SECURITIES
        AND EXCHANGE COMMISSION
 WASHINGTON,
        D.C. 20549
 
 FORM
        10-KSB/A
 
 ANNUAL
        REPORT PURSUANT TO SECTION 13 OR 15(d) OF
 THE
        SECURITIES ACT OF 1934
 
 For
        the
        Fiscal Year Ended December 31, 200 4
 
 COMMISSION
        FILE NO. 0-49719
  AMANASU
        TECHNOLOGIES CORPORATION
 
 (Name
        of
        small business issuer as specified in its charter)
 NEVADA
                
                98-0351508(State
                    or other jurisdiction of incorporation)
                
                (IRS
                    EmployerIdentification
                    No.)
 
 701
          FIFTH
          AVENUE, 42nd FLOOR, SEATTLE, WA 98104
 (Address
          of principal executive offices)
 
 206-262-8188
 (Issuer's
          telephone number)
 Securities
          registered pursuant to Section 12(b) of the Exchange Act: NONE
 
 Securities
          registered pursuant to Section 12(g) of the Exchange Act:
 
 Title
          of
          each class:
 Common
          Stock, no par value
  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.
 xYesoNo
 xYesoNo
 Check
        if
        disclosure of delinquent filers pursuant to Item 405 of Regulation S-B is
        not
        contained in this form, and no disclosure will be contained, to the best
        of the
        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. x
 
 State
        the
        issuer's revenues for its most recent fiscal year: $-0-.
 
 The
        aggregate market value of the voting stock held by non-affiliates of the
        registrant on March 15, 200 5 ,
        computed by reference to the price at which the stock was sold on that date:
        -0-
 
 The
        number of shares outstanding of the registrant's Common Stock, no par value,
        as
        of March 15, 200 5 was
        46,506,300 common shares.
 
 
  
  **PART
        I**
 **Item
        1. Description
 Of  Business.**
 
 **General**
 
 Amanasu
        Technologies Corporation ("Company") was incorporated in the State of Nevada
        on
        December 1, 1997 under the name of Avani Manufacturing (China) Inc. The Company
        changed its name to Genesis Water Technology on August 17, 1999, and to Supreme
        Group International, Inc. on December 24, 2000. On June 7, 2001, it changed
        its
        name to Amanasu Technologies Corporation. The Company is a development stage
        company, and has not conducted any operations and generated any revenues
        since
        its inception.
 
 The
        Company’s principal offices are located at 701 Fifth Avenue, 42nd Floor,
        Seattle, Washington 98 104, and its
        telephone number is (206) 262-8188. The Company also maintains an office
        at 1-3-38,
        Roppongi, Minato-ku, Tokyo, 106-0032, Japan.
 
 Overview
        and History .
 
 The
        Company is a development stage company and significant risks exist with respect
        to its business (see “ Cautionary
        Statements ”
below).
        The Company received the exclusive, worldwide rights to a high efficiency
        electrical motor and a high powered magnet both of which are used in connection
        with an electrical motor scooter. The technologies were acquired under a
        sub-license agreement with Amanasu Corporation, formerly Family Corporation.
        Amanasu Corporation, a Japanese company and the Company’s largest shareholder,
        acquired the rights to the technologies under a licensing agreement with
        the
        inventors. Mr. Atsushi Maki, a director of the Company, is the sole shareholder
        of Amanasu Corporation. At this time, the Company is not engaged in the
        commercial sale of any of its licensed technologies. Its operations to date
        have
        been limited to acquiring the technologies, constructing four proto-type
        motor
        scooters and various testing of the technologies and the motor scooter.
 
 License
        Agreement .
 
 Effective
        February 10, 2000, Amanasu Corporation obtained the exclusive, worldwide
        rights
        to a high efficiency electrical motor and a high powered magnet pursuant
        to a
        licensing agreement with its inventors. Amanasu Corporation paid the inventors
        the sum of $160,000, and transferred to the one of the inventors’ 1,000,000
        shares of common stock of the Company that it later received when it
        sub-licensed the technology to the Company, as described below. The term
        of the
        licensing agreement is 30 years, and is subject to a two percent royalty
        payable
        to the inventors on the gross receipts from the sale of products using the
        licensed technology. The agreement is assignable by Amanasu Corporation,
        provided that, the assignee assumes the other terms and conditions of the
        license agreement, including the payment of the two percent gross royalty
        to the
        licensors. The inventors may terminate the agreement if the licensees or
        its
        assigns fail to cure any default within 90 days after receiving notice of
        such
        default from the licensors.
 
 Sub-license
        Agreement .
 
 Effective
        March 10, 2000, Amanasu Corporation sub-licensed to the Company the exclusive,
        worldwide rights to the technologies, subject to the terms of the underlying
        license agreement. As required under the sub-license agreement, the
        Company:
 
 - issued
        to
        Amanasu Corporation 17,000,000 shares of common stock and an option to acquire
        20,000,000 shares of common stock at $0.02 per share, which was exercised
        by
        Amanasu Corporation in October 2001.
  
 - agreed
        to
        pay Amanasu Corporation the sum of $160,000, of which $100,000 has been paid
        and
        the balance has been characterized as a capital contribution to the
        Company.
 
 - issued
        an
        additional 6,350,000 shares of its common stock, valued at $6,350 to third
        parties. These shares consisted of: 1,000,000 shares to each of Wanxuan Lei,
        Shiyang Lei, and Jufang Zhang; 100,000 shares to Tokuo Goshima, 500,000 shares
        to Takashi Yamaguchi, and 50,000 shares to Machiaki Iwasaka; and 2,700,000
        shares to Mr. Atsushi Maki.
 
 The
        shares issued to Wanxuan Lei, Shiyang Lei, and Jufang Zhang were issued in
        exchange for product marketing services to be performed by these parties
        for the
        Company in respective countries of China, Korea, and Taiwan, as further
        described in Item 1 section Markets and Marketing below. None these individuals
        are affiliated with the inventors or Amanasu Corporation.
 
 The
        shares issued to Takashi Yamaguchi were as required under the sub-license
        agreement, however, not for any future services to be performed by these
        parties
        to the Company. Takashi Yamaguchi is a consultant of a Y.T. Magnet Corporation,
        a company owned by the principal inventor.
 The
        shares issued to Tokuo Goshima and Machiaki Iwasaka, were originally issued
        in
        December 2001 for marketing and technical services. The above noted shareholders
        did not perform these services and at the request of these shareholders,
        the
        Company canceled the shares in January 2003. No consideration was paid to
        these
        shareholders.
 
 The
        shares issued to Mr. Maki were issued in exchange for product marketing services
        to be performed by Mr. Maki in Japan, as further described in Item 1 section
        Markets and Marketing below.
 
 The
        sublicense agreement subjects the Company to the terms and conditions of
        the
        original license agreement, and as a result, it is required to pay the inventors
        a royalty of two percent of the gross receipts from the sale of products
        using
        the technology. The term of the sub-license agreement is 30 years from the
        date
        of the agreement between the Amanasu Corporation and the inventors. However,
        if
        the Company fails to comply with any provision of the agreement after a 90-day
        notice period, the licensors may terminate the agreement. The Company has
        valued
        the sub-license agreement at $160,000, which equals the cash amount paid
        by
        Amanasu Corporation to the inventors.
 
 The
        Company intends to use the technologies to produce a lightweight, electrical
        motor scooter to compete in the emerging, light electric vehicle industry.
 
 Background
        of Technology .
 
 The
        high
        efficiency electrical motor and the high powered magnet technologies were
        developed by the principal inventor, Yasunori Takahashi. Mr. Takahashi
        subsequently transferred the rights to the technologies to his son, Yoshiaki
        Takahashi. Yoshiaki Takahashi patented the motor technology in the United
        States
        on January 19, 1999 (Patent #5,861,693) and in Canada on February 20, 2001
        (Patent #2,164,745), and patented the magnet technology in the United States
        on
        November 24, 1998 (Patent # 5,480,133).
 
 In
        the
        first half of 1996, the principal inventor entered into a distribution
        arrangement with a former business associate located in Taiwan, who agreed
        to
        market the scooter in Taiwan. Based on this arrangement, the inventor produced
        approximately 20,000 scooters at his manufacturing facility located in Japan
        using earlier versions of the technologies. The scooters were shipped directly
        to the distributor in Taiwan on a consignment basis. However, the distributor
        failed to pay the inventor for the delivered scooters and also failed to
        return
        the scooters. Consequently, the arrangement was terminated in late 1996.
        As of
        result of the actions of the Taiwan distributor, the inventor lacked sufficient
        working capital to continue to produce and market the scooter, and his
        operations ceased in late 1996. Following the cessation of operation until
        February 2000 when he entered into the licensing agreement with Amanasu
        Corporation as discussed above, no operations were conducted by the inventor
        other than to further refine the technologies.
  
 The
        inventor conducted his prior operation in compliance will all governmental
        rules
        and regulations. In this regard, the inventor received approvals from the
        Japanese Regional Land and Transportation Bureau, and the Taiwanese Department
        of Finance in the Ministry of Economic Development. He also received approval
        from the local prefecture (government) in Tokyo for his assembly operations.
 
 Description
        of Technology .
 
 The
        technologies sub-licensed by the Company consist of a high efficiency electric
        motor and a high powered magnet. Both technologies have been patented by
        the
        inventor under separate patent filings in the United States. The motor
        technology also was patented in Canada. The Company expects to manufacture
        and
        sell a proprietary electric motor scooter which incorporates the advantages
        of
        the two technologies. Management believes the competitive advantages of the
        electric motor scooter are its ability to travel longer distances between
        each
        battery recharge, as well as a significantly shorter battery recharge time
        than
        other electric motor scooters in the market. The belief of management is
        premised upon the comparison of results between independent tests conducted
        by
        Sanwa Electronics Co., Inc., on behalf of the Company, with respect to its
        electric scooter and data published by Honda regarding its electric scooter.
        This comparison is discussed in “Description of Products” below.
 
 Conventional
        electric motors convert electric energy received from a power source such
        as a
        battery to mechanical energy for use in the desired motorized application.
        However, the conversion efficiency, that is, the amount of energy actually
        converted to mechanical energy generally is reduced due to a number of factors
        such as motor friction and vibration, and electro-magnetic loss. This
        inefficient use of energy, or energy deficit, depletes the energy supply
        stored
        in the battery causing motor stoppages. Therefore, frequent battery recharging
        is required to maintain successive operation of a conventional electrical
        motor.
        The proprietary motor to be used by the Company supports longer motor usage
        intervals between battery re-charges. It also accomplishes this operation
        on a
        significantly shorter battery re-charge time. The properties of this brushless
        motor, exclusive of the high-powered magnet, are such that it generates
        electricity with the first power supply, storing it in a regenerative condenser
        and recycling it as electrical power. By connecting parallel condensers,
        it
        reduces consumption of electrical power. The patented magnet is a low cost,
        glass bonded magnet that has a magnetic force 10 times greater than a
        conventional ferrite magnet resulting is a substantially lower electro-magnetic
        loss during operation. The electric motor to be manufactured by the Company
        employing the combined technologies is expected to exhibit greater operational
        efficiencies than other conventional electric motors. The Company, in marketing
        its product, expects to leverage upon the operational efficiencies of its
        technologies, as well as to capitalize upon the growing trend towards
        environmentally friendly vehicles.
 
  Description
        of Products .
 
 The
        Company intends to participate in the emerging electric vehicle market by
        using
        its sub-licensed technologies to design, manufacture, and sell lightweight,
        electric motor scooters. The
        Company is planning to provide its own technology of battery charging system
        to
        Evader Motorcycle, Inc. and develop better and advanced product of electric
        scooter in cooperation. The Company may aim to open the market in Japan and
        mainly in Southeast Asia.
  
  The
        Company's principal product will be a lightweight motor scooter that features
        the Company's proprietary electric motor. The one passenger scooter also
        will
        feature a step less transmission, an electromotive brake, and is expected
        to
        weigh 107 kg. The Company will use an otherwise standard leaded battery.
        Due to
        the unique features of the licensed technologies, the scooter is expected
        to
        deliver improved operational efficiencies over competitive products. On December
        26, 2001, Sanwa Electronics Co., Inc. performed two independent tests on
        one of
        the Company's scooters. The test results indicated that the motor scooter
        can
        travel 65 to 85 km on a full battery charge, at an average running speed
        of 30
        km/hour. The battery charge time to travel these distances approximated 2
        hours.
        Sanwa Electronics conducted the tests on a relatively flat road grade with
        limited traffic density. These results contrast with Honda's electric scooter
        (Year 2001-Model #A-AF36). According to product literature published by Honda,
        the scooter travels approximately 60 km at 30 km/hour, and a full recharge
        requires approximately 8 hours. Conditions, such as road grade and travel
        density, regarding the scooter were not contained in the Honda information.
 
 The
        Company recognizes there have been major barriers to widespread adoption
        of
        electric motor scooters. These barriers include higher retail pricing of
        electric motor scooters compared to gas-powered versions. In addition, electric
        motor scooters have labored under its operational limitations, such as limited
        travel range and lengthy battery charge time. The Company believes that its
        product will favorably respond to these barriers. The Company expects to
        competitively price its scooter with others in the marketplace. For example,
        despite the unique features of its motor, the Company expects its motor scooter
        to retail slightly higher than gas powered versions, however, at discount
        of
        between 20% to 30% to the Honda model identified above. It believes that
        the
        operational efficiencies of its scooter, that is its longer travel range
        and
        shorter charge time, will overcome some of the operational limitations that
        have
        plagued other electric scooters.
 
 Gas
        powered scooters while generally an inexpensive mode of transportation,
        typically are powered by two-stroke engines fueled by an oil and gasoline
        mixture. These engines are small with compressed power, and therefore ideally
        suited for scooter use. However, two stroke engines are commonly identified
        by
        clouds of oily smoke trailing the engine, which evidences its major
        disadvantages. Two stroke engines use fuel inefficiently and, more importantly,
        have high pollution emissions. They generate pollution from two sources;
        the
        combustion of oil in the fuel, and the leaking of fuel through the exhaust
        port
        during engine use. In promoting its product to its targeted markets, the
        Company
        will seek to capitalize on its strong operational efficiencies of the technology
        compared with other electric scooters, while championing its product's
        environmental advantages to gas powered versions.
 
 Competition .
 
 The
        Company expects to confront intense competition in electric vehicle market.
        The
        major manufacturers in the electrical bicycle/scooter market are Honda, Suzuki,
        Sanyo and Yamaha which sell their products principally in the Far East and
        Europe. In addition, other smaller manufacturers exist in this market throughout
        the world. Despite the robust competition, the Company believes that it maintain
        certain competitive advantages in this market. Specifically, it believes
        that
        its scooter’s ability to travel longer distances on an existing charge as well
        the shorter charge time are important competitive advantages. In addition,
        the
        Company expects to sell its scooter at prices ranging from 20 to 30% less
        than a
        comparable product manufactured by the major manufacturers. Consequently,
        the
        Company believes due to these competitive advantages, it will be able to
        effectively compete in this market.
 
 
  Manufacturing
        And Suppliers .
 
 Market
        place of electric scooter has become intensely competitive. Offering shorter
        recharging time and more economical sales price are the primal keys. The
        Company
        conducted a procedure of manufacturing the product in China due to cutting
        down
        on the cost, and hoped it would work through to meet the Company’s expectation.
        However the significant issue which was difficulty of protecting the proprietary
        technology unwillingly emerged. Additionally there were some major concerns
        which were securing follow-ups, warrant and maintenance of the product due
        to
        safety and protection of incidents from the result of its deficiency, and
        handling and managing such matters perfectly is overwhelming. To solve the
        2
        major issues, the Company has come to the potential solution in connection
        with
        making a revenue and profit, which is cooperation with a company who has
        already
        produced complete product of electric scooter in successful marketing condition.
        The Company has encountered Evader Motorcycle, Inc. (U.S.A) who has commercially
        produced their electric scooters and sold it in 20 countries. The Company
        considers Evader as a prospective company that the Company might share its
        technology with and create more improved and advanced technology of electric
        scooter which would make a strong impact to the market. The Company may pursue
        the exclusive right to Evader’s already existing product to open the market in
        Japan for the first step
 
 Markets
        And Marketing .
 
 Motor
        scooters have been one of the primary modes of transportation worldwide for
        many
        years with particular widespread use in congested cities of Europe and the
        Far
        East. Recently, motor scooter use has descended upon many cities in the United
        States. Scooter use in these geographical areas initially has been gas-powered
        models, however, in recent years electrical powered scooters have been
        introduced to these areas. The growth of the market for electric vehicles
        in the
        United States has been led by federal, state, and local laws aimed at reducing
        pollution levels from conventional gas powered vehicles, including two-stroke
        vehicles like motorcycles and scooters. The U.S. Energy Policy Act of 1992
        provides that federal, state and public utility fleets must begin to purchase
        alternative fuel vehicles in 1993 with major acceleration of these purchases
        to
        begin in 1998. The State of California has mandated that 10% of all new car
        sales in the state must be zero emission vehicles by the year 2003, and other
        states have enacted similar directives. In addition, municipalities in
        California and Colorado are offering $250 rebates to buyers of electric
        vehicles. Globally, a similar effort is underway. The Republic of China
        seemingly has embraced electric vehicle usage. China gives buyers of electric
        scooters a rebate equivalent to $200 (US). During 1999, it sponsored a $12
        million program to put three to five thousand electric vehicles on the road
        by
        2000. Finally, it recently banned the licensing of new gas-powered bicycles
        in
        the cities of Shanghai and Beijing. In Europe, France has agreed to provide
        rebates of the additional cost of electric vehicles over conventional vehicles
        and is providing free parking to electric vehicles in Paris. The Company
        believes that the its plan of operations of manufacturing and selling electric
        scooters will benefit from these legislative efforts.
 
 The
        Company's strategic focus was to establish a distribution network in North
        America and Japan, subject to the Company raising sufficient working capital
        for
        its operations. The Company would use independent marketing representatives
        to
        identify prospective distributors and other potential users such as local
        and
        regional governments within designated territories. Wanxuan Lei, Shiyang
        Lei,
        and Jufang Zhang were the Company’s independent marketing representatives for
        the territories of China, Korea, and Taiwan respectively. In North America,
        the
        President and an independent consultant would lead the marketing efforts
        in
        North America. **** However,
        the Company has come to the point where it might enter a contract with Evader
        Motorcycle, Inc. for a business cooperation, which may result in skipping
        some
        process of having a foundation for production line and after-care service
        line,
        and leaping widely toward actual commercial sale and distribution. Therefore
        Wanxuan Lei, Shiyang Lei, and Jufang Zhang are considered to be finished
        with
        their supports for the Company and have started focusing on their individual
        pursuits. The Company will remain the relationship with them and will seek
        for
        their supports as the need arises. The Company estimates the cost approximately
        $100,000 on the promotion for the Evader’s electric scooter. Once an arrangement
        is formalized with Evader Motorcycle, Inc., the marketing representative
        of the
        Company will make sales directly to the distributors in Japan. As the number
        of
        sales result increased, the Company will enter discussion of a new project
        which
        is expansion of its market place in other Asian countries.
 
 
 
 Each
        distributor for the Company likely will be an existing distributor of motor
        scooters in Japan, and will be granted a designated territory on an exclusive
        or
        non-exclusive basis. In order to maintain exclusivity, each distributor will
        be
        required to purchase a minimum number of scooters according to the agreement
        which in discussion at present. The Company believes that these principal
        markets are attractive because of the high demand for motor scooters coupled
        with the growing worldwide effort to limit emissions from gas-powered vehicles.
        The Company will seek to leverage its operating advantages to sell Evader’s
        electric scooter to existing scooter distributors in Japan.
 
 Proprietary
        Rights .
 
 Pursuant
        to the sub-license agreement with the Amanasu Corporation, the Company obtained
        the exclusive world-wide rights to the proprietary motor and magnet technologies
        for a period of 30 years. The Company considers the technologies and know-how
        as
        proprietary and will use a combination of trade secrets, non-disclosure
        agreements, license agreements, and patent laws to protect its licensed
        proprietary rights.
 
 Although
        the Company received the exclusive worldwide rights under the sub-licensing
        agreement, the technology is patented only in the United States and Canada.
        The
        magnet technology was patented by the inventor in the United States in November
        1998 (Patent #: 5,840,133-filed February 7, 1997) and motor technology was
        patented by the inventor in the United States in January 1999 (Patent #:
        5,861,693-filed November 17, 1995) and in Canada in February 2001 (Patent
        #:
        2,164,745-filed December 8, 1995). The patents expire in both the United
        States
        and Canada 20 years from the respective original filing date. The Company
        anticipates that it will file for patent protection in other countries prior
        to
        any marketing efforts in such country, and no other patents regarding the
        technologies are pending or planned.
 
 Government
        Regulations
 
 Generally,
        the Company will be required to receive regulatory approval from various
        governmental agencies to conduct its operations. These regulatory approvals
        will
        require the Company to obtain and retain numerous governmental permits to
        conduct various aspects of its operations, any of which may be subject to
        revocation, modification or denial. The Company makes a continuing effort
        to
        anticipate regulatory, political, and legal developments in its principal
        markets in the Asian, North and South American markets that might affect
        its
        operations, but it is not always able to do so. The Company cannot predict
        the
        extent to which any legislation or regulation that may be enacted, amended,
        repealed, reinterpreted, or enforced in the future may affect its operations.
        Such actions could adversely affect the Company's operations or impact its
        future financial condition or earnings. The Company however does expect that
        its
        scooter will comply with all governing regulations in those countries that
        it
        intends to sell its product.
 
 Employees.
 
 As
        of
        December 31, 200 4, the
        Company has no full time employees. During 2004,
        the
        Secretary of the Company has rendered consulting services to the Company
        in the
        amount of $42,000.
 
 
  **Item
        2.Description Of
        Property.**
 
 The
        Company's executive offices are located at 701 Fifth Avenue, 42nd Floor,
        and
        Seattle, Washington 98104. The premises are 1,500 square feet and are subleased
        at a monthly rate of $1,550
        from Amanasu Environment Corporation, a reporting company under the Securities
        Exchange Act of 1934, and a company controlled by the Company’s majority
        shareholder. The underlying lease expires September 30, 2005. The Company
        sub-leases a Seattle apartment from Amanasu Environment Corporation for a
        monthly rental of $1,000. The underlying lease expires October 15, 2005.
        The
        rental amounts for both premises are shared equally with Amanasu Environment
        Corporation. In addition, the Company maintains an office at 1-3-38, Roppongi,
        Minato-ku, Tokyo, 106-0032, Japan.. The premises are 1,000 square feet and
        are
        leased on a month to month basis at a monthly rental of $2,500 per month.
        Amanasu Environment Corporation occupies the same premises and pays the same
        rental amount. The Company believes additional lease space at this location
        will
        be available to support its future growth.
 
 The
        above
        agreements between the Company and Mr. Maki are oral arrangements. Other
        than as
        indicated, no other rental expenses will be charged to the Company by Mr.
        Maki
        for such periods. The conditions of both premises are good.
 
 **Item
        3.Legal
        Proceedings** **.**
 
 None.
 
 **Item
        4.Submission Of
        Matters To A Vote Of Security Holders.**
 
 None
 
 
 **PART
        II**
 
 **Item
        5.Market For Common
        Equity And Related Stockholder Matters.**
 
 There
        is
        no public market for the Company's equity securities. The Company intends
        to
        establish a public market for its common stock in the United States. The
        Company
        will seek a market maker to file a Form 211 application with the NASD in
        order
        for its common stock to be quoted on the over the counter bulletin board
        of the
        NASD. The application will be subject to the review and approval of NASD.
        As of
        December 31, 200 4, (i)
        there are no outstanding warrants or options to purchase, or securities
        convertible into common stock of the Company and (ii) 45,989,650 shares of
        common stock can be sold pursuant to Rule 144, of which 5,446,600 shares
        can be
        sold pursuant to Rule 144 (k). The remaining shares are held by control person
        and, as such, are subject to the other limitations of Rule 144, including
        the 1%
        limitation discussed below. Under Rule 144, shareholders whose restricted
        shares
        meet the rule's one year holding provisions, including persons who may be
        deemed
        affiliates of the Company, may resell restricted securities in broker's
        transactions or directly to market makers, provided the number of shares
        sold by
        such holder in any three month period is not more than the greater of 1%
        of the
        total shares of common stock then outstanding or the average weekly trading
        volume for the four calendar week period immediately prior to each such sale.
        After a non affiliated shareholder meets the two year holding period of the
        rule, restricted securities may be resold without regard to the above
        restrictions. Restricted securities held by affiliates must continue, even
        after
        the two year holding period, to meet the resale limitations discussed
        above.
 
 
  If
        and
        when the Company's securities are traded, the securities may likely be deemed
        a
        "penny stock". The Securities and Exchange Commission had adopted Rule 15g-9
        which establishes the definition of a "penny stock," for purposes relevant
        to
        the Company, as any equity security that has a market price of less than
        $5.00
        per share or with an exercise price of less than $5.00 per share, subject
        to
        certain exceptions. For any transaction involving a penny stock, unless exempt,
        the rules require: (i) that a broker or dealer approve a person's account
        for
        transactions in penny stocks and (ii) the broker or dealer receive from the
        investor a written agreement to the transaction, setting forth the identity
        and
        quantity of the penny stock to be purchased. In order to approve a person's
        account for transactions in penny stocks, the broker or dealer must: (i)
        obtain
        financial information and investment experience and objectives of the person
        and
        (ii) make a reasonable determination that the transactions in penny stocks
        are
        suitable for that person and that person has sufficient knowledge and experience
        in financial matters to be capable of evaluating the risks of transactions
        in
        penny stocks. The broker or dealer must also deliver, prior to any transaction
        in a penny stock, a disclosure schedule prepared by the Commission relating
        to
        the penny stock market, which, in highlight form, (i) sets forth the basis
        on
        which the broker or dealer made the suitability determination and (ii) that
        the
        broker or dealer received a signed, written agreement from the investor prior
        to
        the transaction. Disclosure also has to be made about the risks of investing
        in
        penny stocks in both public offerings and in secondary trading, and about
        commissions payable to both the broker-dealer and the registered representative,
        current quotations for the securities and the rights and remedies available
        to
        an investor in cases of fraud in penny stock transactions. Finally, monthly
        statements have to be sent disclosing recent price information for the penny
        stock held in the account and information on the limited market in penny
        stocks.
 
 As
        of
        March 15, 20 05,
        there
        are 91 shareholders of record of the Company's common stock. . Although there are
        no
        restrictions on the Company's ability to declare or pay dividends, the Company
        has not declared or paid any dividends since its inception' and does not
        anticipate paying dividends in the future.
 
 Equity
        Compensation Plan Information .
 **Equity
                    Compensation Plan Information****Plan
                    category**
                **Number
                    of securities to be issued upon exercise of outstanding options,
                    warrants
                    and rights**
                  
                  **(a)**
                **Weighted-average
                    exercise price of outstanding options, warrants and
                    rights**
                  
                  **(b)**
                **Number
                    of securities remaining available for future issuance under equity
                    compensation plans (excluding securities reflected in column
                    (a))**
                  
                  **(c)**Equity
                    compensation plans approved by security holders (1)
                -0-
                -0-
                -0-Equity
                    compensation plans not approved by security holders (2)
                -0-
                -0-
                -0-**Total**
                -0-
                -0-
                -0-
 Recent
          Sales Of Unregistered Securities
 
 During
        the quarter ended June 30, 2003, 20,000 shares were allotted to Reraise
        Corporation, a private Japanese company, at a price of $4.99 per share for
        total
        consideration of $99,900. As of the date hereof, the shares have not been
        issued
        due to pending documentation needed to affect a new share issuance. As a
        result,
        the $99,900 capital contribution should be considered a liability until such
        shares have been issued. This transaction was previously recorded as a capital
        transaction in error.
  
  **Item
        6:Management's
        Discussion And Analysis Or Plan Of Operations.**
 
 The
        following discussion should be read in conjunction with the Company's Financial
        Statements, including the Notes thereto, appearing elsewhere in this Annual
        Report.
 
 Company
        Overview
 
 The
        Company was organized on December 1, 1997. Its operations to date have been
        limited to obtaining the sub-license to the technology described below, and
        conducting preliminary marketing efforts.
 
 Plan
        Of Operations
 
 The
        Company is a development stage corporation. It has not commenced its planned
        operations of manufacturing and marketing a lightweight electrical motor
        scooter. Its operations to date have been limited to conducting various tests
        on
        its technologies.
 
 The
        Company’s plan of operations for the next 12 months is to consider providing its
        patented fast battery charging technology adopting Evader’s existing electric
        scooter and develop and improve Evader’s scooter to be competitive, rather than
        only working on the Company’s product struggling with raising capital and delay
        of its commercial production. Because, compare to other electric scooters,
        the
        electric scooter produced by Evader Motorcycle, Inc. is relatively systemized
        fast battery charging time, and most of all, Evader already has its production
        line and establishes the after-care- service management. Cooperating with
        Evader
        may benefit the Company that the Company may just focus on marketing and
        sales
        promotion. The Company considers opening the market in Japan for the next
        12
        months and then the countries of Southeast Asia, which may be the main market
        place of the improved Evader’s scooter in the future. The sales price of the
        scooter will be $1,300-1,850/unit and sales quantity will be 2,000units.
        The
        Company will primarily invest $150,000 for the marketing and sales promotion
        of
        Evader’s electric scooter. The Company is expecting a profit of $400,000
        ($200/unit (profit) X 2,000 units (prospective sales)) for next 12 months.
 The
        Company has also encountered an opportunity to consider marketing healthy
        food
        productions such as cheese, butter, salad dressing, mayonnaise, bread, beverage,
        processed with soy bean. The Company is estimating $350,000 of investment
        for
        this project whether investing existing company for cooperation or establishing
        a new company which produces healthy products.
 
 The
        Company's cash requirements for the next 12 months are estimated to be $500,000.
        This amount is comprised of the following estimate expenditures; $100,000
        in
        annual salaries for office personnel, office expenses and travel, $60,000
        for
        rent, $20,000 for professional fees, and $10,000 for miscellaneous
        expenses.
 
 As
        stated
        above, the Company cannot predict whether or not it will be successful in
        its
        capital raising efforts, and, thus, be able to satisfy its cash requirements
        for
        the next 12 months. If the Company is unsuccessful in raising at least
        $ 50 0,000,
        it
        may not be able to complete its plan of operations as discussed
        above.
 
 
 
 During
        the fiscal 2 004
        and
        2004, the
        Company spent $-0- and $-0- respectively on research and
        development.
 
 Liquidity
        And Capital Resources
 
 In
        October 2001, the Company received $46,000 from four investors and $400,000
        resulting f rom
        the
        exercise of stock options for 20,000,000 shares of common stock by the Company's
        principal shareholder. During the 2003 period, the Company raised $100,000
        should be considered a liability until such shares have been issued. The
        Company
        intends to rai se
        additional funds in the near future through private placements of its common
        stock. The proceeds from such private placements will be allocated for
        administrative salaries, office expenses and travel, product development
        and
        testing, and parts inventory, as discussed below.
 
 Total
        assets as of December 31, 2004 were $167,425 representing a decrease of $20,179
        from total assets of $187,604 as of December 31, 2003.
 
 Forward
        Looking Statements .
        Certain
        of the statements contained in this Annual Report on Form 10-KSB include
        forward
        looking statements. All statements other than statements of historical facts
        included in this Form 10-KSB regarding the Company's financial position,
        business strategy, and plans and objectives of management for future operations
        and capital expenditures, and other matters, are forward looking statements.
        These forward looking statements are based upon management's expectations
        of
        future events. Although the Company believes the expectations reflected in
        such
        forward looking statements are reasonable, there can be no assurances that
        such
        expectations will prove to be correct. Additional statements concerning
        important factors that could cause actual results to differ materially from
        the
        Company's expectations ("Cautionary Statements") are disclosed below in the
        Cautionary Statements section and elsewhere in this Form 10-KSB. All written
        and
        oral forward looking statements attributable to the Company or persons acting
        on
        behalf of the Company subsequent to the date of this Form 10-KSB are expressly
        qualified in their entirety by the Cautionary Statements.
 
 **Cautionary
        Statements** .
        Certain
        risks and uncertainties are inherent in the Company's business. In addition
        to
        other information contained in this Form 10-KSB, the following Cautionary
        Statements should be considered when evaluating the forward looking statements
        contained in this Form 10-KSB:
 
 **Developmental
        Stage Company** .The
        Company was
        incorporated on February 22, 1999, and is a development stage company.
        Presently, it has acquired certain technologies relating to an electrical
        motor
        scooter, however, the Company scooter is not available for commercial sale.
        As a
        development stage enterprise, the Company may be subject to the many pitfalls
        commonly associated with development stage enterprises, such as testing and
        proving technologies. These risks are in addition to normal business risks.
        The
        Company’s ability to emerge from the development stage with respect to its
        planned principal business activity is dependent upon a number of factors,
        including product development of existing technologies and successfully raising
        additional financing to meet its working capital needs.
 
 **Need
        For Additional Capital** .The
        Com pany
        will
        require additional capital and long term to meet its ongoing operating
        requirements. Compare to other electric scooters, the electric scooter produced
        by Evader Motorcycle, Inc. is relatively systemized fast battery charging
        time.
        The Company is considering to providing its patented fast battery charging
        technology adopting Evader’s existing electric scooter, and cooperate with
        Evader to open the market in Japan and the countries of Southeast Asia. Evader
        already has its production line and establishes the after-care-service
        management; therefore the Company may be able to just focus on marketing
        and
        sale promotion. In the future, the need includes funds for marketing promotion
        of the improved scooter. The Company intends to raise the capital through
        a
        private or public financing of debt or equity. Presently, the Company has
        no
        commitment for any such funding. The Company can not predict whether it will
        be
        successful in obtaining such financing on terms acceptable to the Company
        or on
        any terms. The inability to obtain such financing will have a material adverse
        affect on the Company and its ability to develop and commercial sell the
        products.
  
  **Ability
        To Develop Commercial Product** .The
        Company presently
        maintains proto-type versions of its scooter. **** The
        Company must undertake limited product development with respect its product
        in
        order for it to be commercially available for sale. The Company estimates
        that
        approximately $ 1 00,000
        will be needed in marketing
        promotion ,
        and
        other expenditures. The Company can not predict that even with such
        expenditures, it will be successful in developing ca product ready for
        commercial sale in the near future or at any time.
 
 **Rapid
        Technological Changes** .The
        industry in which the
        Company intends to compete is subject to rapid technological changes. No
        assurances can be given that the any technological advantages which may be
        enjoyed by the Company in respect of its technologies can not or will not
        be
        overcome by technological advances by competitors rendering the Company’s
        technologies obsolete or non-competitive.
 
 **Lack
        Of Indications Of Product Acceptability** .The
        success of the Company will
        be dependent upon its ability to develop commercially acceptable advanced
        products adopting its technology to Evader’s existing product, and to sell such
        products in quantities sufficient to yield profitable results. To date, the
        Company has received no indications of the commercial acceptability of any
        of
        its scooter. Accordingly, the Company can not predict whether its products
        can
        be marketed and sold in a commercial manner.
 
 **Lack
        Of Established Distribution Channels** .The
        Company does not have
        an established channel of distribution for any of its scooter at present.
        However Evader Motorcycle, Inc. has already its own distribution channels
        in
        Europe and thorough warranty system established for their scooter. If the
        Company enters cooperation with Evader, and if the Company just provide its
        patented technology of advanced battery system to Evader to improve the
        efficiency of the existing product, the Company can just focus on establishing
        a
        network of designated dealers in targeted markets in Japan and South East
        Asia
        at such time as it has completed the product development and the scooter
        is
        ready for commercial sale. The Company can not predict whether it will be
        successful in establishing its intended dealer network in Japan.
 
 **Management** .The
        ability of the Company to
        successfully conduct its business affairs will be dependent upon the
        capabilities and business acumen of current management including Mr. Hideyuki
        Shiraishi, t he
        Company's President. Accordingly, shareholders must be willing to entrust
        all
        aspects of the business affairs of the Company to its current management.
        Further, the loss of any one of the Company's management team could have
        a
        material adverse impact on its continued operation.
 
 **Control
        Exercised By Management** .As
        of March 15, 20 05 ,
        the
        existing officers and directors, and affiliates will control approximately
        87%
        of the shareholder votes. Consequently, management will control the vote
        on all
        matters brought before shareholders, and holders of common stock may have
        no
        power in corporate decisions usually brought before shareholders.
 
 **Conflicts
        of Interest** .The
        officers of the Company are
        not full time employees. Presently, the Company does not have a formal conflicts
        of interest policy governing its officers and directors. In addition, the
        Company does not have written employment agreements with its officers. Its
        officers intend to devote sufficient business time and attention to the affairs
        of the Company to develop the Company’s business in a prudent and business-like
        manner. However, the principal officer is engaged in other businesses related
        and unrelated to the business of the Company, and in the future, will engage
        in
        other business ventures. As a result, the principal officer and other officer
        of
        the Company may have a conflict of interest in allocating their respective
        time,
        services, and future resources, and in exercising independent business judgment
        with respect to their other businesses and that of the Company.
  
  **Reliance
        upon Third Parties** .The
        Company does not
        intend on maintaining a significant technical staff nor does it intend on
        manufacturing its products. Rather it will rely heavily on consultants,
        contractors and manufacturers to design, develop and manufacture its products.
        Accordingly, there is no assurance that such third parties will be available
        when needed at affordable prices.
 
 **Competition** .Although
        management believes
        its product has significant competitive advantages to other products in the
        industry. However, the Company will be competing in industries where enormous
        competition exists. Competitors in these industries have greater financial,
        engineering and other resources than the Company. No assurances can be given
        that any advances or developments made by such companies will not supersede
        the
        competitive advantages of the Company's products.
 
 **Protection
        Of Intellectual Property** .
        The
        success of the Company will be dependent, in part, upon the protection of
        its
        proprietary of its various technologies from competitive use. Certain of
        its
        technologies are the subject of various patents in varying jurisdictions
        (See
“Description of Business - Proprietary Rights”). In addition to the patent
        applications, the Company relies on a combination of trade secrets,
        nondisclosure agreements and other contractual provisions to protect its
        intellectual property rights. Nevertheless, these measures may be inadequate
        to
        safeguard the Company’s underlying technologies. If these measures do not
        protect the intellectual property rights, third parties could use the Company’s
        technologies, and its ability to compete in the market would be reduced
        significantly. In addition, if the sale of the Company’s product extends to
        foreign countries, the Company may not be able to effectively protect its
        intellectual property rights in such foreign countries.
 
 In
        the
        future, the Company may be required to protect or enforce its patents and
        patent
        rights through patent litigation against third parties, such as infringement
        suits or interference proceedings. These lawsuits could be expensive, take
        significant time, and could divert management's attention from other business
        concerns. These actions could put the Company’s patents at risk of being
        invalidated or interpreted narrowly, and any patent applications at risk
        of not
        issuing. In defense of any such action, these third parties may assert claims
        against the Company. The Company cannot provide any assurance that it will
        have
        sufficient funds to vigorously prosecute any patent litigation, that it will
        prevail in any of these suits, or that the damages or other remedies awarded,
        if
        any, will be commercially valuable. During the course of these suits, there
        may
        be public announcements of the results of hearings, motions and other interim
        proceedings or developments in the litigation which could result in the negative
        perception by investors, which could cause the price of the Company’s common
        stock to decline dramatically.
 
 **Indemnification
        of Officers and Directors for Securities Liabilities** .
        The
        Company's By-Laws eliminates personal liability in accordance with the Nevada
        Revised Statutes (NRS). Section 78.7502 of the NRS provides that a corporation
        may eliminate personal liability of an officer or director to the corporation
        or
        its stockholders for breach of fiduciary duty as an officer or director provided
        that such indemnification is limited if such party acted in good faith and
        in a
        manner which he reasonably believed to be in or not opposed to the best interest
        of the corporation. In so far as indemnification for liability arising from
        the
        Securities Act of 1933 (“Act”)may be permitted to Directors, Officers or persons
        controlling the Company, it has been informed that in the opinion of the
        Securities and Exchange Commission such indemnification is against public
        policy
        as expressed in the Act and is, therefore, unenforceable.
 
 
  **Penny
        Stock Regulation** .
        The
        Company's common stock may be deemed a "penny stock" under federal securities
        laws. The Securities and Exchange Commission has adopted regulations that
        define
        a "penny stock" generally to be any equity security that has a market price
        of
        less than $5.00 per share, subject to certain exceptions. These regulations
        impose additional sales practice requirements on any broker/dealer who sell
        such
        securities to other than established investors and accredited investors.
        For
        transactions covered by this rule, the broker/dealer must make certain
        suitability determinations and must receive the purchaser's written consent
        prior to purchase. Additionally, any transaction may require the delivery
        prior
        to sale of a disclosure schedule prescribed by the Commission. Disclosure
        also
        is required to be made of commissions payable to the broker/dealer and the
        registered representative, as well as current quotations for the securities.
        Finally, monthly statements are required to be sent disclosing recent price
        information for the penny stock held in the account of the customers and
        information on the limited market in penny stocks. These requirements generally
        are considered restrictive to the purchase of such stocks, and may limit
        the
        market liquidity for such securities.
 
 **Item
        7.Financial
        Statements.**
 
 The
        Financial Statements that constitute Item 7 of this Annual Report on Form
        10-KSB
        are included immediately following Item 14 below.
 
 **Item
        8.Changes In And
        Disagreements With Accountants On Accounting And Financial
        Disclosure.**
 
 None.
 
 **Item
        8A.Controls and
        Procedures** .
 
 Within
        the 90-day period prior to the filing of this annual report on Form 10-KSB,
        the
        Company carried out an evaluation of the effectiveness of the Company’s
        disclosure controls and procedures (as defined by Rule 13a-14(c) under the
        Securities Exchange Act of 1934) under the supervision and with the
        participation of the Company’s chief executive officer and chief financial
        officer. Based on and as of the date of such evaluation, the aforementioned
        officers have concluded that the Company’s disclosure controls and procedures
        have functioned effectively so as to provide those officers the information
        necessary whether:
 
 (i)
        this
        annual report on Form 10-KSB contains any untrue statement of a material
        fact or
        omits to state a material fact necessary to make the statements made, in
        light
        of the circumstances under which such statements were made, not misleading
        with
        respect to the period covered by this annual report on Form 10-KSB, and(ii)
        the
        financial statements, and other financial information included in this annual
        report on Form 10-KSB, fairly present in all material respects the financial
        condition, results of operations and cash flows of the Company as of, and
        for,
        the periods presented in this annual report on Form 10-KSB.
 
 There
        have been no significant changes in the Company's internal controls or in
        other
        factors since the date of the Chief Executive Officer's and Principal Financial
        Officer's evaluation that could significantly affect these internal controls,
        including any corrective actions with regards to significant deficiencies
        and
        material weaknesses.
 
 
 **PART
        III**
 
 **Item
        9.Directors,
        Executive Officers, Promoters And Control Persons** **.**
 
 The
        directors and executive officers of the Company, their ages, and the positions
        they hold are set forth below. The directors of the Company hold office until
        the next annual meeting of stockholders of the Company and until their
        successors in office are elected and qualified. All officers serve at the
        discretion of the Board of Directors.
 
 Name
              Age
              PositionAtsushi
                  Maki
              57
              DirectorLina
                  Lei
              44
              SecretaryHideyuki
                  Shiraishi
              46
              Chairman,
                  President, and Chief FinancialOfficer
 
 Atsushi
        Maki has
        been
        the a Director of the Company since June 1, 2001. During the past ten years,
        Mr.
        Maki has been an independent businessman involved mainly in real estate
        development projects in Japan. In 1995, he served as a Director of the
        Japan-Korea Cooperation Committee along with the former Prime Minister of
        Japan
        who acted as the Chairman of the committee. In 1999, he was responsible for
        establishing the Japan-China Association, a foundation for fostering better
        relations between the two nations. He served as a director of the association,
        along with the Chairman of Sony Corporation and the Honorary Chairman of
        Toyota
        Motor Corporation. Mr. Maki is the husband of Lina Lei, the Secretary of
        the
        Company. Mr. Maki also is a director of Amanasu Environment Corporation,
        a
        reporting company under the federal securities laws.
 
 Lina
        Lei has been
        the Secretary of the Company since 2001. Ms. Lei was appointed a director
        in
        November 1999 and resigned from the board on August 21, 2002. From May 1990
        to
        November 1999, Ms. Lei was employed by Thunder Company Ltd, Tokyo, Japan,
        in
        various capacities including as its managing director. Ms. Lei completed
        her
        university studies in Shanghai, China in 1982, and obtained a master's degree
        from Hitotsubashi University in Tokyo in 1990. During the past five years,
        Ms.
        Lei’s work involvement has been limited to activities of the Company and that
        of
        Amanasu Technologies Corporation. Ms. Lei is the wife of Atsushi Maki, the
        Chairman and President of the Company.
 
 Hideyuki
        Shirai has
        been
        Chairman, President, and Chief Financial Officer since November 12, 2004
        after
        the resignation of Masafumi Hata, the previous Chairman, President, and Chief
        Financial Officer of the Compnay.  From
        1997
        throughout 1999, Mr. Shiraishi held the post of Trustee of the Japan Council
        of
        Shopping Centers (the " *Council* ").
         The Council is a member of the International Council of Shopping Centers
        and is the global trade association of the shopping center industry.  From
        March 1999 through June 2000, Mr. Shiraishi became the Representative Director
        of Sephora AAP Japan and launched 6 stores in Ginza, Shinsaibashi, Shibuya,
        Shinjuku, Ikebukuro, and Laraport.  From July 2000 through May 2003, Mr.
        Shiraishi became the Director of Real Estate and Property Development at
        LVMH
        Moet Hennessy Louis Vuitton Japan, a parent company of Sephora, where he
        launched several stores in Japan for companies such as Chaumet and Christian
        Dior.  From June 2003 to present, Mr. Shiraishi has held the position Chief
        Project Leader for the Institute for Eco and Economic Systems (the " *Institute* ").
         The Institute's main objective is to develop environmentally friendly
        products for used in all areas of commerce.  As Chief Project Leader, Mr.
        Shiraishi is responsible in heading the department of New Product Development.
 
 
  **Item
        10.Executive
        Compensation** **.**
 
 Ms.
        L ina
        Lei,
        an officer of the Company, received $42,000 in exchange for consulting services
        rendered to the Company. No other form of compensation or remuneration was
        paid
        to any officer or director during fiscal 2004. **** Future services
        to be rendered by Ms. Lei will be subject to the approval of the Board of
        Directors. Other than as indicated above, the Company did not have any other
        form of compensation payable to its officers or directors, including any
        stock
        option plans, stock appreciation rights, or long term incentive plan awards
        for
        the periods during the above fiscal years.
 
 The
        officers of the Company are not full time employees. Presently, the Company
        does
        not have a formal conflicts of interest policy governing its officers and
        directors. In addition, the Company does not have written employment agreements
        with its officers. Its officers intend to devote sufficient business time
        and
        attention to the affairs of the Company to develop the Company’s business in a
        prudent and business-like manner. However, the principal officer is engaged
        in
        other businesses related and unrelated to the business of the Company, and
        in
        the future, will engage in other business ventures.
 
 **Item
        11. Security Ownership Of Certain Beneficial Owners And
        Management.**
 
 The
        following table will identify, as of March 15, 200 5 ,
        the
        number and percentage of outstanding shares of common stock of the Company
        owned
        by (i) each person known to the Company who owns more than five percent of
        the
        outstanding common stock, (ii) each officer and director, and (iii) and officers
        and directors of the Company as a group. The following information is based
        upon
        46,506,300 shares of common stock of the Company which are issued and
        outstanding as of March 15, 2 005.
        The
        address for each individual below is 701 Fifth Avenue, 42nd Floor, Seattle,
        Washington 98104 th e
        address
        of the Company.
 
 Titleof
                  Security
              Name
                  and Address of Beneficial Owner
              Amount
                  and nature Beneficial Ownership(1)
              Percent
                  of ClassCommon
                  Stock
              Amanasu
                  Corporation(2)
                #902
                  Ark Towers, 1-3-40,Roppongi, Minatoku, Tokyo, Japan
              35,000,000
              
              75.3%Common
                  Stock
              Atsushi
                  Maki(3)
              40,373,700
              
              86.8%Common
                  Stock
              Lina
                  Lei(4)
              40,373,700
              
              86.8%Common
                  Stock
              Hideyuki
                  Shiraishi
              70,000
              
              <1%Officers
                  and Directors, as a group (3 persons)
              40,443,700
              
              86.8%
 
 (1).
        “Beneficial ownership" means having or sharing, directly or indirectly (i)
        voting power, which includes the power to vote or to direct the voting, or
        (ii)
        investment power, which includes the power to dispose or to direct the
        disposition, of shares of the common stock of an issuer. The definition of
        beneficial ownership includes shares underlying options or warrants to purchase
        common stock, or other securities **** convertible
        into common **** stock,
        that currently are exercisable or convertible or that will become exercisable
        or
        convertible within 60 days. Unless otherwise indicated, the beneficial owner
        has
        sole voting and investment power.
 (2).
        Mr.
        Atsushi Maki, a director of the Company, is the sole shareholder of Amanasu
        Corporation and is deemed the beneficial owner of such shares.
  
  (3).
        Includes 40,443,700 shares
        of common stock held individually by Mr. Maki, 35,000,000 shares of common
        stock
        held by Amanasu Corporation, and 500,000 shares of common stock held by Mr.
        Maki’s wife, Lina Lei. Mr. Maki disclaims beneficial ownership of the shares
        held by his wife.
 (4).
        Includes 500,000 shares of common stock held individually by Ms. Lei, and
        39,873,700 shares of common stock beneficially owned by Ms. Lei’s husband,
        Atsushi Maki. Ms. Lei disclaims beneficial ownership of the shares held by
        her
        husband.
 
 ITEM
        12.
        CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
 
 Effective
        February 10, 2000, Amanasu Corporation, formerly Family Corporation, the
        Company’s largest shareholder, obtained the exclusive, worldwide rights to the
        technologies pursuant to a licensing agreement with its inventors. Amanasu
        Corporation paid the inventors the sum of $160,000, and transferred to the
        inventors 1,000,000 shares of common stock of the Company that it later received
        when it sub-licensed the technology to the Company.
 
 Thereafter,
        on March 10, 2000, Amanasu Corporation sub-licensed to the Company the
        exclusive, worldwide rights to the technologies, subject to the terms of
        the
        underlying license agreement. As required under the sub-license agreement,
        the
        Company:
 
 - issued
        to
        Amanasu Corporation 17,000,000 shares of common stock and an option to acquire
        20,000,000 shares of common stock at $0.02 per share.
 - agreed
        to
        pay Amanasu Corporation the sum of $160,000.
 - issued
        an
        additional 6,350,000 shares of its common stock, valued at $6,350
 to
        third
        parties. These shares consisted of: 2,700,000 shares to Mr. Atsushi Maki,
        3,000,000 shares to three persons to perform marketing services for the Company,
        and 650,000 shares to three technical consultants of a company owned by the
        principal inventor.
 
 In
        October 2001, Amanasu Corporation exercised its option to acquire 20,000,000
        shares of common stock of the Company and paid the sum of $400,000 to the
        Company. In connection with the $160,000 amount due Amanasu Corporation under
        the sub-license agreement, $100,000 has been paid and the balance has been
        characterized as a capital contribution to the Company. The amount is due
        on
        demand. Mr. Atsushi Maki is a director and a majority shareholder of the
        Company
        and the sole shareholder of Amanasu Corporation. The Company has valued the
        sub-license agreement at $160,000, which equals the cash amount paid by Amanasu
        Corporation to the inventors.
 
 During
        200 4 ,
        Lina
        Lei, an officer of the Company, received $10,000 in exchange for performing
        consulting services for the Company.
 
 The
        Company shares office space for its Seattle and Tokyo offices and shares
        an
        apartment in Seattle with Amanasu Environment Corporation, a reporting company
        under the Securities Exchange Act of 1934, and a company controlled by Atsushi
        Maki, a director of the he Company (See “Part I - Item 2 Description of
        Property”).
 
 **Item
        13. Exhibits and Reports on Form 8-K** **.**
 
 Exhibit Description
 
 3(i)(a)Articles
        of Incorporation
        of the Company. (Incorporated by reference to the Company's
        Form 10-SB/A filed on June 21, 2002).
 3(i)(b)Certificate
        of Amendment
        to Articles of Incorporation. (Incorporated by reference to the Company's
        Form
        10-SB/A filed on June 21, 2002).
  
  3(i)(c)Certificate
        of Amendment
        to Articles of Incorporation. (Incorporated by reference to the Company's
        Form
        10-SB/A filed on June 21, 2002).
 3(i)(d)Certificate
        of Amendment
        to Articles of Incorporation. (Incorporated by reference to the Company's
        Form
        10-SB/A filed on June 21, 2002).
 3(ii)(a)Amended
        and Restated By -
        Laws of the Company. (Incorporated by reference to the Company's Form 10-SB/A
        filed on June 21, 2002).
 10(i)License
        agreement
        between the Company and Yasunori Takahashi, Yoshiaki Takahashi and Y.T. Magnet
        Corporation, dated February 10, 2000. (Incorporated by reference to the
        Company's Form 10-SB/A filed on June 21, 2002).
 10(ii)Agreement
        between Family
        Corporation and the Company dated March 10, 2000. ( Incorporated
        by reference to the Company's Form 10-SB/A filed on June 21, 2002).
 Consultation
        Agreement between Lina Lei and the Company made on May 12, 2002. (Form 10KSB
        filed on March 31, 2003)
 Consultation
        Agreement between Lina Lei and the Company made on May 12, 2002. (Form 10KSB/A
        filed on July 21, 2003)
 31
Certification
        under Section 906 of the Sarbanes-Oxley
        Act.
 32
Certification
        under Section 906 of the Sarbanes-Oxley
        Act.
 
 (b).
        Reports on Form 8-K.
 Resignation
        of Charlie Lan as Chairman, President, Chief Financial Officer, Director,
        Secretary and Treasurer on May 15, 2003. (filed on May 21, 2003)
 Resignation
        of Masafumi Hata as Chairman, President, Chief Financial Officer, Director,
        Secretary and Treasurer on November 12, 2004. (filed on November 16,
        2004)
 
 **Item
        14. Principal Accountant Fees and Services** .
 
 (1).
        Audit fees for 2004 were $8,585 and for 2003 were $8,470.
 (2)
        Audit
        Related Fees for 2004 and 2003 were $0.
 (3)
        Tax
        Fees for 2004 were $0 and 2003 were $0.
 (4)
        All
        Other Fees were $0.
 (5)
        N/A
 (6)
        Not
        greater than 50% for 2004 and 2003.
  *Financial
            Table of Contents*
  **AMANASU
        TECHNOLOGIES CORPORATION**
 
 **(A
        Development Stage Company)**
 
 **FINANCIAL
        STATEMENTS**
 
 **DECEMBER
        31, 2004**
 
 
 
 
 
 
 
 CONTENTS
 
 
 
 PageAccountant’s
                  Audit Report
              1Balance
                  Sheet
              2Statements
                  of Operations and Deficit Accumulated During
                  Development Stage
              3Statements
                  of Changes in Stockholder’s
                  Equity
              4Statements
                  of Cash Flows
              5Notes
                  to Financial Statements
              6
  *Financial
            Table of Contents*
  
 **ROBERT
        G. JEFFREY**
 **CERTIFIED
        PUBLIC ACCOUNTANT**
 **61
        BERDAN AVENUE**
 **WAYNE,
        NEW JERSEY 07470**
  **LICENSED
                    TO PRACTICE**
                ****
                **TEL:
                    973-628-0022****IN
                    NEW YORK AND NEW JERSEY**
                ****
                **FAX:
                    973-696-9002****MEMBER
                    OF AICPA**
                ****
                **E-MAIL:
                    rgjcpa@optonline.net**
 **PRIVATE
          COMPANIES PRACTICE SECTION**
 **MEMBER
          CENTER FOR PUBLIC COMPANY AUDIT FIRMS**
 **REGISTERED
          PUBLIC ACCOUNTING FIRM WITH**
 **PUBLIC
          COMPANY ACCOUNTING OVERSIGHT BOARD**
  Board
        of
        Directors
 Amanasu
        Technologies Corporation
 
 I
        have
        audited the accompanying balance sheet of Amanasu Technologies Corporation
        (a
        development stage company) as of December 31, 2004, and the related statements
        of operations and deficit accumulated during development stage, changes in
        stockholders’ equity, and cash flows for the years ended December 31, 2004 and
        2003 and the period of February 22, 1999 (inception) to December 31, 2004.
        These
        financial statements are the responsibility of the Company management. My
        responsibility is to express an opinion on these financial statements based
        on
        my audit.
 
 I
        conducted the audit in accordance with the standards of Public Company
        Accounting Oversight Board (United States). Those standards require that
        I plan
        and perform the audit to obtain reasonable assurance about whether the financial
        statements are free of material misstatement. The Company is not required
        to
        have, nor was I engaged to perform, an audit of its internal control over
        financial reporting. My audit included consideration of internal control
        over
        financial reporting as a basis for designing audit procedures that are
        appropriate under the circumstances, but not for the purpose of expressing
        an
        opinion on the effectiveness of the Company’s internal control over financial
        reporting. Accordingly, I express no such opinion. 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 audit provides
        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 Amanasu Technologies Corporation
        as
        of December 31, 2004, and the results of its operations and its cash flows
        for
        the years ended December 31, 2004 and 2003 in conformity with U. S. generally
        accepted accounting principles.
 
 
 /s/Robert
        G. Jeffrey
 ROBERT
        G.
        JEFFREY
 March
        30,
        2005
 Wayne,
        New Jersey
  *Financial
            Table of Contents*
  **AMANASU
        TECHNOLOGIES CORPORATION**
 **(A
        Development Stage Company)**
 **BALANCE
        SHEET**
 **December
        31, 2004**
 
 
 
 ASSETSCurrent
                  Assets:Cash
              
              $
              44,560Total
                  current assets
              
              
              44,560Fixed
                  Assets:Automobile
              
              
              1,500Less,
                  accumulated depreciation
              
              
              987Net
                  fixed assets
              
              
              513Other
                  Assets:Licensing
                  agreement
              
              
              160,000Less,
                  accumulated amortization
              
              
              37,648Total
                  other assets
              
              
              122,352Total
                  Assets
              
              $
              167,425LIABILITIES
                  AND STOCKHOLDERS’ EQUITYCurrent
                  Liabilities:Advance
                  from affiliates
              
              $
              1,525Total
                  current liabilities
              
              
              1,525Stockholders’
                  Equity:Common
                  stock: authorized 100,000,000 shares of $.001 par value; 46,676,400
                  issued
                  and outstanding
              
              
              46,676Additional
                  paid in capital
              
              
              650,624Deficit
                  accumulated during development stage
              
              
              (531,400
              )Total
                  stockholders’ equity
              
              
              165,900Total
                  Liabilities and Stockholders’ Equity
              
              $
              167,425
 
 
 The
        accompanying notes are an integral part of these financial
        statements.
 
 -
            2
            -
 *Financial
            Table of Contents*
  **AMANASU
        TECHNOLOGIES CORPORATION**
 **(A
        Development State Company)**
 **STATEMENTS
        OF OPERATIONS AND DEFICIT**
 **ACCUMULATED
        DURING DEVELOPMENT STAGE**
 
 
 Year
                2004
              
              Year
                2003
              
              December
                  1, 1997
                (Date
                  of Inception)To
                  December 31, 2004Revenue
              
              $
              91,912
              
              $
              -
              
              $
              91,912Expenses
              
              $
              113,653
              
              $
              279,322
              
              
              626,734Operating
                  loss
              
              
              (21,741
              )
              
              (279,322
              )
              
              (534,822
              )Other
                  Income-interest
              
              
              37
              
              
              524
              
              
              3,422Loss
                  accumulated during development stage
              
              $
              (21,704
              )
              $
              (278,798
              )
              $
              (531,400
              )Net
                  loss per share - Basic and Diluted
              
              $
              -
              
              $
              -Average
                  number of shares outstanding
              
              
              46,676,400
              
              
              46,646,400
 
  The
        accompanying notes are an integral part of these financial
        statements.
  -
            3
            -
 *Financial
            Table of Contents*
  **AMANASU
          TECHNOLOGIES CORPORATION**
 **(A
        Development Stage Company)**
 **STATEMENT
        OF CHANGES IN STOCKHOLDERS’
EQUITY**
 **For
        the Periods Ended December 31, 2004 and 2003**
 
 
 Common
                  StockShares
              
              Amount
              
              AdditionalPaid
                  in Capital
              
              Deficit
                    Accumulated DuringDevelopment Stage
              
              TotalBalance,
                  January 1, 2003
              
              
              46,436,400
              
              $
              46,436
              
              $
              405,964
              
              $
              (230,898
              )
              $
              221,502Shares
                  issued for services
              
              
              150,000
              
              
              150
              
              
              14,850
              
              
              
              
              
              15,000Shares
                  issued to investors
              
              
              90,000
              
              
              90
              
              
              169,810
              
              
              
              
              
              169,900Shareholder
                  capital contribution
              
              
              -
              
              
              -
              
              
              60,000
              
              
              
              
              
              60,000Net
                  loss for period
              
              
              
              
              
              
              
              
              
              
              
              (278,798
              )
              
              (278,798
              )Balance,
                  December 31, 2003
              
              
              46,676,400
              
              
              46,676
              
              
              650,624
              
              
              (509,696
              )
              
              187,604Net
                  loss for period
              
              
              
              
              
              
              
              
              
              
              
              (21,704
              )
              
              (21,704
              )Balance,
                  December 31, 2004
              
              
              46,676,400
              
              $
              46,676
              
              $
              650,624
              
              $
              (531,400
              )
              $
              165,900
   The
        accompanying notes are an integral part of these financial
        statements.
 
 -
            4
            -
 *Financial
            Table of Contents*
  **AMANASU
        TECHNOLOGIES CORPORATION**
 **(A
        Development State Company)**
 **STATEMENTS
        OF CASH FLOWS**
 
 Year2004
              
              Year2003
              
              December
                    1, 1997(Date of Inception)To December 31,2004**CASH
                  FLOWS FROM OPERATIONS:**Net
                  loss
              
              $
              (21,704
              )
              $
              (278,798
              )
              $
              (531,400
              )Charges
                  not requiring the outlay of cash:Depreciation
                  of Amortization
              
              
              9,754
              
              
              9,982
              
              
              38,635Services
                  provided for common stock
              
              
              -
              
              
              15,000
              
              
              21,300Changes
                  in assets and liabilities:Increase
                  in advance from affiliate
              
              
              1,525
              
              
              
              
              
              1,525**Net
                  Cash Consumed By Operating Activities**
              
              
              (10,425
              )
              
              (253,816
              )
              
              (469,940
              )**CASH
                  FLOWS FROM INVESTING****ACTIVITIES:**Purchase
                  of automobile
              
              
              **-**
              
              
              **-**
              
              
              (1,500
              )Payments
                  of amount due for licensing agreement
              
              
              -
              
              
              (60,000
              )
              
              (160,000
              )**Net
                  Cash Consumed By Investing Activities**
              
              
              -
              
              
              (60,000
              )
              
              (161,500
              )**CASH
                  FLOWS FROM FINANCING****ACTIVITIES:**Issuances
                  of common stock to investors
              
              
              -
              
              
              99,900
              
              
              546,000Shareholder
                  deposits for common stock
              
              
              -
              
              
              -
              
              
              70,000Shareholder
                  capital contribution
              
              
              
              
              
              60,000
              
              
              60,000**Net
                  Cash Provided By Financing Activities**
              
              
              -
              
              
              159,900
              
              
              676,000**Net
                  Change In Cash Balance**
              
              
              (10,425
              )
              
              (153,916
              )
              
              44,560Cash
                  balance, beginning of period
              
              
              54,985
              
              
              208,901
              
              
              -Cash
                  balance, end of period
              
              $
              44,560
              
              $
              54,985
              
              $
              44,560
 
  The
        accompanying notes are an integral part of these financial
        statements.
 
 -
            5
            -
 *Financial
            Table of Contents*
  **AMANASU
        TECHNOLOGIES CORPORATION**
 **(A
        Development Stage Company)**
 **NOTES
        TO FINANCIAL STATEMENTS**
 **December
        31, 2004**
 
 
 
 **1.**
              **SUMMARY
                  OF SIGNIFICANT ACCOUNTING
                  POLICIES**
 
 **Organization
        of Company**
 The
        Company was formed December 1, 1997, as Avani Manufacturing (China), Inc.
        The
        name was changed to Genesis Water Technologies, Inc. on August 17, 1999,
        and to
        Supreme Group International, Inc. on December 24, 2000. The present name
        was
        adopted May 30, 2001.
 
 **Business**
 The
        Company has acquired worldwide licensing rights for certain patented magnetic
        and power generating technology. It is the intention of the Company to license
        these rights for use by others.
 
 **Development
        Stage Accounting**
 The
        Company is a development stage company, as defined in Financial Accounting
        Standards (FAS) Statement No. 7. Generally accepted accounting principles
        that
        apply to established operating enterprises govern the recognition of revenue
        by
        a development stage enterprise and the accounting for costs and expenses.
        From
        inception to December 31, 2004, the Company has been in the development stage
        and all its efforts have been devoted to obtaining worldwide licensing rights
        to
        the technology, which is described above, and planning for marketing its
        products. Except for an unrelated consulting fee received during 2004, no
        revenue had been realized through December 31, 2004.
  **Basis
        Of Presentation**
 The
        Company has incurred losses from inception to December 31, 2004 of $531,400.
        Capital was raised in the amount of $446,100 in 2001 through the issuance
        of
        20,036,400 shares of common stock. Additional capital totaling $229,900 was
        raised during 2002 and 2003 through the issuance of 90,000 shares and a capital
        contribution from a major shareholder. These funds are expected to provide
        adequate financing to allow the Company to begin using its licensing
        rights.
 
 **Cash**
 For
        purposes of the statements of cash flows, the Company considers all short
        term
        debt securities purchased with a maturity of three months or less to be cash
        equivalents.
 
 **Fixed
        Assets**
 Fixed
        assets are recorded at cost. Depreciation is computed using accelerated methods,
        with lives of seven years for furniture and equipment and five years for
        computers and automobiles.
  -
            6
            -
 *Financial
            Table of Contents*
  **AMANASU
        TECHNOLOGIES CORPORATION**
 **(A
        Development Stage Company)**
 **NOTES
        TO FINANCIAL STATEMENTS**
 **December
        31, 2004**
 
 
 **1.**
              **SUMMARY
                  OF SIGNIFICANT ACCOUNTING POLICIES
                  (CONT’D)**
 
 **Intangible
        Assets**
 Intangible
        assets are recorded at cost. Amortization is provided by straight line methods,
        using a life of 17 years for the sub-licensing agreement, which is based
        on the
        life of the underlying patent.
 
 **Licensing
        Agreement**
 During
        the year 2000, the Company acquired the world-wide licensing rights for certain
        patented magnetic and power generating technology from a corporation which
        is
        the majority owner of Company stock, at a cost of $160,000.
 
 **Income
        Taxes**
 Deferred
        income taxes are recorded to reflect the tax consequences or benefits to
        future
        years of any temporary differences between the tax basis of assets and
        liabilities, and of net operating loss carryforwards.
  **Use
        Of Estimates**
 The
        preparation of financial statements in conformity with generally accepted
        accounting principles requires management to make estimates and assumptions
        that
        affect certain reported amounts and disclosures of contingent assets and
        liabilities at the date of the financial statements and the reported amounts
        of
        revenues and expenses during the reporting periods. Actual results could
        differ
        from those estimated.
 
 **Advertising
        Costs**
 The
        Company will expense advertising costs when an advertisement occurs. There
        has
        been no spending thus far on advertising.
 
 **Segment
        Reporting**
 Management
        will treat the operations of the Company as one segment.
  -
            7
            -
 *Financial
            Table of Contents*
 
 **AMANASU
        TECHNOLOGIES CORPORATION**
 **(A
        Development Stage Company)**
 **NOTES
        TO FINANCIAL STATEMENTS**
 **December
        31, 2004**
 
 
 
 **2.**
              **RELATED
                  PARTY TRANSACTIONS**
 
 During
        the year 2003, the majority shareholder made a $60,000 capital contribution
        by
        paying a Company obligation.
 
 The
        Company has a contractual arrangement for administrative services with the
        wife
        of the president of a corporation which owns a majority of the outstanding
        Company stock. Compensation for these services is $3,500 per month.
 
 **3.**
              **EXPENSES**
 
 Expenses
        consist primarily of consulting services ($54,400), professional fees ($16,183),
        rent ($16,006), and amortization of the sub-licensing agreement
        ($9,412).
 
 
 **4.**
              **INCOME
                  TAXES**
 
 The
        Company has experienced losses since its inception which have totaled $531,400.
        As a result, it has incurred no Federal income tax. The Internal Revenue
        Code
        allows net operating losses (NOL’s) to be carried forward and applied against
        future profits for a period of twenty years. The potential benefit of these
        NOL’s has been recognized on the books of the Company, but it has been offset
        by
        a valuation allowance. If not used, the NOL carryforward will expire in the
        years 2021, through 2004.
 
 Under
        Statement of Financial Accounting Standards No. 109, recognition of deferred
        tax
        assets is permitted unless it is more likely than not that the assets will
        not
        be realized. The Company has recorded noncurrent deferred tax assets as
        follows:
 
 Deferred
                  Tax Assets
              
              $
              180,676Valuation
                  Allowance
              
              
              180,676Balance
                  Recognized
              
              $
              -
  -
            8
            -
 *Financial
            Table of Contents*
 
 **AMANASU
        TECHNOLOGIES CORPORATION**
 **(A
        Development Stage Company)**
 **NOTES
        TO FINANCIAL STATEMENTS**
 **December
        31, 2004**
 
 
 
 **5.**
              **RENTALS
                  UNDER OPERATING LEASES**
 
 The
        Company has made its offices in quarters which are rented on a month to month
        basis. Rent expense totaled $16,006 during 2004 and $49,869 during
        2003.
 
 **6.**
              **SUPPLEMENTAL
                  DISCLOSURES OF CASH FLOWS
                  INFORMATION**
 
 There
        was
        no cash paid for interest or income taxes during either of the periods
        presented.
 
 There
        were no non-cash investing or financing activities during 2004. There also
        were
        no noncash investing activities during 2003. The following non-cash financing
        activity occurred during the year 2003. Seventy thousand shares were purchased
        by a shareholder for cash in 2002, but not issued until 2003.
 
 -
            9
            -
 *Financial
            Table of Contents*
 
 **SIGNATURES**
  In
        accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934,
        the
        registrant has duly caused this report to be signed on its behalf by the
        undersigned, thereunto duly authorized.
   Amanasu
        Technologies Corporation
  Hideyuki
        Shiraishi
 __________________
 Hideyuki
        Shiraishi  July
        25,
        2005
 President
 And
        Principal Accounting Officer
 
 In
        accordance with the Exchange Act, this report has been signed below by the
        following persons on behalf of the registrant and in the capacities and on
        the
        dates indicated.
  Atsushi
        Maki
 ___________________  July
        25,
        2005
 Atsushi
        Maki
 Director
 
 Hideyuki
        Shiraishi
 ___________________  July
        25,
        2005
 Hideyuki
        Shiraishi
 Director