SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

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

               QUARTERLY REPORT PURSUANT TO SECTION 12 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

For quarter ended June 30, 2005                Commission File Number 333-19257


                                  KINETEK, INC.
               (Exact name of registrant as specified in charter)

               Delaware                                    36-4109641
    (State or other jurisdiction of                      (I.R.S. Employer
    incorporation or organization)                     Identification No.)


     ArborLake Centre, Suite 550                              60015
         1751 Lake Cook Road                                (Zip Code)
         Deerfield, Illinois
   (Address of Principal Executive Offices)


               Registrant's telephone number, including area code:
                                 (847) 945-5591


     Former name,  former  address and former fiscal year, if changed since last
report: Not applicable


     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding twelve (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 ninety (90) days.

                Yes      x                No
                         ---                       --

     Indicate by check mark whether the registrant is an  accelerated  filer (as
defined in Rule 12b-2 of the Exchange Act).

                Yes                       No       x
                         ---                       ---

     The number of shares outstanding of Registrant's  Common Stock as of August
15, 2005: 10,000.






                                       1
<PAGE>





                                  KINETEK, INC.


                                      INDEX

   Part I         FINANCIAL INFORMATION                                 PAGE NO.
   ------         ---------------------                                 --------

   Item 1.        Financial Statements (Unaudited)                          3

   Item 2.        Management's Discussion and Analysis of Financial        12
                  Condition and Results of Operations

   Item 3.        Quantitative and Qualitative Disclosures About           15
                  Market Risk

   Item 4.        Controls and Procedures                                  15

   Part II        OTHER INFORMATION
   ------         -----------------

   Item 1.        Legal Proceedings                                        16

   Item 2.        Changes in Securities and Use of Proceeds                16

   Item 3.        Defaults Upon Senior Securities                          16

   Item 4.        Submission of Matters to a Vote of Security              16
                  Holders

   Item 5.        Other Information                                        16

   Item 6.        Exhibits and Reports on Form 8-k                         16

                  Signatures                                               17








                                       2
<PAGE>




                         PART I. FINANCIAL INFORMATION


Item 1.  FINANCIAL STATEMENTS (Unaudited)
         -------------------------------

                                                                       PAGE NO.
                                                                       -------

Condensed Consolidated Balance Sheets at June 30, 2005                     4
and December 31, 2004

Condensed Consolidated Statements of Operations for the                    5
three and six months ended June 30, 2005 and 2004

Condensed Consolidated Statements of Cash Flows for the six                6
months ended June 30, 2005 and 2004
Notes to Condensed Consolidated Financial Statements                      7-10






































                                       3
<PAGE>




                                  KINETEK, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                        (ALL DOLLAR AMOUNTS IN THOUSANDS)
<TABLE>
<CAPTION>

                                                         June 30,                  December 31,
                                                           2005                       2004
                                                    ---------------------       ------------------
                                                        (Unaudited)

<S>                                                         <C>                         <C>

ASSETS
Current Assets:
  Cash and cash equivalents                                  $ 11,012                   $ 10,863
  Accounts receivable, net                                     66,429                     62,379
  Inventories                                                  54,839                     53,658
  Prepaid expenses and other current assets                     3,353                      4,373
  Taxes receivable                                              1,625                      3,631
  Assets from discontinued operation                            1,252                      2,024
                                                             --------                   --------
       Total Current Assets                                   138,510                    136,928


Property, plant, and equipment, net                            29,273                     29,753
Goodwill, net                                                 181,295                    181,141
Deferred financing costs, net                                   3,323                      4,646
Due from affiliated company                                     7,987                      7,743
Investment in affiliate                                        12,344                     12,344
Other non-current assets, net                                   1,037                        893
                                                             --------                   --------
       Total Assets                                          $373,769                   $373,448
                                                             ========                   ========

LIABILITIES AND SHAREHOLDERS' DEFICIT
Current Liabilities:
  Accounts payable                                            $35,011                   $ 33,262
  Accrued interest payable                                      4,153                      4,109
  Accrued expenses and other current liabilities               10,927                     12,269
  Current portion of long term debt                            24,615                     20,959
  Liabilities from discontinued operation                         213                        548
                                                             --------                   --------
       Total Current Liabilities                               74,919                     71,147

Long-term debt                                                294,968                    296,109
Deferred income taxes                                          27,736                     25,801
Other non-current liabilities                                   5,649                      5,627

Shareholders' Deficit:
  Common Stock                                                     10                         10
  Additional paid-in-capital                                   49,996                     49,996
  Accumulated deficit                                         (84,784)                   (80,238)
  Accumulated other comprehensive income                        5,275                      4,996
                                                             --------                   --------
      Total Shareholders' Deficit                            $(29,503)                  $(25,236)
                                                             --------                   --------
      Total Liabilities and Shareholders' Deficit            $373,769                   $373,448
                                                             ========                   ========

</TABLE>







See accompanying notes to condensed consolidated financial statements.


                                       4
<PAGE>



                                  KINETEK, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
                        (ALL DOLLAR AMOUNTS IN THOUSANDS)
<TABLE>
<CAPTION>

                                                              Three Months Ended              Six Months Ended
                                                                   June 30,                       June 30,
                                                           -------------------------       ---------------------
                                                               2005        2004              2005         2004
                                                               ----        ----              ----         ----

<S>                                                            <C>          <C>               <C>           <C>

Net Sales                                                 $  87,433    $  79,551         $ 167,710    $ 152,665
Cost of sales, excluding
depreciation                                                 60,575       53,132           117,259      102,764
Selling, general and
administrative expenses                                      13,571       13,989            27,918       28,420
Depreciation                                                  1,338        1,473             2,684        3,063
Amortization                                                     30           41                60           77
Management fees and other                                       874          823             1,667        1,581
                                                          ---------    ---------         ---------    ---------

Operating Income                                             11,045       10,093            18,122       16,760

Other (income)/ expense:
Interest expense                                              8,986        9,630            17,817       18,449
Interest income                                                 (16)         (43)              (65)         (73)
Miscellaneous, net                                              (40)        (852)              (29)        (513)
                                                          ----------   ----------        ----------   ---------

Income/(Loss) from continuing operations before
income taxes                                                  2,115        1,358               399       (1,103)

Income tax provision                                          2,187        2,646             3,914        4,418
                                                          ---------    ----------        ---------    ----------
Loss from continuing operations                                 (72)      (1,288)           (3,515)      (5,521)

Loss from discontinued operations, net
                                                               (391)        (237)           (1,031)        (208)

Net Loss                                                   $   (463)   $  (1,525)        $  (4,546)    $ (5,729)
                                                           =========   ==========        ==========   ==========


</TABLE>







     See accompanying notes to condensed consolidated financial statements.


                                       5
<PAGE>




                                  KINETEK, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
                        (ALL DOLLAR AMOUNTS IN THOUSANDS)


<TABLE>
<CAPTION>
                                                                                               Six Months Ended
                                                                                                      June 30,
                                                                                       ---------------------------------------

                                                                                             2005                  2004
                                                                                             ----                  ----
<S>                                                                                          <C>                     <C>

Cash flows from operating activities:
  Net loss                                                                             $     (4,546)            $ (5,729)
Adjustments to reconcile net loss to net
  cash provided by (used in) operating activities:
   Depreciation and amortization                                                              4,317                4,674
   Deferred income taxes                                                                      2,344                2,751

Changes in operating assets and liabilities:

   Current assets                                                                            (2,239)              (4,415)
   Current liabilities                                                                          966                4,551
   Net change in assets and liabilities from
     discontinued operation                                                                     437                  169
   Non-current assets and liabilities                                                          (188)                (535)
   Due from affiliated company                                                                 (653)              (2,607)
                                                                                        ------------            --------
   Net cash provided by (used in) operating activities                                          438               (1,141)

Cash flows from investing activities:
   Acquisition of business                                                                     (481)                  -
   Capital expenditures, net                                                                 (1,921)              (1,638)
                                                                                       -------------            ---------
   Net cash used in investing activities                                                     (2,402)              (1,638)

Cash flows from financing activities:
   Net borrowings under revolving credit facility and other long-term debt                    2,090               11,579
                                                                                       ------------             --------
   Net cash provided by financing activities                                                  2,090               11,579

Effect of exchange rate changes on cash
                                                                                                 23                1,052
                                                                                       ------------             --------

Net change in cash and cash equivalents                                                         149                9,852

Cash and cash equivalents at beginning of period                                             10,863                6,959
                                                                                        -----------             --------
Cash and cash equivalents at end of period                                                $  11,012             $ 16,811
                                                                                        ===========             ========

</TABLE>








     See accompanying notes to condensed consolidated financial statements.




                                       6
<PAGE>



                                  KINETEK, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)
                        (ALL DOLLAR AMOUNTS IN THOUSANDS)


1.      Organization

The unaudited condensed consolidated financial statements, which reflect all
adjustments that management believes necessary to present fairly the results of
interim operations and which are of a normal recurring nature, should be read in
conjunction with the Company's consolidated financial statements for the year
ended December 31, 2004, included in the Company's annual report on Form 10-K.
The Company conducts its operations exclusively through its subsidiaries.
Results of operations for the interim periods are not necessarily indicative of
annual results of operations.

2.      Summary of Significant Accounting Policies

The condensed consolidated financial statements include the accounts of Kinetek,
Inc. and its subsidiaries. Material intercompany transactions and balances are
eliminated in consolidation. Operations of certain subsidiaries outside the
United States are included for periods ending two months prior to the Company's
year-end and interim periods to ensure timely preparation of the condensed
consolidated financial statements. Certain amounts in the prior year financial
statements have been reclassified to conform to the 2005 presentation.

The Company has recorded an income tax provision primarily attributable to
foreign taxes, state taxes and the change in the Company's deferred tax
liability.  Due to the uncertainty of when the goodwill deferred tax liability
will reverse, the Company has not considered any future reversal of the
deferred tax liability related to goodwill to support the realization of
deferred tax assets. Additionally, the Company continues to maintain a full
valuation allowance against its deferred tax assets.

The Company and its domestic subsidiaries (Kinetek Group) join in the filing of
a U.S. federal consolidated income tax return with their ultimate parent
company, Jordan Industries, Inc. (Parent). During 2004, the Parent realized
cancellation of indebtedness income as a result of modifications to certain of
its outstanding debt. The Internal Revenue Code provides exceptions to the
recognition of certain types of cancellation of indebtedness income for U.S.
federal income tax purposes. These rules will require the Parent and possibly
certain subsidiaries, including members of the Kinetek Group, to reduce
specified tax attributes which may include the reduction of net operating loss
carryforwards and the tax basis of assets. However, the amount of reduction to
any specific attribute is dependent upon an election not required to be made
until the filing of the consolidated 2004 federal tax return. It is possible
that the effect of the attribute reduction could result in a decrease in the tax
basis of goodwill, which would result in an increase in the Company's deferred
tax liabilities and could result in a financial statement charge to income tax
expense in the period when the election is made.






                                       7
<PAGE>



3.      Inventories

Inventories are summarized as follows:

                                 June 30,               December 31,
                                    2005                    2004
                            --------------------    ---------------------

   Raw materials                   $32,076                  $30,509
   Work in process                  10,713                   11,507
   Finished goods                   12,050                   11,642
                                   -------                  -------
                                   $54,839                  $53,658
                                   =======                  =======


4.      Comprehensive Income

Total comprehensive income (loss) for the three and six months ended June 30,
2005 and 2004 are as follows:

<TABLE>
<CAPTION>

                                                  Three Months Ended                     Six Months Ended
                                                       June 30,                              June 30,
                                           ---------------------------------    ------------------------------------
                                               2005               2004               2005                2004
                                               ----               ----               ----                ----
<S>                                            <C>                <C>                <C>                 <C>

Net loss                                   $  (463)             $ (1,525)          $ (4,456)           $ (5,729)
Foreign currency
 Translation adjustments                      (975)               (1,328)               279               1,480
                                           --------            ----------          ---------           --------
Comprehensive loss                         $(1,438)             $ (2,853)          $ (4,267)           $ (4,249)
</TABLE>


5.      Additional Purchase Price Agreement

Kinetek has a contingent purchase price agreement relating to its acquisition of
Motion Control Engineering on December 18, 1997. The terms of this agreement
provide for additional consideration to be paid to the sellers. The agreement is
exercisable at the sellers' option during a five year period that began in 2003.
When exercised, the additional consideration will be based on Motion Control
Engineering's operating results over the two preceding fiscal years. Payments,
if any, under the contingent agreement will be placed in a trust and paid out in
cash over a three or four-year period, in annual installments according to a
schedule, which is included in the agreement. Additional consideration, if any,
will be recorded as an addition to goodwill.


                                       8
<PAGE>





6.            Business Segment Information

Summary financial information included in the financial statements of the
Company is as follows:

<TABLE>
<CAPTION>

                                                         Three Months Ended              Six Months Ended
                                                             June 30,                        June 30,
                                                     -------------------------      --------------------------

                                                          2005         2004              2005         2004
                                                          ----         ----              ----         ----
<S>                                                       <C>          <C>               <C>           <C>
Net sales
  Motors                                                $66,098     $ 58,703           $126,305    $112,751
  Controls                                               21,335       20,848             41,405      39,914
                                                      ---------     --------         ----------    --------
                                                         87,433       79,551            167,710     152,665
Operating income
  Motors                                                 11,092       10,556             19,672      19,017
  Controls                                                3,455        3,042              5,494       4,990
                                                      ---------     --------         ----------    --------
                                                         14,547       13,598             25,166      24,007

Management fees and unallocated
   corporate overhead                                     3,502        3,505             7,044        7,247
                                                      ---------     --------         ---------     --------
Total operating income                                   11,045       10,093            18,122       16,760

Interest expense                                          8,986        9,630            17,817       18,449
Interest income                                             (16)         (43)              (65)         (73)
Miscellaneous, net                                          (40)        (852)              (29)        (513)
                                                      ----------     --------        ----------    ---------

Income (Loss) from continuing operations before
income taxes                                          $   2,115      $ 1,358         $     399     $ (1,103)
                                                      ==========     =======         =========     =========




</TABLE>

                                       9


<PAGE>




7.      Discontinued Operation

During 2004, the Company undertook a plan to sell Electrical Design and Control
("ED&C"), a wholly-owned subsidiary.

Summarized selected financial information for the discontinued operation is as
follows:

<TABLE>
<CAPTION>


                                          Three months ended             Six months ended
                                                June 30,                      June 30,
                                         ---------------------           -------------------
                                           2005         2004             2005         2004
                                         ---------    ---------        --------      -------
<S>                                     <C>          <C>              <C>          <C>

Revenues                                 $  211       $ 2,340          $ 1,079      $  4,943
Loss from discontinued operations
                                           (391)         (237)          (1,031)         (208)
</TABLE>

The major classes of assets and liabilities of the discontinued operation is as
follows:

<TABLE>
<CAPTION>
                                                   June 30,             December 31,
                                                     2005                  2004
                                             -----------------    ---------------------

<S>                                                  <C>                    <C>
Current assets                                       $1,222                 $ 1,978
Property, plant and equipment                             -                      14
Other long term assets                                   30                      32
                                             -----------------    --------------------
Total assets                                          1,252                   2,024
Current liabilities                                     213                     548
                                             -----------------    --------------------
Net assets of discontinued operations
                                                 $    1,039                 $  1,476
                                             -----------------    --------------------
</TABLE>

On May 2, 2005, the Company sold certain inventory, equipment, intellectual
property assets and contracts of ED&C. The Company no longer has any ownership
interest in ED&C, however it will continue to collect on the outstanding
receivables which were not sold and pay the remaining accounts payable not
assumed.

8.      O Thompson Acquisition

On March 28, 2005, the Company paid in cash the remaining acquisition cost for
its September 30, 2004 acquisition of O. Thompson, a New York City-based
elevator control company. The total acquisition cost was originally $887 which
was subsequently adjusted to $853 during the first quarter of 2005. Of the total
acquisition price, $372 was paid during 2004, and the remaining $481 was paid
during the first quarter of 2005.

9.      Warranties

The Company provides warranties on certain products for varying lengths of time.
The Company estimates the costs at the time product revenue is recognized.
Changes to the Company's product warranty accrual during the six months ended
June 30, 2005 and 2004 are as follows:

                                                2005             2004
                                            --------------   --------------
       Balance, beginning of year              $ 1,934          $ 1,615
       Warranties issued                           180              334
       Change in estimate                         (425)                -
       Settlements                                (335)            (126)
                                            --------------   -------------
       Balance, end of year                       $ 1,354       $ 1,823
                                            --------------   -------------

                                       10
<PAGE>

10.     Adoption of Accounting Principles

In January 2003, the FASB issued Interpretation No. 46 (FIN 46), "Consolidation
of Variable Interest Entities - An Interpretation of Accounting Research
Bulletin (ARB) No. 51." This interpretation provides guidance on how to identify
variable interest entities and how to determine whether or not those entities
should be consolidated. The Company adopted the provisions of FIN 46 as of
January 1, 2005 and determined that there are no variable interest entities that
the Company would be required to consolidate.

























                                       11
<PAGE>


Item 2.       MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS

Overview

The following discussion and analysis of the Company's results of operations and
of its liquidity and capital resources should be read in conjunction with the
financial statements and the related notes thereto appearing elsewhere in this
Form 10-Q.

Forward-Looking Statements

This report on Form 10-Q contains forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. The statement regarding the Company in this document that
are not historical in nature, particularly those that utilize terminology such
as "may," "will," "should," "likely," expects," "anticipates," "estimates,"
"believes" or "plans," or comparable terminology, are forward-looking statements
based on current expectations about future events, which the Company has derived
from information currently available. These forward-looking statements involve
known and unknown risks and uncertainties that may cause the Company's results
to be materially different from results implied in such forward-looking
statements. Those risks include, among others, risks associated with the
industry in which the Company operates, the dependence on senior management,
maintaining sufficient working capital financing, competitive pressures, general
economic conditions and a softening of consumer acceptance of the Company's
products leading to a decrease in anticipated revenue and gross profit margins.

Consolidated Results of Operations

Consolidated net sales for the three month period ended June 30, 2005 were $87.4
million, an increase of $7.9 million (9.9%) from the second quarter of 2004.
Year to date sales for 2005 were $167.7 million, an increase of $15.0 million
(9.9%) from the same period in 2004. The sales increases for both periods were
led by favorable market conditions for most of the Company's principal product
lines and net increases in market share gains and losses. The combination of
favorable markets and net share gains accounted for approximately $5.2 million
of the second quarter revenue increase, and $9.2 million for the first six
months of 2005. Sales of elevator control products designed and produced under
the Company's recently acquired O. Thompson brand name (see Note 8 "O. Thompson
Acquisition" under "Notes to Consolidated Financial Statements") added $1.7
million in revenue for the quarter compared to the previous year, and $4.5
million for the year to date. The translation impact of the stronger Euro
relative to the dollar in 2005 accounted for $0.5 million increase in sales
during the second quarter and $1.0 million for the year to date. The impact of
increases and decreases in selling prices charged to customers during the period
resulted in a net increase in sales of approximately $0.5 million. For the year
to date, changes in selling prices account for approximately $0.3 million in
increased sales.

Sales of the Company's Motors segment were $66.1 million during the three months
ended June 30, 2005, an increase of $7.4 million (12.6%) from the previous year.
For the year to date, Motor sales were $126.3 million, an increase of $13.6
million (12.0%) from the 2004 year to date period. Sales of subfractional motor
products increased $0.3 million for the quarter, reflecting markets that were
stable to slightly favorable, price increases in selected product lines, and the
net impact of various share gains and losses in several product lines. The most
significant of these share changes was the loss of sales of value-added
subassembly products to several major appliance customers during 2004, which was



                                       12
<PAGE>

substantially replaced by sales of a new product to a certain major appliance
customer which began during the third quarter of 2004. For the year to date,
sales of subfractional products increased $1.1 million, reflecting the second
quarter items, plus the first quarter 2005 impact from sales to a certain
restaurant equipment customer of a new product introduced during the fourth
quarter of 2004. This project was substantially completed during the first
quarter of 2005, and the Company expects minimal sales of this product in the
future. Sales of fractional and integral motor products increased $7.1 million
for the second quarter and $12.4 million for the year to date compared with the
same periods in 2004. The increases in sales for both periods are mostly
attributable to share gains for DC motors used in golf car and material handling
applications, commercial floor care products, and elevator motors sold in China.
The translation impact of the stronger Euro relative to the dollar in 2005
accounted for $0.5 million increase in sales during the second quarter and $1.0
million for the year to date.

Sales of the Company's Controls segment were $21.3 million for the second
quarter of 2005, an increase of $0.5 million (2.3%) from the same period in
2004. For the year to date, Controls sales were $41.4 million, an increase of
$1.5 million (3.7%) from the previous year. The increases are due to sales of
elevator control products designed and produced under the Company's recently
acquired O. Thompson brand name (see Note 8 "O. Thompson Acquisition" under
"Notes to Consolidated Financial Statements"), which added $1.7 million in
revenue for the quarter compared to the previous year, and $4.5 million for the
year to date. The market for elevator control products has been soft during
2005, particularly during the second quarter which was affected by a strike by
elevator contractors in New York City.

Total Company gross margin was $26.9 million for the three months ended in June,
2005, an increase of $0.4 million (1.7%) from the second quarter of 2004. Gross
margin was $50.5 million for the first half of 2005, an increase of $0.6 million
(1.1%) from the year to date in 2004. The increases in gross margin result from
the sales increased described previously, offset somewhat by lower gross margins
as a percentage of sales. Gross margin declined to 30.7% of sales for the second
quarter of 2005, compared to 33.2% of sales for the corresponding period in
2004. For the year to date, gross margin as a percentage of sales declined to
30.1% from 32.7% for the 2004 year to date period. The decreases in gross margin
as a percentage of sales are attributable to a combination of factors, the most
significant of which are: 1) during the first half of 2005, the Company
continued to experience significant inflation on metal (primarily copper and
steel) components used in the assembly of motor products, as well as on freight
and plastic resins; 2) Competitive pressures have made it difficult to pass
along these higher costs to its customers in the form of higher prices in
several of the Company's principal markets. 3) Several sizable pieces of market
share gained in the golf car, material handling, and floor care segments carry
lower margins than the Company's historical levels. It has been the Company's
recent strategy to capture share gains at competitive prices and to expand
margins as it gains volume leverage and implements planned cost reductions.

Total operating income was $11.0 million for the second quarter of 2005, an
increase of $1.0 million (9.4%) from 2004. Year to date operating income was
$18.1 million, an increase of $1.4 million (8.1%) from the first six months of
2004. Operating income for the Motors segment was $11.1 million for the second
quarter of 2005, an increase of $0.5 million (5.1%) from the previous year, and
was $19.7 million for the six month period, an increase of $0.7 (3.4%) from



                                       13
<PAGE>

2004. The increases in operating income are attributable to the increases in
sales and gross margin described previously, plus reductions in the Company's
selling, general, and administrative expenses ("SG&A"). For the three months
ended in June, 2005, SG&A was $13.6 million, a decrease of $0.4 million (3.0%)
from the previous year. For the year to date, SG&A was $27.9 million, a decrease
of $0.5 million (1.8%) from 2004. The decrease is primarily due to reductions in
overhead costs which are allocated to the Company from its Parent.

The Company has recorded income tax expense of $3.9 million for the six months
ended June 30, 2005 primarily attributable to foreign taxes, state taxes and the
change in the Company's deferred tax liability. Due to the uncertainty of when
the goodwill deferred tax liability will reverse, the Company has not considered
any future reversal of the deferred tax liability related to goodwill to support
the realization of deferred tax assets. Additionally, the Company continues to
maintain a full valuation allowance against its deferred tax assets.

The Company and its domestic subsidiaries (Kinetek Group) join in the filing of
a U.S. federal consolidated income tax return with their ultimate parent
company, Jordan Industries, Inc. (Parent). During 2004 the Parent realized $88.4
million of cancellation of indebtedness income as a result of modifications to
certain of its outstanding debt. The Internal Revenue Code provides exceptions
to the recognition of certain types of cancellation of indebtedness income for
U.S. federal income tax purposes. These rules will require the Parent and
possibly certain subsidiaries, including members of the Kinetek Group, to reduce
specified tax attributes which may include the reduction of net operating loss
carryforwards and the tax basis of assets. However, the amount of reduction to
any specific attribute is dependent upon an election not required to be made
until the filing of the consolidated 2004 federal tax return. It is possible
that the effect of the attribute reduction could result in a decrease in the tax
basis of goodwill, which would result in an increase in the Company's deferred
tax liabilities and could result in a financial statement charge to income tax
expense in the period when the election is made.

Liquidity and Capital Resources

In general, the Company requires liquidity for working capital, capital
expenditures, interest, taxes, debt repayment and its acquisition strategy. Of
primary importance are the Company's working capital requirements, which
increase whenever the Company experiences strong incremental demand or
geographical expansion. The Company expects to satisfy its liquidity
requirements through a combination of funds generated from operating activities
and the funds available under its revolving credit facility.

Operating activities.  Net cash provided by operating activities for the six
months ended June 30, 2005 was $0.4 million, compared to $1.1 million cash used
for the six months ended June 30, 2004. The favorable performance year over
year in cash is attributable to the higher operating income discussed under
"Consolidated Results of Operations" and to improved working capital
management, particularly $2.2 million less cash used for increases in current
assets. In addition, cash used for increases in Due from affiliated company
was $2.0 million less compared with the corresponding period in the previous
year, when the Company experienced a $2.6 million increase in its Due from
affiliated company related to taxes under the tax sharing agreement with its
Parent (see Note 2. "Summary of Significant Accounting Policies" under Notes
to Condensed Financial Statements).  These favorable changes were slightly
offset by an increase in current liabilities which was $3.6 million lower
compared to the prior year.



                                       14
<PAGE>

Investing activities. In the six months ended June 30, 2005, the Company used
$2.4 million for investing activities, compared to $1.6 million used in the same
period of 2004. The increase in usage is primarily driven by the payment of the
remaining acquisition cost for O Thompson, a New York-based elevator control
company acquired during 2004, of $0.5 million as well as increased capital
expenditure spending at our Chinese subsidiary of $0.5 million, offset by less
spending at our remaining facilities.

Financing activities. The Company is party to a Credit Agreement under which the
Company is able to borrow up to approximately $35.0 million to fund acquisitions
and provide working capital, and for other general corporate purposes.
Borrowings are secured by the stock and substantially all of the assets of the
Company. As of June 30, 2005, the Company had approximately $8.8 million of
available funds under this Credit Agreement.

The Company is, and expects to be, in compliance with the provisions of its
Indentures.


Item 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company's debt obligations are primarily fixed-rate in nature and, as such,
are not sensitive to changes in interest rates. At June 30, 2005 the Company had
variable rate debt outstanding of $15.6 million. A one-percentage point increase
in interest rates would not have a material effect on the amount of annual
interest paid. The Company does not believe that its market risk from financial
instruments on June 30, 2005 would have a material effect on future operations
or cash flow.

The Company is exposed to market risk from changes in foreign currency exchange
rates, including fluctuations in the functional currency of foreign operations.
The functional currency of operations outside the United States is the
respective local currency. Foreign currency translation effects are included in
accumulated other comprehensive income in shareholder's equity.


Item 4.  CONTROLS AND PROCEDURES

Pursuant to Section 302 of the Sarbanes-Oxley Act and Rule 13a-15 of the
Securities Exchange Act of 1934 ("Exchange Act") promulgated thereunder, the
Company's chief executive officer and chief financial officer have evaluated the
effectiveness of the Company's disclosure controls and procedures as of the end
of the period covered by this report (the "Evaluation Date"). Based on such
evaluation, the Company's chief executive officer and chief financial officer
have concluded that the Company's disclosure controls and procedures were
effective as of the Evaluation Date to ensure that information required to be
disclosed in reports that the Company files or submits under the Exchange Act is
recorded, processed, summarized and reported within the time periods specified
in SEC rules and forms. There have been no changes in the Company's internal
controls over financial reporting during the period covered by this report that
were identified in connection with the evaluation referred to above that have
materially affected, or are reasonably likely to materially affect, the
Company's internal control over financial reporting.



                                       15
<PAGE>




PART II.    OTHER INFORMATION


Item 1.     LEGAL PROCEEDINGS None


Item 2.     CHANGES IN SECURITIES AND USE OF PROCEEDS
            None


Item 3.     DEFAULTS UPON SENIOR SECURITIES
            None


Item 4.     SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
            None


Item 5.     OTHER INFORMATION
            None


Item 6      EXHIBITS

            A list of exhibits filed with this report is contained on the
            Exhibit Index immediately preceding such exhibits and is
            incorporated herein by reference.







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<PAGE>




                                   SIGNATURES



Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                                        KINETEK, INC.



                                                  By: /s/ Daniel Drury
                                                      -------------------
                                                      Daniel Drury
                                                      Chief Financial Officer


         August 15, 2005








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<PAGE>




                                  EXHIBIT INDEX

     Exhibit
     Number                                Description

      31.1   Certificate of Chief Executive Officer pursuant to Rule 13a-14(a)
             or Rule 15d-14(a)
      31.2   Certificate of Chief Financial Officer pursuant to Rule 13a-14(a)
             or Rule 15d-14(a)






















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