FORM 10-KSB/A-2
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549



|[X]   | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934   For the fiscal year ended - July 31, 2004
|----- | --------------------------------------------------------------------------------------------------------------------------------
|      |                                                                                                                                 
|OR    |                                                                                                                                 
|      |                                                                                                                                 
|[   ] | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934   For the transition period from       

Commission file number 1-31937

ZEOLITE EXPLORATION COMPANY



|NEVADA                                                         | N/A                                 
|-------------------------------------------------------------- | ------------------------------------
|(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.)

#16 - 6211 Boundary Drive West
Surrey, British Columbia
Canada V3X 3G7
(Address of principal executive offices, including zip code.)

(604) 731-7040
(telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:



| | Title of each class | Name of each exchange on which registered
| | ------------------- | -----------------------------------------
| | None                | None                                     

Securities registered pursuant to Section 12(g) of the Act:



| | Title of each class | Common Stock
| | ------------------- | ------------

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 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.     Yes [X]     No [   ]



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Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B is 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 referenced in Part III of this Form 10-KSB or any amendment to this Form 10-KSB [   ]

State issuer's revenues for its most fiscal year July 31, 2004: $-0-.

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was sold, or the average bid and asked price of such common equity. As of April 19, 2005, the value was $-0-.

State the number of shares outstanding of each of the issuer's classes of common equity, as of April 19, 2005: 6,275,000

We make forward-looking statements in this document. Our forward-looking statements are subject to risks and uncertainties. You should note that many factors, some of which are described in this section or discussed elsewhere in this document, could affect our company in the future and could cause our results to differ materially from those expressed in our forward-looking statements. Forward-looking statements include those regarding our goals, beliefs, plans or current expectations and other statements regarding matters that are not historical facts. For example, when we use the words "believe," "expect," "anticipate" or similar expressions, we are making forward-looking statements. We are not required to release publicly the results of any revisions to these forward-looking statements we may make to reflect future events or circumstances.





















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PART II

ITEM 7.     FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.



ZEOLITE EXPLORATION COMPANY

(An Exploration Stage Company)



July 31, 2004 and 2003

CONTENTS



|                                                        | Page                              
|------------------------------------------------------- | ----------------------------------
|REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | F-1 - F-2                         
|FINANCIAL STATEMENTS                                    |                                   
|                                                        | Balance Sheets                    
|                                                        | Statements of Operations          
|                                                        | Statements of Shareholders' Equity
|                                                        | Statements of Cash Flows          
|                                                        | Notes to Financial Statements     













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|Schwartz Levitsky Feldman llp
|-----------------------------
|CHARTERED ACCOUNTANTS        
|TORONTO, MONTREAL, OTTAWA    



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of
Zeolite Exploration Company 
(An Exploration Stage Company)

We have audited the accompanying balance sheet of Zeolite Exploration Company (incorporated in Nevada) as at July 31, 2004 and the related statements of operations, cash flows and stockholders' equity for the year ended July 31, 2004.  These financial statements are the responsibility of the Company's management.  We did not audit the financial statements of the Company form the date of inception to July 31, 2003, which statements reflect cumulative total assets of $111,748 as of July 31, 2003 and cumulative expenses of $293,031 for the period from inception to July 31, 2003.  Those statements were audited by another auditor whose report has been furnished to us, and our opinion, insofar as it relates to the cumulative financial information from inception to July 31, 2003, is based solely on the report of the other auditor.

We conducted our audit 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 audit and the report of the other auditor provides a reasonable basis for our opinion.

In our opinion, based on our audit and the report of the other auditor the financial statements referred to above present fairly, in all material respects, the financial position of Zeolite Exploration Company as at July 31, 2004 and the results of its operations and its cash flows for the year ended July 31, 2004 and for the period from inception to July 31, 2004 in accordance with generally accepted accounting principles in the United States of America.

The financial statements of Zeolite Exploration Company as of July 31, 2003 were audited by another auditor whose report dated October 7, 2003, expressed a qualified opinion on those financial statements.



|Toronto, Ontario, Canada | /s/ SCHWARTZ LEVITSY FELDMAN LLP
|------------------------ | --------------------------------
|September 23, 2004      
|                         | Chartered Accountants           





| | | | 1167 Caledonia Road     
| | - | ------------------------
| | | | Toronto, Ontario M6A 2X1
| | | | Tel:                    
| | | | Fax:                    
| | | |                         

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|JOHN J. GEIB                | CHARTERED ACCOUNTANT           | Phone:   | 259-4519
|--------------------------- | ------------------------------ | -------- | --------
|Southcentre Executive Tower | Fax:                           | 255-0745
|                            | 405, 11012 Macleod Trail South
|                            | Calgary, Alberta   T2J 6A5    
|                           



INDEPENDENT AUDITORS REPORT

To Board of Directors and Stockholders of:
Zeolite Exploration Company

I have audited the accompanying balance sheets of Zeolite Exploration Company (an exploration stage company) as of July 31, 2003 and 2002 and the related statements of operations, changes in stockholders' equity and cash flows for the years then ended and for the period from inception to July 31, 2003.  These financial statements are the responsibility of the Company's management.  My responsibility is to express an opinion on these financial statements based on my audits.

I conducted my audits in accordance with auditing standards generally accepted in the United States of America.  Those standards require that I 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.  I believe that my audits provide a reasonable basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Zeolite Exploration Company as of July 31, 2003 and 2002 and the results of its operations and its cash flows for the years then ended and for the period from inception to July 31, 2003 in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern.  As discussed in Note 2, the Company has been in the exploration stage since its inception on May 11, 2001.  Realization of a major portion of the assets is dependent upon the Company's ability to meet its future financing requirements, and the success of future operations.  These factors raise substantial doubt about Company's ability to continue as a going concern.  Management's plans regarding those matters also are described in Note 2.  The financial statements do not include any adjustments that might result from the outcome of this uncertainty.





|Calgary, Alberta | /s/ John J. Geib    
|---------------- | --------------------
|October 7, 2003  | Chartered Accountant

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|                              
|------------------------------
|ZEOLITE EXPLORATION COMPANY   
|(An Exploration Stage Company)
|BALANCE SHEETS                
|                              
|July 31,                      
|ASSETS                        
|                              
|CURRENT                       
|                              
|                              
|                              
|                              
|LIABILITIES                   
|                              
|CURRENT                       
|                              
|                              
|                              
|SHAREHOLDERS' EQUITY          
|                              
|SHARE CAPITAL                 
|                              
|                              
|                              
|                              
|                              
|                              
|                              









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|(The accompanying notes are an integral part of these financial statements)
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|F-3                                                                        

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|                                    
|------------------------------------
|ZEOLITE EXPLORATION COMPANY         
|(An Exploration Stage Company)      
|STATEMENTS OF OPERATIONS            
|                                    
|                                    
|                                    
|                                    
|                                    
|For the Years Ended July 31,        
|                                    
|                                    
|REVENUE                             
|                                    
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|EXPENSES                            
|                                    
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|NET LOSS FOR THE YEAR               
|                                    
|                                    
|NET LOSS PER COMMON SHARE BASIC     
|AND DILUTED                         
|                                    
|                                    
|WEIGHTED AVERAGE NUMBER OF COMMON   
|SHARES OUTSTANDING BASIC AND DILUTED













|                                                                           
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|(The accompanying notes are an integral part of these financial statements)
|                                                                           
|F-4                                                                        

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|                                          
|------------------------------------------
|ZEOLITE EXPLORATION COMPANY               
|(An Exploration Stage Company)            
|STATEMENTS OF SHAREHOLDERS' EQUITY        
|For the Years Ended July 31, 2004 and 2003
|                                          
|                                          
|                                          
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|Balance, July 31, 2002                    
|                                          
|Issuance of common stock for cash         
|                                          
|                                          
|Net loss, Year Ended July 31, 2003        
|                                          
|Balance, July 31, 2003                    
|                                          
|Net loss, Year Ended July 31, 2004        
|                                          
|Balance, July 31, 2004                    

















|                                                                           
|---------------------------------------------------------------------------
|(The accompanying notes are an integral part of these financial statements)
|                                                                           
|F-5                                                                        

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|                                    
|------------------------------------
|ZEOLITE EXPLORATION COMPANY         
|(An Exploration Stage Company)      
|STATEMENTS OF CASH FLOWS            
|                                    
|                                    
|                                    
|                                    
|For the Years Ended July 31,        
|                                    
|                                    
|CASH FLOWS FROM OPERATING ACTIVITIES
|                                    
|                                    
|                                    
|                                    
|                                    
|                                    
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|CASH FLOWS FROM FINANCING ACTIVITIES
|                                    
|                                    
|                                    
|CASH FLOWS FROM INVESTING ACTIVITIES
|                                    
|NET INCREASE (DECREASE) IN CASH     
|                                    
|CASH, BEGINNING OF THE YEAR         
|                                    
|CASH, END OF THE YEAR               











|                                                                           
|---------------------------------------------------------------------------
|(The accompanying notes are an integral part of these financial statements)
|                                                                           
|F-6                                                                        

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|                                          
|------------------------------------------
|ZEOLITE EXPLORATION COMPANY               
|(An Exploration Stage Company)            
|NOTE S TO THE FINANCIAL STATEMENTS        
|For the Years Ended July 31, 2004 and 2003
|                                          
|1.                                        
|                                          
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|2.                                        
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|                                          
|------------------------------------------
|ZEOLITE EXPLORATION COMPANY               
|(An Exploration Stage Company)            
|NOTE S TO THE FINANCIAL STATEMENTS        
|For the Years Ended July 31, 2004 and 2003
|                                          
|2.                                        
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|                                          
|------------------------------------------
|ZEOLITE EXPLORATION COMPANY               
|(An Exploration Stage Company)            
|NOTE S TO THE FINANCIAL STATEMENTS        
|For the Years Ended July 31, 2004 and 2003
|                                          
|2.                                        
|                                          
|                                          
|                                          
|                                          
|                                          
|                                          
|                                          
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|                                          
|------------------------------------------
|ZEOLITE EXPLORATION COMPANY               
|(An Exploration Stage Company)            
|NOTE S TO THE FINANCIAL STATEMENTS        
|For the Years Ended July 31, 2004 and 2003
|                                          
|2.                                        
|                                          
|                                          
|                                          
|                                          
|                                          
|                                          
|3.                                        
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ITEM 8.     CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

(a)   On October 5, 2004, the accounting firm of John Geib, Chartered Accountant was dismissed by the Registrant's Board of Directors as the Registrant's independent auditors. During the two most recent fiscal years and subsequent interim period, there were no disagreements on matters of accounting principles and practices, financial disclosure, or auditing scope of procedure between the Registrant and John Geib. John Geib, Chartered Accountant was dismissed on the grounds of the Company's desire to retain auditors that are registered with the Public Company Accounting Oversight Board (United States).

(b)   The Report of John Geib, Chartered Accountant on the Registrant's financial statements as of and for the years ended July 31, 2003 and 2002 did not contain an adverse, qualified or disclaimer of opinion. However, the Reports did contain an explanatory paragraph wherein John Geib expressed substantial doubt about the Registrant's ability to continue as a going concern.

(c)   The Registrant requested John Geib to furnish it with a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the statements made by the Registrant in response to the Item 4.01 of the Form 8-K report filed on November 5, 2004 and, if not, stating the respects in which it does not agree. The Registrant delivered a copy of the Form 8-K report to John Geib on November 4, 2004, via email. On March 17, 2005, John Geib replied and his letter agreeing with the statements and was filed herein previously.

(d)   At its board meeting on September 20, 2004, the Board of Directors of the Registrant engaged Schwartz Levisky Feldman LLP, Chartered Accountants, 1167 Caledonia Road, Toronto, Ontario, Canada, as its independent auditor for its fiscal year ending July 31, 2004. Schwartz Levisky Feldman LLP accepted such appointment on September 20, 2004. Prior to their appointment, the Registrant did not consult with Schwartz Levisky Feldman LLP on any matters related to accounting or the type of opinion they may issue.

(e)   On December 1, 2004, the accounting firm of Schwartz Levitsky Feldman LLP, Chartered Accountant was dismissed by the Registrant's Board of Directors as the Registrant's independent auditors. During the entire time period that Schwartz Levitsky Feldman LLP, Chartered Accountants were the Registrant's auditors, there were no disagreements on matters of accounting principles and practices, financial disclosure, or auditing scope of procedure between the Registrant and Schwartz Levisky Feldman LLP, Chartered Accountants. Schwartz Levitsky Feldman LLP, Chartered Accountants  were dismissed because the Company determined that it was in its best interests to retain a U.S. based auditor that is registered with the Public Company Accounting Oversight Board (United States).

(f)   The report of Schwartz Levitsky Feldman LLP, Chartered Accountants on the Registrant's financial statements as of and for the years ended July 31, 2004 did not contain an adverse, qualified or disclaimer of opinion. However, the report did contain an explanatory paragraph wherein Schwartz Levisky Feldman LLP expressed substantial doubt about the Registrant's ability to continue as a going concern.





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(g)   The Registrant requested Schwartz Levitsky Feldman LLP, Chartered Accountants to furnish it with a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the statements made by the Registrant in response to the Item 4.01 of the amended Form 8-K dated March 18, 2005 and, if not, stating the respects in which it does not agree. The Registrant delivered a copy of the amended Form 8-K report to Schwartz Levitsky Feldman LLP, Chartered Accountants on March 17, 2005, via email. On March 18, 2005, Schwartz Levitsky Feldman LLP, Chartered Accountants replied and its letter agreeing with the statements and was filed previously.

(h) 	At its board meeting on December 1, 2004, the Board of Directors of the Registrant engaged Rotenberg & Co., LLP, Certified Public Accountants, 1870 Winton Road South, Suite 200, Rochester, New York, as its independent auditor for its fiscal year ending July 31, 2005. Rotenberg & Co.,  LLP accepted such appointment on December 1, 2004. Prior to their appointment, the Registrant did not consult with Rotenberg & Co., LLP on any matters related to accounting or the type of opinion they may issue.

PART III

ITEM 13.     EXHIBITS AND REPORTS ON FORM 8-K.

Reports on Form 8-K

No Form 8-K's were filed during the fourth quarter of the fiscal year ending July 31, 2004.

Exhibits

The following Exhibits are incorporated herein by reference from our Form SB-2 Registration Statement filed with the Securities and Exchange Commission, SEC file #333-74670 on December 6, 2001. Such exhibits are incorporated herein by reference pursuant to Rule 12b-32:



|Exhibit No. | Document Description       
|----------- | ---------------------------
|            |                            
|3.1         | Articles of Incorporation. 
|3.2         | Bylaws.                    
|4.1         | Specimen Stock Certificate.
|10.1        | Cash 5 Claim.              
|10.2        | Cash 6 Claim.              
|10.3        | Bill of Sale Absolute.     
|99.1        | Subscription Agreement.    

The following Exhibits are incorporated herein by reference from our Form 8-K thereto as filed with the Securities and Exchange Commission, SEC file #001-31937 on November 5, 2004. Such exhibits are incorporated herein by reference pursuant to Rule 12b-32:



|16.1 | Letter from John Geib, Chartered Accountant
|---- | -------------------------------------------



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The following Exhibits are incorporated herein by reference from our amended Form 8-K thereto as filed with the Securities and Exchange Commission, SEC file #001-31937 on March 18, 2005. Such exhibits are incorporated herein by reference pursuant to Rule 12b-32:



|16.1 | Letter from John Geib, Chartered Accountant                     
|---- | ----------------------------------------------------------------
|16.2 | Letter from Schwartz Levitsky Feldman LLP, Chartered Accountants

The following exhibits are filed with this report:



|31.1 | Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-14 and Rule 15d-14(a), promulgated under the Securities and Exchange Act of 1934, as amended.
|---- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|32.1 | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer and Chief Financial Officer).                  

























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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on this 7th day of November, 2005.



| | ZEOLITE EXPLORATION COMPANY
| | ---------------------------
| | (Registrant)               
| |                            
| | BY:                        
| |                            
| |                            

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the Registrant and in the capacities.



|Signatures            | Title                                                                       | Date            
|--------------------- | --------------------------------------------------------------------------- | ----------------
|                      |                                                                             |                 
|/s/ Alan W. Brandys   | President, Principal Executive Officer,                                     | November 7, 2005
|Alan W. Brandys       | Treasurer, Principal Financial Officer and member of the Board of Directors |                 
|                      |                                                                             |                 
|/s/ Douglas H. Hopper | Secretary and a member of the Board of                                      | November 7, 2005
|Douglas H. Hopper     | Directors                                                                   |                 

















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