UNITED
STATES
 SECURITIES
AND EXCHANGE COMMISSION
 Washington,
D. C. 20549
 
 FORM
10-QSB
 
 xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
  For the
period ended March 31, 2005
 
 oTRANSITION REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE Act of 1934
  For the
transition period from ___ to ___.
 Commission
file number: 001-31261
 
 AMANASU
TECHNOLOGIES CORPORATION
 (Exact
name of small business issuer as specified in its charter)
 
 Nevada
    98-0351508(State
      or other jurisdiction of organization)
    (IRS
      Employer Identification No.)
 
 701 Fifth
Avenue, 42nd Floor, Seattle, WA 9810&#-236;
 (Address
of principal executive offices)
 
 206-262-8188
 (Issuer's
telephone number)
 
 (Former
name, former address and former fiscal year, if changed since last  report)
 
 Check
whether issuer (1) filed all reports to be filed by Section 13 or 15(d)
of  the
Exchange Act during the past 12 months (or 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 xNo o
 
 APPLICABLE
ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
 PRECEDING
FIVE YEARS
 
 Check
whether the registrant filed all documents and reports required to
be  filed by
Section 12, 13, or 15(d) of the Exchange Act after the distribution
of  securities
under a plan confirmed by a court.  Yes o 
NooN/A x
 
 APPLICABLE
ONLY TO CORPORATE ISSUERS
 
 State the
number of shares outstanding of each of the issuer's classes of
common  equity,
as of the latest practicable date: 46,676,400 as of May 10, 2005.
 
 Transitional
Small Business Disclosure Format:   Yes o No x
 
 
 
  AMANASU TECHNOLOGIES CORPORATION
 QUARTERLY
REPORT ON FORM 10QSB
 FOR THE
THREE MONTHS ENDED MARCH 31, 2005
 TABLE OF
CONTENTS
 
 PART1-FINANCIAL
INFORMATION
 
 
 Page
      #Item
      1:Financial
      Statements:Balance Sheets as of March 31, 2005 (unaudited) and
      December 31, 2004 (audited)
    4Statement of Operations and Deficit Accumulated for
      the Three months ended March
      31, 2005 and 2004 (unaudited)
    6Statement of Cash Flows for the Three months ended
      March 31, 2005 and 2004 (unaudited)
    7Notes to Financial Statements
(unaudited)
    9Item
      2:     Management Discussion &
      Analysis of Financial
      Condition and Results of Operations
    10Item
      3:     Controls and
      Procedures
    13PART2-OTHER
      INFORMATIONItem
      1:     Legal
      Proceedings
    14Item
      2:     Changes in
      Securities
    14Item
      3:     Defaults upon Senior
      Securities
    14Item
      4:     Submission of Matters to
      Vote of Security holders
    14Item
      5:     Other
      Information
    14Item
      6:     Exhibits and Reports on Form
      8-K
    14Signatures
    15
 
 ITEM1.
    FINANCIAL
      STATEMENTS
 
 GENERAL
 
 The
Company's unaudited financial statements for the Three months ended March 31,
2005 are included with this Form 10-QSB. The unaudited financial statements have
been prepared in accordance with the instructions to Form 10-QSB and, therefore,
do not include all information and footnotes necessary for a complete
presentation of financial position, results of operations, and cash flows in
conformity with generally accepted accounting principles. In the opinion of
management, all adjustments considered necessary for a fair presentation of the
results of operations and financial position have been included and all such
adjustments are of a normal recurring nature. Operating results for the Three
months ended March 2005 are not necessarily indicative of the results that can
be expected for the fiscal year ending December 31, 2005.
  3
 *Table of Contents*
  **AMANASU TECHNOLOGIES CORPORATION**
 **(A
Development Stage Company)**
 **BALANCE
SHEETS**
 **(Unaudited)**
 
 March
      31,
    
    December
      31,2005
    
    2004(Unaudited)
    
    (Audited)ASSETSCurrent
      Assets:Cash
    
    $
    10,809
    
    $
    44,560Total
      current assets
    
    
    10,809
    
    
    44,560Fixed
      Assets:Automobile
    
    
    1,500
    
    
    1,500Less
      accumulated depreciation
    
    
    1,038
    
    
    987Net
      fixed assets
    
    
    462
    
    
    513Other
      Assets:Licensing
      agreement
    
    
    160,000
    
    
    160,000Less
      accumulated amortization
    
    
    40,001
    
    
    37,648Total
      other assets
    
    
    119,999
    
    
    122,352Total
      Assets
    
    $
    131,270
    
    $
    167,425LIABILITIES
      AND STOCKHOLDERS’ EQUITYCurrent
      Liabilities:Advance
      from affiliates
    
    $
    1,525
    
    $
    1,525Total
      current liabilities
    
    
    1,525
    
    
    1,525Stockholders’
      Equity:Common
      Stock: authorized 100,000,000 shares of $.001 par value; 46,676,400 shares
      issued and outstanding
    
    
    46,676
    
    
    46,676Additional
      paid-in capital
    
    
    650,624
    
    
    650,624Deficit
      accumulated during development stage
    
    
    (567,555
    )
    
    (531,400
    )Total
      stockholders’ equity
    
    
    129,745
    
    
    165,900Total
      Liabilities and Stockholders’ Equity
    
    $
    131,270
    
    $
    167,425
  The
accompanying notes are an integral part of these financial
statements.
  4
 *Table of Contents*
 
 **AMANASU TECHNOLOGIES CORPORATION**
 **(A
Development Stage Company)**
 **STATEMENTS
OF OPERATIONS AND DEFICIT**
 **ACCUMULATED
DURING DEVELOPMENT STAGE**
 **(Unaudited)**
  December
      1, 1997Quarters
      Ended March 31,
    
    (Date
      of Inception)2005
    
    2004
    
    To March 31, 2005Revenue
    
    $
    -
    
    $
    -
    
    $
    91,912Expenses
    
    
    36,155
    
    
    42,039
    
    
    662,889Operating
      loss
    
    
    (36,155
    )
    
    (42,039
    )
    
    (570,977
    )Other
      Income - Interest
    
    
    -
    
    
    33
    
    
    3,422Loss
      accumulated during development stage
    
    $
    (36,155
    )
    $
    (42,006
    )
    $
    (567,555
    )Loss
      Per Share -Basic
      and Diluted
    
    $
    -
    
    $
    -Average
      shares outstanding
    
    
    46,676,400
    
    
    46,676,400
 These
accompanying notes are an integral part of these financial
statements.
  5
 *Table of Contents*
  **AMANASU TECHNOLOGIES CORPORATION**
 **(A
Development Stage Company)**
 **STATEMENTS
OF CASH FLOWS**
 **(Unaudited)**
  December
      1, 1997Quarters
      EndedMarch 31,
    
    (Date
      of Inception)2005
    
    2004
    
    To
      March 31, 2004**CASH
      FLOWS FROM OPERATIONS:**Net
      loss
    
    $
    (36,155
    )
    $
    (42,006
    )
    $
    (567,555
    )Charges
      not requiring the outlay of cash:Depreciation
      and amortization
    
    
    2,404
    
    
    2,439
    
    
    41,039Services
      provided for common stock
    
    
    -
    
    
    -
    
    
    21,300Changes
      in assets and liabilities:Increase
      in advance from affiliate
    
    
    -
    
    
    -
    
    
    1,525**Net
      Cash Consumed By****Operating
      Activities**
    
    
    (33,751
    )
    
    (39,567
    )
    
    (503,691
    )**CASH
      FLOWS FROM INVESTING****ACTIVITIES:**Purchase
      of automobile
    
    
    **-**
    
    
    **-**
    
    
    (1,500
    )Payment
      of amount due for licensing agreement
    
    
    -
    
    
    -
    
    
    (160,000
    )**Net
      Cash Consumed By****Investing
      Activities**
    
    
    -
    
    
    -
    
    
    (161,500
    )**CASH
      FLOWS FROM FINANCING****ACTIVITIES:**Issuances
      of common stock
    
    
    -
    
    
    -
    
    
    616,000Shareholder
      capital contribution
    
    
    -
    
    
    -
    
    
    60,000**Net
      Cash Provided By****Financing
      Activities**
    
    
    -
    
    
    -
    
    
    676,000Net
      Change In Cash
    
    
    (33,751
    )
    
    (39,567
    )
    
    10,809Cash
      balance, beginning of period
    
    
    44,560
    
    
    54,985
    
    
    -Cash
      balance, end of period
    
    $
    10,809
    
    $
    15,418
    
    $
    10,809
 These
accompanying notes are an integral part of these financial
statements.
  6
 *Table of Contents*
  **AMANASU TECHNOLOGIES CORPORATION**
 **(A
Development Stage Company)**
 **NOTES
TO FINANCIAL STATEMENTS**
 **March
31, 2005**
 **(Unaudited)**
 
 
 **1.**
    **BASIS
      OF PRESENTATION**
 
 The
unaudited interim financial statements of Amanasu Technologies Corporation (“the
Company”) as of March 31, 2005 and for the three month periods ended March 31,
2005 and 2004, have been prepared in accordance with accounting principles
generally accepted in the United States of America. In the opinion of
management, such information contains all adjustments, consisting only of normal
recurring adjustments, necessary for a fair presentation of the results for such
periods. The results of operations for the quarter ended March 31, 2005 are not
necessarily indicative of the results to be expected for the full fiscal year
ending December 31, 2005.
 
 Certain
information and disclosures normally included in the notes to financial
statements have been condensed or omitted as permitted by the rules and
regulations of the Securities and Exchange Commission, although the Company
believes the disclosure is adequate to make the information presented not
misleading. The accompanying unaudited financial statements should be read in
conjunction with the financial statements of the Company included in the Form
10-KSB for the year ended December 31, 2004.
  7
 *Table of Contents*
  ITEM 2.
    MANAGEMENT'S
      DISCUSSION AND OR PLAN OF OPERATION
 
 Cautionary
      Statement
 
 SAFE
HARBOR
 
 This Form
10QSB contains "forward-looking statements" within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E the Securities Exchange
Act of 1934, as amended and such forward-looking statements are made pursuant to
the safe harbor provisions of the Private Securities Litigation Reform Act of
1995. "Forward-looking statements" describe future expectations, plans, results,
or strategies and are generally preceded by words such as "may," "future,"
"plan" or "planned," "will" or "should," "expected," "anticipates," "draft,"
"eventually" or "projected." You are cautioned that such statements are subject
to a multitude of risks and uncertainties that could cause future circumstances,
events, or results to differ materially from those projected in the
forward-looking statements, including the risks that actual results may differ
materially from those projected in the forward-looking statements as a result of
various factors, and other risks identified in a companies' annual report on
Form 10-KSB and other filings made by such company with the United States
Securities and Exchange Commission. You should consider these factors in
evaluating the forward-looking statements included herein, and not place undue
reliance on such statements.
 
 The
following discussion should be read in conjunction with the Company's Financial
Statements, including the Notes thereto, appearing elsewhere in this Quarterly
Report and in the Annual Report for the year ended December 31,
2004.
 
 COMPANY
OVERVIEW
 
 The
Company is a development stage company and significant risks exist with respect
to its business. The Company received the exclusive, worldwide rights to a high
efficiency electrical motor and a high powered magnet both of which are used in
connection with an electrical motor scooter. The technologies were acquired
under a sub-license agreement with Amanasu Corporation, formerly Family
Corporation. Amanasu Corporation, a Japanese company and the Company’s largest
shareholder, acquired the rights to the technologies under a licensing agreement
with the inventors. Mr. Atsushi Maki, a director of the Company, is the sole
shareholder of Amanasu Corporation. At this time, the Company is not engaged in
the commercial sale of any of its licensed technologies. Its operations to date
have been limited to acquiring the technologies, constructing four proto-type
motor scooters and various testing of the technologies and the motor scooter.
 
 Market
place of electric scooter has become intensely competitive. Offering shorter
recharging time and more economical sales price are the primal keys. The Company
conducted a procedure of manufacturing the product in China due to cutting down
on the cost, and hoped it would work through to meet the Company’s expectation.
However the significant issue which was difficulty of protecting the proprietary
technology unwillingly emerged. Additionally there were some major concerns
which were securing follow-ups, warrant and maintenance of the product due to
safety and protection of incidents from the result of its deficiency, and
handling and managing such matters perfectly is overwhelming. To solve the 2
major issues, the Company has come to the potential solution in connection with
making a revenue and profit, which is cooperation with a company who has already
produced complete product of electric scooter in successful marketing condition.
The Company has encountered Evader Motorcycle, Inc. (U.S.A) who has commercially
produced their electric scooters and sold it in 20 countries. The Company has
entered into an International Distributor Agreement with Evader Motorcycle, Inc.
whereby the Company is appointed as an exclusive agent for the products of
Evader. The Company is granted the exclusive rights for the motorcycle retail
industry or vertical markets in Japan, with the right to include other channels
as agreed to between the parties. The Company considers Evader as a prospective
company that the Company might share its technology with and create more
improved and advanced technology of electric scooter which would make a strong
impact to the market.
  8
 *Table of Contents*
  PRODUCT
 
 The
Company intends to participate in the emerging electric vehicle market by using
its sub-licensed technologies to design, manufacture, and sell lightweight,
electric motor scooters. The Company may expand its product line in the future
to include other electronic vehicles, such as electric bicycles.
 The
Company is planning to provide its own technology of battery charging system to
Evader Motorcycle, Inc. and develop better and advanced product of electric
scooter in cooperation. The Company aims to open the market in Japan and mainly
in Southeast Asia.
 
 The
Company's principal product will be a lightweight motor scooter that features
the Company's proprietary electric motor. The one passenger scooter also will
feature a stepless transmission, an electromotive brake, and is expected to
weigh 107 kg. The Company will use an otherwise standard leaded battery. Due to
the unique features of the licensed technologies, the scooter is expected to
deliver improved operational efficiencies over competitive products. On December
26, 2001, Sanwa Electronics Co., Inc. performed two independent tests on one of
the Company's scooters. The test results indicated that the motor scooter can
travel 65 to 85 km on a full battery charge, at an average running speed of 30
km/hour. The battery charge time to travel these distances approximated 2 hours.
Sanwa Electronics conducted the tests on a relatively flat road grade with
limited traffic density. These results contrast with Honda's electric scooter
(Year 2001-Model #A-AF36). According to product literature published by Honda,
the scooter travels approximately 60 km at 30 km/hour, and a full recharge
requires approximately 8 hours. Conditions, such as road grade and travel
density, regarding the its scooter were not contained in the Honda
information.
 
 Gas
powered scooters while generally an inexpensive mode of transportation,
typically are powered by two-stroke engines fueled by an oil and gasoline
mixture. These engines are small with compressed power, and therefore ideally
suited for scooter use. However, two stroke engines are commonly identified by
clouds of oily smoke trailing the engine, which evidences its major
disadvantages. Two stroke engines use fuel inefficiently and, more importantly,
have high pollution emissions. They generate pollution from two sources; the
combustion of oil in the fuel, and the leaking of fuel through the exhaust port
during engine use. In promoting its product to its targeted markets, the Company
will seek to capitalize on its strong operational efficiencies of the technology
compared with other electric scooters, while championing its product's
environmental advantages to gas powered versions.
  PLAN OF
OPERATION
 The
Company is a development stage corporation. It has not commenced its planned
operations of manufacturing and marketing a lightweight electrical motor
scooter. Its operations to date have been limited to conducting various tests on
its technologies.
  9
 *Table of Contents*
  The
Company’s plan of operations for the next 12 months is to consider providing its
patented fast battery charging technology adopting Evader’s existing electric
scooter and develop and improve Evader’s scooter to be competitive, rather than
only working on the Company’s product struggling with raising capital and delay
of its commercial production. Because, compare to other electric scooters, the
electric scooter produced by Evader Motorcycle, Inc. is relatively systemized
fast battery charging time, and most of all, Evader already has its production
line and establishes the after-care- service management. Cooperating with Evader
may benefit the Company that the Company may just focus on marketing and sales
promotion. The Company considers opening the market in Japan for the next 12
months and then the countries of Southeast Asia, which may be the main market
place of the improved Evader’s scooter in the future. The sales price of the
scooter will be $1,300-1,850/unit and sales quantity will be 2,000units. The
Company will primarily invest $150,000 for the marketing and sales promotion of
Evader’s electric scooter. The Company is expecting a profit of $400,000
($200/unit (profit) X 2,000 units (prospective sales)) for next 12 months.
 The
Company has also encountered an opportunity to consider marketing healthy food
productions such as cheese, butter, salad dressing, mayonnaise, bread, beverage,
processed with soy bean. The Company is estimating $350,000 of investment for
this project whether investing existing company for cooperation or establishing
a new company which produces healthy products.
 
 The
Company's cash requirements for the next 12 months are estimated to be $500,000.
This amount is comprised of the following estimate expenditures; $100,000 in
annual salaries for office personnel, office expenses and travel, $60,000 for
rent, $20,000 for professional fees, and $10,000 for miscellaneous
expenses.
 
 As stated
above, the Company cannot predict whether or not it will be successful in its
capital raising efforts, and, thus, be able to satisfy its cash requirements for
the next 12 months. If the Company is unsuccessful in raising at least $500,000,
it may not be able to complete its plan of operations as discussed
above.
 
 
 MANAGEMENT'S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
 
 The
Company did not generate any revenues for the three months ended March 31, 2005
or for the same period in 2004 except for interest earned in bank deposits in
the amount of $ 0 and $33 respectively. The decrease was due to a term deposit
being closed in the previous quarter.
 
 Total
expenses for the 3 month period ending March 31, 2005 was $ 36155 compared to
$42039 for the same period in 2004. The decrease was due to decreased
professional fees.
 
 The
Company is expecting to generate revenues of $400,000 from the sales of Evader’s
products in the next 12 months. The Company intends to raise additional funds in
the near future through private placements of its common stock.
 
 
 LIQUIDITY
AND CAPITAL RESOURCES
 
 In the
three months ended March 31, 2005 cash used in operating activities was $33,751
compared to $ 39,567 for the same period in 2004. This decrease was due to
reduced expenses.
 
 The
Company intends to raise additional funds in the near future through private
placements of its common stock. The proceeds from such private placements will
be allocated for administrative salaries, office expenses and travel, product
development and testing, and product promotion.
 
 Total
assets as of March 31, 2005 were $131,270 representing a decrease of $36,155
from total assets of $167,425 as of December 31, 2004.
 
 The
Company's ability to continue in existence is dependent upon obtaining the
necessary $150,000 for the marketing and sales promotion of Evader’s electric
scooter and $350,000 needed to fund working capital of either cooperation or
establishing a new company which pro9duces healthy products. The Company’s cash
requirements for the next 12 months are estimated to be $500,000. If the Company
is unsuccessful in raising at least $500,000, it may not be able to complete its
plan of operations as discussed above.
 
 10
 *Table of Contents*
 
 OFF-BALANCE
SHEET ARRANGEMENTS
 
 The
Company has no off-balance sheet arrangements.
 
 
 Item 3.
    Effectiveness
      of the registrant's disclosure controls and
procedures
 
 EVALUATION
OF DISCLOSURE CONTROLS AND PROCEDURES
 
 The
Company carried out an evaluation of the effectiveness of the Company's
disclosure controls and procedures (as defined by Rule 13a-15(e) under the
Securities Exchange Act of 1934) under the supervision and with the
participation of the Company's Chief Executive Officer and Chief Financial
Officer as of a date within 90 days of the filings date of Form 10QSB. Based on
and as of the date of such evaluation, the aforementioned officers have
concluded that the Company's disclosure controls and procedures have functioned
effectively so as to provide information necessary whether:
 
 (i)
    this
      quarterly report on Form 10 QSB contains any untrue statement of a
      material fact or omits to state a material fact necessary to make the
      statements made, in light of the circumstances under which such statements
      were made, not misleading with respect to the period covered by this
      quarterly report on Form 10 QSB, and(ii) the financial statements, and
      other financial information included in this quarterly report on Form 10
      QSB, fairly present in all material respects the financial condition,
      results of operations and cash flows of the Company as of, and for, the
      periods presented in this quarterly report on Form 10
  QSB.
 (ii)
 
 CHANGES
IN INTERNAL CONTROLS
 
 There
have been no significant changes in the Company's internal controls or in other
factors since the date of the Chief Executive Officer's, Chief Financial
Officer's and Chief Accounting Officer's evaluation that could significantly
affect these internal controls, including any corrective actions with regards to
significant deficiencies and material weaknesses.
 
 Part
      II
    OTHER
      INFORMATION
 
 Item 1.
    Legal
      Proceedings.
 None
 
 Item 2.
    Changes
      in Securities.
 None
 
 Item 3.
    Defaults
      upon Senior Securities.
 None
 
 Item 4.
    Submission
      of Matters to a Vote of Security holders.
 None
 
 Item 5.
    Other
      Information.
 None
 
 11
 *Table of Contents*
 Item6.
    Exhibits.
 (a).  
Furnish the Exhibits required by Item 601 of Regulation S-B.
 
 Exhibit 31 - Certification Pursuant To Section 302 Of The
Sarbanes-Oxley Act Of 2002.
 
 Exhibit 32 - Certification Pursuant To Section 906 Of The
Sarbanes-Oxley Act Of 2002.
 
 (b)  
Reports on Form 8-K.
 None
 
 12
 *Table of Contents*
  SIGNATURES
 
 In
accordance with the requirements of the Exchange Act, the registrant caused this
report to be signed on its behalf by the undersigned, thereunto duly
authorized.
 
 AMANASU
TECHNOLOGIES CORPORATION
 
 Date: May
10, 2005
 
 /s/
Hideyuki Shiraishi
 
 Hideyuki
Shiraishi
 Chief
Executive Officer
 Chief
Financial Officer
 Chief
Accounting Officer
 
 13