SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                               AMENDMENT NO. 1 TO
                                   FORM 10-KSB

(Mark One)

|X|   ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934

                   For the Fiscal Year Ended December 31, 2004

|_|   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
      OF 1934

       For the transition period from _______________ to ________________

                             Commission File Number

                            LOGISTICAL SUPPORT, INC.
                            -------------------------
                 (Name of Small Business Issuer in its charter)

               Utah                                   41-2029935
  --------------------------------             -------------------------
     (State or other jurisdiction        (I.R.S. Employer Identification No.)
  of incorporation or organization)

                              19734 Dearborn Street
                          Chatsworth, California 91311
               (Address of principal executive offices)(Zip code)

Issuer's telephone number, including area code:  (818) 885-03033

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

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

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

                         Common Stock, $0.001 par value
                         ------------------------------
                                (Title of class)

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

      Check if disclosure of delinquent filers in response to Item 405 of
Regulation S-B is not contained in this form, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB. |_|

      The Issuer's revenues for the fiscal year ended December 31, 2004 were
$5,669,114.

      The number of shares of the registrant's common stock, $.001 par value per
share, outstanding as of April 1, 2005, was 72,245,000. The aggregate market
value of the voting and non-voting common equity held by non-affiliates of the
registrant on April 1, 2005, based on the last sales price on the OTC Bulletin
Board as of such date, was approximately $13,041,001.

                                EXPLANATORY NOTE

      This Amendment to 10-KSB is made on May 3, 2005 solely to correct the
letterhead of the auditors' reports and to make certain explanatory statements
in the footnotes to the beneficial ownership table under Item 11 of the Report.

                       DOCUMENTS INCORPORATED BY REFERENCE

         None

                                       1
<PAGE>

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth selected information regarding the beneficial
ownership of the company's common stock and preferred stock computed as of March
15, 2005, by: each of our "named executive officers"; each of our directors;
each person known to us to own beneficially more than 5% of any class of our
securities; and the group comprised of our current directors and executive
officers. The term "named executive officer" includes the Chief Executive
Officer. We believe that each individual or entity named has sole investment and
voting power with respect to shares of common stock indicated as beneficially
owned by them, subject to community property laws where applicable, and except
where otherwise noted. Unless otherwise indicated, the address of each
shareholder is 19734 Dearborn Street, Chatsworth, California 91311. Beneficial
ownership including the number and percentage of shares owned is determined in
accordance with Rule 13d-3 and 13d-5 under the Securities Exchange Act of 1934
(the "Exchange Act") and is generally determined by voting power and/or
investment power with respect to securities.

<TABLE>
<CAPTION>
                                                                 COMMON STOCK
                                                                   (VOTING)
                                                        ----------------------------------
 NAME AND ADDRESS OF BENEFICIAL OWNERS, DIRECTORS AND
        NAMED EXECUTIVE OFFICERS                               AMOUNT              %
------------------------------------------------------- --------------------- ------------
<S>                                                          <C>                <C>
Bruce Littell (1)
Chief Executive Officer, Co-Chairman and Director             9,633,637           11.76%

Harry Lebovitz(2)                                            27,711,003           38.35%
Co-Chairman of the Board


                                       36
<PAGE>

Lucy Aikman
                                                                      0               0%
Secretary

The Children's Trust, G. Scott Littell as Trustee (3)        18,077,365           25.02%
1452 2nd Street
Santa Monica, California 90401


Hill Industries, LLC (6)                                     18,849,007           26.09%

Joseph Lucan                                                  3,105,666            4.29%
Vice President of Operations


Dave Will                                                     3,105,666            4.29%
Vice President of Marketing

Hunter World Markets, Inc. (4)                               11,000,000            13.7%
9300 Wilshire Boulevard
Beverly Hills, California 90212

Absolute Return Europe Fund (7)                               6,000,000             8.3%
Camin de Sarria 63
E-07010 Establishments
Spain

European Catalyst Fund (8)                                    4,000,000            5.53%
P.O. Box 1234
Georgetown
Grand Cayman Islands

Directors and Executive Officers, as a group
(5 members)(5)                                               43,555,972           53.19%
</TABLE>


(1) Includes 9,633,937 shares of common stock underlying a common stock purchase
warrant exercisable at $0.20 per share held by Mr. Littell. Does not include (i)
12,422,663 shares of common stock held by The Children's Trust of 1988, G. Scott
Littell as trustee, the beneficiaries of which are Mr. Bruce Littell's children,
or (ii) 5,654,702 shares held by Hill Industries, LLC, as a result of The
Children's Trust of 1988's 30% ownership of the membership interests of Hill
Industries, LLC. Mr. Bruce Littell disavows any voting control over the shares
controlled by The Children's Trust of 1988 directly or through Hill Industries,
LLC.

(2) Includes 12,422,663 shares held directly by Mr. Lebovitz and 13,194,304
shares held by Hill Industries, LLC as a result of Mr. Lebovitz's 70% ownership
of the membership interests of Hill Industries, LLC. Also includes 2,094,334
shares held by Hill Industries, Inc., a company wholly-owned by Mr. Lebovitz.

(3) The beneficiaries of the Trust are Mr. Bruce Littell's children. Includes
12,422,663 shares held directly by the Trust and 5,654,702 shares held by Hill


                                       37
<PAGE>

Industries, LLC, as a result of the Trust's 30% ownership of the membership
interests of Hill Industries, LLC. Mr. Bruce Littell disavows any voting control
over the shares controlled by The Children's Trust of 1988.

(4) Includes 3,000,000 common shares and 8,000,000 shares of common stock
underlying a common stock purchase warrant exercisable at $0.25 per share.
Hunter World Markets, Inc. is controlled by Mr. Todd Ficeto. The Company is not
aware of any overlap in ownership or control between this and any other
shareholder. A 50% passive investor in Hunter World Markets, Inc. is also a
shareholder (66%) in the investment advisor for both Absolute Return Europe Fund
and European Catalyst Fund. Mr. Todd M. Ficeto is the only other shareholder of
Hunter World Markets, Inc., and he has no ownership interests in Absolute Return
Europe Fund or European Catalyst Fund or the investment advisor. In the
aggregate, the three entities own 13,000,000 shares of common stock of the
Company and warrants to purchase 8,000,000 shares of common stock at an exercise
price of $0.25 per share.

(5) Includes 9,633,637 common shares underlying a common stock purchase warrant
and beneficially owned by Mr. Littell and 27,711,003 shares beneficially owned
by Mr. Lebovitz. The explanatory information concerning their respective
beneficial ownership is set out under notes 1 and 2 above. Also includes
3,105,666 shares held by Mr. Lucan and 3,105,666 shares held by Mr. Will. Ms.
Aikman owns no shares or securities convertible into shares of the common stock
of the company. Mr. Luncan and Mr. Will are not executive officers or directors
of the company, but are part of the group of "named executive officers" and are
included in the calculation.

(6) Hill Industries, LLC is owned 70% by Mr. Lebovitz and 30% by The Children's
Trust of 1988, G. Scott Littell as trustee. Hill Industries, Inc., an entity
wholly owned by Mr. Lebovitz, owns a 30% interest in Hill Industries, LLC.

(7) Absolute Return Europe Fund is controlled by Mr. Florian Homm. The Company
is not aware of any overlap in ownership or control between this and any other
shareholder. A 50% passive investor in Hunter World Markets, Inc. is also a
shareholder (66%) in the investment advisor for both Absolute Return Europe Fund
and European Catalyst Fund. Mr. Todd M. Ficeto is the only other shareholder of
Hunter World Markets, Inc., and he has no ownership interests in Absolute Return
Europe Fund or European Catalyst Fund or the investment advisor. In the
aggregate, the three entities own 13,000,000 shares of common stock of the
Company and warrants to purchase 8,000,000 shares of common stock at an exercise
price of $0.25 per share.

(8) European Catalyst Fund is controlled by Mr. Darius Parsi. The Company is not
aware of any overlap in ownership or control between this and any other
shareholder. A 50% passive investor in Hunter World Markets, Inc. is also a
shareholder (66%) in the investment advisor for both Absolute Return Europe Fund
and European Catalyst Fund. Mr. Todd M. Ficeto is the only other shareholder of
Hunter World Markets, Inc., and he has no ownership interests in Absolute Return
Europe Fund or European Catalyst Fund or the investment advisor. In the
aggregate, the three entities own 13,000,000 shares of common stock of the
Company and warrants to purchase 8,000,000 shares of common stock at an exercise
price of $0.25 per share.


<PAGE>

                                   SIGNATURES

      In accordance with Section 13 or 15(d) of the Exchange Act, the Registrant
caused this Amendment No. 1 to report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                               LOGISTICAL SUPPORT, INC.


                               By:/s/ Bruce Littell
                                  -----------------------------------------
                                      Bruce Littell
                                      President, Chief Executive Officer,
                                      Chief Accounting Officer and Director
Dated:   May 5, 2005

         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.



<TABLE>
<CAPTION>
    Signature                                        Title                              Date
    ---------                                        -----                              ----
<S>                                 <C>                                             <C>


/s/ Bruce Littell                   President, Chief Executive Officer,             May 5, 2005
---------------------------         Chief Accounting Officer and Director
Bruce Littell



/s/ Harry Lebovitz                  Director                                        May 5, 2005
---------------------------
Harry Lebovitz



/s/ Lucy Aikman                     Secretary                                       May 5, 2005
---------------------------
Lucy Aikman
</TABLE>

                                       41
<PAGE>

                                AJ. ROBBINS, P.C.
                          CERTIFIED PUBLIC ACCOUNTANTS
                              216 SIXTEENTH STREET
                                    SUITE 600
                                DENVER, CO 80202

             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors
Logistical Support, Inc and Subsidiaries
Chatsworth, California

We have audited the accompanying consolidated balance sheet of Logistical
Support, Inc and subsidiaries as of December 31, 2004, and the related
consolidated statements of operations, stockholders' equity and cash flows for
the year then ended. These financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion on these
financial statements based on our audit.

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

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Logistical Support, Inc. and
subsidiaries as of December 31, 2004, and the results of their operations and
their cash flows for the year then ended, in conformity with accounting
principles generally accepted in the United States of America.





/s/ AJ Robbins PC
Certified Public Accountants

Denver, Colorado
February 11, 2005 except for note 12,
as to which the date is March 14, 2005



                                      F-1
<PAGE>


                           Stonefield Josephson, Inc.
                       1620 26th Street, Suite 400 South
                         Santa Monica, California 90404


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors
Logistical Support, Inc and Subsidiaries
Chatsworth, California

We have audited the accompanying consolidated statements of operations,
stockholders' equity and cash flows of Logistical Support, Inc. and subsidiaries
for the year ended December 31, 2003. These financial statements are the
responsibility of the Company's management. Our responsibility is to express an
opinion on these financial statements based on our audit.

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

In our opinion, the financial statements referred to above present fairly, in
all material respects, Logistical Support, Inc.'s and subsidiaries' consolidated
results of operations and cash flows for the year ended December 31, 2003, in
conformity with accounting principles generally accepted in the United States of
America.



/s/ Stonefield Josephson, Inc.
Certified Public Accountants

Santa Monica, California
August 9, 2004, except for
  Note 1 - Organization and Line of Business,
  as to which the date is August 27, 2004




                                      F-2