UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549



Form 10-KSB

(Mark
One)

|[x ]                                                                          | ANNUAL
      REPORT UNDER SECTION 13OR 15(d)OF THE SECURITIES EXCHANGE
      ACT OF 1934
|----------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------
|For the fiscal year ended April 30, 2005____________________________________ 
|                                                                             
|[ ]                                                                           | TRANSITION
      REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|For the transition period from _______________________ to
      _____________
|Commission file number _ 000-27397_______________________________            



|EDGETECH SERVICES INC.
      (Name of small business issuer in its charter)                      
|-------------------------------------------------------------------------------------------------
|                                                                                                 
|Nevada
      (State
      or other jurisdiction of incorporation or organization)                
|                                                                                                 
|501 Santa Monica Blvd, Suite 601, Santa Monica, CA
      (Address of principal executive offices)
|                                                                                                 
|(Issuer's
      telephone number ) (416)  441 - 4046                                             
|                                                                                                 
|Securities
      registered under Section 12(b) of the Exchange Act:                             
|                                                                                                 
|Title of each class
      None                                                                   
|                                                                                                 
|Securities
      registered under Section 12(g) of the Exchange Act:                             



|                                                         
|---------------------------------------------------------
|Common Stock, Par Value $0.001 Per Share (Title of class)

1

---



|Preferred Stock, Par Value $0.001 Per Share (Title of
      class)
|------------------------------------------------------------------











Check
whether the issuer (1) filed all reports required to be filed by Section 13or 15(d)of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days. [x ] Yes
[ ] No

Check
if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-Bis not contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB.

State
issuer's revenues for its most recent fiscal year: $2,053,789

Note:
If determining whether a person is an affiliate will involve an unreasonable
effort and expense, the issuer may calculate the aggregated market value of the
common equity held by non-affiliates on the basis of reasonable assumptions, if
the assumptions are stated.

State
the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 74,129,950.



DOCUMENTS INCORPORATED BY REFERENCE

None.



Transitional
Small Business Disclosure Format (Check one): Yes ____; No __X__













Edgetech Services Inc.

Form 10-KSB

TABLE OF CONTENTS



|              | PART I                         | Page
|------------- | ------------------------------ | ----
|              |                                |     
|Item
      1. | Description
      of Business. | 4   

2



---



|Item
      2.  | Description
      of Property.                                                                                               | 5 
|-------------- | ---------------------------------------------------------------------------------------------------------------------------- | --
|Item
      3.  | Legal
      Proceedings.                                                                                                     | 6 
|Item
      4.  | Submission
      of Matters to a Vote of Security Holders.                                                                   | 6 
|               |                                                                                                                              |   
|               | PART
      II                                                                                                                |   
|               |                                                                                                                              |   
|Item
      5.  | Market
      for Common Equity and
      Related
      Stockholder Matters.                                                  | 6 
|Item
      6.  | Management's
      Discussion and Analysis or Plan of Operation.                                                             | 7 
|Item
      7.  | Financial
      Statements.                                                                                                  | 11
|Item
      8.  | Changes
      In and Disagreements With Accountants on Accounting and Financial
      Disclosure.                            | 30
|               |                                                                                                                              |   
|               | PART III                                                                                                                     |   
|               |                                                                                                                              |   
|Item
      9.  | Directors,
      Executive Officers, Promoters and Control Persons; Compliance With Section
      16(a) of the Exchange Act. | 31
|Item
      10. | Executive
      Compensation.                                                                                                | 34
|Item
      11. | Security
      Ownership of Certain Beneficial Owners and Management and Related
      Stockholder Matters.                  | 35
|Item
      12. | Certain
      Relationships and Related Transactions.                                                                        | 36
|Item
      13. | Exhibits
      and Reports on Form 8-K.                                                                                      | 37



|Item
      14. | Principal
      accountant fees and services. | 38
|-------------- | --------------------------------------------- | --

PART
I

Item
1. Description of Business.

OVERVIEW

We
were incorporated under the provisions of the General Corporation Act of the
State of Nevada, USA on May 16, 1997, as Annex Business Resources Inc.  We
became a reporting company under the U.S. Securities and Exchange Act of 1934 on
November 20, 1999. We have not undergone any bankruptcy, receivership or similar
proceedings. We changed our name to NewsGurus.com, Inc, which later changed to
SETP or Secure Enterprise Solutions Inc. On December 2, 2002, we changed our
name to Edgetech Services Inc. (the "Company") following our acquisition of
Edgetech Services Inc. on May 22, 2002. As part of the acquisition, we acquired
all of the issued and outstanding capital stock of EdgeTech Services Inc., a
private company incorporated under the laws of Ontario, Canada.  We issued
16,005,000 common shares to the former shareholders of EdgeTech Services Inc,
and payments of $66,000. Item 6 of this Form 10-KSB goes into further detail of
the acquisition. EdgeTech Services Inc. was founded on July 11th, 1995, to
provide innovative and effective solutions to help our clients achieve their
business goals. Edgetech Services Inc. is a Total Business Solutions Provider
specializing in Information Technology (IT) Security, Enterprise Resource
Planning (ERP) and Knowledge Based Systems.



3

---

The
following is a list of the technology we develop, a description of the products
and services we handle, and a description of our main competitors in each field.



|Technology                                                                                                               | Description                                                                               | Providers                            
|------------------------------------------------------------------------------------------------------------------------ | ----------------------------------------------------------------------------------------- | -------------------------------------
|                                                                                                                         |                                                                                           |                                      
|                                                                                                                         | Security Products                                                                         |                                      
|                                                                                                                         |                                                                                           |                                      
|Intrusion
      Detection                                                                                                | Monitors
      the network for attacks by hackers                                         | Symantec,
      Cisco                
|Network
      Intrusion                                                                                                  | Similar
      to intrusion detection but has the ability to block off attacks as well     | Top
      Layer, Cisco, McAfee       
|Prevention                                                                                                               |                                                                                           |                                      
|Host
      Base Intrusion                                                                                                | Protects
      servers, desktops and laptops from unknown and known attacks,              | Platform
      Logic, McAfee         
|Detection                                                                                                                | worms,
      and/or malicious insiders by wrapping each operating system function         |                                      
|                                                                                                                         | and
      application in a protective layer                                               |                                      
|Firewalls                                                                                                                | Implement
      security policies designed to keep a network secure from hackers.         | Symantec,
      McAfee, Trend Micro, 
|                                                                                                                         |                                                                                           | Cyberguard,
      Cisco, Watch guard 
|Network
      Taps                                                                                                       | Taps
      a point in the network for monitoring                                          | Top
      Layer , McAfee, Net Optics 
|Network
      Behavioral                                                                                                 | Monitors
      network and has intelligence to find trends that may be attacks            | Q1Labs,
      System Detection, eEye,
|analysis
      System                                                                                                    |                                                                                           | Network
      General (Sniffer),     
|Patch
      Management Tools  Tools that can update the latest patches that
      will
      protect systems against the | Microsoft,
      eEye, Patchlink                                                         
|                                                                                                                         | latest
      attacks.                                                                     |                                      
|Encryption
      Software                                                                                                | Software
      to encrypt information to protect its viewing by unauthorized people       | Cypherus                             
|Forensics
      tools                                                                                                    | Tool
      that contain information about an attack and evidence that may be able to      | eEye                                 
|                                                                                                                         | trace
      it.                                                                           |                                      
|Application
      Layer                                                                                                  | Monitors
      and protects applications from attacks.                                    | Covelight                            
|Security
      tools                                                                                                     |                                                                                           |                                      
|                                                                                                                         | Security Consulting Services                                                              |                                      
|                                                                                                                         |                                                                                           |                                      
|Control
      Assurance                                                                                                  | A
      set of management and Internet standard technologies developed to unify
      the | Consulting                           
|                                                                                                                         | management
      of enterprise computing environments.                                    |                                      

4

---

|Risk
      Consulting         | Risk
      Consulting includes services that operate and restructure businesses; and     | Consulting                  
|----------------------------- | ---------------------------------------------------------------------------------------- | ----------------------------
|                              | enhance
      security systems and procedures.                                           |                             
|Regulatory
      Services     | Compliance
      with the applicable legislation or best practice.                       | Consulting                  
|Security
      Assessment and | Collects,
      analyzes, and correlates security event data from across the enterprise. | Symantec,
      Open        
|Management                    |                                                                                          |                             
|Vulnerability                 | Testing
      of a network to see if there are any holes or vulnerabilities where an     | Symantec,
      eEye, McAfee
|Assessment                    | attack
      can be done.                                                                | (Foundstone)                
|Network
      Penetration And | Testing
      through the eyes of a hacker to see what they may be able to do.           | eEye                        
|Intrusion
      Testing       |                                                                                         
|ERP
      controls            | Managing
      and controlling business systems of organizations                         | Consulting                  



Our
professional services unit is dependent to a great extent on one large customer,
International Business Machines, Inc. Our distribution methods are based on
direct sales.  We have one person in Winnipeg selling hardware components
and one person in Toronto selling professional services.

COMPETITION



The
competitive environment includes other companies in similar business.  The
IT services are highly competitive and fragmented and have low barriers to
entry.  We compete with other providers of IT outsourcing. We believe that
our principal competitive factors are accurate assessment of our client's
requirements, timely assignment of technical consultants with appropriate
skills, and the price of our services. We believe that we have a market lead on
our products and services. The branding and general awareness of Edgetech in the
Fortune 1000 has been in place earlier than the competition and we plan to take
a good percentage of the market share in the IT security solutions offering.



EMPLOYEES



We
currently employ approximately three full-time staff at the Toronto office, and
three at the Winnipeg office.  Most of our consulting services are provided
by independent contractors.



SUBSEQUENT
EVENT  TO THE PERIOD ADDRESSED BY THIS FILING

On
June 1, 2005, we acquired 100% of the outstanding common stock of Web's Biggest,
Inc., a California company and its subsidiaries (herein after referred to as
"WB"). WB is a search engine operating primarily from the url:
http://www.websbiggest.com. Under the terms of an acquisition agreement
dated June 1, 2005, we agreed to acquire 100% of the issued common shares of
Web's Biggest. Web's Biggest's two shareholders exchanged all of their issued
Web's Biggest shares and provide $250,000 in general working capital for our
Canadian subsidiary in exchange for 25,000,000 convertible preferred shares of
the Company. Web's Biggest currently has 100 common shares issued and
outstanding. The preferred shares have multiple voting rights with 25.3533 votes
per share and eacg convertible share may be converted into 25.3533 common shares
at any time.

5

---

OVERVIEW
OF WEB'S BIGGEST



Web's
Biggest is a search engine that is available in 230 countries and in 70
different languages. To our knowledge, it is the word's largest "Wiki" based
search engine. Wiki is software that allows web users to collectively author web
documents using their browser and without downloading any software to their
computer.

Web's
Biggest's customers pay for website advertising and promotion services.
Provision of the services to customers along with billing is managed by an
automated and scaleable IT infrastructure. This enables Web's Biggest to
maintain high gross profit margins. Web's Biggest has developed its own web
crawler and created the following search engine directories:

Web's
Biggest: A search engine that searches a database of almost every website in the
Whois database.

TopSites:
A directory of the world's top 50,000 websites by traffic and categorized by
thousands of topics.

Editors'
Choice: More than 4 million website reviews written by users and webmasters.
They are arranged in almost 600,000 categories with more than 2.1 million see
and see also references. The directory is translated into more than 70
languages. And they are available in hundreds of regional editions. The
directory has almost 300,000 articles on various topics. These are cross
referenced to website categories.

Item
2. Description of Property.



We
occupy office space in two locations.  Our head office is at 18 Wynford
Drive, Toronto, Ontario, M3C 3S2, which has approximately 3500 square feet of
office space.  The current rate is approximately $12 per square foot.
 Our second office is located at 175 Carlton Street, Winnipeg, Manitoba,
R3C 3S9, which has approximately 600 square feet. We have an operating lease on
the premises until December 31, 2005.  The current rate is approximately
$10 per square foot.  We believe that these facilities will be adequate to
meet our requirements for the foreseeable future and that suitable additional
space will be available if needed. Other than described above, neither we, nor
our subsidiary presently own or lease any other property or real estate.

Item
3. Legal Proceedings.

We
are not party to any current or pending legal proceedings.

Item
4. Submission of Matters to a Vote of Security Holders.

No
matters were submitted to a vote of security holders through solicitation or
otherwise during the fourth quarter of the fiscal year covered by this report.





6

---

PART
II

Item
5. Market for Common Equity and Related Stockholder Matters.



Our
common stock is quoted and listed for trading on the OTC.BB under the symbol
EDGH.  Our CUSIP No. is 28027N 10 9.



As
of April 30, 2005, there are approximately 2,200 shareholders holding our issued
common shares.



Table
No. 1 lists the high and low closing sales prices on the OTC.BB for our common
shares for the last two year period.  The price was $0.03 on April 30, 2005
at our year end.  The below quotations reflect inter-dealer prices, without retail mark-up,
mark-down or commission and may not represent actual transactions.



Table
No. 1

OTC.BB
Stock Exchange





|Date   | **Open** | **High** | **Low**  | **Close** | **Avg Vol**   | **Adj Close***
|------ | -------- | -------- | -------- | --------- | ------------- | --------------
|Apr-05 | **0.03** | **0.04** | **0.02** | **0.03**  | **182,323**   | **0.03**      
|Mar-05 | **0.03** | **0.05** | **0.03** | **0.04**  | **72,045**    | **0.04**      
|Feb-05 | **0.04** | **0.06** | **0.03** | **0.03**  | **103,236**   | **0.03**      
|Jan-05 | **0.05** | **0.06** | **0.04** | **0.04**  | **38,010**    | **0.04**      
|Dec-04 | **0.06** | **0.07** | **0.04** | **0.05**  | **106,327**   | **0.05**      
|Nov-04 | **0.06** | **0.08** | **0.05** | **0.06**  | **117,419**   | **0.06**      
|Oct-04 | **0.08** | **0.10** | **0.06** | **0.06**  | **135,814**   | **0.06**      
|Sep-04 | **0.08** | **0.14** | **0.07** | **0.08**  | **141,171**   | **0.08**      
|Aug-04 | **0.11** | **0.12** | **0.05** | **0.07**  | **122,622**   | **0.07**      
|Jul-04 | **0.10** | **0.14** | **0.10** | **0.11**  | **82,547**    | **0.11**      
|Jun-04 | **0.12** | **0.14** | **0.10** | **0.10**  | **47,652**    | **0.10**      
|May-04 | **0.15** | **0.17** | **0.12** | **0.13**  | **78,915**    | **0.13**      
|Apr-04 | **0.15** | **0.18** | **0.13** | **0.16**  | **94,276**    | **0.16**      
|Mar-04 | **0.17** | **0.17** | **0.15** | **0.15**  | **119,700**   | **0.15**      
|Feb-04 | **0.17** | **0.19** | **0.16** | **0.16**  | **97,105**    | **0.16**      
|Jan-04 | **0.16** | **0.20** | **0.15** | **0.17**  | **165,820**   | **0.17**      
|Dec-03 | **0.19** | **0.20** | **0.15** | **0.16**  | **182,768**   | **0.16**      
|Nov-03 | **0.17** | **0.19** | **0.16** | **0.17**  | **205,110**   | **0.17**      
|Oct-03 | **0.25** | **0.26** | **0.16** | **0.17**  | **296,095**   | **0.17**      
|Sep-03 | **0.33** | **0.53** | **0.22** | **0.25**  | **891,509**   | **0.25**      
|Aug-03 | **0.51** | **0.52** | **0.22** | **0.33**  | **1,236,861** | **0.33**      
|Jul-03 | **0.16** | **0.75** | **0.14** | **0.50**  | **1,266,104** | **0.50**      
|Jun-03 | **0.15** | **0.19** | **0.14** | **0.16**  | **233,271**   | **0.16**      
|May-03 | **0.17** | **0.24** | **0.14** | **0.15**  | **324,890**   | **0.15**      



Other
than described above, our shares of common stock are not and have not been
listed or quoted on any other exchange or quotation system.





7





---

DIVIDENDS



There
are no restrictions that limit our ability to pay dividends on our common stock.
 We have not declared any dividends since incorporation and we do not
anticipate doing so in the foreseeable future.  Our present policy is to
retain future earnings for use in our operations and expansion of our business.

Item
6. Management's Discussion and Analysis or Plan of Operation

The
information contained in this Management's Discussion and Analysis of Financial
Condition and Results of Operation contains "forward looking statements."Actual results may materially differ from those projected in the forward
looking statements as a result of certain risks and uncertainties set forth in
this report. Although our management believes that the assumptions made and
expectations reflected in the forward looking statements are reasonable, there
is no assurance that the underlying assumptions will, in fact, prove to be
correct or that actual future results will not be materially different from the
expectations expressed in this Annual Report. The following discussion should be
read in conjunction with the audited Consolidated Financial Statements and
related Notes included in Item 7.



RESULTS
OF OPERATIONS FOR THE YEARS ENDED APRIL 30, 2005 AND 2004

Revenues
decreased 5% to $2,053,789 during Fiscal Year 2005 as compared to Fiscal Year
2004 when revenues were $2,171,297.

Sales,
general and administrative ("SG&A") expenses increased 54% to
$1,647,053 during fiscal 2005 as compared to fiscal 2004 when SG&A expenses
were $1,070,870.  The increase in SG&A expenses includes the issue of
25,000,000 shares of common stock of the Company at price of 0.026 per share to
Tae Ho Kim and Sang Ho Kim for a total of $650,000, approved by the board of
Directors.



Net
loss for fiscal 2005 was $1,488,720 and $1,187,944 for fiscal 2004.  The
increase in loss for the year is due to increased costs associated with an
aggressive growth strategy and the issue of stock to previous management. 
We anticipate these costs to decrease in the comming year.



No
income taxes were payable in 2005 or in 2004, as a result of the operating
losses recorded during those years. Based on a number of factors, including the
lack of a history of profits, management believes that there is sufficient
uncertainty regarding the realization of deferred tax assets, and, accordingly,
has not booked an income tax benefit as of April 30, 2005 and 2004. All losses
incurred can be carried forward for seven years for Canadian income tax purposes
and twenty years for United States income tax purposes.



SEASONALITY



Our
business is not subject to seasonality, as companies require ongoing services
throughout the year.



8





---

LIQUIDITY
AND CAPITAL RESOURCES



As
of April 30, 2005, we had a working capital deficiency of ($464,889), which
represented a decrease increase of $738,600 as compared to the working capital
position of $273,711 as of April 30, 2004.

Accounts
Receivable represents 94% of current assets and continues to turn over at
acceptable rates. 97% of the Company's assets are current and predominantly made
up of receivables from companies that have high credit status. Many of those
receivables have terms that exceed 60 days as they are from large corporations
who require longer terms.  Given our history with these clients, we believe
that our receivables continue to be collectible. The Company established an
asset based line of credit with Greenfield Commercial Credit which enables the
Company to borrow against eligible accounts receivable.



Cash
flows used in operating activities for fiscal 2005 totaled ($491,233) which was
primarily due to the loss for the year. Cash flows used in operating activities
for fiscal 2004 totaled ($602,644).  The decrease in cash outflows from
operating activities between 2005 and 2004 is primarily due to the
reorganization of our business.

The
Company had no cash flow used in fiscal 2005 from investing activities. 
Cash flows used in fiscal 2005 from investing activities totaled $0. Cash flows
from investing in fiscal 2004 totaled ($8,381) which was attributable to the
purchase of new equipment. We are now more focused on leasing capital assets
using operating leases, and our property and equipment expenditures have
decreased.



Cash
flows from financing activities for fiscal 2005 totaled $352,922, consisting
primarily of cash advances from the Company's line of credit. Cash flows from
financing activities for fiscal 2004 totaled $738,147, mainly from issuance of
capital stock.



The
continued development of the IT business unit contained within the Canadian
subsidiary of the Company is dependent upon receipt of financial assistance from
another subsidiary of the Company, Web's Biggest, Inc. Any deterioration in the
business of Web's Biggest would cause uncertainty as to our ability to operate
as a going concern.



Our
financial statements have been prepared in conformity with generally accepted
principles in the United States of America with the on-going assumption that
Edgetech will be able to realize its assets and discharge its liabilities in the
normal course of business.  However, certain conditions noted in the
financial statements currently exist which raise substantial doubt about
Edgetech's ability to continue as a going concern.  Our financial
statements do not include any adjustments to the amounts and classifications of
assets and liabilities that might be necessary should Edgetech be unable to
continue as a going concern.



The
operations of Edgetech have primarily been funded by the issuance of common
stock and revenue from operations.  Continued operations of Edgetech are
dependent on Edgetech's ability to complete public or private equity financing
or generate profitable operations in the future.  Management's plan in this
regard is to secure additional funds through operations, equity financiing and
through loans made by financial institutions and stockholders of
Edgetech.





9

---

Item
7. Financial Statements.



















EDGETECH SERVICES INC. AND SUBSIDIARY



CONSOLIDATED FINANCIAL STATEMENTS



APRIL 30, 2005 AND 2004



10





---







REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM





Board of Directors and Stockholders

Edgetech Services Inc. and Subsidiary



We have audited the accompanying consolidated balance sheets of Edgetech
Services Inc. and Subsidiary (the Company) as of April 30, 2005 and 2004,
and the related consolidated statements of operations and comprehensive loss,
shareholders' equity (deficiency in assets), and cash flows for the years then
ended. These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with the standards of the Public
Company Accounting Oversight Board ( United States ). Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of the Company as of April 30,
2005 and 2004, and the results of its operations and its cash flows for the
years then ended in conformity with U.S. generally accepted accounting
principles.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in Note 2 to the
financial statements, the Company has suffered recurring losses from operations,
has used, rather than provided, cash from operations and has an accumulated
deficit of $3,354,061 that raise substantial doubt about its ability to continue
as a going concern. Management's plans in regard to these matters are also
described in Note 2. The financial statements do not include any adjustments
that might result from the outcome of this uncertainty.



***/s/******Dohan and Company, CPA's***





Miami , Florida

June 10, 2005



















---





EDGETECH
SERVICES INC. and SUBSIDIARY

CONSOLIDATED
BALANCE SHEETS

APRIL 30





|                                     | 2005                 | 2004                 
|------------------------------------ | -------------------- | ---------------------
|                                     |                      |                      
|ASSETS                               |                      |                      
|                                     |                      |                      
|Current                              |                      |                      
|Cash                                 | $
            15,367 | $
            143,967
|Accounts receivable                  | 405,886              | 494,444              
|Inventory                            | 3,775                | 43,099               
|Prepaid expenses (Note 4)            | 7,796                | 32,364               
|Total current assets                 | 432,824              | 713,874              
|                                     |                      |                      
|                                     |                      |                      
|Property and equipment - net(Note 5) | 15,135               | 18,998               
|                                     |                      |                      
|Other
      assets                   | 517                  | 474                  
|                                     |                      |                      
|Total
      assets                   | $ 448,476            | $
            733,346

-Continued-



11





---

EDGETECH SERVICES INC. and SUBSIDIARY

CONSOLIDATED
BALANCE SHEETS

APRIL 30,



|                                                                         | 2005                                              | 2004                 
|------------------------------------------------------------------------ | ------------------------------------------------- | ---------------------
|                                                                         |                                                   |                      
|LIABILITIES
      AND SHAREHOLDERS' EQUITY (DEFICIENCY IN ASSESTS)       |                                                   |                      
|                                                                         |                                                   |                      
|Current                                                                  |                                                   |                      
|Line of credit (Note 6)                                                  | $     305,398                                     | $
                  -
|Accounts payable and accrued liabilities                                 | 520,801                                           | 381,793              
|Accounts payable and accrued
      liabilities - related party (Note 11) | 21,900                                            | 21,900               
|Loan payable - related party (Note 7)                                    | 49,614                                            | 36,470               
|                                                                         |                                                   |                      
|Total current liabilities                                                | 897,713                                           | 440,163              
|                                                                         |                                                   |                      
|Due
      to related parties (Note 8)                                    | 58,800                                            | 36,266               
|                                                                         |                                                   |                      
|Total
      liabilities                                                  | 956,513                                           | 476,429              
|Commitments(Note 10)                                                     |                                                   |                      
|Shareholders'
      equity (Deficiency in assets)                        |                                                   |                      
|Capital stock (Note 9)                                                   |                                                   |                      
|Authorized                                                               |                                                   |                      
|50,000,000                                                               | common shares with a
      par value of $0.001    |                      
|25,000,000                                                               | preferred shares with
      a par value of $0.001 |                      
|Issued and outstanding                                                   |                                                   |                      
|69,993,450                                                               | Common shares
      (2004-39,217,950)             | 69,994               
|Additional paid-in capital                                               | 2,776,659                                         | 2,116,980            
|Accumulated other comprehensive loss                                     | (629)                                             | (33,940)             
|Accumulated deficit                                                      | (3,354,061)                                       | (1,865,341)          
|                                                                         |                                                   |                      
|Total (deficiency in assets) shareholders' equity                        | (508,037)                                         | 256,917              
|                                                                         |                                                   |                      
|Total
      liabilities deficiency in assets and shareholders' equity    | $ $     448,476                                   | $   733,346          





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

12





---

EDGETECH SERVICES INC. and SUBSIDIARY

CONSOLIDATED STATEMENTS OF
OPERATIONS AND COMPREHENSIVE LOSS

YEAR ENDED
APRIL 30,



|                                                                        |  |  | 2005                      | 2004                     
|----------------------------------------------------------------------- |  |  | ------------------------- | -------------------------
|REVENUE                                                                 |  |  |                           |                          
|Information
      technology ("IT") consulting                          |  |  | $
           1,340,282    | $
           1,545,641   
|Hardware sales                                                          |  |  | 713,507                   | 625,656                  
|                                                                        |  |  | 2,053,789                 | 2,171,297                
|                                                                        |  |  |                           |                          
|Cost of hardware
      sales                                            |  |  | 647,354                   | 496,589                  
|Consulting and
      subcontractors                                     |  |  | 1,189,453                 | 1,772,865                
|COST OF
      SALES                                                     |  |  | 1,836,807                 | 2,269,454                
|                                                                        |  |  |                           |                          
|GROSS PROFIT
      (LOSS)                                               |  |  | 216,982                   | (98,157)                 
|                                                                        |  |  |                           |                          
|EXPENSES                                                                |  |  |                           |                          
|Depreciation and
      amortization                                     |  |  | 5,523                     | 5,421                    
|Selling, general and
      administration                               |  |  | 1,647,053                 | 1,070,870                
|                                                                        |  |  | (1,652,576)               | (1,076,291)              
|                                                                        |  |  |                           |                          
|Loss before
      interest expense                                      |  |  | (1,435,594)               | (1,174,448)              
|                                                                        |  |  |                           |                          
|Interest
      expense                                                  |  |  | (53,126)                  | (13,496)                 
|                                                                        |  |  |                           |                          
|Loss before income
      taxes                                          |  |  | (1,488,720)               | (1,187,944)              
|                                                                        |  |  |                           |                          
|Provision for
      income taxes(Note 12)                               |  |  | -                         | -                        
|                                                                        |  |  |                           |                          
|Net
loss                                                                |  |  | $
        (1,488,720)     | $
        (1,187,944)    
|                                                                        |  |  |                           |                          
|Cumulative
      translation adjustment                                 |  |  | 33,311                    | (3,281)                  
|                                                                        |  |  | ___________               | ___________              
|Comprehensive
      loss                                                |  |  | $
        (1,455,409)     | $
        (1,191,225)    
|Basic and diluted
      net loss per share                              |  |  | $
                 (0.03) | $
                 (0.03)
|                                                                        |  |  |                           |                          
|Weighted average
      number of shares outstanding (basic and diluted) |  |  | 45,771,906                | 35,737,994               





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

13

---

EDGETECH SERVICES INC. and SUBSIDIARY

CONSOLIDATED
STATEMENT OF SHAREHOLDERS' EQUITY (DEFICIENCY IN ASSETS)



|                                  | Capital Stock          |                | Accumulated                            |                                      |                          
|--------------------------------- | ---------------------- | -------------- | -------------------------------------- | ------------------------------------ | -------------------------
|                                  | Number
      of Shares | Amount         | Additional
      Paid-in
      Capital | Other
      Comprehensive
      Loss | Accumulated
      Deficit
|                                  |                        |                |                                        |                                      |                          
|Balance
      at April 30, 2003   | 31,334,950             | 31,335         | 764,443                                | (30,659)                             | (677,397)                
|                                  |                        |                |                                        |                                      |                          
|Shares issued for cash            | 3,824,000              | 3,824          | 532,176                                | -                                    | -                        
|                                  |                        |                |                                        |                                      |                          
|Shares issued for services        | 2,296,000              | 2,296          | 468,309                                | -                                    | -                        
|                                  |                        |                |                                        |                                      |                          
|Shares issued for settlement      |                        |                |                                        |                                      |                          
|of debt                           | 1,763,000              | 1,763          | 352,052                                | -                                    | -                        
|                                  |                        |                |                                        |                                      |                          
|Cumulative translation adjustment | -                      | -              | -                                      | (3,281)                              | -                        
|                                  |                        |                |                                        |                                      |                          
|Net loss for the year             | -                      | -              | -                                      | -                                    | (1,187,944)              
|                                  |                        |                |                                        |                                      |                          
|Balance
      at April 30, 2004   | 39,217,950             | 39,218         | 2,116,980                              | (33,940)                             | (1,865,341)              
|                                  |                        |                |                                        |                                      |                          
|Shares issued for services        | 30,775,500             | 30,776         | 659,679                                |                                      |                          
|                                  |                        |                |                                        |                                      |                          
|Cumulative translation adjustment | -                      | -              | -                                      | 33,311                               | -                        
|                                  |                        |                |                                        |                                      |                          
|Net loss for the year             | -                      | -              | -                                      | -                                    | (1,488,720)              
|                                  |                        |                |                                        |                                      |                          
|Balance
      at April 30, 2005   | 69,993,450             | $
      69,994 | $
      2,776,659                      | $
      (629)                        | $
      (3,354,061)      
|                                  |                        |                |                                        |                                      |                          





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

14

---

EDGETECH
SERVICES INC. and SUBSIDIARY

CONSOLIDATED
STATEMENTS OF CASH FLOWS

YEAR ENDED
APRIL 30,



|                                                                               | 2005                                    | 2004                             
|------------------------------------------------------------------------------ | --------------------------------------- | ---------------------------------
|                                                                               |                                         |                                  
|                                                                               |                                         |                                  
|CASH FLOWS FROM
      OPERATING ACTIVITIES                                     |                                         |                                  
|Net loss                                                                       | $
                (1,488,720)           | $
                (1,187,944)    
|Adjustments to
      reconcile net loss net cash used in operating activities: |                                         |                                  
|Amortization                                                                   | 5,523                                   | 5,421                            
|Stock issued for
      services and amortization of prepaid expenses           | 690,455                                 | 637,322                          
|                                                                               |                                         |                                  
|Changes in working
      capital items:                                        |                                         |                                  
|(Increase)
      decrease in accounts receivable                               | 131,886                                 | (73,309)                         
|(Increase)
      decrease in prepaid expenses                                  | 27,221                                  | (7,856)                          
|(Increase)
      decrease in inventory                                         | 42,791                                  | (43,810)                         
|Increase
      in accounts payable and accrued liabilities                     | 99,611                                  | 67,532                           
|                                                                               |                                         |                                  
|Net cash used in
      operating activities                                    | (491,233)                               | (602,644)                        
|                                                                               |                                         |                                  
|                                                                               |                                         |                                  
|CASH FLOWS FROM
      FINANCING ACTIVITIES                                     |                                         |                                  
|Proceeds
      (payments) from line of credit                                  | 302,409                                 | (124,370)                        
|Proceeds
      from loans payable                                              | 70,814                                  | 377,168                          
|Due
      to related parties                                                   | (20,301)                                | (49,989)                         
|Capital
      lease obligations                                                | -                                       | (662)                            
|Issuance
      of capital stock                                                | -                                       | 536,000                          
|                                                                               |                                         |                                  
|Net cash provided by
      financing activities                                | 352,922                                 | 738,147                          
|                                                                               |                                         |                                  
|CASH FLOWS FROM
      INVESTING ACTIVITIES                                     |                                         |                                  
|Purchase
      of property and equipment                                       | -                                       | (8,381)                          
|                                                                               |                                         |                                  
|Net cash used in
      investing activities                                    | -                                       | (8,381)                          
|                                                                               |                                         |                                  
|Effect of exchange
      rate changes on cash and cash equivalents             | 9,711                                   | (996)                            
|                                                                               |                                         |                                  
|(Decrease)
      increase in cash                                              | (128,600)                               | 126,126                          
|                                                                               |                                         |                                  
|Cash, beginning of
      year                                                  | 143,967                                 | 17,841                           
|                                                                               |                                         |                                  
|Cash, end of
      year                                                        | $
                      15,367          | $
                   143,967     
|                                                                               |                                         |                                  
|Supplemental disclosure with respect to cash
      flows:                      |                                         |                                  
|Common shares issued for services                                              | $
                   690,455            | $
              
         470,605
|Common shares issued for settlement of debt                                    | $
                              -       | $
                
  353,815     
|Interest paid                                                                  | $
                      53,126          | $
                    13,496     
|Income taxes paid                                                              | $                              
      - | $                       
      - 



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

15





---

EDGETECH SERVICES INC. and SUBSIDIARY

NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS

APRIL 30,
2005 AND 2004





1.

HISTORY AND ORGANIZATION OF THE COMPANY



Edgetech Services Inc. ("Edgetech" or the "Company") was
incorporated under the laws of Nevada on May 16, 1997 as Newsgurus.com, Inc. and
changed its name to Secure Enterprise Solutions Inc. on January 10, 2002, and
then to Edgetech Services Inc. on October 20, 2002. Edgetech is in the business
of providing information technology ("IT") security consulting services, and
during fiscal 2004, began to sell security hardware.  Edgetech operates
from facilities in Toronto, Canada.



On May 22, 2002, Secure Enterprise Solutions Inc. acquired all of
the issued and outstanding capital stock of Edgetech Services Inc. ("Edgetech")
consisting of 100 common shares and subsequently changed its name to Edgetech
Services Inc.  Edgetech specializes in IT outsourcing training and software
development projects provided by subcontractors hired by the Company.  As
consideration, the Company issued 16,005,000 shares of common stock and made
payments of $66,000 to the former stockholders of Edgetech.  Control of the
combined companies passed to the former shareholders of Edgetech.  This
type of share exchange has been accounted for as a recapitalization of the
Company.





2.

GOING CONCERN



These consolidated financial statements have been prepared in
conformity with generally accepted accounting principles in the United States of
America with the on-going assumption that Edgetech will be able to realize its
assets and discharge its liabilities in the normal course of business.
 However, certain conditions noted below currently exist which raise
substantial doubt about Edgetech's ability to continue as a going concern.
 These consolidated financial statements do not include any adjustments to
the amounts and classifications of assets and liabilities that might be
necessary should Edgetech be unable to continue as a going concern.



The
operations of Edgetech have primarily been funded by the issuance of common
stock and revenue from operations.  Continued operations of Edgetech are
dependent on Edgetech's ability to complete public or private equity financing
or generate profitable operations in the future.  Management's plan in this
regard is to secure additional funds through operations, equity financing and
through loans made by financial institutions and stockholders of Edgetech.



|                                   | 2005                | 2004               
|---------------------------------- | ------------------- | -------------------
|                                   |                     |                    
|Accumulated deficit                | $
      (3,354,061) | $
      (1,865,341)
|Working
      capital (deficiency) | (
      464,889)    | 273,711            

16



---

EDGETECH SERVICES INC. and SUBSIDIARY

NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS

APRIL 30,
2005 AND 2004



3.

SIGNIFICANT ACCOUNTING POLICIES



The significant accounting policies adopted by Edgetech are as
follows:



Principles
of consolidation



These consolidated financial statements include the accounts of
Edgetech and its wholly-owned subsidiary.  Significant inter-company
transactions have been eliminated upon consolidation.

Use
of estimates



The preparation of financial statements in accordance with
generally accepted accounting principles in the United States of America
requires management to make estimates and assumptions that affect the reported
amount of assets and liabilities, disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amount of
revenues and expenses during the year.  Actual results could differ from
these estimates. Estimates are used when accounting for items and matters such
as allowance for uncollectible accounts receivable, inventory obsolescence, and
amortization.

Foreign
currency translation



Edgetech's operations are substantially through a Canadian
subsidiary whose functional currency is the Canadian dollar. These consolidated
financial statements are stated in United States dollars. Assets and liabilities
denominated in Canadian dollars are translated to United States dollars using
the exchange rate in effect at the date of the financial statements. Revenue and
expenses are translated to United States dollars using the average rate of
exchange for the respective period.



Accounts receivable



Trade and other accounts receivable are carried at face value less
any provisions for uncollectible accounts considered necessary. Accounts
receivable primarily include trade receivables from customers and Goods and
Services Tax receivable in Canada.  Edgetech estimates doubtful accounts on
an item-to-item basis and includes over-aged accounts as part of allowance for
doubtful accounts, which are generally accounts that are ninety-days overdue.
 There was no bad debt expense for the years ended April 30, 2005 and 2004.



17

---

EDGETECH SERVICES INC. and SUBSIDIARY

NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS

APRIL 30,
2005 AND 2004





3.

SIGNIFICANT ACCOUNTING POLICIES (cont'd...)



Inventory



Inventory is valued at the lower of cost (calculated on a weighted
average basis) and net realizable value.  Inventory consists of computer
hardware.



Property
and equipment



Property and equipment are recorded at cost, less accumulated
depreciation.  Depreciation is recorded annually on a declining balance
basis at the following annual rates:



|Office
      equipment and furniture | 20% | 
|------------------------------------ | --- | 
|Computer equipment                   | 30% | 





Impairment of long-lived assets



Long-lived assets and certain identifiable recorded intangibles
are reviewed for impairment whenever events or changes in circumstances indicate
that the carrying amount of an asset may not be recoverable.
 Recoverability of assets to be held and used is measured by a comparison
of the carrying amount of an asset to future net cash flows expected to be
generated by the asset.  If such assets are considered to be impaired, the
impairment to be recognized is measured by the amount by which the carrying
amount of the assets exceeds the fair value of the assets.  Assets to be
disposed of, if any, are reported at the lower of the carrying amount and the
fair value less costs to sell.





Revenue recognition



Edgetech has two sources of revenues: IT consulting services and
sales of hardware.  Edgetech recognizes revenue when it is realized or
realizable and earned.  Edgetech considers revenue realized or realizable
and earned when it has persuasive evidence of an arrangement, the product has
been shipped or the services have been provided to the client, the sales price
is fixed or determinable, and collectibility is reasonably assured.
  Revenues from IT consulting services only fluctuate from the
original arrangements when the customer requires additional services.
 Revenues from hardware sales are recognized when the product is shipped to
the client and when there are no unfulfilled Company obligations that affect the
client's final acceptance of the arrangement. Edgetech does not have any
multiple-element arrangements.

18

---

EDGETECH SERVICES INC. and SUBSIDIARY

NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS

APRIL 30,
2005 AND 2004





3.

SIGNIFICANT ACCOUNTING POLICIES (cont'd...)



Stock-based compensation



Edgetech accounts for its stock-based compensation arrangements
with employees in accordance with APB Opinion No. 25, "Accounting for Stock
Issued to Employees" ("APB 25") and related interpretations.  This
practice is allowed under the provisions of Statements of Financial Accounting
Standards No. 123 "Accounting for Stock-Based Compensation" (SFAS No
123).  As such, compensation expense under fixed term option plans is
recorded at the date of grant only to the extent that the market value of the
underlying stock at the date of grant exceeds the exercise price.  Edgetech
recognizes compensation expense for stock options, common stock and other equity
instruments issued to non-employees for services received based upon the fair
value of the services or equity instruments issued, whichever is more reliably
determined, in accordance with Emerging Issues Task Force No. 96-18,
"Accounting for Equity Instruments that are Issued to Other Than Employees
for Acquiring or in Conjunction with Selling, Goods or Services".
 Stock compensation expense is recognized as the stock option is earned,
which is generally over the vesting period of the underlying option.



The following table illustrates the effect on net loss for the
year and net loss per share if Edgetech had applied the fair value recognition
provisions (SFAS No 123) to stock-based compensation:



|                                                                                                                                                              | 2005                | 2004               
|------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------- | -------------------
|                                                                                                                                                              |                     |                    
|Net loss for the year, as reported                                                                                                                            | $
      (1,488,720) | $
      (1,187,944)
|                                                                                                                                                              |                     |                    
|Add:
      Total stock-based employee compensation expense included in
      loss as reported, determined under APB 25, net of related tax
    effects        | -                   | -                  
|                                                                                                                                                              |                     |                    
|Deduct:
      Total stock-based employee compensation expense determined
      under fair value based method for all awards, net of related tax
      effects | (36,032)            | (36,032)           
|                                                                                                                                                              |                     |                    
|Pro-forma net loss                                                                                                                                            | $
      (1,524,752) | $
      (1,223,976)
|                                                                                                                                                              |                     |                    
|Basic and diluted net loss per share, as reported                                                                                                             | $
      (0.03)      | $
      (0.03)     
|                                                                                                                                                              |                     |                    
|Basic and diluted net loss per share, pro-forma                                                                                                               | $
      (0.03)      | $
      (0.03)     





No stock options were granted during fiscal 2005 and 2004.



19

---

EDGETECH SERVICES INC. and SUBSIDIARY

NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS

APRIL 30,
2005 AND 2004





3.

SIGNIFICANT ACCOUNTING POLICIES (cont'd...)



Income taxes



The Company follows the asset and liability method of accounting
for income taxes.  Under this method, current income taxes are recognized
for the estimated income taxes payable for the current period.  Deferred
income taxes are provided based on the estimated future tax effects of temporary
differences between financial statement carrying amounts of assets and
liabilities and their respective tax bases, as well as the benefit of losses
available to be carried forward to future years for tax purposes.



Deferred tax assets and liabilities are measured using the enacted
tax rates that are expected to apply to taxable income in the years in which
those temporary differences are expected to be recovered and settled.  The
effect on deferred tax assets and liabilities of a change in tax rates is
recognized in operations in the period that includes the enactment date.  A
valuation allowance is recorded for deferred tax assets when it is not more
likely than not that such deferred tax assets will be realized.



Net loss per share



Basic loss per share is computed using the weighted average number
of common shares outstanding during the year.  Diluted loss per share is
computed using the weighted average number of common shares and potentially
dilutive common stock equivalents, including stock options and warrants
outstanding during the year.  As Edgetech has a net loss in each of the
years presented, basic and diluted net loss per share is the same, as any
exercise of the share purchase options or warrants outstanding would be
anti-dilutive.



Comparative figures



Certain comparative figures have been reclassified to conform with
the presentation adopted in the current year.



Recent accounting pronouncements



In November 2004, the Financial Accounting Standards Board
("FASB") issued Statement of Financial Accounting Standards No. 151, "Inventory
Costs - an amendment of ARB No. 43, Chapter 4" ("SFAS No. 151") which revised
Accounting Research Bulletin No.43, "Restatement and Revision of Accounting
Research Bulletins" ("ARB No. 43") relating to inventory costs. This revision is
to clarify the accounting for abnormal amounts of idle facility expense,
freight, handling costs and wasted material (spoilage).  SFAS No. 151
requires that these items be recognized as a current period charge regardless of
whether they meet the criterion specified in ARB No. 43 and requires the
allocation of fixed production overheads to the costs of conversion be based on
normal capacity of the production facilities.  SFAS No. 151 is effective
for financial statements for fiscal years beginning after June 15, 2005.

In December 2003, the Financial Accounting Standards Board
(FASB) issued a revised Interpretation No. 46, "Consolidation of Variable
Interest Entities" (FIN 46R). FIN 46R addresses consolidation by business
enterprises of variable interest entities and significantly changes the
consolidation application of consolidation policies to variable interest
entities and, thus improves comparability between enterprises engaged in similar
activities when those activities are conducted through variable interest
entities. The Company does not hold any variable interest entities.

20

---

EDGETECH
SERVICES INC. and SUBSIDIARY

NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS

APRIL 30,
2005 AND 2004



3.

SIGNIFICANT ACCOUNTING POLICIES (cont'd...)



In December 2004, FASB issued Statement of Financial Accounting
Standards No. 153, "Exchanges of Nonmonetary Assets - an amendment of APB
Opinion No. 29" ("SFAS No. 153") which amends Accounting Principles Board
Opinion No. 29, "Accounting for Nonmonetary Transactions" to eliminate the
exception for nonmonetary exchanges of similar productive assets and replaces it
with a general exception for exchanges of nonmonetary assets that do not have
commercial substance.  A nonmonetary exchange has commercial substance if
the future cash flows of the entity are expected to change significantly as a
result of the exchange.  SFAS No. 153 is effective for nonmonetary asset
exchanges occurring in fiscal periods beginning after June 15, 2005.



In December 2004, FASB issued Statement of Financial Accounting
Standards No. 123R, "Share Based Payment" ("SFAS No. 123R").  SFAS No. 123R
supersedes APB 25 and its related implementation guidance by requiring entities
to recognize the cost of employee services received in exchange for awards of
equity instruments based on the grant-date fair value of those awards (with
limited exceptions) and revises SFAS No. 123 as follows:



> i)
>   
>   Public
>   entities are required to measure liabilities incurred to employees in
>   share-based payment transactions at fair value and nonpublic entities may
>   elect to measure their liabilities to employees incurred in share-based
>   payment transactions at their intrinsic value whereas under SFAS No. 123, all
>   share-based payment liabilities were measured at their intrinsic value.
>   
>   ii)

Nonpublic
entities are required to calculate fair value using an appropriate industry
sector index for the expected volatility of its share price if it is not
practicable to estimate the expected volatility of the entity's share price.



iii)



Entities
are required to estimate the number of instruments for which the requisite
service is expected to be rendered as opposed to accounting for forfeitures as
they occur.



iv)



Incremental
compensation cost for a modification of the terms or conditions of an award is
measured by comparing the fair value of the modified award with the fair value
of the award immediately before the modification whereas SFAS No. 123 required
that the effects of a modification be measured as the difference between the
fair value of the modified award at the date it is granted and the award's value
immediately before the modification determined based on the shorter of (1) its
remaining initially estimated expected life or (2) the expected life of the
modified award.



SFAS No. 123R also clarifies and expands guidance in several
areas, including measuring fair value, classifying an award as equity or as a
liability and attributing compensation cost to reporting periods.  SFAS No.
123R does not change the accounting guidance for share-based payment
transactions with parties other than employees provided in SFAS No. 123 as
originally issued and Emerging Issues Task Force 96-18.  SFAS No. 123R also
does not address the accounting for employee share ownership plans which are
subject to Statement of Position 93-6, "Employers' Accounting for Employee Stock
Ownership Plans".  Public entities (other than those filing as small
business issuers) will be required to apply SFAS No. 123R as of the first annual
reporting period that begins after June 15, 2005.  Public entities that
file as small business issuers will be required to apply SFAS No. 123R in the
first annual reporting period that begins after December 15, 2005.  For
nonpublic entities, SFAS No. 123R must be applied as of the beginning of the
first annual reporting period beginning after December 15, 2005.



The adoption of these new pronouncements are not expected to have
a material effect on the Company's consolidated financial position or results of
operations.

21

---

EDGETECH SERVICES INC. and SUBSIDIARY

NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS

APRIL 30,
2005 AND 2004





4.

PREPAID
EXPENSES



Prepaid expenses consist of prepaid rent for the Toronto and
Winnipeg offices.





5.

PROPERTY AND EQUIPMENT



|                     | 2005          |                                | 2004                
|-------------------- | ------------- | ------------------------------ | --------------------
|                     | Cost          | Accumulated
      Amortization | Net
      Book Value
|                     |               |                                |                     
|Office equipment and |               |                                |                     
|furniture            | $     15,872  | $      10,782                  | $      5,090        
|Computer equipment   | 46,966        | 36,921                         | 10,045              
|                     |               |                                |                     
|                     | $      62,838 | $     47,703                   | $      15,135       





6.

LINE OF CREDIT



On March 11, 2003, the Company renewed a line of credit agreement
with Bank of Montreal that allowed the Company to withdraw up to $CDN 100,000
(approximately $73,000). At April 30, 2004, this line of credit was unutilized.
This line of credit agreement terminated on March 18, 2005, when the Company
entered into a revolving line of credit agreement provided by Greenfield
Commercial Credit (Canada) Inc. ("Greenfield") on March 8, 2005. The Greenfield
revolving line of credit, which is secured by accounts receivable, provides a
loan of up to $CDN 500,000 (approximately US $403,000. Advances pursuant to the
loan facility may not exceed 85% of the value of eligible receivables. The
annual interest rate on this loan is equal to the Canadian Prime Rate plus eight
percent (8%).



7.

LOAN PAYABLE - RELATED PARTY



The loan payable is a short-term demand loan that is unsecured and
bears no interest.





8.

DUE TO RELATED PARTIES



|                                                                                                                                                                      | 2005                  | 2004                  
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------- | ----------------------
|                                                                                                                                                                      |                       |                       
|Due to director of Edgetech (CDN$50,000), interest
      bearing-20%, unsecured, with no specific terms of repayment, but not to be
      repaid within the next year | $
      39,730        | $
      36,266        
|Due to director of Edgetech (CDN$24,000), non-interest
      bearing, unsecured, with no specific terms of repayment, but not to be
      repaid within the next year | 19,070                | -                     
|Total                                                                                                                                                                 | $
             58,800 | $
              36,266



22



---

EDGETECH SERVICES INC. and SUBSIDIARY

NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS

APRIL 30,
2005 AND 2004





9.

CAPITAL STOCK



Common stock



Holders of common stock are entitled to one vote for each share
held.  There are no restrictions that limit Edgetech's ability to pay
dividends on its common stock.  Edgetech has not declared any dividends
since incorporation.  Edgetech's common stock has no par value.
 However, for reporting purposes, Edgetech has assigned a per share amount
of $0.001 to common stock.



Stock options



The Company has a stock option plan enabling it to grant options
for up to 2,800,000 shares of common stock to directors and employees of the
Company.  The exercise price of all stock options, granted under the stock
option program must be at least equal to the fair market value (subject to
regulated discounts) of such shares of common stock on the date of grant.
 Stock options granted to directors and employees of the Company generally
have a life of five years and frequently vest equally over the first three
years.



Following is a summary of stock option activity:



|                                       | Number
      of
      Options | Weighted
      Average
      Exercise
      Price
|-------------------------------------- | ----------------------------- | -------------------------------------------------
|Outstanding at April 30, 2003          | 1,575,000                     | $
          0.33                                 
|Granted                                | -                             | -                                                
|Expired                                | (420,000)                     | 0.30                                             
|Exercised                              | (120,000)                     | 0.30                                             
|                                       |                               |                                                  
|Outstanding at April 30, 2005 and 2004 | 1,035,000                     | $
      0.35                                     



Following is a summary of the status of stock options outstanding
at April 30, 2005:



|               | Outstanding Options |                                                                     | Exercisable Options                              
|-------------- | ------------------- | ------------------------------------------------------------------- | -------------------------------------------------
|Exercise Price | Number              | Weighted
      Average
      Remaining
      Contractual
      Life | Weighted
      Average
      Exercise
      Price
|               |                     |                                                                     |                                                  
|$
      0.30   | 345,000             | 2.60                                                                | $
        0.30                                   
|0.35           | 345,000             | 2.60                                                                | 0.35                                             
|0.40           | 345,000             | 2.60                                                                | 0.40                                             



Warrants



As of April 30,
2005, there were no outstanding warrants.



23

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EDGETECH SERVICES INC. and SUBSIDIARY

NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS

APRIL 30,
2005 AND 2004





10.

COMMITMENTS



Edgetech has entered into operating lease agreements for its
premises and certain computer equipment.  The annual lease commitments
under these leases are as follows:



|2006 | $
             67,307 | 
|---- | --------------------- | 
|2007 | 55,660                | 
|2008 | 39,794                | 
|2009 | 14,760                | 
|     |                       | 
|     | $
        177,521     | 



Rent expense for the year ended April 30, 2005 was $60,274 (2004 -
$37,704).





11.

RELATED PARTY TRANSACTIONS



During the year ended April 30, 2005, Edgetech entered into the
following related party transactions:



a)

Paid or accrued $7,868 (2004 - $9,301) in interest on loans to a
director and to a company controlled by a relative of a director of
Edgetech.



b)

Received a loan of $71,514 ($CDN 90,000) from a relative of a
director of Edgetech  (Note 7).



c)

Received a loan of $19,070 ($CDN 24,000) from a director of
Edgetech  (Note 8).



Included in accounts payable is $21,900 compared to $21,900 in
2004, owed to a Company related by common control.



12.

INCOME TAXES



Income tax benefits attributable to losses from United States of
America and Canadian operations was zero for the years ended April 30, 2005
and 2004, and differed from the amounts computed by applying the United States
of America federal income tax rate of 34 percent to pretax losses from
operations as a result of the following:



|                                                                                        | 2005                      | 2004                   
|--------------------------------------------------------------------------------------- | ------------------------- | -----------------------
|                                                                                        |                           |                        
|Computed "expected" tax benefit                                                         | $
             506,165    | $    
      403,9011   
|Increase in income taxes resulting from income taxes in a
      higher tax jurisdiction | 15,120                    | 6,684                  
|Change in valuation allowance                                                           | (521,285)                 | (410,585)              
|                                                                                        |                           |                        
|                                                                                        | $                
      - | $              
      -



The tax effects of temporary differences that give rise to
significant portions of the deferred tax assets and deferred tax liabilities at
April 30, 2005 and 2004, are presented below:

24

---

EDGETECH SERVICES INC. and SUBSIDIARY

NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS

APRIL 30,
2005 AND 2004

12.

INCOME TAXES(cont'd...)



|                                  | 2005                    | 2004                  
|--------------------------------- | ----------------------- | ----------------------
|                                  |                         |                       
|Deferred tax assets:              |                         |                       
|Net operating loss carry forwards | $     1,317,909         | $
      803,045       
|                                  |                         |                       
|Valuation allowance               | (1,317,909)             | (803,045)             
|                                  |                         |                       
|                                  |                         |                       
|Total
      deferred tax assets   | $              
      - | $             
      -



The valuation allowance for deferred tax assets as of April 30,
2005 and 2004, was $1,317,909 and $803,045, respectively.  In assessing the
realizability of deferred tax assets, management considers whether it is more
likely than not that some portion or all of the deferred tax assets will not be
realized.  The ultimate realization of deferred tax assets is dependent
upon the generation of future taxable income during the periods in which those
temporary differences become deductible.



Management considers the scheduled reversal of deferred tax
liabilities, projected future taxable income, and tax planning strategies in
assessing the realizability of deferred tax assets.  In order to fully
realize the deferred tax asset attributable to net operating loss carryforwards,
the Company will need to generate future taxable income of approximately
$3,800,000 prior to the expiration of the net operating loss carryforwards.
 Of the $1,317,909 operating loss carryforwards, $466,214 is attributable
to Canada, and expires between 2005 to 2015.  The remaining $851,695 is
attributable to the United States and begins to expire in 2018.

During the year ended April 30, 2005, there were significant
ownership changes in the Company as defined in Section 382 of the Internal
Revenue Code. As a result of these changes, the Company's ability to utilize net
operating losses available before the ownership change is restricted per year.
 Therefore, substantial net operating loss carryforwards will be eliminated
in future years due to the change in ownership.



13.

SEGMENT INFORMATION



Edgetech has one reportable segment, providing security services
and IT solutions and services.  This reportable segment was determined
based on the nature of the products offered.  Operating segments are
defined as components of an enterprise about which separate financial
information is available that is evaluated regularly in deciding how to allocate
resources and in assessing performance.  Edgetech evaluates performance
based on several factors, of which the primary financial measure is business
segment income before taxes.  Edgetech operates principally in Canada.



14.

CONCENTRATIONS



Major Customers

25

---



The Company has concentrations with respect to the volume of
business conducted with several major customers in Canada.  For the year
ended April 30, 2005, the Company made sales of $552,062, $428,090 and $270,927
to three customers which were in excess of 10% of total sales for 2005.
 For the year ended April 30, 2004, the Company made sales of $580,343 and
$610,274 to two customers which were in excess of 10% of total sales for 2004.











EDGETECH
SERVICES INC. and SUBSIDIARY

NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS

APRIL 30,
2005 AND 2004







14.

CONCENTRATIONS  (cont'd...)



Credit risk



Financial instruments that potentially subject the Company to
concentrations of credit risk consist primarily of cash and accounts receivable.
 The Company places its cash with high quality financial institutions and
limits the amount of credit exposure with any one institution.  The Company
has concentrations of credit risk with respect to accounts receivable, as large
amounts of its accounts receivable are concentrated geographically in Canada
amongst a small number of customers.  At April 30, 2005, three customers
totalling $159,723, $112,763, and $54,406 accounted for total accounts
receivable greater than 10%.  At April 30, 2004, four customers totalling
$126,887, $88,576, $86,739, and $70,269 accounted for total accounts receivable
greater than 10%.  The Company controls credit risk through credit
approvals, credit limits, and monitoring procedures.  The Company performs
credit evaluations of its commercial customers but generally does not require
collateral to support accounts receivable.  The Company's major receivables
are with high quality, large corporations.





15.

FINANCIAL INSTRUMENTS



The Company's financial instruments consist of cash, accounts
receivable, line of credit, accounts payable and accrued liabilities, loan
payable and due to related parties.  Unless otherwise noted, it is
management's opinion that the Company is not exposed to significant interest,
currency or credit risks arising from these financial instruments.  The
fair value of these financial instruments approximates their carrying value, due
to their short-term maturities or ability of prompt liquidation.



The fair value of the long-term portion of due to related parties
is not determinable as it has no repayment terms.



16.

SUBSEQUENT EVENT



On June 1, 2005, the Company entered into an agreement with the
shareholders of Web's Biggest, Inc., (a California Corporation), which will
result in the Company issuing 25,000,000 preferred shares to 2 shareholders of
Web's Biggest in consideration for 100% of the outstanding common shares of
Web's Biggest. Web's Biggest will provide $250,000 to be used for general
working capital of the Company. Each preferred share shall be convertible into
25.3533 common shares. When completed, this transaction will result in a change
of control of the Company with the current shareholders of the Company owning
approximately 10% of the newly combined entity.



Web's Biggest is a search engine that has collections of websites
in its database and uses "Wiki" based

26

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search engine which is software that allows web users to
collectively author web documents using their browser and without downloading
any software to their computer.



In order to terminate the employment agreement with Tae Ho Kim
that obligated the Company to pay him CAD$378,000 over a period of 3 years, the
Company entered into a new agreement with Tae Ho Kim on June 19, 2005, whereas
the Company will pay Tae Ho Kim the sum of CAD$50,000 payable in equal
instalments of CAD$10,000 per month commencing August 1, 2005. As a result, the
Company is no longer obligated to pay Tae Ho Kim any monies due under the
previous employment agreement.



In order to terminate the employment agreement with Sang Ho Kim
that obligated the Company to pay him CAD$378,000 over a period of 3 years, the
Company entered into a new agreement with Sang Ho Kim on June 19, 2005, whereas
the Company will pay Sang Ho Kim the sum of CAD$50,000 payable in equal
instalments of CAD$10,000 per month commencing August 1, 2005. As a result, the
Company is no longer obligated to pay Sang Ho Kim any monies due under the
previous employment agreement.



Item
8 A. Controls and Procedures.

(a)

> Evaluation
>   of disclosure controls and procedures.

> Edgetech's
>   management evaluated the disclosure controls and procedures of the Company as
>   of April 30, 2005 and found them to be operating efficiently and effectively
>   to ensure that information required to be disclosed by the Company under the
>   general rules and regulations promulgated under the Securities Exchange Act of
>   1934, is recorded, processed, summarized and reported, within the time periods
>   specified by rules of the SEC. These disclosure controls and procedures
>   include, without limitation, controls and procedures designed to ensure that
>   information required to be disclosed by our Company is accumulated and
>   communicated to the management of our Company, including its principal
>   executive officer and principal financial officer as appropriate to allow
>   timely decisions regarding required disclosure.



(b)

> Changes
>   in internal controls.



> There
>   were no significant changes in the internal controls of our Company since the
>   date of the evaluation of our Company's controls or other factors that could
>   significantly affect our Company's internal controls during the year ended
>   April 30, 2005, and to the date of filing this annual
> report.



27

---

PART
III

Item
9. Directors, Executive Officers, Promoters and Control Persons; Compliance With
Section 16(a) of the Exchange Act.

Our
directors and executive officers as of the date of this Report are as
follows:

|Name               | Age | Position                                                    
|------------------ | --- | ------------------------------------------------------------
|Tae
      Ho Kim   | 42  | Chief
      Executive Officer                               
|Sang
      Ho Kim  | 41  | President,
      CFO and Chairman of the Board of Directors.
|                   |     |                                                             
|Fred
      Fulcher | 72  | Director                                                    



Our
directors and executive officers as of the date of this Report are as
follows:

|Name               | Age | Position                                                    
|------------------ | --- | ------------------------------------------------------------
|Xavier
      Roy   | 47  | Chairman
      & Chief Executive Officer                    
|Shawn
      Manesh | 48  | President,
      CFO and Chairman of the Board of Directors.



Mr.
Tae Ho Kimwas appointed as a director in December 2002, and does not serve
as director to any other company.  Mr. Kim was the CEO of Edgetech Services
Inc. Since 1998 he has been a partner and co-founder of Edgetech Services Inc.
From 1994-1998 Mr. Kim was a financial consultant and senior consultant at CIBC
Wood Gundy Securities Inc; and from 1993-1994 a financial advisor at Midland
Walwyn Capital Inc. From 1990-1993 Mr. Kim was an account officer at CIBC -
Winnipeg Corporate Banking Centre. He was previously also involved in small
business activities.



Tae
Ho Kim offers a strong background in financial analysis through his experience
in the financial industry. His operations and management experience in Edgetech
Services Inc. has broadened his experience into several sectors of the
technology industry and he is well-known in his industry sector.



Tae
Ho Kim resigned from the position of CEO on June 3, 2005 and resigned from the
Board Of Directors on July 19, 2005.



Mr.
Sang Ho Kim, B.SC, P.Eng, was appointed as a director in December 2002, and
serves also as CEO and director of Modena 1 Inc.  Mr. Kim was the President
of Edgetech Services Inc. and co-founder of Edgetech Services Inc.



From
1993 through 1998, Mr. Kim was Electronic Commerce Manager and Project Manager
for Groupe Schneider Canada and Schneider Electric Canada. As such he supervised
engineering and programming staff, coordinated the IT needs of varying
departments, implemented electronic data interfaces and more.



Sang
Ho Kim earlier worked with Asea Brown Boveri Inc, Marshall Macklin Monaghan Ltd,
and with Canada Wire and Cable Ltd. He has extensive skills with many different
types of software and also has strong classroom facilitation and presentation
abilities associated with skills training.

28

---

Sang
Ho Kim resigned from the position of Chairman and from the Board Of Directors on
June 3, 2005.



Fred
Fulcher, CA, CPA, was appointed as a director in December 2002, and does
not serve as a director of any other company.  Mr. Fulcher has over 35
years experience with large diversified corporations in senior management
positions. Since 1993 he has been a business consultant under contract to the
Winnipeg Airport Authority.



His
corporate business experience has included 10 years with Ford Motor Company
(latterly as Operations Controller), 1.5 years with Burns Foods as Corporate
Controller, and over 23 years with James Richardson & Sons Limited, a
privately owned business conglomerate as VP Corporate Planning &
Development.  His diversified business background has involved extensive
corporate budgeting, profit planning, financial modeling, organization planning,
communications and manpower planning responsibilities. This has included a
strong mix of business studies, problem-solving assignments and board-level
presentations.



Fred
Fulcher resigned from the Board of  Directors on June 3, 2005.



Donald
R. Georgehas replaced Mr. Pollack on the Board as of July 21, 2004. Mr.
George holds a Bachelor of Arts degree from the University of Winnipeg and a
Bachelor of Laws degree from the University Manitoba.  Mr. George has
practiced law in Manitoba since 1985 and concentrates his practice in real
estate, civil litigation, estates and commercial transactions.  Mr. George
currently is a lawyer and an investment advisor with the Blackstone Investment
Group where he has practiced since 2003.



Donald
George resigned from the Board of Directors on June 3, 2005.



Xavier
Roy joined the Board of Directors on June 2, 2005 and is the current
Chairman and CEO of EdgeTech. Roy has 20 years experience managing technology
and consulting companies. He has had leading roles in Litton industries, Thomson
Group, Cap Gemini Ernst & Young, Cinebase, Veon, and Etensity where he
developed and implemented new strategies that resulted in a growth of sales and
profits of more than 100%.

29

---

Shawn
Manesh will serve as an independent director of the registrants.  He
joined the Board of Directors on June 3, 2005. He is the cofounder and managing
director of Arkitek Alliance a Real Estate investment firm.  Prior to
starting Arkitek Mr. Manesh had several executive positions such as CEO of Cymil
Communications (Start up for Wireless ASIC), COO of Malibu Networks (Broadband
wireless Access), VP operations of ActNetworks (Voice and Data Over Frame Relay)
and other management positions with Tekelec and Pertec Computer. He has an
extensive background in telecom/networking industry.   He has been
involved in raising in excess of $160 million in Initial Public Offerings and
private funding as well as extensive experience in numerous successful
acquisitions and post mergers mergers and acquisitions integration
situations.  Shawn holds a BS in Engineering from CSUN and an MBA degree
from Pepperdine University



COMPOSITION
OF OUR BOARD OF DIRECTORS



At
the time of this filing, we have two directors. All directors currently hold
office until the next annual meeting of stockholders or until their successors
have been elected and qualified. Our officers are appointed annually by the
Board of Directors and hold office until their successors are appointed and
qualified. Pursuant to the Company's by-laws, the number of directors shall be
increased or decreased from time to time by resolution of the Board of Directors
or the shareholders.  No director or executive officer of ours has been a
director or executive director of any business, which has filed a bankruptcy
petition, or had a bankruptcy petition filed against it.  No director or
executive officer of ours has been convicted of a criminal offence or is the
subject of a pending criminal proceeding.  No director or executive officer
of ours has been the subject of any order, judgment or decree of any court
permanently or temporarily enjoining, barring, suspending or otherwise limiting
his involvement in any type of business, securities or banking activities.
 No director or officer of ours has been found by a court to have violated
a federal or state securities of commodities law.



COMMITTEES
OF OUR BOARD OF DIRECTORS



We
currently do not have any committees of our Board of Directors. The full Board
of Directors fulfills the role of the Audit Committee.



We
do not have an Audit Committee financial expert.



DIRECTOR
COMPENSATION



Directors
currently do not receive cash compensation for their services as members of the
Board of Directors, although members are reimbursed for expenses in connection
with attendance at Board of Directors meetings and specific Company business
meetings.  Directors are eligible to participate in our stock option plans.
Option grants to directors are at the discretion of the Board of
Directors.



SECTION
16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

30

---

Section
16(a) of the Securities Exchange Act of 1934 requires the Company's directors
and executive officers, and persons who own more than ten percent of a
registered class of the Company's equity securities, to file with the Securities
and Exchange Commission (the "SEC") initial reports of ownership and
reports of changes in ownership of common stock and other equity securities of
our Company. Officers, directors and greater than ten percent stockholders are
required by SEC regulation to furnish our Company with copies of all Section
16(a) forms they file.

Our
Company's officers, directors and greater than ten percent beneficial owners
filed in a timely manner in accordance with Section 16(a) filing requirements.



We
do not have a code of ethics that applies to our principal executive officer,
principal financial officer, principal accounting officer or controller, or
persons performing similar functions.  We have not adopted such a code of
ethics because we have determined that such a code would be unnecessary
bureacratic practice given the small size of the Company's management.



Item
10. Executive Compensation.

SUMMARY
COMPENSATION TABLE



|SUMMARY COMPENSATION TABLE                          
|----------------------------------------------------
|Name and principal position(a)                      
|Salary($)(c)                                        
|Restrictedstockaward(s)($)(f)                       
|Tae
      Ho Kim
      Chief
      Executive Officer
|Sang
      Ho Kim
      President                   
|B........                                           
|C........                                           
|D........                                           



(1) 
During fiscal 2005, 12,500,000 restricted common shares were issued to Tae Ho
Kim.

(2) 
During fiscal 2005, 12,500,000 restricted common shares were issued to Sang Ho
Kim.

31

---

Item
11. Security Ownership of Certain Beneficial Owners and Management.



The
following table sets forth certain information known to us with respect to
beneficial ownership of our common stock as of August 12, 2005 by: each person
known by us to beneficially own 5% or more of our outstanding common stock; each
of our directors; each of the Named Executive Officers; and all of our directors
and Named Executive Officers as a group.



In
general, a person is deemed to be a "beneficial owner"of a security if
that person has or shares the power to vote or direct the voting of such
security, or the power to dispose or direct the disposition of such security. In
computing the number of shares beneficially owned by a person and the percentage
ownership of that person, shares of common stock subject to options or
debentures held by that person that are currently exercisable or convertible or
exercisable or convertible within 60 days of August 12, 2005 are deemed
outstanding.



Percentage
of beneficial ownership is based upon 70,425,950 shares of common stock and 25
million preferred shares outstanding at August 12, 2005. To our knowledge,
except as set forth in the footnotes to this table and subject to applicable
community property laws, each person named in the table has sole voting and
investment power with respect to the shares set forth opposite such person's
name.  Except as otherwise indicated, the address of each of the persons in
this table is as follows: c/o Edgetech Services Inc, 501 Santa Monica Blvd,
Suite 601, Santa Monica, CA 90401.



|Name
      and Address of Beneficial Owner                    | Number
      of Shares Beneficially Owned                                                                         |  | Percent
      of Class          
|------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------- |  | --------------------------------
|Xavier
      Roy - CEO
      c/o
      Edgetech Services Inc. | 391,500
      $0.001 Par Value, Common Stock
      
      8,333,334
      Convertible
      Preferred
      Stock |  | 0.56%
      
      
      33.34%
|Advisors
      LLC
      c/o
      Edgetech Services Inc      | 16,666,666
      Convertible
      Preferred
      Stock                                                          |  | 66.66%                          
|All
      Directors as a Group                                | 8,333,334
      Convertible
      Preferred
      Stock                                                           |  | 33.34%                          













32



---

Item
12. Certain Relationships and Related Transactions.



During
the year ended April 30, 2005, we entered into the following related party
transactions:

We
maintained loans owing to former directors of the Company.  Tae Ho Kim and
Fred Fuller.



We also
issued our former directors, Sang-Ho Kim and Tae-Ho Kim, 25 million restricted
common shares of our stock.



|                                                                                                                                                                                      | 2005                  | 2004                  
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------- | ----------------------
|                                                                                                                                                                                      |                       |                       
|Due
      to director of Edgetech (CDN$50,000), interest
      bearing-20%,
        unsecured, with no specific terms of repayment, but not to be repaid
        within the next year | $
      39,730        | $
      36,266        
|Due
      to director of Edgetech (CDN$24,000), non-interest
      bearing,
        unsecured, with no specific terms of repayment, but not to be repaid
        within the next year | 19,070                | -                     
|Total                                                                                                                                                                                 | $
             58,800 | $
              36,266





33

---

Item
13. Exhibits and Reports on Form 8-K.

|Exhibit
      Number | Description                                                                                                                                                                                                                               
|-------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|3.1                  | Articles
      of Incorporationfiled May 16, 1997, and amendments thereto
      filed August 11, 1999, as filed with the Issuer's Form 10-SB (file
      no. 000-27397) filed on September 21, 1999incorporated
      herein by reference.
|3.3                  | Bylawsas filed with the Issuer's Form 10-SB (file no. 000-27397) on
      September 21, 1999incorporated herein by reference.                                                                                                             
|4.1                  | Form
      of Lock Up Agreement Executed by the Issuer's Shareholders as filed with
      the Issuer's Form 10-SB (file no. 000-27397) filed on September
      21, 1999, incorporated herein by reference.                               
|10.1                 | Acquisition
      agreement between Secure Enterprise Solutions Inc and Edgetech Services
      Inc. (Incorporated herein by reference).                                                                                                  
|10.2                 | Name
      change from Secure Enterprise Solutions Inc. to Edgetech Services Inc.
      (Incorporated herein by reference).                                                                                                               
|31.1                 | Certification
      of Chief Executive Officer required by Rule 13a - 14(a)/15d - 14(a).                                                                                                                                                  
|31.2                 | Certification
      of Chief Financial Officer required by Rule 13a - 14(a)/15d - 14(a).                                                                                                                                                  
|32.1                 | Certification
      of Chief Executive Officer pursuant to  18 U.S.C. Section 1350, As
      adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
      (Incorporated herein by reference).                                 
|32.2                 | Certification
      of Chief Financial Officer pursuant to  18 U.S.C. Section 1350, As
      adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
      (Inserted as an exhibit at the end of the document)                 



Item
14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

For
the current fiscal year audit and audit related fees were $xxxx, including $xxxx
estimated for current year audit.  None of the above fees were subject to
audit committee pre-approval requirements.

34

---

AUDIT
FEES



We
estimate aggregate fees of $21,000 for this year's audit of our financial
statements.  Last year, we were billed $20,415 for our year-end audit.



AUDIT-RELATED
FEES



We
estimate aggregate fees of $14,220 for assurance and related services by the
principal accountant that there are reasonably related to the performance of the
audit or review of our financial statements.  For Fiscal Year 2004, the
aggregate fees were 11,610.



TAX
FEES



There
was no tax fees



ALL
OTHER FEES



There
was no other fees



None
of the above fees were subject to audit committee pre-approval
requirements.

Exhibits

10.3

ACQUISITION AGREEMENT



WEB'S BIGGEST, INC.

COMMON STOCK PURCHASE AGREEMENT



This
agreement (the "AGREEMENT") is made effective as of June 1, 2005 (the "EFFECTIVE
DATE"), by and between Web's Biggest, Inc., a California corporation (the
"COMPANY") and Edgetech Services Inc., a Nevada corporation (the "PURCHASER")
and Advisors LLC, an Iowa Limited Liability Corporation and Xavier Roy
(collectively the "Sellers").



SECTION 1



SALE OF COMMON STOCK



1.1
SALE OF COMMON STOCK. Subject to the terms and conditions hereof, the Seller
will sell to the Purchaser and the Purchaser will buy from the Seller a total of
100 shares of The Company, representing 100% of the issued and outstanding
shares of The Company, at the aggregate purchase price of $19,014,975 in return
for 25,000,000 (twenty five million) new Convertible Preferred Shares of the
Purchaser to be issued at per share price of $0.76. The Preferred Shares issued
to the Sellers will be convertible at a rate of 25.3533 shares of Purchaser
Common Stock for each share of Purchaser Preferred Stock. At any future
shareholder meeting of the Purchaser beyond the Closing, the rightful owners of
the Purchaser Convertible Preferred Stock will be entitled to voting rights
equal to the number of Purchaser Common Stock that the Purchaser Convertible
Preferred Stock may convert into notwithstanding the fact the Purchaser
Convertible Preferred Stock has not been converted to Purchaser Common stock.
Sellers may convert Convertible Purchaser Preferred Stock at

35

---

any
time by providing written instructions to the Company Secretary of the Purchaser
instructing the Secretary to convert the Convertible Purchaser Preferred Stock
into Purchaser Common Stock.



SECTION 2



CLOSING DATE; DELIVERY



2.1
CLOSING. The closing (the "CLOSING") shall be held as promptly as practicable
after satisfaction of the closing conditions in Section 4 and Section 5 of this
Agreement (the date and time of the Closing is hereinafter referred to as the
"CLOSING DATE").



2.2
DELIVERY AND PAYMENT. At the Closing, the Company will deliver to the Purchaser,
with respect to the Shares being purchased at the Closing, certificates,
registered in the Purchaser's name, representing the number of Shares to be
purchased by the Purchaser at the Closing, against payment of the aggregate
purchase price of $$19,014,975. The purchase price shall be paid in shares of
Purchaser Preferred Stock. The authorized capital of the Purchaser must be
increased pursuant to a resolution put to shareholders of the Purchaser in a
future shareholder meeting in order to enable all of the Convertible Purchaser
Preferred Stock to be







36

---

converted
to Purchaser Common Stock. The Purchaser agrees that the Sellers of the Company
will be entitled to vote at said meeting.



2.3
INVESTMENT. On Closing The Company agrees to allocate US$250,000 to be invested
in the general business operations of the Purchaser.



2.4
SHARE BUY BACK. The shareholders of the Company and its nominated Director (s)
agree to adopt a resolution at the first meeting of the Board of Directors to be
held after Closing to establish a Share Buy Back Plan to repurchase up to
20,000,000 of the issued and outstanding stock of the Purchaser.



2.5
BOARD OF DIRECTORS. At Closing, the Purchaser will hold a meeting of the Board
of Directors for the purpose of adopting a resolution to appoint Xavier Roy to
the position of Chairman and CEO of the Purchaser, Shawn Manesh to the position
of independent Director and to accept the resignations of all current members of
the Board Of Directors of the Purchaser with the exception of Tae Ho Kim who
shall remain a Director of the Purchaser.



SECTION 3



REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SELLER



The
Company represents and warrants to the Purchaser that, as of the date of the
Closing:



3.1
     ORGANIZATION AND QUALIFICATION; SUBSIDIARIES



(a)
     Company and each directly and indirectly owned
subsidiary of Company (the "COMPANY SUBSIDIARIES") has been duly organized and
is validly existing and in good standing (to the extent applicable) under the
laws of the jurisdiction of its incorporation or organization, as the case may
be, and has the requisite corporate power and authority to own, lease and
operate its properties and to carry on its business as it is now being
conducted. Company and each Company Subsidiary is duly qualified or licensed to
do business, and is in good standing (to the extent applicable), in each
jurisdiction where the character of the properties owned, leased or operated by
it or the nature of its business makes such qualification or licensing
necessary, except for such failures to be so qualified or licensed and in good
standing that could not reasonably be expected to have, individually or in the
aggregate, any change in or effect on the business of Company and the Company
Subsidiaries that, individually or in the aggregate (taking into account all
other such changes or effects), is, or is reasonably likely to be, materially
adverse to the business, assets, liabilities, financial condition, results of
operations or prospects of Company and the Company Subsidiaries, taken as a
whole (a MATERIAL ADVERSE EFFECT")



3.2
CAPITALIZATION. The authorized capital stock of Company consists of 100 shares
of Company Common Stock. As of the date hereof 100 shares of Company Common
Stock are issued and outstanding, all of which are validly issued, fully paid
and nonassessable. No shares of Company Common Stock are held in the treasury of
Company. No shares of Company Common Stock are held by Company Subsidiaries.







37

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3.3
CORPORATE POWER; AUTHORIZATION. Company and the Seller have all necessary
corporate power and authority to execute and deliver this Agreement.



3.4
    NO CONFLICT; REQUIRED FILINGS AND CONSENTS.



(a)
     The execution and delivery of the Authorized
Agreements by Company do not, and the performance by Company of its obligations
hereunder and under each such agreement and the sale of the Shares will not, (i)
conflict with or violate any provision of the certificate of incorporation or
bylaws of Company or any equivalent organizational documents of any Company
Subsidiary, (ii) assuming that all filings and notifications described in
Section 3.5(b) have been made, conflict with or violate any Law applicable to
Company or any Company Subsidiary or by which any property or asset of Company
or any Company Subsidiary is bound or affected or (iii) result in any breach of
or constitute a default (or an event which with the giving of notice or lapse of
time or both could reasonably be expected to become a default) under, or give to
others any right of termination, amendment, acceleration or cancellation of, or
result in the creation of a lien or other encumbrance on any property or asset
of Company or any Company Subsidiary pursuant to, any note, bond, mortgage,
indenture, contract, agreement, lease, license, permit, franchise or other
instrument or obligation.



(b)
The execution and delivery of this Agreement by Company do not, and the
performance by Company of its obligations hereunder and the sale of the Shares
will not, require any consent, approval, authorization or permit of, or filing
by Company with or notification by Company to any United States Federal, state
or local or any foreign governmental, regulatory or administrative authority,
agency or commission or any court, tribunal or arbitral body (a "GOVERNMENTAL
ENTITY"), except pursuant to applicable requirements of the Exchange Act, the
Securities Act of 1933, as amended (the "SECURITIES ACT"), Blue Sky Laws and the
rules and regulations of the NASD.



3.5
PERMITS; COMPLIANCE WITH LAWS. Company and the Company Subsidiaries are in
possession of all material franchises, grants, authorizations, licenses,
establishment registrations, product listings, permits, easements, variances,
exceptions, consents, certificates, identification and registration numbers,
approvals and orders of any Governmental Entity necessary for Company or any
Company Subsidiary to own, lease and operate its properties or to offer or
perform its services or to develop, produce, store, distribute and market its
products or otherwise to carry on its business as it is now being conducted
(collectively, the "COMPANY PERMITS"), and, as of the date of this Agreement,
none of the Company Permits has been suspended or cancelled nor is any such
suspension or cancellation pending or, to the knowledge of Company, threatened.
Neither Company nor any Company Subsidiary is in conflict with, or in default or
violation of, (i) any Law applicable to Company or any Company Subsidiary or by
which any property or asset of Company or any Company Subsidiary is bound or
affected or (ii) any Company Permits except for such conflicts, defaults or
violations which could not in the aggregate be reasonably expected to have a
Material Adverse Effect. Neither Company nor any Company Subsidiary has received
from any Governmental Entity any written notification with respect to possible
conflicts, defaults or violations of Laws.



3.6
ABSENCE OF CERTAIN CHANGES OR EVENTS. Company and the Company Subsidiaries have
conducted their businesses only in the ordinary course consistent

38

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with
past practice and there has not been (i) any Material Adverse Effect on the
Company, (ii) any event that could reasonably be expected to prevent or
materially delay the performance of Company's obligations pursuant to this
Agreement and the sale of the Shares by Company.



3.7
EMPLOYEE BENEFIT PLANS; LABOR MATTERS.



(a)
The Company currently does not have an employee benefit plan.



(f)
Company does not have any non at will employee agreements.



(g)
Neither Company nor any Company Subsidiary is a party to, or has any obligations
under or with respect to, any collective bargaining or other labor union
contract applicable to persons employed by Company or any Company Subsidiary and
no collective bargaining agreement is being negotiated by Company or any Company
Subsidiary or any person or entity that may obligate the Company or any Company
Subsidiary thereunder. As of the date of this Agreement, there is no labor
dispute, strike, union organizing activity or work stoppage against Company or
any Company Subsidiary pending or, to the knowledge of Company, threatened or
may interfere with the respective business activities of Company or any Company
Subsidiary. As of the date of this Agreement, to the knowledge of Company, none
of Company, any Company Subsidiary, or any of their respective representatives
or employees has committed any unfair labor practice in connection with the
operation of the respective businesses of Company or any Company Subsidiary, and
there is no charge or complaint against Company or any Company Subsidiary by the
National Labor Relations Board or any comparable Governmental Entity pending or
threatened in writing.



3.8
CONTRACTS. Neither Company nor any Company Subsidiary is in violation of or in
default under (nor does there exist any condition which with the passage of time
or the giving of notice could reasonably be expected to cause such a violation
of or default under) any contract or agreement that is material to the business,
assets, liabilities, financial condition or results of operations of Company and
Company Subsidiaries, taken as a whole (each, a "MATERIAL CONTRACT"). Each
Material Contract is in full force and effect and is a legal, valid and binding
obligation of Company or a Company Subsidiary and, to the knowledge of Company,
each of the other parties thereto, enforceable in accordance with its terms.



3.9
LITIGATION . There is no suit, claim, action, proceeding or investigation
pending or, to the knowledge of Company, threatened against Company or any
Company Subsidiary that could reasonably be expected to have, individually or in
the aggregate, a Material Adverse Effect on the Company or materially interfere
with Company's ability to consummate the transactions contemplated hereby, and,
to the knowledge of Company, there are no existing facts or circumstances that
could reasonably be expected to result in such a suit, claim, action, proceeding
or investigation. Company is not aware of any facts or circumstances which could
reasonably be expected to result in the denial of insurance coverage under
policies issued to Company and Company Subsidiaries in respect of such suits,
claims, actions, proceedings and investigations, except in any case as could not
reasonably be expected to have, individually or in the aggregate, a Material
Adverse Effect on the Company. Neither Company nor any Company Subsidiary is
subject to any outstanding order, writ, injunction or decree which could
reasonably be expected to

have, individually or in the aggregate, a Material Adverse Effect on
the Company or materially interfere with Company's ability to consummate the
transactions contemplated hereby.

39

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3.10
ENVIRONMENTAL MATTERS. To the Company's knowledge, except as could not
reasonably be expected to have, individually or in the aggregate, a Material
Adverse Effect on the Company, (i) Company and the Company Subsidiaries are in
compliance with all applicable Environmental Laws and all Company Permits
required by Environmental Laws; (ii) all past noncompliance of Company or any
Company Subsidiary with Environmental Laws or Environmental Permits has been
resolved without any pending, ongoing or future obligation, cost or liability;
and (iii) neither Company nor any Company Subsidiary has released a Hazardous
Material at, or transported a Hazardous Material to or from, any real property
currently or formerly owned, leased or occupied by Company or any Company
Subsidiary, in violation of any Environmental Law. For purposes of this
Agreement, "ENVIRONMENTAL LAW" shall mean any Law and any enforceable judicial
or administrative interpretation thereof, including any judicial or
administrative order, consent decree or judgment, relating to pollution or
protection of the environment or natural resources, including, without
limitation, those relating to the use, handling, transportation, treatment,
storage, disposal, release or discharge of Hazardous Material, as in effect as
of the date hereof. "ENVIRONMENTAL PERMIT" shall mean any permit, approval,
identification number, license or other authorization required under or issued
pursuant to any applicable Environmental Law. "HAZARDOUS MATERIAL" shall mean
(i) any petroleum, petroleum products, by-products or breakdown products,
radioactive materials, asbestos-containing materials or polychlorinated
biphenyls or (ii) any chemical, material or substance defined or regulated as
toxic or hazardous or as a pollutant or contaminant or waste under any
applicable Environmental Law.



3.11
INTELLECTUAL PROPERTY. All patents (including, without limitation, all U.S. and
foreign patents, patent applications, patent disclosures, and any and all
divisions, continuations, continuations-in-part, reissues, re-examinations and
extensions thereof), design rights, trademarks, trade names and service marks
(whether or not registered), trade dress, Internet domain names, copyrights
(whether or not registered) and any renewal rights, database usage rights,
statistical models, technology, inventions, supplier lists, trade secrets,
know-how, computer software programs or applications in both source and object
code form, databases, technical documentation of such software programs
("TECHNICAL DOCUMENTATION"), registrations and applications for any of the
foregoing and all other tangible or intangible proprietary information or
materials that are or have been used in (including, without limitation, in the
development of) Company's business and/or in any product, technology or process
(i) currently being or formerly manufactured, published or marketed by Company
or (ii) previously or currently under development for possible future
manufacturing, publication, marketing or other use by Company are hereinafter
referred to as the "COMPANY INTELLECTUAL

PROPERTY."



(a)
All of Company's patents, patent applications, registered trademarks, and
trademark applications, and registered copyrights remain in good standing with
all fees and filings due as of the Closing Date duly made.



(b)
Company Intellectual Property contains only those items and rights which are:
(i) owned by Company; (ii) in the public domain; or (iii) rightfully used by
Company pursuant to a valid and enforceable license or other permission by owner

40

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(the
"COMPANY LICENSED INTELLECTUAL PROPERTY"). Company has all rights in Company
Intellectual Property necessary to carry out Company's current activities (and
had all rights necessary to carry out its former activities at the time such
activities were being conducted), including without limitation, to the extent
required to carry out such activities, rights to make, use, reproduce, modify,
adopt, create derivative works based on, translate, distribute (directly and
indirectly), transmit, display and perform publicly, license, rent and lease
and, other than with respect to Company Licensed Intellectual Property, assign
and sell, Company Intellectual Property.



(c)
To the best of Company's knowledge, the reproduction, manufacturing,
distribution, licensing, sublicensing, sale or any other exercise of rights in
any Company Intellectual Property, product, work, technology or process
necessary for operation of Company's business as presently conducted by Company
does not infringe on any rights in patent, design right, trademark, trade name,
service mark, trade dress, Internet domain name, copyright, database,
statistical model, technology, invention, supplier list, trade secret, know-how,
computer software program or application of any person, anywhere in the world.
Other than with respect to Company Licensed Intellectual Property, no claims (i)
challenging the validity, effectiveness or, ownership by Company of any Company
Intellectual Property, or (ii) to the effect that the use, distribution,
licensing, sublicensing, sale or any other exercise of rights in any product,
work, technology or process as now used or offered for use, licensing,
sublicensing or sale by Company or its agents or use by its customers infringes
or will infringe on any intellectual property or other proprietary or personal
right of any person, have been asserted or, to the knowledge of Company, are
threatened by any person, nor are there, to Company's knowledge, any valid
grounds for any bona fide claim of any such kind. All of the rights within
Company Intellectual Property (except with respect to Company Licensed
Property), and to Company's knowledge, all the rights in Company's Licensed
Intellectual Property, necessary for use in the operation of the Company's
business by Company as presently conducted are enforceable and subsisting. To
the knowledge of Company, there is no unauthorized use, infringement or
misappropriation of any Company Intellectual Property by any third party,
employee or former employee.

3.12
BROKERS. No broker, finder or investment banker is entitled to

any
brokerage, finder's or other fee or commission in connection with the sale

of
Shares based upon arrangements made by or on behalf of Company.

3.13
CERTAIN BUSINESS PRACTICES. Neither Company nor any Company

Subsidiary
nor any directors, officers, agents or employees of Company or any

Company
Subsidiary (in their capacities as such) has not made any unlawful payment.



SECTION 4



REPRESENTATIONS AND WARRANTIES OF THE PURCHASER.



The
Purchaser hereby severally represents and warrants to the Company

as
follows:



4.1
ORGANIZATION AND QUALIFICATION; SUBSIDIARIES. Each of Purchaser and its
subsidiaries is a corporation duly organized, validly existing and in good

41

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standing
under the laws of the jurisdiction of its incorporation and has the requisite
corporate power and authority to own, lease and operate its assets and
properties and to carry on its business as it is now being conducted, except
where the failure to do so would not, individually or in the aggregate, have a
Material Adverse Effect on Purchaser. Each of Purchaser and its subsidiaries is
in possession of all Approvals necessary to own, lease and operate the
properties it purports to own, operate or lease and to carry on its business as
it is now being conducted, except where the failure to have such Approvals would
not, individually or in the aggregate, have a Material Adverse Effect on
Purchaser. Each of Purchaser and its subsidiaries is duly qualified or licensed
as a foreign corporation to do business, and is in good standing, in each
jurisdiction where the character of the properties owned, leased or operated by
it or the nature of its activities makes such qualification or licensing
necessary, except for such failures to be so duly qualified or licensed and in
good standing that would not, either individually or in the aggregate, have a
Material Adverse Effect on Purchaser.



4.2
CERTIFICATE OF INCORPORATION AND BYLAWS. Purchaser holds complete and correct
copies of its certificate of incorporation and bylaws.



4.3
CAPITALIZATION. (i) The authorized capital stock of Purchaser consists

of
600,000,000 shares of Purchaser Common Stock at par value of $0.001. There are
70,425,950 shares of Purchaser Common Stock issued and outstanding as the date
of Closing. There are no pending issues of Common Stock as at the date of
Closing. (ii) The Purchaser has a stock option plan enabling it to grant options
for up to 2,800,000 shares of Common Stock to directors and employees of the
Purchaser. The exercise price of all stock options granted under the stock
option plan must be at least equal to the fair market value (subject to
regulated discounts) of such shares of common stock on the date of grant.
 Stock options granted to directors and employees of Purchaser generally
have a life of five years and frequently vest equally over the first three
years. There are 1,035,000 Stock Options outstanding as at the date of Closing
with a weighted average stock price of $0.35 cents. (iii) There are no
outstanding warrants that remain unexpired as at the date of Closing. (iv) The
Purchaser may issue up to 25,000,000 (twenty five million) shares of Purchaser
Preferred Stock.



4.4
AUTHORITY RELATIVE TO THE AUTHORIZED AGREEMENTS. Purchaser has all necessary
corporate power and authority to perform its obligations under the transactions
contemplated under the Authorized Agreements.



4.5
     NO CONFLICT; REQUIRED FILINGS AND CONSENTS.



(a)
The execution of this Agreement by Purchaser shall not, (i) conflict with or
violate the certificate of incorporation, bylaws or equivalent organizational
documents of Purchaser or any of its subsidiaries, (ii) subject to compliance
with the requirements set forth in Section 4.5(b) below, conflict with or
violate any law, rule, regulation, order, judgment or decree applicable to
Purchaser or any of its subsidiaries or by which it or their respective
properties are bound or affected, or (iii) result in any breach of or constitute
a default (or an event that with notice or lapse of time or both would become a
default) under, or impair Purchaser's or any such subsidiary's rights or alter
the rights or obligations of any third party under, or give to others any rights
of termination, amendment, acceleration or cancellation of, or result in the
creation of a lien or encumbrance on any of the properties or assets of
Purchaser or any of its subsidiaries pursuant to, any material note, bond,
mortgage, indenture, contract, agreement, lease, license, permit, franchise or
other instrument or obligation to which Purchaser or any of its subsidiaries is
a party or by which Purchaser or any of its subsidiaries or its or any of their
respective properties are bound or affected, except to the extent such conflict,
violation, breach, default, impairment or other effect could not in the case of
clauses (ii) or (iii) individually or in the aggregate, reasonably be expected
to have a Material Adverse Effect on Purchaser.

42

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(b)
The execution of this Agreement by Purchaser shall not require any consent,
approval, authorization or permit of, or filing with or notification to, any
Governmental Entity except (i) for applicable requirements, if any, of the
Securities Act, the Exchange Act, Blue Sky Laws, the rules and regulations of
the NASD, and (ii) where the failure to obtain such consents, approvals,
authorizations or permits, or to make such filings or notifications, (x) would
not prevent the sale of Shares and issuance of Warrant or otherwise prevent
Purchaser from performing their respective obligations under this Agreement or
(y) could not, individually or in the aggregate, reasonably be expected to have
a Material Adverse Effect on Purchaser.



4.6
     SEC FILINGS; FINANCIAL STATEMENTS.



(a)
Purchaser has made available to Company a correct and complete copy of each
report, schedule, registration statement and definitive proxy statement filed by
Purchaser with the SEC, which are all the forms, reports and documents required
to be filed by Purchaser with the SEC. The Purchaser SEC Reports (A) were
prepared in accordance with the requirements of the Securities Act or the
Exchange Act, as the case may be, and (B) did not at the time they were filed
(or if amended or superseded by a filing prior to the date of this Agreement,
then on the date of such filing) contain any untrue statement of a material fact
or omit to state a material fact required to be stated therein or necessary in
order to make the statements therein, in light of the circumstances under which
they were made, not misleading. None of Purchaser's subsidiaries is required to
file any reports or other documents with the SEC.



(b)
Each set of consolidated financial statements (including, in each case, any
related notes thereto) contained in the Purchaser SEC Reports was prepared in
accordance with U.S. GAAP applied on a consistent basis throughout the periods
involved (except as may be indicated in the notes thereto or, in the case of
unaudited statements, do not contain footnotes as permitted by Form 10-Q of the
Exchange Act) and each fairly presents the consolidated financial position of
Purchaser and its subsidiaries at the respective dates thereof and the
consolidated results of its operations and cash flows for the periods indicated,
except that the unaudited interim financial statements were or are subject to
normal adjustments which were not or are not expected to be material in amount.



4.7
BROKERS. Purchaser has not incurred, nor will it incur, directly or indirectly,
any liability for brokerage or finders' fees or agents' commissions or any
similar charges in connection with this Agreement or any transaction
contemplated hereby.



4.8 INVESTMENT
INTENT; BLUE SKY. Purchaser is acquiring the Shares for investment for its own
account, not as a nominee or agent, and not with the view to, or for resale in
connection with, any distribution thereof.

43

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4.9
NO PUBLIC MARKET. Purchaser understands that no public market now exists for any
of the securities issued by the Company and that the Company has made no
assurances that a public market will ever exist for the Company's securities.



4.10
RESTRICTIONS ON TRANSFER; RESTRICTIVE LEGENDS. Purchaser understands that the
transfer of the Shares is restricted by applicable state and Federal securities
laws.



4.11
AUTHORIZATION. All action on the part of the Purchaser's partners, board of
directors, and stockholders, as applicable, necessary for the authorization,
execution, the purchase of and payment for the Shares and the performance of all
of the Purchaser's obligations has been taken or will be taken prior to the
Closing. This Agreement, when executed and delivered by the Purchaser, shall
constitute valid and binding obligations of the Purchaser, enforceable in
accordance with their terms, subject to laws of general application relating to
bankruptcy, insolvency and the relief of debtors and rules of law governing
specific performance, injunctive relief or other equitable remedies.



4.12
ACCREDITED INVESTOR. Purchaser is an "accredited investor" within the meaning of
SEC Rule 501 or Regulation D, as presently in effect. The Purchaser acknowledges
that it has had the opportunity to review this Agreement and the transactions
contemplated by this Agreement with its own legal counsel. Purchaser is relying
solely on its own legal counsel and not on the Company or any of the Company's
agents for legal advice with respect to this investment or the transactions
contemplated by this Agreement.





SECTION 5



CONDITIONS TO CLOSING OF THE PURCHASER.



The
Purchaser's obligation to purchase the Shares is, unless waived in writing by
the Purchaser, subject to the fulfillment as of the date of such Closing of the
following conditions:



5.1
REPRESENTATIONS AND WARRANTIES CORRECT. The representations and warranties made
by the Company in Section 3 hereof shall be true and correct in all material
respects as of the date of the Closing.



5.2
COVENANTS. All covenants, agreements and conditions contained in this Agreement
to be performed or complied with by the Company on or prior to the Closing Date
shall have been performed or complied with in all material respects.



5.3
BOARD OF DIRECTORS. Upon the Closing, the authorized number of the

Company's
directors shall be 5 members 1 of whom shall be designated by the

Purchaser
and 2 designated by the Company. The Directors designated by The Company are
Xavier Roy (to become Chairman & CEO) and Shawn Manesh (independent
Director).



5.4
NO ORDER. No Governmental Entity shall have enacted, issued, promulgated,
enforced or entered any statute, rule, regulation, executive order, decree,
injunction or other order (whether temporary, preliminary or permanent) which is
in effect and which has the effect of making the sale of Shares illegal or
otherwise prohibiting consummation of the transactions contemplated under this
Agreement.

44

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SECTION 6



CONDITIONS
TO CLOSING OF THE COMPANY.



The
Company's obligation to sell the Shares at the Closing is subject to the
fulfillment as of the date of such Closing of the following conditions:



6.1
REPRESENTATIONS AND WARRANTIES CORRECT. The representations made in Section 4
hereof by the Purchaser purchasing at the Closing shall be true and correct as
of the date of the Closing.



6.2
COVENANTS. All covenants, agreements, and conditions contained in this Agreement
to be performed or complied with by the Purchaser on or prior to the date of the
Closing shall have been performed or complied with in all material respects.



6.3
NO ORDER. No Governmental Entity shall have enacted, issued, promulgated,
enforced or entered any statute, rule, regulation, executive order, decree,
injunction or other order (whether temporary, preliminary or permanent) which is
in effect and which has the effect of making the sale of Shares illegal or
otherwise prohibiting consummation of the transactions contemplated under this
Agreement.



6.4
CONDITIONS SUBSEQUENT. The Purchaser agrees that the Terms of outstanding loans
from shareholders of the Purchaser to the Purchaser as at the date of Closing
will be renegotiated and redocumented within 30 days of Closing to reflect a
repayment period of two years.



SECTION 7



ADDITIONAL AGREEMENTS



7.1
EMPLOYMENT AGREEMENTS. Upon completion of execution of this Agreement, the
Company agrees to order its nominated representatives to the Board of Directors
of the Purchaser not to terminate current Employment Agreements for Tae Ho Kim
and Sang Ho Kim and to extend the term of the said Employment Agreements for a
period of three years commencing from the Closing. However, in the event that
the Edgetech Service business (defined substantially as all of the operations of
the Canadian subsidiary of the Purchaser) are sold to or merged with another
entity that is not affiliated with the Purchaser the Employment Agreements will
be assigned to that entity. If the Employment Agreements are assigned to another
entity and the Purchaser will be released from any liability or obligations
arising from the Employment Agreements. In the event that the Employment
Agreements are terminated prior to 36 (thirty six) months from the date of
Closing, the Purchaser will pay the greater of $100,000 or the amount unpaid
according to the Employment Agreements.

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SECTION 8



MISCELLANEOUS



8.1
GOVERNING LAW. This Agreement shall be governed in all respects by the internal
laws of the State of Nevada.



8.2
ENTIRE AGREEMENT. This Agreement, including the exhibits hereto, constitutes the
full and entire understanding and agreement among the parties with regard to the
subjects hereof and thereof, and no party shall be liable or bound to any other
party in any manner by any warranties, representations or covenants except as
specifically set forth herein or therein. Except as expressly provided herein,
neither this Agreement nor any term hereof may be amended, waived, discharged or
terminated other than by a written instrument signed by the party against whom
enforcement of any such amendment, waiver, discharge or termination is sought.



8.3
NOTICES, ETC. All notices and other communications required or permitted
hereunder shall be in writing and shall be mailed by registered or certified
mail, postage prepaid, or otherwise delivered by facsimile transmission, by hand
or by messenger, addressed:



(a)
   if to the Company, to:



Web's
Biggest, Inc.

501
Santa Monica Boulevard, Suite 601

Santa
Monica, CA, 90401

Attn:
 Xavier Roy

Fax:
 (310) 393 5455

(b)
  if to the Purchaser, to:



Edgetech
Services, Inc.

18
Wynford Drive Suite 704 Toronto, Ontario M3C 3S2



Each
such notice or other communication shall for all purposes of this Agreement be
treated as effective or having been given when received if delivered personally,
if sent by facsimile, the first business day after the date of confirmation that
the facsimile has been successfully transmitted to the facsimile number for the
party notified, or, if sent by mail, at the earlier of its receipt or 72 hours
after the same has been deposited in a regularly maintained receptacle for the
deposit of the United States mail, addressed and mailed as aforesaid.



8.4
DELAYS OR OMISSIONS. Except as expressly provided herein, no delay or omission
to exercise any right, power or remedy accruing to any party, upon any breach or
default of another party under this Agreement, shall impair any such right,
power or remedy of such party nor shall it be construed to be a waiver of any
such breach or default, or an acquiescence therein, or of or in any similar
breach or



46



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default
thereafter occurring; nor shall any waiver of any single breach or default be
deemed a waiver of any other breach or default theretofore or thereafter
occurring. Any waiver, permit, consent or approval of any kind or character on
the part of any party of any breach or default under this Agreement, or any
waiver on the part of any party of any provisions or conditions of this
Agreement, must be in writing and shall be effective only to the extent
specifically set forth in such writing. All remedies, either under this
Agreement or by law or otherwise afforded to any party, shall be cumulative and
not alternative.



8.5
COUNTERPARTS. This Agreement may be executed in any number of counterparts, each
of which shall be an original, and all of which together shall constitute one
instrument.



8.6
SEVERABILITY. In the event that any provision of this Agreement becomes or is
declared by a court of competent jurisdiction to be illegal, unenforceable or
void, this Agreement shall continue in full force and effect without said
provision, which shall be replaced with an enforceable provision closest in
intent and economic effect as the severed provision; PROVIDED HOWEVER, that no
such severability shall be effective if it materially changes the economic
benefit of this Agreement to any party.



8.7
TITLES AND SUBTITLES. The titles and subtitles used in this Agreement are used
for convenience only and are not to be considered in construing or interpreting
this Agreement.



8.8
SUCCESSORS AND ASSIGNS. This Agreement shall not be assigned without the consent
of both parties to the Agreement. Except as otherwise provided herein, the terms
and conditions of this Agreement shall inure to the benefit of and be binding
upon the respective successors and assigns of the parties (including transferees
of any Shares). Nothing in this Agreement, express or implied, is intended to
confer upon any party, other than the parties hereto or their respective
successors and assigns, any rights, remedies, obligations or liabilities under
or by reason of this Agreement, except as expressly provided in this Agreement.



8.9
NO SURVIVAL OF REPRESENTATIONS AND WARRANTIES. The representations and
warranties of this Agreement shall not survive the Closing of this Agreement.



8.10
AMENDMENTS AND WAIVERS. Any term of this Agreement may be amended and the
observance of any term of this Agreement may be waived (either generally or in a
particular instance and either retroactively or prospectively), only with
written consent of the Company and the Purchaser.

47

---

The
foregoing agreement is hereby executed effective as of the date first set forth
above.







"COMPANY"

"PURCHASER"



Web's
Biggest, INC.,

Edgetech
Services INC.

a
California corporation

A
Nevada Corporation





By:

By:

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

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

Name:

Name:

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

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

Title:

Title:

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

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



"SELLER"



Advisers,
LLC,



An
Iowa Limited Liability Corporation





By:



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



Name:



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



Title:



------------------------
            &
nbsp;



48

---

"SELLER"



Xavier
Roy





By:



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



Name:



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





Exhibits

10.4













EMPLOYMENT AGREEMENT

THIS
AGREEMENTis made as of the 1st day of June, 2005.

BETWEEN:

EDGETECH
SERVICES INC., a Nevada corporation with a business office at 18 Wynford
Drive, Toronto Ontario, M3C 3S2

(the
"Company")

AND:

Sang-Ho
Kim,of 3636 Bathurst Street, Unit 1904, Toronto, Ontario, M6A 2Y5.

(the
"Employee")

WHEREAS:



A.



> The
>   Company is engaged in the business of providing consulting services covering
>   the areas of IT security, biometrics, and ERP solutions.



B.



> The
>   Company is also a value added reseller for various other security solutions
>   companies; and



49

---

C.



> The
>   Company has offered to employ the Employee and the Employee has accepted
>   employment with the Company on the terms set out in this Agreement.



> THEREFORE
>   IN CONSIDERATION of the mutual covenants and agreements contained in this
>   Agreement, the parties covenant and agree with each other as follows:



1.



EMPLOYMENT



1.1



> Subject
>   to the terms and conditions of this Agreement, the Company hereby employs the
>   Employee in the position of President and the Employee agrees to accept such
>   employment.



1.2



> The
>   Employee will faithfully and diligently fulfill his or her duties, obligations
>   and responsibilities under this Agreement to the best of his ability and will
>   exercise the care, diligence, and skill of a reasonably prudent person in
>   comparable circumstances with similar education, training and experience.
>    The Employee agrees to comply with, and will be entitled to the benefit
>   of, all policies adopted by the Company from time to time that are applicable
>   to the Employee.



1.3



> The
>   Employee acknowledges and agrees that his employment is on a full time basis
>   and that the Employee's hours of work will vary and may be irregular and will
>   be those hours required to meet the objectives of the Employee's employment.
>    In addition, the Employee acknowledges that certain evening and weekend
>   work will be required in order to fulfill his obligations and the Employee
>   agrees that he will work such evening hours or weekend hours as are required.

---

50

---

2





1.4

> The
>   Employee agrees to devote his working time exclusively to the Company's
>   business and he will not be employed or engaged in any capacity in any other
>   business or by any other employer without the prior written permission of the
>   Company.

1.5

> The
>   Company may change the assigned duties and responsibilities from time to time
>   and, notwithstanding such changes to the Employee's duties and
>   responsibilities, this Agreement will continue to govern the terms and
>   conditions of the Employee's employment.

1.6

> The
>   Employee will be entitled to a vacation of up to 3 weeks in each calendar
>   year.  Such vacation will be taken at such time as agreed between the
>   Company and the Employee.

2.



TERM
OF AGREEMENT



2.1



> The
>   term of the employment contract is for a 3 year term.



2.2



> In
>   the event that the Employee breaches any of the terms, conditions or covenants
>   of this Agreement, or fails to perform the services required of him under this
>   Agreement then, at the option of the Company, this Agreement shall terminate
>   immediately upon written notice being delivered to the Employee and the
>   Company shall be under no obligation to the Employee, except to pay to him
>   such compensation as he may be entitled to receive up to the time of such
>   termination.

2.3

> The
>   Company may terminate the employment of the Employee hereunder at any time
>   without notice for cause.  For the purposes of this Section 2.3
>   "cause" shall have a meaning consistent with the interpretation of that phrase
>   by courts in Ontario and shall include, without limiting the generality of the
>   foregoing, criminal conduct, moral turpitude, any substantial misconduct or
>   neglect of duties assigned hereunder or any failure to keep and perform the
>   terms and conditions of this Agreement.  Upon the termination of the
>   Employee's employment pursuant to this Section 2.4, the Company shall pay
>   to the Employee all salary and other remuneration accrued to the date of
>   termination and thereupon the Company shall have no further obligation or
>   liability to the Employee with respect to his employment with the Company or
>   the termination thereof.



51



---



2.4

> In
>   the event that this Agreement is terminated pursuant to Section 2.3 or 2.4,
>   the rights and obligations of both the Employee and the Company shall
>   terminate as at the date of such termination, save and except the covenants of
>   the Employee contained in Sections 7, 8 and 9 of this Agreement and the rights
>   of the Company contained in Section 10 of this Agreement.  The
>   termination of this Agreement pursuant to Sections 2.3 and 2.4 shall be
>   without prejudice to such other rights and remedies as the Company may have at
>   law against the Employee.



2.5

> Should
>   the employment agreement be terminated for whatever reason, the employee shall
>   be compensated in the value of the compensation owed for the remaining of the
>   three year term of this employment at the time of termination or $100,000USD,
>   whichever is the greater.





52





---

3

3.



COMPENSATION



3.1



> The
>   Company will pay to the Employee a base salary in the amount of CAD$10,500 per
>   month. The base salary is to be compensated in cash of $5,250/bi-monthly.



3.2



> The
>   Company will also pay to the Employee commissions and other benefits in the
>   amounts and on the terms set out in Schedule "A" to this Agreement subject to
>   such changes as may be agreed upon from time to time between the parties
>   during the term of the Employee's employment.

4.



THE
EMPLOYEE'S ACKNOWLEDGMENTS



4.1



> The
>   Employee hereby expressly acknowledge that:

(a)

> except
>   as set forth in Section 4, none of the Shares have been registered under the
>   Securities Act of 1933 (the "1933 Act"), or under any state securities or
>   "blue sky" laws of any state of the United States, and, unless so registered,
>   may not be offered or sold in the United States or, directly or indirectly, to
>   U.S. Persons, as that term is defined in Regulation S under the 1933 Act
>   ("Regulation S"), except in accordance with the provisions of Regulation S,
>   pursuant to an effective registration statement under the 1933 Act, or
>   pursuant to an exemption from, or in a transaction not subject to, the
>   registration requirements of the 1933 Act;

(b)

> except
>   as set forth in Section 4 the Company has not undertaken, and will have no
>   obligation, to register any of the Shares under the 1933 Act;

(c)

> the
>   decision to execute this Agreement and acquire the Shares hereunder is
>   voluntary;

(d)

> the
>   decision to execute this Agreement and acquire the Shares hereunder has not
>   been based upon any oral or written representation as to fact or otherwise
>   made by or on behalf of the Company, and such decision is based entirely upon
>   a review of information (the receipt of which is hereby acknowledged) which
>   has been filed by the Company with the SEC and in compliance, or intended
>   compliance, with applicable securities legislation;



53







---

(e)

> if
>   the Company has presented a business plan to the Employee, the Employee
>   acknowledges that the business plan may not be achieved or be achievable;

(f)

> the
>   Employee and the Employee's advisor(s) have had a reasonable opportunity to
>   ask questions of and receive answers from the Company in connection with the
>   distribution of the Shares hereunder, and to obtain additional information, to
>   the extent possessed or obtainable without unreasonable effort or expense,
>   necessary to verify the accuracy of the information about the Company;

---



54





---

4

(g)

> the
>   books and records of the Company were available upon reasonable notice for
>   inspection, subject to certain confidentiality restrictions, by the Employee
>   during reasonable business hours at its principal place of business, and all
>   documents, records and books in connection with the distribution of the Shares
>   hereunder have been made available for inspection by the Employee, the
>   Employee's attorney and/or advisor(s);

(h)

(h)

> no
>   securities commission or similar regulatory authority has reviewed or passed
>   on the merits of the Shares;

(i)

(i)

> there
>   is no government or other insurance covering the Shares;

(j)

(j)

> the
>   Company has advised the Employee that the Company is relying on an exemption
>   from the requirements to provide the Employee with a prospectus and to sell
>   the Shares through a person registered to sell securities under the
>   Securities Act(Ontario) (the "Ontario Act");

(k)

(k)

> the
>   Employee will indemnify and hold harmless the Company and, where applicable,
>   its directors, officers, employees, agents, advisors and shareholders, from
>   and against any and all loss, liability, claim, damage and expense whatsoever
>   (including, but not limited to, any and all fees, costs and expenses
>   whatsoever reasonably incurred in investigating, preparing or defending
>   against any claim, lawsuit, administrative proceeding or investigation whether
>   commenced or threatened) arising out of or based upon any representation or
>   warranty of the Employee given to the Company in connection herewith or in any
>   document furnished by the Employee to the Company in connection herewith being
>   untrue in any material respect or any breach or failure by the Employee to
>   comply with any covenant or agreement made by the Employee to the Company in
>   connection therewith;

(l)

(l)

> none
>   of the Shares are listed on any stock exchange or automated dealer quotation
>   system and no representation has been made to the Employee that any of the
>   Shares will become listed on any stock exchange or automated dealer quotation
>   system; except that currently the certain market makers make market in the
>   common shares of the Company on the Over-the-Counter Bulletin Board service of
>   the National Association of Securities Dealers, Inc.;

(m)

(m)

> there
>   are additional restrictions on the Employee's ability to resell the Shares in
>   Canada under the Ontario Act and Multilateral Instrument 45-102 adopted by the
>   Ontario Securities Commission;
>   
>   55



---

(n)



> the
>   Company will refuse to register any transfer of the Shares not made in
>   pursuant to an effective registration statement under the 1933 Act or pursuant
>   to an available exemption from the registration requirements of the 1933 Act;
>   and

(o)

> the
>   Employee has been advised to consult the Employee's own legal, tax and other
>   advisors with respect to the merits and risks of an investment in the Shares
>   and with respect to applicable resale restrictions, and it is solely
>   responsible (and the Company is not in any way responsible) for compliance
>   with applicable resale restrictions.

---

56





---

5



5.



THE
EMPLOYEE'S REPRESENTATIONS, WARRANTIES AND COVENANTS



5.1



> The
>   Employee hereby represents and warrants to and covenants with the Company
>    that:

(a)

> the
>   Employee has received and carefully read this Agreement;

(b)

> the
>   Employee has the legal capacity and competence to enter into and execute this
>   Agreement and to take all actions required pursuant hereto;

(c)

> the
>   entering into of this Agreement and the transactions contemplated hereby do
>   not result in the violation of any of the terms and provisions of any law
>   applicable to the Employee, or of any agreement, written or oral, to which the
>   Employee may be a party or by which the Employee is or may be bound;

(d)

> the
>   Employee (i) has adequate net worth and means of providing for its current
>   financial needs and possible personal contingencies, (ii) has no need for
>   liquidity in his investment in the Shares, and (iii) is able to bear the
>   economic risks of an investment in the Shares for an indefinite period of
>   time, and can afford the complete loss of such investment;

(e)

> the
>   Employee is aware that an investment in the Company is speculative and
>   involves certain risks, including the possible loss of the investment, and the
>   Employee has carefully read and considered the matters set forth under the
>   caption "Risk Factors"  appearing in the Company's most recent reports
>   filed with the SEC;

(f)

> the
>   Employee has the requisite knowledge and experience in financial and business
>   matters as to be capable of evaluating the merits and risks of the investment
>   in the Shares and the Company;

(g)

> the
>   Employee understands and agrees that the Company and others will rely upon the
>   truth and accuracy of the acknowledgements, representations and agreements
>   contained in this Agreement, and agrees that if any of such acknowledgements,
>   representations and agreements are no longer accurate or have been breached,
>   the Employee shall promptly notify the Company;
>   
>   57



---

(h)

> the
>   Employee is purchasing the Shares for his own account for investment purposes
>   only and not for the account of any other person and not for distribution,
>   assignment or resale to others, and no other person has a direct or indirect
>   beneficial interest in such Shares, and the Employee has not subdivided his
>   interest in the Shares with any other person;

(i)

> the
>   Employee is not an underwriter of, or dealer in, the common shares of the
>   Company, nor is the Employee participating, pursuant to a contractual
>   agreement or otherwise, in the distribution of the Shares;
>   
>   
>   
>   58









---

6





(j)

> the
>   Employee has made an independent examination and investigation of an
>   investment in the Shares and the Company and has depended on the advice of its
>   legal and financial advisors and agrees that the Company will not be
>   responsible in anyway whatsoever for the Employee's decision to invest in the
>   Shares and the Company;

(k)

> the
>   Employee is not aware of any advertisement of any of the Shares and is not
>   acquiring the Shares as a result of any form of general solicitation or
>   general advertising including advertisements, articles, notices or other
>   communications published in any newspaper, magazine or similar media or
>   broadcast over radio or television, or any seminar or meeting whose attendees
>   have been invited by general solicitation or general advertising; and

(l)

> no
>   person has made to the Employee any written or oral representations:

(i)

> that
>   any person will resell or repurchase any of the Shares;

(ii)

> that
>   any person will refund the purchase price of any of the Shares; or

(iii)

> as
>   to the future price or value of any of the Shares.

6.



CONFIDENTIALITY

6.1



> The
>   Employee acknowledges and agrees that during the term of his employment with
>   the Company he will be privy to business and trade secrets and confidential
>   information relating to the business of the Company and the Company's clients.

6.2

> The
>   Employee agrees that during his employment and at all times thereafter, the
>   Employee will maintain in confidence and will not disclose to any corporation,
>   firm or other person any of the private affairs of the Company or any business
>   or trade secrets or confidential information belonging to the Company or any
>   of the Company's clients and he will not use, for any purpose, other than the
>   purposes of the Company, any such business or trade secrets or confidential
>   information or knowledge that the Employee may acquire with respect to the
>   Company's affairs or the affairs of its clients.
>   
>   59



---

7.

NON
SOLICITATION

7.1

> The
>   Employee agrees that he will not at any time during his employment and for a
>   period of six months thereafter, directly or indirectly solicit for employment
>   or employ or otherwise engage any employee of the Company for or on behalf of
>   the Employee or any other person.

7.2

> The
>   Employee agrees that he will not at any time during his employment or for a
>   period of six months thereafter, directly or indirectly solicit or divert or
>   attempt to solicit or divert any person who is a client of the Company or who
>   was a client of the Company during the twelve months immediately preceding the
>   termination of the Employee's
>   
>   60







---

7





> employment
>   for or on behalf of any other business enterprise which is similar to or
>   competes with the business of the Company.

8.

NON
COMPETE



8.1

> The
>   Employee agree that he will not at any time during his employment and for a
>   period of six months following the termination of his employment for any
>   reason whatsoever, directly or indirectly as a shareholder, employee,
>   director, officer, consultant or in any other capacity whatsoever, carry on or
>   be engaged by or employed in any business in Toronto, Ontario, which is the
>   same as or similar to or which competes with the business or any part of the
>   business carried on by the Company.

9.

RESTRICTIONS
REASONABLE



9.1

> The
>   Employee agrees that the restrictions contained in this Agreement are
>   reasonable for the protection of the Company's business and the Employee
>   waives all defences to the strict enforcement of those provisions by the
>   Company.

9.2

> The
>   Employee also agrees that a breach of any of the covenants contained in this
>   Agreement would result in damages to the Company which may not be adequately
>   compensated by monetary award and agrees that the Company will be entitled to
>   equitable relief by way of an injunction or otherwise in addition to any other
>   remedies it may have as a result of such a breach.

10.



GENERAL



10.1

> This
>   Agreement, together with its schedules, sets out the entire agreement of the
>   parties with respect to the Employee's employment and supersedes all prior
>   agreements, understandings and discussions between the parties.

10.2

> In
>   this Agreement, words in the singular include the plural and vice-versa and
>   words in one gender include all genders.

10.3

> All
>   references in this Agreement or any other agreement made between the Employee
>   and the Company to dollars, unless otherwise specifically indicated, are
>   expressed in Canadian currency.
>   
>   61



---

10.4

> This
>   Agreement may be amended or supplemented only by a written agreement signed by
>   each party.

10.5

> Any
>   waiver of, or consent to depart from, the requirements of any provision of
>   this Agreement will be effective only if it is in writing and signed by the
>   party giving it, and only in the specific instance and for the specific
>   purpose for which it has been given.  No failure on the part of any party
>   to exercise, and no delay in exercising, any right under this Agreement will
>   constitute a waiver of such right.  No single or partial exercise of any

---



62



---

8





> such
>   right will preclude any other or further exercise of such right or the
>   exercise of any other right.

10.6

> This
>   Agreement will be governed by and construed in accordance with the laws in
>   force in the Province of Ontario.  Each party irrevocably submits to the
>   sole and exclusive jurisdiction of the courts of Ontario with respect to any
>   matter arising hereunder or related hereto.

10.7

> Time
>   is and will remain of the essence of this Agreement and all of its provisions.

10.8

> Any
>   notice, demand or other communication required or permitted to be given or
>   made hereunder must be in writing and will be sufficiently given or made if:

(a)

> delivered
>   in person during normal business hours on a business day and left with a
>   receptionist or other responsible employee of the relevant party at the
>   applicable address set forth below;

(b)

> sent
>   by prepaid first class mail; or

(c)

> sent
>   by any electronic means of sending messages, including telex or facsimile
>   transmission, which produces a paper record ("Electronic Transmission") during
>   normal business hours on a business day;

(d)

> if
>   to the Employee:
>   3636
>   Bathurst Street, Unit 1904
>   Toronto,
>   Ontario
>   M3C
>   3Y5
>   Facsimile:
>    (416) 256-9135

(e)

> if
>   to the Company:
>   18
>   Wynford Drive, Suite 615 Toronto, Ontario M3C 3S2
>   
>   Attention:
>   President
>   
>   63



---

Facsimile:



> (416)
>     441-0697

(f)

> each
>   notice sent in accordance with this Section will be deemed to have been
>   received (i) at the time on the day it was delivered, (ii) at the beginning of
>   business on the third business day after it was mailed (excluding each
>   business day during which there existed any general interruption of postal
>   services due to strike, lockout or other cause); or (iii) one hour after they
>   were sent on the same day that it was sent by Electronic Transmission, or at
>   the start of business on the first business day thereafter if the day on which
>   it was sent by Electronic Transmission was not a business day.
>   
>   64

---

9





(g)

> the
>   Employee or the Company may change the address for notice by giving notice to
>   each other as provided in this Section.

10.9

> This
>   Agreement may not be assigned by the Employee, but may be assigned by the
>   Company to any successor in interest to the Company.  If the Company does
>   not survive any merger, acquisition, or other reorganization, then it will
>   make a reasonable effort to obtain an assumption of this Agreement by the
>   surviving entity in such merger, acquisition, or other reorganization, but the
>   failure to obtain such assumption will not prevent or delay such merger,
>   acquisition, or other reorganization or relieve the Company of its obligations
>   under this Agreement.  Subject thereto, this Agreement will enure to the
>   benefit of and be binding upon the parties and their respective successors
>   (including any successor by reason of amalgamation or statutory arrangement of
>   any party) and permitted assigns.

10.10

> If
>   any provision of this Agreement is determined to be invalid or unenforceable,
>   that will not affect the validity or enforceability of any other provision
>   hereof.  The parties will in good faith negotiate a mutually acceptable
>   and enforceable substitute for the invalid or unenforceable provision, which
>   substitute will be as consistent as possible with the original intent of the
>   parties.

10.11

> Each
>   party will do such acts and will execute such further documents, conveyances,
>   deeds, assignments, transfers and the like, and will cause the doing of such
>   acts and will cause the execution of such further documents as are within its
>   power as any other party may in writing at all time and from time to time
>   reasonably requests be done and or executed, in order to give full effect to
>   the provisions of this Agreement.

10.12

> The
>   Employee acknowledges that he has read and fully understand this Agreement and
>   he acknowledges and agrees that the Company has given him the opportunity to
>   seek, and has recommended that he obtain, independent legal advice with
>   respect to the subject matter of this Agreement.  Further, the Employee
>   hereby represents and warrants to the Company that he has sought independent
>   legal advice or waives such advice.

10.13

> This
>   Agreement may be executed in counterpart, each of which, when so executed,
>   will be deemed to be an original copy hereof and thereof, and all such
>   counterparts together will constitute but one single agreement.  Each
>   party may deliver a counterpart signature page by facsimile transmission.

IN
WITNESS WHEREOF the parties have signed this Agreement to be effective from the
date and year first above written.



65





---

EDGETECH
SERVICES INC.

Per:______________________





---

66





---

10





|SIGNED,
      SEALED and DELIVERED by Sang-Ho Kimin the presence of:
      
      __________________________________
      Name:
      Sang-Ho Kim
      Address:
      3636 Bathurst Street, Unit 1904
      Toronto,
      Ontario, M6A 2Y5
      
      Occupation:
      President | )
      ) ) ) ) ) ) ) ) ) ) ) | /s/Sang
      Ho Kim
      Sang-Ho
      Kim
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------- | --------------------------------------------

67

---

Schedule A

COMMISSION SCHEDULE AND OTHER BENEFITS



---







EMPLOYMENT AGREEMENT

THIS
AGREEMENTis made as of the 1st day of June, 2005.

BETWEEN:

EDGETECH
SERVICES INC., a Nevada corporation with a business office at 18 Wynford
Drive, Toronto Ontario, M3C 3S2

(the
"Company")

AND:

Tae-Ho
Kim,of 39 Parish Bay, St. Andrews, Manitoba, Canada, R1A 3B2.

(the
"Employee")

WHEREAS:

A.

> The
>   Company is engaged in the business of providing consulting services covering
>   the areas of IT security, biometrics, and ERP solutions.

B.

> The
>   Company is also a value added reseller for various other security solutions
>   companies; and

C.

> The
>   Company has offered to employ the Employee and the Employee has accepted
>   employment with the Company on the terms set out in this Agreement.
>   
>   THEREFORE
>   IN CONSIDERATION of the mutual covenants and agreements contained in this
>   Agreement, the parties covenant and agree with each other as follows:

1.



EMPLOYMENT



1.1



68



---

> Subject
>   to the terms and conditions of this Agreement, the Company hereby employs the
>   Employee in the position of Chief Executive Officer and the Employee agrees to
>   accept such employment. This Agreement is also subject to the Terms outlined
>   in Section 7.1 in the Agreement known as Web's Biggest Stock Purchase
>   Agreement dated June 1, 2005.

1.2

> The
>   Employee will faithfully and diligently fulfill his or her duties, obligations
>   and responsibilities under this Agreement to the best of his ability and will
>   exercise the care, diligence, and skill of a reasonably prudent person in
>   comparable circumstances with similar education, training and experience.
>    The Employee agrees to comply with, and will be entitled to the benefit
>   of, all policies adopted by the Company from time to time that are applicable
>   to the Employee.

1.3

> The
>   Employee acknowledges and agrees that his employment is on a full time basis
>   and that the Employee's hours of work will vary and may be irregular and will
>   be those hours required to meet the objectives of the Employee's employment.
>    In addition, the Employee acknowledges that certain evening and weekend
>   work will be required in order to fulfill his obligations and the Employee
>   agrees that he will work such evening hours or weekend hours as are required.
>   
>   69



---

2







1.4

> The
>   Employee agrees to devote his working time exclusively to the Company's
>   business and he will not be employed or engaged in any capacity in any other
>   business or by any other employer without the prior written permission of the
>   Company.

1.5

> The
>   Company may change the assigned duties and responsibilities from time to time
>   and, notwithstanding such changes to the Employee's duties and
>   responsibilities, this Agreement will continue to govern the terms and
>   conditions of the Employee's employment.

1.6

> The
>   Employee will be entitled to a vacation of up to 3 weeks in each calendar
>   year.  Such vacation will be taken at such time as agreed between the
>   Company and the Employee.

2.

TERM
OF AGREEMENT



2.1



> The
>   term of the employment contract is for a 3 year term.

2.2

> In
>   the event that the Employee breaches any of the terms, conditions or covenants
>   of this Agreement, or fails to perform the services required of him under this
>   Agreement then, at the option of the Company, this Agreement shall terminate
>   immediately upon written notice being delivered to the Employee and the
>   Company shall be under no obligation to the Employee, except to pay to him
>   such compensation as he may be entitled to receive up to the time of such
>   termination.

2.3

> The
>   Company may terminate the employment of the Employee hereunder at any time
>   without notice for cause.  For the purposes of this Section 2.3
>   "cause" shall have a meaning consistent with the interpretation of that phrase
>   by courts in Ontario and shall include, without limiting the generality of the
>   foregoing, criminal conduct, moral turpitude, any substantial misconduct or
>   neglect of duties assigned hereunder or any failure to keep and perform the
>   terms and conditions of this Agreement.  Upon the termination of the
>   Employee's employment pursuant to this Section 2.4, the Company shall pay
>   to the Employee all salary and other remuneration accrued to the date of
>   termination and thereupon the Company shall have no further obligation or
>   liability to the Employee with respect to his employment with the Company or
>   the termination thereof.
>   
>   70

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2.4

> In
>   the event that this Agreement is terminated pursuant to Section 2.3 or 2.4,
>   the rights and obligations of both the Employee and the Company shall
>   terminate as at the date of such termination, save and except the covenants of
>   the Employee contained in Sections 7, 8 and 9 of this Agreement and the rights
>   of the Company contained in Section 10 of this Agreement.  The
>   termination of this Agreement pursuant to Sections 2.3 and 2.4 shall be
>   without prejudice to such other rights and remedies as the Company may have at
>   law against the Employee.

2.5

> Should
>   the employment agreement be terminated for whatever reason, the employee shall
>   be compensated for the remaining value of the compensation owed for the
>   remainder of the three year term of this employment at the time of termination
>   or $100,000USD, whichever is the greater.
>   
>   71

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3





3.



COMPENSATION



3.1



> The
>   Company will pay to the Employee a base salary in the amount of CAD$10,500 per
>   month. The base salary is to be compensated in cash payments of
>   $5,250/bi-monthly.



3.2

> The
>   Company will also pay to the Employee commissions and other benefits in the
>   amounts and on the terms set out in Schedule "A" to this Agreement subject to
>   such changes as may be agreed upon from time to time between the parties
>   during the term of the Employee's employment.

4.



THE
EMPLOYEE'S ACKNOWLEDGMENTS



4.1

> The
>   Employee hereby expressly acknowledge that:

(a)

> except
>   as set forth in Section 4, none of the Shares have been registered under the
>   Securities Act of 1933 (the "1933 Act"), or under any state securities or
>   "blue sky" laws of any state of the United States, and, unless so registered,
>   may not be offered or sold in the United States or, directly or indirectly, to
>   U.S. Persons, as that term is defined in Regulation S under the 1933 Act
>   ("Regulation S"), except in accordance with the provisions of Regulation S,
>   pursuant to an effective registration statement under the 1933 Act, or
>   pursuant to an exemption from, or in a transaction not subject to, the
>   registration requirements of the 1933 Act;

(b)

> except
>   as set forth in Section 4 the Company has not undertaken, and will have no
>   obligation, to register any of the Shares under the 1933 Act;

(c)

> the
>   decision to execute this Agreement and acquire the Shares hereunder is
>   voluntary;

(d)

> the
>   decision to execute this Agreement and acquire the Shares hereunder has not
>   been based upon any oral or written representation as to fact or otherwise
>   made by or on behalf of the Company, and such decision is based entirely upon
>   a review of information (the receipt of which is hereby acknowledged)
>   
>   72





---

> which
>   has been filed by the Company with the SEC and in compliance, or intended
>   compliance, with applicable securities legislation;

(e)

> if
>   the Company has presented a business plan to the Employee, the Employee
>   acknowledges that the business plan may not be achieved or be achievable;

(f)

> the
>   Employee and the Employee's advisor(s) have had a reasonable opportunity to
>   ask questions of and receive answers from the Company in connection with the
>   distribution of the Shares hereunder, and to obtain additional information, to
>   the extent possessed or obtainable without unreasonable effort or expense,
>   necessary to verify the accuracy of the information about the Company;
>   
>   
>   73



---

4







(g)

> the
>   books and records of the Company were available upon reasonable notice for
>   inspection, subject to certain confidentiality restrictions, by the Employee
>   during reasonable business hours at its principal place of business, and all
>   documents, records and books in connection with the distribution of the Shares
>   hereunder have been made available for inspection by the Employee, the
>   Employee's attorney and/or advisor(s);

(h)

> the
>   Employee will indemnify and hold harmless the Company and, where applicable,
>   its directors, officers, employees, agents, advisors and shareholders, from
>   and against any and all loss, liability, claim, damage and expense whatsoever
>   (including, but not limited to, any and all fees, costs and expenses
>   whatsoever reasonably incurred in investigating, preparing or defending
>   against any claim, lawsuit, administrative proceeding or investigation whether
>   commenced or threatened) arising out of or based upon any representation or
>   warranty of the Employee given to the Company in connection herewith or in any
>   document furnished by the Employee to the Company in connection herewith being
>   untrue in any material respect or any breach or failure by the Employee to
>   comply with any covenant or agreement made by the Employee to the Company in
>   connection therewith;

5.



THE
EMPLOYEE'S REPRESENTATIONS, WARRANTIES AND COVENANTS



5.1

> The
>   Employee hereby represents and warrants to and covenants with the Company
>    that:

(a)

> the
>   Employee has received and carefully read this Agreement;

(b)

> the
>   Employee has the legal capacity and competence to enter into and execute this
>   Agreement and to take all actions required pursuant hereto;

(c)

> the
>   entering into of this Agreement and the transactions contemplated hereby do
>   not result in the violation of any of the terms and provisions of any law
>   applicable to the Employee, or of any agreement, written or oral, to which the
>   Employee may be a party or by which the Employee is or may be bound;
>   
>   74

---



(i)

> the
>   Employee understands and agrees that the Company and others will rely upon the
>   truth and accuracy of the acknowledgements, representations and agreements
>   contained in this Agreement, and agrees that if any of such acknowledgements,
>   representations and agreements are no longer accurate or have been breached,
>   the Employee shall promptly notify the Company.
>   
>   
>   75

---

5





6.



CONFIDENTIALITY



6.1



> The
>   Employee acknowledges and agrees that during the term of his employment with
>   the Company he will be privy to business and trade secrets and confidential
>   information relating to the business of the Company and the Company's clients.

6.2

> The
>   Employee agrees that during his employment and at all times thereafter, the
>   Employee will maintain in confidence and will not disclose to any corporation,
>   firm or other person any of the private affairs of the Company or any business
>   or trade secrets or confidential information belonging to the Company or any
>   of the Company's clients and he will not use, for any purpose, other than the
>   purposes of the Company, any such business or trade secrets or confidential
>   information or knowledge that the Employee may acquire with respect to the
>   Company's affairs or the affairs of its clients.

7.



NON
SOLICITATION



7.1

> The
>   Employee agrees that he will not at any time during his employment and for a
>   period of six months thereafter, directly or indirectly solicit for employment
>   or employ or otherwise engage any employee of the Company for or on behalf of
>   the Employee or any other person.

7.2

> The
>   Employee agrees that he will not at any time during his employment or for a
>   period of six months thereafter, directly or indirectly solicit or divert or
>   attempt to solicit or divert any person who is a client of the Company or who
>   was a client of the Company during the twelve months immediately preceding the
>   termination of the Employee's employment for or on behalf of any other
>   business enterprise which is similar to or competes with the business of the
>   Company.

8.



NON
COMPETE



8.1



> The
>   Employee agree that he will not at any time during his employment and for a
>   period of six months following the termination of his employment for any
>   reason whatsoever, directly or indirectly as a shareholder, employee,
>   director, officer, consultant or in any other capacity whatsoever, carry on or
>   be engaged by or employed in any business in Toronto, Ontario, which is the
>   same as or similar to or which competes with the business or any part of the
>   business carried on by the Company.
>   
>   76



---

9.



RESTRICTIONS
REASONABLE



9.1



> The
>   Employee agrees that the restrictions contained in this Agreement are
>   reasonable for the protection of the Company's business and the Employee
>   waives all defences to the strict enforcement of those provisions by the
>   Company.

9.2

> The
>   Employee also agrees that a breach of any of the covenants contained in this
>   Agreement would result in damages to the Company which may not be adequately
>   compensated by monetary award and agrees that the Company will be entitled to
>   equitable relief by way of an injunction or otherwise in addition to any other
>   remedies it may have as a result of such a breach.
>   
>   
>   77



---

6





10.



GENERAL



10.1



> This
>   Agreement, together with its schedules, sets out the entire agreement of the
>   parties with respect to the Employee's employment and supersedes all prior
>   agreements, understandings and discussions between the parties.

10.2

> In
>   this Agreement, words in the singular include the plural and vice-versa and
>   words in one gender include all genders.

10.3

> All
>   references in this Agreement or any other agreement made between the Employee
>   and the Company to dollars, unless otherwise specifically indicated, are
>   expressed in Canadian currency.

10.4

> This
>   Agreement may be amended or supplemented only by a written agreement signed by
>   each party.

10.5

> Any
>   waiver of, or consent to depart from, the requirements of any provision of
>   this Agreement will be effective only if it is in writing and signed by the
>   party giving it, and only in the specific instance and for the specific
>   purpose for which it has been given.  No failure on the part of any party
>   to exercise, and no delay in exercising, any right under this Agreement will
>   constitute a waiver of such right.  No single or partial exercise of any
>   such right will preclude any other or further exercise of such right or the
>   exercise of any other right.

10.6

> This
>   Agreement will be governed by and construed in accordance with the laws in
>   force in the Province of Ontario.  Each party irrevocably submits to the
>   sole and exclusive jurisdiction of the courts of Ontario with respect to any
>   matter arising hereunder or related hereto.

10.7

> Time
>   is and will remain of the essence of this Agreement and all of its provisions.

10.8

> Any
>   notice, demand or other communication required or permitted to be given or
>   made hereunder must be in writing and will be sufficiently given or made if:
>   
>   78

---

(a)

> delivered
>   in person during normal business hours on a business day and left with a
>   receptionist or other responsible employee of the relevant party at the
>   applicable address set forth below;

(b)

> sent
>   by prepaid first class mail; or

(c)

> sent
>   by any electronic means of sending messages, including telex or facsimile
>   transmission, which produces a paper record ("Electronic Transmission") during
>   normal business hours on a business day;

(d)

> if
>   to the Employee:
>   
>   
>   79

---

7





> 39
>   Parish Bay,
>   Winnipeg,
>   Manitoba,
>   R1A
>   3B2
>   Facsimile:
>    (204) 253-8890



(e)

> if
>   to the Company:
>   18
>   Wynford Drive, Suite 615 Toronto, Ontario M3C 3S2
>   Attention:
>   President
>   Facsimile:
>   (416)
>   441-0697



(f)



> each
>   notice sent in accordance with this Section will be deemed to have been
>   received (i) at the time on the day it was delivered, (ii) at the beginning of
>   business on the third business day after it was mailed (excluding each
>   business day during which there existed any general interruption of postal
>   services due to strike, lockout or other cause); or (iii) one hour after they
>   were sent on the same day that it was sent by Electronic Transmission, or at
>   the start of business on the first business day thereafter if the day on which
>   it was sent by Electronic Transmission was not a business day.

(g)

> the
>   Employee or the Company may change the address for notice by giving notice to
>   each other as provided in this Section.

10.9

> This
>   Agreement may not be assigned by the Employee, but may be assigned by the
>   Company to any successor in interest to the Company.  If the Company does
>   not survive any merger, acquisition, or other reorganization, then it will
>   make a reasonable effort to obtain an assumption of this Agreement by the
>   surviving entity in such merger, acquisition, or other reorganization, but the
>   failure to obtain such assumption will not prevent or delay such merger,
>   acquisition, or other reorganization or relieve the Company of its obligations
>   under this Agreement.  Subject thereto, this Agreement will enure to the
>   benefit of and be binding upon the parties and their respective successors
>   (including any successor by reason of amalgamation or statutory arrangement of
>   any party) and permitted assigns.

10.10

> If
>   any provision of this Agreement is determined to be invalid or unenforceable,
>   that will not affect the validity or enforceability of any other provision
>   hereof.  The parties will in good faith negotiate a mutually acceptable
>   and enforceable substitute for the invalid or unenforceable provision, which
>   substitute will be as consistent as possible with the original intent of the
>   parties.
>   
>   80

---



10.11



> Each
>   party will do such acts and will execute such further documents, conveyances,
>   deeds, assignments, transfers and the like, and will cause the doing of such
>   acts and will cause the execution of such further documents as are within its
>   power as any other party may in writing at all time and from time to time
>   reasonably requests be done and or executed, in order to give full effect to
>   the provisions of this Agreement.
>   
>   
>   81



---

8



10.12



> The
>   Employee acknowledges that he has read and fully understand this Agreement and
>   he acknowledges and agrees that the Company has given him the opportunity to
>   seek, and has recommended that he obtain, independent legal advice with
>   respect to the subject matter of this Agreement.  Further, the Employee
>   hereby represents and warrants to the Company that he has sought independent
>   legal advice or waives such advice.

10.13



> This
>   Agreement may be executed in counterpart, each of which, when so executed,
>   will be deemed to be an original copy hereof and thereof, and all such
>   counterparts together will constitute but one single agreement.  Each
>   party may deliver a counterpart signature page by facsimile transmission.
>   
>   IN
>   WITNESS WHEREOF the parties have signed this Agreement to be effective from
>   the date and year first above written.

EDGETECH
SERVICES INC.

Per:______________________________



|SIGNED,
      SEALED and DELIVERED by Tae-Ho Kimin the presence of:
      
      __________________________________
      Name:
      Tae-Ho Kim
      Address:
      39 Parish Bay
      St.
      Andrews, Manitoba, R1A 3B2
      
      Occupation:
      CEO - Chief Executive Officer | )
      ) ) ) ) ) ) ) ) ) ) ) | /s/
      Tae Ho Kim
      Tae-Ho
      Kim
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------- | -------------------------------------------





82

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Exhibit
31.1

CERTIFICATION
OF CHIEF EXECUTIVE OFFICER REQUIRED BY RULE 13A-14(A)/15D-14(A).



I,
Xavier Roy, certify that:



1.
I have reviewed this Annual Report on Form 10-KSB of Edgetech Services Inc.;



2.
This filing concerns the period from May 2004 to April 2005. I became the CEO of
the Company on June 2 2005. Based on my knowledge, this annual report does not
contain any untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances under which
such statements were made, not misleading with respect to the period covered by
this annual report;



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



4.
The small business issuer's other certifying officer(s) and I are responsible
for establishing and maintaining disclosure controls and procedures (as defined
in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the small business issuer and
have:



a)
Designed such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under our supervision, to ensure that
material information relating to the small business issuer, including its
consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being prepared;



b)
Evaluated the effectiveness of the small business issuer's disclosure controls
and procedures  and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures as of the end of the
period covered by this report based on such evaluation; and



c)
Disclosed in this report any change in the small business issuer's internal
control over financial reporting that occurred during the small business
issuer's most recent fiscal quarter (the small business issuer's fourth fiscal
quarter in the case of an annual report) that has materially affected, or is
reasonably likely to materially effect, the small business issuer's internal
control over the financial reporting; and



5.
The small business issuer's other certifying officer(s) and I have disclosed,
based on our most recent evaluation of internal control over financial
reporting, to the small business issuer's auditors and the audit committee of
small business issuer's board of directors (or persons performing the equivalent
functions):



---





a)
all significant deficiencies and material weaknesses in the design or operation
of internal control over financial reporting which are reasonably likely to
adversely affect the small business issuer's ability to record, process,
summarize and report financial information; and





83



---

b)
any fraud, whether or not material, that involves management or other employees
who have a significant role in the small business issuer's internal control over
financial reporting.



Date:
August 13, 2005



/S/
Xavier Roy



Xavier
Roy

CEO













Exhibit
32.1

CERTIFICATION
PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE
SARBANES-OXLEY ACT OF 2002



In
connection with the Annual Report on Form 10-KSB of Edgetech Services Inc. (the
"Company") for the year ended April 30, 2005, as filed with the Securities and
Exchange Commission on the date hereof (the "Report"), I, Xavier Roy, Chief
Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350,
as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:



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



(2)
 The information contained in the Report fairly present, in all material
respects, the financial condition and results of operations of the Company.





/s/
Xavier Roy

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

Xavier
Roy

Chief
Executive Officer

August15,
2005



84



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