  Depreciation  and
amortization  was $120,221 and  Operating  expenses  were  $109,111  compared to
$118,999 and $97,432 for the same period in 1999.  These  increases  were mainly
attributable to salaries,  compensation  paid by stock,  professional  fees, and
travel expenses related primarily to the repositioning of ChemWay.

         Loss from Operations

         The Company had an  operating  loss of  $758,698  for the three  months
ended March 31, 2000 and $655,827 for the same period in 1999.  The loss for the
period ended March 31, 2000 was the result of general and  administrative  costs
as described above.

         Income Taxes

         The  Company  had no income  tax  expense.  As of March 31,  2000,  the
Company had net operating loss  carryfowards of  approximately  $9,000,000.  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.

         Net Loss

         The Company  had a net loss of $758,698  ($.04 per share) for the three
months  ended March 31,  2000,  compared  with a net loss of $655,827  ($.04 per
share)  for the same  period in 1999.  The net loss for the three  months  ended
March 31, 2000 was attributable to an increase in  administrative  and operating
expenses, along with limited revenues. This increase in expenditures was planned
under the Company's  operating  plan  following the  acquisition  of the ChemWay
subsidiary in 1999. The plan  anticipated  that ChemWay would require a start up
and restructuring period leading to full operational  capability before revenues
would be realized.

         Liquidity and Capital Resources

         At March 31, 2000, the Company maintained a negative liquidity position
which is evidenced by a current ratio of .28 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.


                                        7

<PAGE>



         At March 31,  2000,  the Company had a working  capital  deficiency  of
$1,597,376,  compared to a working capital deficiency of $1,171,761 at March 31,
1999. The cash balance at March 31, 2000 was approximately  $10,496 and at March
31, 1999 was $24,484.

         Cash used by  operations  totaled  $501,905  (largely  attributable  to
increased  activity  involved in the  repositioning  of  ChemWay)  for the three
months ended March 31,  2000,  compared to $305,747 for the same period in 1999.
No cash was generated by investing  activities  for the three months ended March
31, 2000.  Cash provided by financing  activities  during the three months ended
March 31, 2000 totaled  $503,911,  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 is confident that current  discussion 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.


PART II  OTHER INFORMATION

Item 1.  Legal Proceedings

         From time to time, the Company is involved in various legal proceedings
arising in the  ordinary  course of business.  To  management's  knowledge,  the
Company is not currently  involved in any legal  proceedings and is not aware of
any legal proceeding  threatened against it, except for a claim that was made by
an individual that was formerly  employed by an unrelated  company.  The Company
does not believe that this claim has merit.

         At the time of the  acquisition  of ChemWay,  a number of vendor claims
had been incurred in the normal  course of business.  Since the  acquisition  of
ChemWay,  several of the items have been paid and the Company  believes that the
final  disposition  of the items will not have a materially  adverse effect upon
the financial statements of the Company.

Item 6.  Exhibits and Reports on Form 8-K

           A.     Exhibits

                  None.

           B.     Reports on Form 8-K

                  None.


                                        8

<PAGE>



                                   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: May 31, 2000               By:     /s/ Peter C. Vanucci
                                     -------------------------
                                          Peter C. Vanucci, Chairman and CEO


                                        9