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

                          _________________________

                                 FORM 10-KSB
                          _________________________


                    ANNUAL REPORT UNDER SECTION 13 OR 15(d)
                    OF THE SECURITIES EXCHANGE ACT OF 1934
                 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2004
                        COMMISSION FILE NO.: 0-28887



                            GREENWORKS CORPORATION
                ----------------------------------------------
                (Name of Small Business Issuer in its Charter)


          Delaware                                       22-3328734
  ------------------------------------------------------------------------
  (State of other jurisdiction of                      (IRS Employer
   incorporation or organization)                    Identification No.)


    111 Howard Boulevard, Suite 108, Mount Arlington, New Jersey    07856
    ---------------------------------------------------------------------
    (Address of principal executive offices)                    (Zip Code)


                                (973) 398-8183
              ---------------------------------------------------
              (Registrant's telephone number including area code)

Securities registered pursuant to Section 12(b) of the Act: None.

Securities registered pursuant to Section 12(g) of the Act: Common Stock,
$0.001 par value.

Check mark whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12
months (or for such shorter period that the registrant as required to file
such reports), and (2) has been subject to such filing requirements for the
past 90 days.   Yes [X]   No [ ]

Check if there is no disclosure of delinquent filers in response to Item 405
of Regulation S-B 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 issuer's revenues for its most recent fiscal year: $2,571,845.
Based on $.12, the closing price of the Registrant's common stock on March
18, 2005, the aggregate market value of the voting stock held by non-
affiliates of the Registrant as of March 18, 2005 was $135,470.

The number of outstanding shares of common stock as of March 18, 2005 was:
4,560,275

<PAGE>

                         Forward Looking Statements

In addition to historical information, this Annual Report contains forward-
looking statements, which are generally identifiable by use of the words
"believes," "expects," "intends," "anticipates," "plans to," "estimates,"
"projects," or similar expressions. These forward-looking statements are
subject to certain risks and uncertainties that could cause actual results to
differ materially from those reflected in these forward-looking statements.
Factors that might cause such a difference include, but are not limited to,
those discussed in the section numbered "Item 1" and  entitled "Description
of Business - Business Risk Factors." Readers are cautioned not to place
undue reliance on these forward-looking statements, which reflect
management's opinions only as of the date hereof. We undertake no obligation
to revise or publicly release the results of any revision to these forward-
looking statements. Readers should carefully review the risk factors
described in other documents the Company files from time to time with the
Securities and Exchange Commission (the "SEC").

                                   PART I

ITEM 1.  DESCRIPTION OF BUSINESS

GreenWorks Corporation ("we," "our," "us," GreenWorks," or the "Company") is
a holding company that was, until December 28, 2004, known as Telco-
Technology, Inc. We have one operating subsidiary: Enviro-Sciences (of
Delaware), Inc. ("Enviro-Sciences"), which subsidiary was formed in October
2004 upon the completion of our acquisition of substantially all of the
assets of Enviro-Sciences, Inc., a New Jersey corporation ("ESI-NJ"). Enviro-
Sciences is engaged in the business of providing consulting, technical and
engineering services to alleviate the environmental problems of its clients.
Enviro-Sciences' clients include Fortune 100 and other industrial companies,
commercial firms, engineering and construction contractors, law firms,
utilities, real estate developers and government entities.

Among the services currently provided by Enviro-Sciences are:

     *    Environmental Auditing.  Enviro-Sciences' audits typically involve
the identification of areas of potential environmental problems
that should be addressed in connection with regulatory compliance,
property transactions, or business divestitures or acquisitions.
Enviro-Sciences couples the results of its audits with
recommendations for a remedial program to resolve the outstanding
issues identified in the audit.

     *    Site Assessment Services. Enviro-Sciences provides assessment
services to delineate and model the location, extent and migration
of contaminated media.  These services are often provided
subsequent to the site audit.

     *    Environmental Compliance Services.  Among the environmental
compliance services provided by Enviro-Sciences are air quality
permitting, monitoring and modeling, preparation of compliance
plans, stormwater and wastewater permitting, and TSDF audits.

     *    Toxicology and Risk Assessment Services.  These services are often
provided to satisfy regulatory requirements for product advocacy
and defense. Enviro-Sciences also offers epidemiological research
to provide defensible solutions to chemical exposures or releases.

     *    Engineering Services. Enviro-Sciences' engineers have successfully
designed, permitted and implemented environmental remediation
systems using a wide array of technologies.

In addition to its present environmental engineering services business,
Enviro-Sciences has occasionally engaged in brownfields remediation
activities as a principal. Our ambition is to expand the brownfields
remediation portion of Enviro-Sciences' operations.  During 2004 and 2003 no
expenses were incurred on Research & development.

BUSINESS STRATEGY

We intend to build an integrated environmental engineering and brownfield
development company. We plan to do this in several ways: organically, through
the expansion of our core engineering services, acquisitively, through the
accretive consolidation of compatible engineering service companies, and
through the ongoing acquisition and development of distressed,
environmentally contaminated properties. Our ambition is to be viewed as a
provider of value-added, environmentally conscious and cost-effective
engineering services.

                                    -2-
<PAGE>

ITEM 1.  DESCRIPTION OF BUSINESS (continued)

In October 2004, we acquired GreenWorks Engineering Corporation ("GEC"), a
Delaware company, as a holding company for our sole operating subsidiary,
Enviro-Sciences, which simultaneously acquired substantially all of the
assets of ESI-NJ. The executive offices of GreenWorks are located at 111
Howard Boulevard, Suite 108, Mt. Arlington, NJ 07856. Our telephone number is
973-398-8183.

More information on GreenWorks and its business model is available online at
www.thegreenworks.com where we will also provide free access to our annual
reports on Form 10KSB, quarterly reports on Form 10QSB, current reports on
Form 8K and amendments to those reports filed pursuant to Section 13(a) or
15(d) of the Securities Exchange Act of 1934 as soon as reasonably
practicable after electronic filing with the SEC.

CONTRACT TYPES

Our work is performed under fixed-price contracts and under time-and-
materials contracts. In a strict fixed-price contract our price to the
customer is not subject to adjustment by reason of changes in costs or other
factors that alter our experience under the contract from that which is
anticipated when the contract is signed.  This type of contract entails the
most risk but also offers the greatest potential reward.  We try to negotiate
modifications to the strictness of the fixed-price.  We also try to retain
the option to re-negotiate the contract price in the event of changes in the
scope of the work we are retained for, new laws or regulations, or other
events not within our control which significantly change our obligations
under the contract.  On the other hand, a fixed-price contract permits us to
benefit from cost savings that we can achieve.  We will, therefore, at times
welcome a fixed-price contract if we are confident that we can perform
profitably.

When working under a time-and-materials contract, we are compensated for our
professional services, based on our billing rates.  We are also reimbursed
for any costs associated with third party subcontractors and materials.

MARKETING

Enviro-Sciences markets its services directly to prospective clients.  A
great portion of Enviro-Sciences' business is generated by referrals from
existing clients.

During 2004 Enviro-Sciences had two clients that generated more than 10% of
our annual revenue (15% and 13%).

On March 1, 2005 our backlog of contracts and orders, including contracts for
construction services that are accounted for as discontinued operations,
represented $ 2.51 million in future revenue. On March 1, 2004 the total
backlog was $3.27 million.

Recently GreenShift Corporation, which is owned by our Chairman, acquired a
controlling position in  GreenWorks  GreenShift is affiliated with other
companies that perform environmental services, although none of the
affiliates performs services that compete with Enviro-Sciences.  We
anticipate that this new relationship will be a useful source of referrals
for both GreenShift and Enviro-Sciences.

COMPETITION

Enviro-Sciences competes in an industry populated by a multitude of large and
small environmental companies.  Some of these companies have national
presences and reputations, often with substantial capital resources that they
can utilize to finance extended remediation projects.  Enviro-Sciences cannot
compete effectively for the large projects undertaken by companies such as
The Shaw Group or URS, Inc. On the other hand, there are ample smaller
remediation projects in which the advantaged competitor will be the company
that offers the most cost-efficient solution and the ability/willingness to
implement the solution in a timely fashion.

Enviro-Sciences seeks to compete in this market by offering complete turnkey
solutions to contamination problems, and implementing those solutions within
a fixed budget and on time. To date, Enviro-Sciences has had only a modest
involvement with government contracts.  Increasingly, however, states are
assuming from property-owners the direct responsibility for implementing
environmental remediation projects.  Many of those states have legislated
set-asides and other programs that benefit small businesses. Going forward,
Enviro-Sciences plans to focus a portion of its energies on developing
relationships with government contractors in situations where Enviro-Sciences
can take advantage of its small business status.

                                    -3-
<PAGE>

ITEM 1.  DESCRIPTION OF BUSINESS (continued)

INSURANCE

Our remediation services often entail a risk of liability, both liability for
injury to neighboring properties and their inhabitants, and liability for
inadequate remediation.  In addition, we face the risk of injury to our
employees who are involved in on-site remediation activities, as well as
damage to the equipment we utilize.  GreenWorks and related companies
including Enviro-Sciences, therefore, maintain the following indemnity
policies:
                                               Annual
Carrier                  Coverage              Policy Limits      Premium
--------------------------------------------------------------------------
American Home Assurance  Employers Liability     $1,000,000      $ 10,573
Federal Ins. Company     Commercial Property        197,400         7,450
Lexington Ins. Company   Commercial Liability      1MM/$2MM        63,047
Commerce & Industry Ins. Business Auto            1,000,000        16,323
Lexington Ins. Company   Commercial Umbrella      5,000,000        44,711
St. Paul Travelers       Directors & Officers     3,000,000        48,480
St. Paul Travelers       Employment Practices     2,000,000         7,070
St. Paul Travelers       Fiduciary Liability      1,000,000         1,666
St. Paul Travelers       Crime                      500,000         2,500

INTELLECTUAL PROPERTY

Enviro-Sciences holds an exclusive license to utilize a technology patented
(U.S. Patent No. 4,869,825) under the name of Werner Steiner, a prior
employee of the entity from which Enviro-Sciences acquired its business.  The
patent covers a Low Energy Extraction Process ("LEEP") for on-site
remediation of soil, sediment and sludge contaminated with organic
contaminants such as PCBs.  The process involves leaching a mixture of
solids, waters and contaminants to obtain, on the one hand, contaminated
solvent and water and, on the other hand, a mixture of decontaminated solids
and solvent.  The contaminant is then stripped from the contaminated leaching
solvent with a stripping solvent to produce a concentration of contaminants
that can be efficiently disposed of.

EMPLOYEES

GreenWorks has only two employees, its officers.  Enviro-Sciences currently
employs 21 employees, all of them on a full-time basis.  Five of the
employees are involved in administration. The remainder perform technical
functions in connection with Enviro-Sciences assessment and remediation
projects. None of our employees is represented by a union.  We believe that
our relationships with our employees are good.

BUSINESS RISK FACTORS

There are many important factors that have affected, and in the future could
affect, GreenWorks' business, including, but not limited to the factors
discussed below, which should be reviewed carefully together with other
information contained in this report.  Some of the factors are beyond our
control and future trends are difficult to predict.

ESI-NJ INCURRED SUBSTANTIAL LOSSES DURING THE PAST THREE YEARS.  ENVIRO-
SCIENCES MAY LIKEWISE DO SO.

During the three years ended December 31, 2004 ESI-NJ, lost over $6.6
million, including over $5.4 million from operations that remain part of our
business today.   In October 2004 new owners and new management acquired
control of the business.  If they are unable to implement sufficient changes
to make Enviro-Sciences profitable, Enviro-Sciences business will fail.

WE MAY BE UNABLE TO SATISFY OUR CURRENT DEBTS.

Our debts are far in excess of the book value of our assets.  At December 31,
2004 our current liabilities totaled $4,705,501, our liquid assets were
negligible, and our current assets totaled $1,192,538.  We are engaged in
efforts to negotiate compromises and extensions with major creditors,
including agreements to issue equity in satisfaction of debts.  If those
negotiations are unsuccessful, however, our business may fail.

                                    -4-
<PAGE>

ITEM 1.  DESCRIPTION OF BUSINESS (continued)

WE LACK CAPITAL TO FUND OUR OPERATIONS.

During 2004 our operations used $165,051 in cash.  In addition, during 2004
we were required to make payments on some of our outstanding debts.  Until we
received $425,000 in funding from Cornell Capital Partners in October 2004,
loans from the shareholders of Enviro-Sciences funded both the cash shortfall
from operations and our debt service.  We do not expect those individuals to
continue to fund our operations or our debt service.  Our line of credit
agreement with Cornell Capital Partners is the only source of capital that we
have at this time.  Our ability to use that credit will depend on the
liquidity of the market for our common stock.  If Cornell Capital Partners is
unable to resell the common shares we put to them under the credit agreement,
they will be unwilling to honor the Standby Equity Distribution Agreement.
In that event we will have no source of capital for our business.

WE DO NOT SATISFY THE FINANCIAL COVENANTS IN OUR BANK CREDIT LINE.

We have a bank line of credit.  On December 31, 2004 we owed $1,196,972 to
the bank.  The line of credit agreement provides that we must maintain eight
financial conditions - such as minimum income, minimum working capital, and
minimum net worth - in order to be eligible for the credit.  At present we do
not satisfy any of the conditions.  If the bank undertook to cancel the
credit and collect the debt, it could force our company to file for
bankruptcy protection.

WE MUST COMPETE WITH WELL-KNOWN AND WELL-CAPITALIZED COMPANIES TO OBTAIN NEW
CONTRACTS.

The success of our business depends on our ability to continually obtain new
consulting and remediation contracts.  There are many qualified companies
that are competing with us for those contracts.  Some of our competitors are
well-known, with a national presence.  Some are well-capitalized, and so are
able to offer potential customers favorable payment terms.  If we are not
able to compete effectively with these companies, our business will fail.

OUR ENVIRONMENTAL CONSULTING AND REMEDIATION SERVICES EXPOSE US TO RISK OF
LIABILITY FOR ANY CONTAMINATION THAT RESULTS FROM A PROJECT ON WHICH WE WORK.

Whenever we are involved in an environmental remediation project, we assume a
risk of liability to third parties who may suffer personal or property injury
if toxic substances are released as a result of the project or some other
accident occurs during the project.  In addition, we face potential liability
whenever we perform assessment or remediation services, if our customer or a
third party alleges it was injured because we failed to adequately assess or
adequately remove contamination from a property.  Claims of this sort, if
they exceeded our insurance coverage, could result in material damage to our
business or possibly failure.

OUR USE OF PERCENTAGE OF COMPLETION ACCOUNTING COULD RESULT IN A REDUCTION OR
ELIMINATION OF PREVIOUSLY REPORTED PROFITS.

A substantial portion of our revenues are recognized using the percentage-of-
completion method of accounting.  This method of accounting results in us
recognizing contract revenue and earnings over the term of a contract in the
same periodic proportions as we incur costs relating to the contract.
Earnings are recognized periodically, based upon our estimate of contract
revenues and costs, except that a loss on a contract is recognized in full as
soon as we determine that it will occur.  Since the future reality may differ
from our estimates, there is with each contract a risk that actual earnings
may be less than our estimate.  In that event, we are required to record an
elimination of previously recognized earnings.

WE WILL BE UNABLE TO SERVICE OUR CUSTOMERS UNLESS WE CAN CONTINUE TO RETAIN
TOP QUALITY SUBCONTRACTORS AND EQUIPMENT MANUFACTURERS AT FAVORABLE PRICES.

We rely on third party subcontractors and equipment manufacturers to complete
our projects.  The quality and timeliness of the services and equipment they
provide determines, in part, the quality of our work product and our
resulting reputation in the industry.  In addition, if the amount we are
required to pay for their services and equipment exceeds the amount we have
calculated in bidding for a fixed-price contract, we will lose money on the
contract.  If we are unable to maintain relationships with subcontractors and
manufacturers who will fill our requirements at a favorable price, our
business will suffer.

                                    -5-
<PAGE>

ITEM 1. 	DESCRIPTION OF BUSINESS (continued)

OUR FAILURE TO ATTRACT QUALIFIED ENGINEERS AND MANAGEMENT PERSONNEL COULD
HINDER OUR SUCCESS.

Our ability to attract and retain qualified engineers and other professional
personnel when we need them will be a major factor in determining our future
success.  There is a very competitive market for individuals with advanced
engineering training, and we are not assured of being able to retain the
personnel we will need.

OUR BUSINESS DEVELOPMENT COULD BE HINDERED IF WE LOST THE SERVICES OF OUR
CHIEF EXECUTIVE OFFICER OR OUR CHIEF TECHNOLOGY OFFICER.

James L. Grainer and Kevin Kreisler are the only directors and only executive
officers of GreenWorks.  Together, they are responsible for strategizing not
only our business plan but also the means of financing it.  If either Mr.
Grainer or Mr. Kreisler were to leave GreenWorks or become unable to fulfill
his responsibilities, our business would be imperiled.  At the very least,
there would be a delay in the development of GreenWorks until a suitable
replacement for the officer could be retained.

GREENWORKS IS NOT LIKELY TO HOLD ANNUAL SHAREHOLDER MEETINGS IN THE NEXT FEW
YEARS.

Delaware corporation law provides that members of the board of directors
retain authority to act until they are removed or replaced at a meeting of
the shareholders.  A shareholder may petition the Delaware Court of Chancery
to direct that a shareholders meeting be held.  But absent such a legal
action, the board has no obligation to call a shareholders meeting.  Unless a
shareholders meeting is held, the existing directors elect directors to fill
any vacancy that occurs on the board of directors.  The shareholders,
therefore, have no control over the constitution of the board of directors,
unless a shareholders meeting is held. Since it became a public company,
GreenWorks has never held an annual meeting of shareholders.  Management does
not expect to hold annual meetings of shareholders in the next few years, due
to the expense involved.  Of the two current Board members, Kevin Kreisler
was appointed by James L. Grainer, and Mr. Grainer was appointed to that
position by the previous two directors.  If other directors are added to the
Board in the future, it is likely that Messrs. Grainer and Kreisler will
appoint them.  As a result, the shareholders of GreenWorks will have no
effective means of exercising control over the operations of GreenWorks.

WE HAVE COMMITMENTS TO PAY $1,570,000 TO CONSULTANTS OR ISSUE STOCK WITH THAT
MARKET VALUE DURING THE NEXT TWELVE MONTHS.

GreenWorks is currently party to ten contracts with consultants that, in
aggregate, require us to pay a total of $1,570,000 during the next twelve
months or issue common stock with that market value in lieu of cash (at the
Company's option).  Unless we increase our cash resources, it is likely that
we will satisfy most or all of those obligations by issuing stock.  At the
market price of $.12 on March 18, 2005, satisfaction of those contracts in
stock would necessitate that we issue over 13,000,000 shares.  The issuance
of these shares would dilute the interest of current shareholders, and could
lead to a reduction in the market price for our common stock.

THE ISSUANCE OF SHARES UNDER OUR AGREEMENTS WITH CORNELL CAPITAL PARTNERS
COULD INCREASE OUR OUTSTANDING SHARES BY OVER 1200%.

GreenWorks is party to a Standby Equity Distribution Agreement pursuant to
which GreenWorks may sell stock to Cornell Capital Partners.  The Agreement
permits GreenWorks to require Cornell Capital Partners to purchase GreenWorks
common stock for up to $5,000,000 during the next two years.  Based on the
market price of $.12 on March 18, 2005, GreenWorks could issue up to
44,000,000 shares to Cornell Capital Partners during the next 24 months if it
demanded the full $5,000,000 available to it under the Standby Equity
Distribution Agreement.  In addition, Cornell Capital Partners owns a
convertible debenture that it may convert into GreenWorks common stock.  At
the market price on March 18, 2005, the debenture could be converted into
5,208,000 shares. Finally, Cornell Capital Partners holds a $250,000
Promissory Note issued by GreenWorks that GreenWorks is likely to satisfy by
issuing common stock.  At the March 18, 2005 market price, 2,083,000 shares
would be needed to satisfy the note.  The issuance of shares in those
quantities would reduce the interest of current shareholders in GreenWorks by
over 90%.

                                    -6-
<PAGE>

ITEM 1.  DESCRIPTION OF BUSINESS (continued)

THE RESALE OF SHARES ACQUIRED BY CORNELL CAPITAL PARTNERS FROM GREENWORKS MAY
REDUCE THE MARKET PRICE OF GREENWORKS' SHARES.

GreenWorks and Cornell Capital Partners are parties to a Standby Equity
Distribution Agreement, a convertible debenture and a promissory note.  The
Standby Equity Distribution Agreement provides that GreenWorks may sell
shares to Cornell Capital Partners for up to $5,000,000.  The 5% Secured
Convertible Debenture permit Cornell Capital Partners to purchase GreenWorks
shares for up to $500,000 at an 80% discount to market. The Promissory Note
may be satisfied by GreenWorks issuing common stock at its market price.  We
expect that Cornell Capital Partners will promptly resell into the public
market any shares it acquires under any of these arrangements.  The likely
result of Cornell Capital Partners selling such large quantities of stock to
the public would be a steep reduction in the market price of GreenWorks
common stock.  Since both the pricing under the Standby Equity Distribution
Agreement, the conversion feature of the convertible debenture and the
payment terms of the Promissory Note are determined by the market price, a
reduction in the market price could result in even larger numbers of shares
being issued, if GreenWorks were to take advantage of the full line of
credit.

THE VOLATILITY OF THE MARKET FOR GREENWORKS COMMON STOCK MAY PREVENT A
SHAREHOLDER FROM OBTAINING A FAIR PRICE FOR HIS SHARES.

The common stock of GreenWorks is quoted on the OTC Bulletin Board.  Trading
volume is usually relatively small, and prices vary dramatically from time to
time.  It is impossible to say that the market price on any given day
reflects the fair value of GreenWorks, since the price sometimes moves up or
down by 50% in a week's time.  A shareholder in GreenWorks who wants to sell
his shares, therefore, runs the risk that at the time he wants to sell, the
market price may be much less than the price he would consider to be fair.

GREENWORKS WILL BE QUOTED ON THE OTC BULLETIN BOARD FOR THE IMMEDIATE FUTURE.

GreenWorks does not meet the eligibility requirements for listing on the
NASDAQ Stock Market.  Until we meet those standards and are accepted into the
NASDAQ Stock Market, or unless we are successful in securing a listing on the
American Stock Exchange or some other exchange, GreenWorks common stock will
be quoted only on the OTC Bulletin Board.  Such a listing is considered less
prestigious than a NASDAQ Stock Market or an exchange listing, and many
brokerage firms will not recommend Bulletin Board stocks to their clients.
This situation may limit the liquidity of your shares.

ONLY A SMALL PORTION OF THE INVESTMENT COMMUNITY WILL PURCHASE "PENNY STOCKS"
SUCH AS GREENWORKS COMMON STOCK.

GreenWorks' common stock is defined by the SEC as a "penny stock" because it
trades at a price less than $5.00 per share.  Many brokerage firms will
discourage their customers from purchasing penny stocks, and even more
brokerage firms will not recommend a penny stock to their customers.  Most
institutional investors will not invest in penny stocks.  In addition, many
individual investors will not consider a purchase of a penny stock due, among
other things, to the negative reputation that attends the penny stock market.
As a result of this widespread disdain for penny stocks, there will be a
limited market for GreenWorks' common stock as long as it remains a "penny
stock."  This situation may limit the liquidity of your shares.

ITEM 2.  DESCRIPTION OF PROPERTIES

Enviro-Sciences leases office space at 111 Howard Boulevard in Mt Arlington,
New Jersey.  The lease expires on December 31, 2007.  Our rental expense for
2005 will be $82,896 plus common area charges, utilities, and our portion of
increases in real estate taxes and building operating costs.  We believe the
offices will be sufficient for our needs for the foreseeable future.

                                    -7-
<PAGE>

ITEM 3.  LEGAL PROCEEDINGS

In the agreement under which our subsidiary, Enviro-Sciences, acquired the
assets of  ESI-NJ, we acquired the rights of ESI-NJ in the legal proceedings
identified below.  We did not assume the liability of ESI-NJ in these
matters.   However, it is possible that we may be held to be responsible as
successors for any liability incurred by ESI-NJ in these proceedings.

AMB Institutional Advisors, Inc. v. ESI-NJ  This action was commenced in 1998
in the United States District Court for the District of New Jersey.  The
plaintiff, a former customer, claims that ESI-NJ was negligent in its failure
to recognize asbestos contamination in its Phase I Environmental report.  The
plaintiff is seeking damages of $650,000.  ESI-NJ's insurance carrier is
vigorously defending the matter and the amount appears to be within policy
limits.

Daniel Bernstein et al v. ESI-NJ This action was commenced in 2004 in the
Superior Court of New Jersey for Middlesex County.  The plaintiff and his
wife are seeking unspecified damages arising from injuries suffered at an
ESI-NJ, job site.  The suit claims the injuries were the result of Enviro-
Sciences, Inc staff negligence.  ESI-NJ's insurance carrier is vigorously
defending the matter and the amount appears to be within policy limits.

ESI-NJ v. Ray Petroleum.  This action was commenced in 2001 in the Superior
Court of New Jersey for Morris County. ESI-NJ is seeking to recover $225,000
for services performed. In May 2003, Ray Petroleum filed a counterclaim for
damages. ESI-NJ requested summary judgment for dismissal of the suit. The
court entered an order on July 31, 2003 granting Partial Summary judgment in
favor of ESI-NJ, with prejudice.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

On November 19, 2004 the holders of shares having 87.8% of the voting power
of GreenWorks' shareholders consented in lieu of holding a shareholders
meeting to the filing of an amendment to our Certificate of Incorporation
that changed our corporate name to "GreenWorks Corporation" and effected a 1-
for-50 reverse split of our common stock. No matter was submitted to a vote
of security holders during the fourth quarter of the fiscal year covered by
this report.

                                    -8-
<PAGE>

                                 PART II

ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED SHAREHOLDER
         MATTERS

GreenWorks' Common Stock is listed for quotation  on the OTC Bulletin Board
under the symbol "GWRK." The following table sets forth, for the periods
indicated, the high and low bid prices for the Company's Common Stock. The
reported bid quotations reflect inter-dealer prices without retail markup,
markdown or commissions, and may not necessarily represent actual
transactions.   All quotations have been adjusted as if the 1-for-50 reverse
stock split implemented in December 2004 had occurred prior to January 1,
2003.

Period                        High              Low
-----------------------------------------------------------
2004 Fourth Quarter           2.00              0.50
2004 Third Quarter            3.00              1.00
2004 Second Quarter           5.00              1.00
2004 First Quarter           12.00              3.00

2003 Fourth Quarter          10.00              2.50
2003 Third Quarter            8.50              1.00
2003 Second Quarter           3.00              0.50
2003 First Quarter            2.50              0.50


Title of Class                    Approximate Number of Holders of Record
Common Stock, 0.001 par value                         237

The number of holders does not give effect to beneficial ownership of shares
held in the street name of stock brokerage houses or clearing agents and does
not necessarily reflect the actual ownership of the shares.  Based on
information from nominee holders, we believe that the number of owners of our
common stock exceeds 400.

DIVIDENDS

GreenWorks has paid no dividends in the past two years.  We have no present
intention of paying dividends in the foreseeable future. Our policy for the
time being is to retain earnings and utilize the funds for operations and
growth. Future dividend policies will be determined by the Board of Directors
based on our earnings, financial condition, capital requirements and other
existing conditions.

SALE OF UNREGISTERED SECURITIES

In October 2004 GreenWorks issued 500,000 shares of Series A Preferred Stock
to each of Acutus Capital, L.L.C. and GreenSpace Capital, LLC.  The shares
were issued in consideration of the transfer by Acutus and GreenSpace of the
outstanding capital stock of GreenWorks Engineering Corporation.   The sale
was exempt pursuant to Section 4(2) of the Act since the sale was not made in
a public offering and was made to entities whose executives had access to
detailed information about GreenWorks and which were acquiring the shares for
their own accounts.  There were no underwriters.

REPURCHASE OF EQUITY SECURITIES

GreenWorks did not repurchase any of its equity securities that were
registered under Section 12 of the Securities Act during the 4th quarter of
2004.

                                    -9-
<PAGE>

ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

A substantial portion of our revenue is derived from engineering and
consulting contracts that are made on a fixed-price basis.  We recognize
revenue from these contracts on the percentage-of-completion method,
primarily based on costs incurred to date compared with total estimated
contract costs.

Provisions for estimated losses on uncompleted contracts are made in the
period in which the losses are identified. The cumulative effect of changes
to estimated contract profit and loss, including those arising from contract
penalty provisions such as liquidated damages, final contract settlements,
warranty claims and reviews of our costs performed by customers, are
recognized in the period in which the revisions are identified. To the extent
that these adjustments result in a reduction or elimination of previously
reported profits, we would report such a change by recognizing a charge
against current earnings, which might be significant depending on the size of
the project or the adjustment. The costs attributable to change orders and
claims being negotiated or disputed with customers, vendors or subcontractors
or subject to litigation are included in our estimates of revenue when it is
probable they will result in additional contract revenue and the amount can
be reasonably estimated. Profit from such change orders and claims is
recorded in the period such amounts are settled or approved.

The accuracy of the gross margins we report for fixed-price contracts is
dependent upon the judgments we make with respect to our contract
performance, our cost estimates, and our ability to recover additional
contract costs through change orders, claims or back-charges to the customer,
subcontractors and vendors. Some of these contracts also have
incentive/penalty provisions. Increases in cost estimates, unless recoverable
from claims, will result in a reduction in margin equivalent to the cost
increase.

It is possible there will be future and currently unforeseeable significant
adjustments to our estimated contract revenues, costs and gross margins for
contracts currently in process. These adjustments are common in the
environmental remediation industry and inherent in the nature of our
contracts. These adjustments could, depending on the magnitude of the
adjustments and/or the number of contracts being completed, materially,
positively or negatively, affect our operating results in an annual or
quarterly reporting period.

RESULTS OF OPERATIONS

Revenues

Total revenues were $2,571,845 for the year ended December 31, 2004,
representing a decrease of $(1,702,635), or 40%, from 2003 revenues of
$4,274,480. The decrease in revenues was a result of our restructuring of the
operations of Enviro-Sciences to reduce unprofitable aspects of our
operations.

Cost of Revenues

Cost of revenues for the year ended December 31, 2004 was $1,474,871or 57% of
revenue, as compared to $2,160,082 or 51% of revenue in 2003. The change in %
cost of revenues is primarily attributable to reductions in revenues
resulting from the establishment or, increase of reserves without
corresponding reductions in direct costs. We expect cost of revenues to
decrease significantly in the future as we are trending more towards pure
consulting contracts where we rely less on subcontractors and suppliers whose
costs we pass through with only modest markups where allowed.

Selling, General and Administrative Expenses

Selling, general and administrative expenses for the year ended December 31,
2004 were $2,169,632, or 84% of revenue, as compared to $ 3,180,384, or 74%
of revenue in 2003. The increase in the ratio of SGA to revenue from 2003 to
2004 was largely the result of expenses we incurred in connection with
GreenWorks' acquisition, through its wholly owned subsidiary Enviro-Sciences,
of ESI-NJ's  assets as well as expenses incurred in connection with the
integration of that business with our executive operations.  We expect that
SG&A costs will decline, as a percentage of revenue, in future periods.

                                    -10-
<PAGE>

ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Depreciation and Amortization

Depreciation and amortization expenses for the year ended December 31, 2004
were $139,642, or 5% of revenue, as compared to $126,293, or 3% of revenue in
2003. The net increase in these expenses was due to the addition of $22,917
in finance fee amortization and a decrease of ($10,568) in depreciation
expense as a result of the net reduction in depreciable assets during 2004.

Interest Expense

Interest expenses for continuing operations for the year ended December 31,
2004 were $136,694 or 5% of revenue, as compared to $129,289, or 3% of
revenue in 2003. We expect that our overall interest expenses will decrease,
as a percentage of revenue, in 2005 due to the reduction or elimination of
short term interest bearing debt during 2004 and 2005. Further, we do not
anticipate a pro-rata increase in new interest bearing debt to support our
anticipated increase in revenue.

Discontinued Operations

Although we discontinued the operations of our construction division in 2003,
we continue to hold $253,224 in assets and $652,351 in liabilities
attributable to that division.  Revenue from discontinued operations were
$458,285 in 2004 and expenses incurred in discontinued operations were
$931,359 in 2004, resulting in a loss from discontinued operations of
$473,074.

Net Loss from Continuing Operations

Our net loss for the year ended December 31, 2004, was $(1,204,507), or 47%
of revenue, as compared to $(1,169,618), or 27% of revenue in 2003. The
increase in the ratio of net loss to revenue incurred in 2004 was due to the
expenses and other factors described above. We believe that our
implementation of strong cost management practices, our increased focus on
business development, and the improved profit margins associated with the
growing consulting portion of our business will result in the elimination of
the operating loss suffered in 2004 and the improvement of cash flow in 2005

LIQUIDITY AND CAPITAL RESOURCES

ESI-NJ, from which we acquired our current business, carried on that business
from its offices in New Jersey from 1975 through 2004.  In the early years of
the current decade, however, ESI-NJ utilized its bank line of credit to fund
the expansion of its operations into a multi-office, decentralized mode,
including a construction division.  That proved to be a serious mistake, as
the decentralized operations proved to be inefficient.  In addition, a
dispute arose between ESI-NJ and the customer that had been providing over
40% of its annual revenue, which resulted in termination of the relationship
and almost $4 million in write-offs in 2002 and 2003.  For these reasons,
ESI-NJ incurred a net loss of over $3.6 Million in 2002 and a net loss of
over 1.1 Million in 2003.

In 2003, therefore, ESI-NJ began the process of returning to a centralized
location focused on its core business activities.  Since the losses incurred
in 2002 caused ESI-NJ to be in default of the financial covenants in its bank
lending agreement, the bank provided no more credit.  From 2003 until the
acquisition of the assets of Enviro-Sciences Inc. by Greenworks, through its
wholly owned subsidiary Enviro-Sciences,  the operations of ESI-NJ were
funded primarily by loans from the previous owners of ESI-NJ.   The result
was that at the end of September 2004, ESI-NJ owed the bank $1,346,972, owed
its shareholders $1,628,217, and owed $277,663 to two non-affiliated lenders.
Further, ESI-NJ was seriously late in paying many of its bills, including
$391,502 in unpaid payroll taxes.  On September 30, 2004, ESI-NJ's total
liabilities were $5,869,408 while total assets were only $1,705,376

In October 2004 the business of ESI-NJ was acquired by GreenWorks through its
wholly owned subsidiary, Enviro-Sciences  and new management assumed
responsibility for operations.   In the 4th quarter of 2004 a number of events
occurred to improve the financial condition of the Company, resulting mostly
from the acquisition.  First, the principal non-affiliated lenders agreed to
a payment plan for their $268,738 debt.  Then, the individuals who sold the
assets of ESI-NJ to GreenWorks (through GreenWorks Engineering Corp.), agreed
to convert their $1,628,217 debt into GreenWorks common stock.  Then
GreenWorks sold to Cornell Capital Partners, LP a $500,000 convertible
secured debenture, netting $425,000 in proceeds.  It used $200,000 of the
proceeds to pay the cash portion of the purchase price of GreenWorks
Engineering, and added the remainder to working capital.  Finally, GreenWorks
entered into a Standby Equity Distribution Agreement with Cornell Capital
Partners.  Although the Standby Equity Distribution Agreement increased our
debt by the $250,000 promissory note that we gave to Cornell Capital Partners
to secure its commitment to the Agreement, we believe that this relationship
with Cornell Capital Partners, if properly utilized, can help alleviate our
debt problems.

                                    -11-
<PAGE>

ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

If we utilize the full line of credit provided by Cornell Capital Partners,
resales of shares by Cornell Capital Partners is likely to destroy the market
for our common stock.  If, however, we use it discretely, it should provide
us the added capital we will need from time to time to service our debt while
we rebuild Enviro-Sciences.

Recently we have formed associations with a number of consultants whose
services will be crucial to our efforts to stabilize and expand the business
of Enviro-Sciences.  Some of the consultants are assisting us in finding
business opportunities, others are providing technical assistance, still
others are advising us regarding the growth and development of GreenWorks.
We have made commitments to ten of these consultants that will require us to
pay them a total of $1,570,000 in cash or stock  (at the Companies option)
during the next twelve months.  Our hope is that our stock price will
increase, and that we will be able to satisfy these obligations in stock
without serious dilution to our existing shareholders.  If the stock price
does not increase from its current level, we will have to either obtain the
cash needed to settle the obligations or issue shares that will represent
over 70% of our outstanding equity.

Because we account for our fixed price contracts on the percentage of
completion method, our balance sheet can reveal value built into our ongoing
contracts.  At December 31 2004 the aggregate of $475,760 reported as
"unbilled revenue" and "costs and estimated earnings in excess of billings"
represented services we have performed for clients but not yet billed to the
clients.  The aggregate of $698,394 reported as "billings in excess of cost
and estimated earnings" and "deferred revenue" represented revenues we have
recorded in advance of incurring the related costs.  The net of those two
numbers ( $222,634) represents a future negative cash flow.

During 2004 our operations consumed $165,051 in cash.  However, our
continuing operations provided $109,068 in cash during the year.  The
drainage of cash by our construction division should end in the near future,
although it is likely that we will be required to pay some of the $399,127
shortfall between the remaining assets of that division and its remaining
liabilities.  The positive cash generated by our continuing operations
indicates that our primary cash issue during the next period will be debt
service.  For that reason we are actively negotiating with our creditors to
achieve debt repayment schedules that will leave us sufficient cash flow to
grow our business.

                                    -12-
<PAGE>

ITEM 7.  FINANCIAL STATEMENTS
                                                              Page No
FINANCIAL STATEMENTS

   Report of Independent Auditors ...............................16
   Consolidated Balance Sheets as of December 31, 2004 ..........17
   Consolidated Statement of Operations for the Years Ended
    December 31, 2004 and 2003...................................18
   Consolidated Statements of Stockholders' Equity for the Years
    Ended December 31, 2004 and 2003.............................19
   Consolidated Statements of Cash Flows for the Years Ended
    December 31, 2004 and 2003...................................21
   Notes to Consolidated Financial Statements....................22

                                    -13-
<PAGE>


ITEM 7.  FINANCIAL STATEMENTS (continued)

                        INDEPENDENT AUDITORS' REPORT

                        Independent Auditors' Report

To the Board of Directors and Stockholders of
GreenWorks Corporation and Subsidiary

We have audited the accompanying consolidated balance sheet of GreenWorks
Corporation and Subsidiary as of December 31, 2004 and the related
consolidated statements of operations, stockholders' equity and cash flows
for the years ended December 31, 2004 and 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 audits.

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

In our opinion, the financial statements referred to above present fairly, in
all material respects, the consolidated financial position of GreenWorks
Corporation and Subsidiary as of December 31, 2004 and the consolidated
results of their operations and their cash flows for the years ended December
31, 2004 and 2003 in conformity with accounting principles generally accepted
in the United States of America.

The accompanying consolidated financial statements have been prepared
assuming that the Company will continue as a going concern.  As more fully
discussed in Note 1 to the financial statements, the Company has suffered
recurring losses from operations and has a working capital deficiency as of
December 31, 2004.  These conditions raise substantial doubt about its
ability to continue as a going concern.  Management's plans in regard to
these matters are also described in Note 1.  The consolidated financial
statements do not include any adjustments that might result from the outcome
of this uncertainty.

                                   Rosenberg Rich Baker Berman & Company

Bridgewater, New Jersey
March 10, 2005


                                    -14-
<PAGE>


                  GREENWORKS CORPORATION AND SUBSIDIARIES
                         CONSOLIDATED BALANCE SHEET
                             DECEMBER 31, 2004


                                              12/31/04
                                            ------------
ASSETS:
Current assets:
   Cash                                    $        --
   Accounts receivable, net                    379,749
   Unbilled Revenues (Note 1)                  171,456
   Costs and estimated earnings in excess
    of billings on uncompleted projects
    (Notes 1 & 13 )                             65,631
   Deferred financing fees (Note 1)            137,500
   Prepaid expenses and other current assets   184,978
   Assets to be disposed of  (Notes 1 & 8)     253,224
                                             ---------
   Total current assets                      1,192,538

Property and equipment, net (Note 3)           156,401
Other Assets:
   Security and other deposits                  26,861
   Cost and estimated earnings in excess of
    billings on uncompleted projects
    (Notes 1 & 13)                             238,673
   Deferred financing costs, net (Note 1)      164,583
   Property held for sale (Note 15)             59,298
                                             ---------
   Total Assets                            $ 1,838,354
                                             =========
LIABILITIES AND STOCKHOLDERS' EQUITY:
Current liabilities:
 Accounts payable                              753,600
 Accrued salary costs                           80,101
 Accrued other                               1,420,769
 Payroll taxes payable (Note 6 )               239,647
 Billings in excess of costs and estimated
  earnings on uncompleted projects
  (Notes 1 & 13)                                39,981
 Line of Credit (Note 9)                     1,196,972
 Notes payable to non-affiliated parties
  (Note 5 )                                     73,388
 Installment loans payable (Note 7)            129,025
 Capital lease obligations (Note 18)            10,000
 Deferred revenues (Note 14)                   109,667
 Liabilities to be disposed (Note 8)           652,351
                                             ---------
   Total current liabilities                 4,705,501

 Accrued employee benefits (Note 19)            47,838
 Accrued other  (Note 15)                       30,591
 Billings in excess of costs and estimated
  earnings on uncompleted projects
  (Notes 1 & 13)                                43,325
 Convertible debenture (Note 9)                500,000
 Notes payable deferred financing (Note 9)     250,000
 Notes payable to non-affiliated parties
  (Note 9)                                     195,000
 Installment loans payable , net of current
  maturities (Note 7)                            7,257
 Capital lease obligations, net of current
  maturities (Note 18)                         	14,038
 Deferred revenues (Note 14)                   505,421
                                             ---------
   Total liabilities:                        6,298,971

Commitments and contingencies                       --

Stockholders' equity:
 Common stock, $0.001 par value,
  100,000,000 authorized;
  2,669,398  shares issued                       2,669
 Additional paid-in capital                  1,609,760
 Accumulated deficit                        (6,073,046)
                                             ---------
   Total stockholders' equity (impairment)  (4,460,617)
                                             ---------
   Total Liabilities & Stockholder's
    Equity                                 $ 1,838,354
                                             =========

The notes to the Consolidated Financial Statements are an integral part of
these statements.

                                    -15-
<PAGE>

                  GREENWORKS CORPORATION AND SUBSIDIARIES
                   CONSOLIDATED STATEMENTS OF OPERATIONS
              FOR THE YEARS ENDED DECEMBER 31, 2004 AND 2003

                                           12/31/04             12/31/03
                                        -------------        -------------
Revenues                                $   2,571,845        $   4,274,480
Cost of revenues                            1,474,871            2,160,082
                                            ---------            ---------
Gross profit                                1,096,974            2,114,398

Selling, general & administrative
 expenses                                   2,169,632            3,180,384
                                            ---------            ---------
Operating loss                             (1,072,658)          (1,065,986)

Interest Expense                             (136,694)            (129,289)

Gain on sale of fixed assets                    4,845               25,657
                                            ---------            ---------
Loss from continuing operations            (1,204,507)          (1,169,618)

Loss from discontinued operations            (473,074)            (513,044)
                                            ---------            ---------
Net loss                                 $ (1,677,581)       $  (1,682,662)
                                            =========            =========

Net loss per common share, basic
 and diluted                             $      (2.23)       $       (2.90)
                                            =========            =========
Weighted average shares of common
 stock outstanding, basic and diluted         751,825              579,499
                                            =========            =========

The notes to the Consolidated Financial Statements are an integral part of
these statements.

                                    -16-
<PAGE>

                   GREENWORKS CORPORATION AND SUBSIDIARIES
               CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                FOR THE YEAR ENDED DECEMBER 31, 2004 AND 2003

<TABLE>                                                                            Additional     Total
                     Common       Preferred      Common     Preferred    Paid-In   Accumulated    Stockholders'
                  Stock Shares   Stock Shares  Stock Value  Stock Value  Capital   Deficit        Deficit
-----------------------------------------------------------------------------------------------------------------
<S>               <C>            <C>           <C>          <C>          <C>       <C>            <C>
Balance January
 1, 2003                1,676            --    $   749,117          --        --     $ (2,712,803)  $(1,963,686)

Net Loss                   --            --             --          --        --       (1,682,662)   (1,682,662)
                    -------------------------------------------------------------------------------------------
Balance January
 1, 2004                1,676                  $   749,117          --        --     $ (4,395,465)  $(3,646,348)

Recapitalization
 of Equity due to
 reverse merger    28,973,268     1,000,000       (720,142)      1,000   719,142               --            --

Stock Issued for
 Consulting
 Services           3,995,000            --          3,995          --   108,282               --       112,277

Preferred stock
 converted to
 Common           100,000,000    (1,000,000)       100,000      (1,000)  (99,000)              --            --

Stock issued for
 financing fees       500,000            --            500          --    14,500               --        15,000

Effect of 1:50
 Reverse split   (130,800,546)           --       (130,801)         --   130,801               --            --

Conversion of
 shareholder
 loans                     --            --             --          -- 1,628,217               --     1,628,217

Acquisition fees           --            --             --          --  (892,182)              --      (892,182)

Net Loss                   --            --             --          --        --       (1,677,581)   (1,677,581)
                 ----------------------------------------------------------------------------------------------
Balance December
 31, 2004           2,669,398            --      $   2,669     $    --$1,609,760  $    (6,073,046) $ (4,460,617)
                 ==============================================================================================

</TABLE>

The notes to the Consolidated Financial Statements are an integral part of
these statements.

                                    -17-
<PAGE>

                   GREENWORKS CORPORATION AND SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
               FOR THE YEARS ENDED DECEMBER 31, 2004 AND 2003

                                               12/31/04        12/31/03
                                             -----------      ----------
CASH FLOWS FROM OPERATING ACTIVITIES
 Net loss from continuing operations         $ (1,204,507)   $ (1,169,618)

 Adjustments to reconcile net loss to
  net cash provided by (used in) operating
  activities
  Depreciation and amortization                   116,725         126,293
  Amortization of deferred financing costs         22,917              --
  (Gain) loss on sale or disposal of
   equipment                                       (4,845)         (5,657)
  Equity issued in exchange for services
   rendered                                       323,244              --
  Increase (decrease) in provision for
   doubtful accounts                              (17,500)        355,438
  (Increase) Decrease in assets:
   Accounts receivable                            218,018       1,259,315
   Unbilled revenues                             (115,771)          3,901
   Prepaid expenses and other current
    assets                                        (20,650)         (3,087)
   Cost & estimated earnings in excess of
    billings on uncompleted projects                  236         225,132
   Security & other deposits                       19,613         (14,710)
  Increase ( Decrease) in Liabilities:
   Accounts payable, accrued and payroll
    taxes payable                                 453,810          92,991
   Accrued rent expense                            (9,465)          9,465
   Billings in excess of costs and estimated
    earnings on uncompleted projects               31,999          38,287
   Deferred revenues                              295,244        (201,170)
                                                ---------       ---------
 Cash provided by continuing operations           109,068         716,580

 Loss from discontinued operations               (473,074)       (513,044)
 (Increase) decrease in net assets of
   discontinued operations                        198,955        (537,694)
                                                ---------       ---------
 Cash used in discontinued operations            (274,119)     (1,050,738)
                                                ---------       ---------
 Net cash provided by (used in) operating
  activities                                     (165,051)        334,158

CASH FLOWS FROM INVESTING ACTIVITIES
 Acquisition costs (net of paid with equity)     (142,181)             --
 Proceeds from sale of property & equipment        52,483          40,065
 Additions to and acquisition of property,
  plant and equipment                             (39,009)           (930)
                                                ---------       ---------
 Net provided by (used in) investing activities  (128,707)         39,135

CASH FLOWS FROM FINANCING ACTIVITIES
 Loans from stockholders                          414,560         619,000
 Proceeds from installment loans                  213,908              --
 Proceeds from financing (net of financing
  fees paid)                                      425,000              --
 Payment of notes payable for Telco purchase     (200,000)             --
 Repayment of stockholder loans                      (825)       (491,018)
 Loans from non-affiliated parties                  3,388         240,000
 Repayment of loans from non-affiliated parties  (100,000)             --
 Repayment of credit line                        (153,028)        (95,000)
 Repayment of installment loans and capital
  lease obligations                              (309,245)       (203,093)
                                                ---------       ---------
 Net cash provided by financing activities        293,758          69,889
                                                ---------       ---------
Increase (decrease) in cash                            --        (225,134)
Cash at beginning of year                              --         225,134
                                                ---------       ---------
Cash at end of year                            $       --      $       --
                                                =========       =========


The notes to the Consolidated Financial Statements are an integral part of
these statements.

                                    -18-
<PAGE>

                   GREENWORKS CORPORATION AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NATURE OF OPERATIONS

GreenWorks Corporation ("GreenWorks" ) is a holding company that was, until
December 28, 2004, known as Telco Technology, Inc. In October 2004 GreenWorks
acquired GreenWorks Engineering Corp., a Delaware corporation.  GreenWorks
Engineering has one operating subsidiary, Enviro-Sciences (of Delaware), Inc.
("Enviro-Sciences"), which subsidiary was formed in October 2004 on
completion of the acquisition of substantially all of the assets of Enviro-
Science, Inc. ("ESI-NJ"), a New Jersey corporation. For accounting purposes,
this transaction has been treated as a reverse merger acquisition of
GreenWorks by GreenWorks Engineering and a recapitalization of GreenWorks.

Enviro-Sciences is engaged in the business of providing consulting, technical
and engineering services to alleviate the environmental problems of its
clients. Enviro-Sciences' clients include Fortune 100 and other industrial
companies, commercial firms, engineering and construction contractors, law
firms, utilities, real estate developers and government entities.

PRINCIPLES OF CONSOLIDATION

The accompanying consolidated financial statements include the accounts of
the Company and its wholly owned subsidiaries.  All inter-company
transactions and balances have been eliminated in consolidation.

USE OF ESTIMATES

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
in preparing financial statements.  Those estimates and assumptions affect
the reported amounts of assets and liabilities, the disclosure of contingent
assets and liabilities and the reported amounts of revenues and expenses.
Actual results could differ from those estimates.

PROPERTY AND EQUIPMENT

Property and equipment are recorded at cost.  Major renewals and betterments
are charged to the asset accounts; maintenance and minor repairs and
replacements, which do not improve or extend the life of the respective
assets are expensed as incurred.  When properties are retired or otherwise
disposed of, the asset and accumulated depreciation accounts are adjusted
accordingly, and the gain or loss, if any, arising from their disposal, is
credited or charged to earnings.

Depreciation is calculated using both straight line and accelerated methods
over the estimated useful lives of the assets.

INCOME TAXES

The Company is taxed as a C Corporation and is therefore responsible for the
payment of its federal and state income tax liability. For the year ended
December 31, 2004 the Company had a net operating loss and therefore should
not have any material federal and state income tax liabilities.

REVENUE AND COST RECOGNITION

Revenues from fixed price projects are recognized on the percentage-of-
completion method, measured by management's estimates of the progress made on
each project.  Accordingly, revenue is recognized in the ratio that costs
incurred bears to estimated total costs utilizing the most recent estimates
of costs and funding.  Since many contracts extend over a long period of
time, revisions in cost and funding estimates during the progress of work
have the effect of adjusting earnings applicable in performance in prior
periods in the current period.  When the current contract estimate indicates
a loss, a provision is made for the anticipated loss in the current period.

Revenues from cost-plus-fee projects (time and material jobs) are recognized
at billable hourly rates as the services are rendered.

Contract costs include all direct material and labor costs, subcontracting
costs, and those indirect costs related to contract performance, such as
supplies, tools, repairs, and depreciation costs.  Selling, general and
administrative costs are charged to expenses as incurred.  Provisions for
estimated losses on uncompleted contracts are made in the period in which
such losses are determined.  Changes in job performance, job conditions, and
estimated profitability, including those arising from contract penalty
provisions, and final contract settlements may result in revisions to costs
and income and are recognized in the period in which the revisions are
determined.

                                    -19-
<PAGE>


                 GREENWORKS CORPORATION AND SUBSIDIARIES
                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
            SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

REVENUE AND COST RECOGNITION (continued)

The asset "Costs and estimated earnings in excess of billings on uncompleted
projects" represents revenues recognized in excess of amounts billed on
fixed-price contracts.  Revenues on time and material projects for services
rendered but not yet invoiced are shown as "Unbilled revenues."  The
liability "Billings in excess of costs and estimated earnings on uncompleted
projects" represents billings in excess of revenues earned.

ADVERTISING

Advertising expenses are expensed as incurred and amounted to $655 and $2,100
for years ended December 31, 2004 and 2003 respectively.

LONG-LIVED ASSETS

The Company reviews for the impairment of long-lived assets whenever events
or changes in circumstances indicate that the carrying amount of an asset may
not be recoverable.  An impairment loss would be recognized when estimated
future cash flows expected to result from the use of the asset and its
eventual disposition is less than its carrying amount.  The Company has not
identified any such impairment losses.

GOING CONCERN

The accompanying consolidated financial statements have been prepared
assuming that the Company will continue as a going concern. The Company
incurred a loss of  $(1,677,581) during the year ended December 31, 2004.
Also, as of December 31, 2004, the Company had no cash, and current
liabilities from continuing operations exceeded current assets by
$3,512,963. Due to the current condition, the auditors have issued a going
concern note.

We believe that our implementation of strong cost management practices, our
increased focus on and success in business development and improved profit
margins associated with the growing consulting portion of our business may
result in the elimination of the operating loss suffered in 2004 and the
improvement of cash flow in 2005.

Management's plans include raising additional proceeds from debt and equity
transactions.  Management has recently completed a financing transaction with
Cornell Capital Partners to reduce its working capital deficit.

NET INCOME OR LOSS PER COMMON SHARE

The Company computes its net income or loss per common share under the
provisions of SFAS No. 128, "Earnings per Share" and SAB No. 98. Under the
provisions of SFAS 128 and SAB 98, basic net income or loss per share is
computed by dividing the net loss for the period by the weighted-average
number of shares of common stock outstanding during the period. Dilutive net
loss per share excludes potential common shares if the effect is anti-
dilutive.

DEFERRED FINANCING CHARGES

Deferred financing costs, which represent charges associated with obtaining
long-term financing, are amortized on a straight-line basis over the life of
the corresponding financing, commencing with the closing of the financing and
are amortized over the life of the financing. Costs associated with financing
arrangements that are abandoned are written off in the period the potential
financing effort is discontinued.
                                    -20-
<PAGE>

                  GREENWORKS CORPORATION AND SUBSIDIARIES
                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

2.   CONCENTRATIONS AND ACCOUNTS RECEIVABLE

At times through out the year the Company may have bank balances in excess of
Federal Deposit Insurance Corporation limits.

Concentration of credit risks with respect to accounts receivable is limited
by the imposition of retainers for new customers, the monitoring of credit
balances for all customers, and the withholding of data reports where payment
appears in jeopardy.  An allowance for doubtful accounts of $25,000 was
recorded as of December 31, 2004.

A small number of customers will often account for a significant portion of
revenues, however, the specific customers and projects may change from year
to year.  Two customers accounted for approximately 28% of the Company's
revenues (15% and 13%)for the twelve months ended  December 31,2004. One
customer accounted for 43% of total revenue in 2003.

At December 31,2004, one customer accounted for 26 percent of the outstanding
accounts receivable.

3.   EQUIPMENT

Major classes of equipment at December 31, 2004 are summarized below:


                                   Useful Lives -
                                       Years
                                 ------------------
Office and computer equipment          3 - 7          684,214
Field equipment                        5 - 10         314,664
Vehicles                                 5            124,936
Furniture and fixtures                  10             69,594
Leasehold improvements                21 - 39          97,751
                                                   ----------
Less:  Accumulated depreciation                    (1,134,758)
                                                   ----------
                                                      156,401
                                                   ==========

Depreciation and amortization expense was $ 116,725 and $ 126,293 for years
ended December 31, 2004 and 2003 respectively.

4.   NOTES PAYABLE TO FORMER ESI-NJ SHAREHOLDERS

In accordance with an asset acquisition agreement entered into on June 3,
2004, the former shareholders of ESI NJ have agreed to convert their loans in
ESI NJ in exchange for restricted shares of common stock of GreenWorks.  Any
interest due on the notes has been waived by the shareholders.

                                    -21-
<PAGE>

                 GREENWORKS CORPORATION AND SUBSIDIARIES
                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

5.   NOTES PAYABLE TO NON-AFFILIATED PARTIES

Notes payable to non-affiliated parties includes a loan of $125,000, which
bears interest of 3% commencing January 1, 2004.  The note requires repayment
of principal and interest in five installments commencing December 31, 2004,
with successive payments each year through December 31, 2008.  Interest in
the amount of $3,837 has been recognized for the twelve month period ended
December 31, 2004. The Company, to date, has not made any payments and is
attempting to re-negotiate this note.

In 2003, $225,000 of financing and $15,000 of accrued interest were provided
by an additional non-affiliated party.  A promissory note was issued bearing
interest at 6% and requiring repayment of $100,000 on or before September 30,
2004.  The balance of principal and interest payable were payable on or
before September 30, 2005.  Subsequent to the payment of the $100,000 due
September 30, 2004 there remained a balance due of $140,000. In December
2004, the note-holder orally agreed to have loan repayments tied to the
Company's cash from future financings and to waive interest from January 2004
forward. It is expected that the note will be paid in full no later than
September 2007 and will be collateralized with common stock in the Company
until it is retired.

6.   FEDERAL PAYROLL TAXES PAYABLE

ESI-NJ has delinquent Federal 941 payroll taxes totaling approximately
$291,000 and interest and  penalties  of approximately $103,000 from the
first and second quarter of  2004 and the  fourth  quarter of  2003. Included
in these figures are liabilities associated with discontinued operations of
approximately $ 80,000 of taxes and $ 15,000 of penalties and interest. This
liability has been assumed by Enviro-Sciences. These taxes are represented as
a current liability on the December 31, 2004 balance sheet. The Company is
currently negotiating a deferred payment plan and a penalty and interest
abatement with the IRS for the payment of  the delinquent payroll taxes. The
negotiations are still in process and a final agreement has not been reached
with the IRS. If an agreement cannot be reached and the Company has to make a
current payment of the delinquent taxes it would have a material  impact on
the on the Company's cash flow.

7.   INSTALLMENT LOANS

A summary of installment loans outstanding as of December 31, 2004 is as
follows:

Loans payable, secured by vehicles, construction
equipment and computer equipment, payable in monthly
installments including interest at 4.8% to 9.75 %, due
from January 2005 to May 2006                                    29,656

Loans for financing of insurance premiums, payable in
monthly installments including interest varying from 3.8% to
7.5%, due within the next fiscal year                           106,626
                                                                -------
Total                                                           136,282
Less:  Current portion                                          129,025
                                                                -------
Non-current portion                                               7,257
                                                                =======

The total maturity of the non-current portion of these installment loans as
of December 31 2004, is as follows:

                January 2005 - December 2005    129,025

                January 2006 - December 2006      7,257
                                                -------
                                                136,282
                                                =======

                                    -22-
<PAGE>

                  GREENWORKS CORPORATION AND SUBSIDIARIES
                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

8.   DISCONTINUED OPERATIONS

During 2003, ESI-NJ discontinued the operations of its construction division.
The decision to dispose of this component was based on significant losses
incurred and a desire for a greater focus on its consulting division.  Net
sales of the construction division for the twelve-month periods ended
December 31, 2004 and December 31, 2003 were $ 458,285 and $ 5,500,210
respectively resulting in losses form operations of $ 473,074 and $ 513,044
respectively.

Assets and Liabilities to be disposed of are comprised of the following at
December 31, 2004:

Cost and earnings in excess of billings       $  71,842
Accounts receivable                             160,967
Property and equipment (net)                     20,415
                                                -------
                                              $ 253,224
                                                =======

Accounts payable                              $ 327,565
Accrued expense                                 206,520
Payroll taxes payable                            79,882
Current portion of long-term debt                 7,388
Billing in excess of cost & estimated
 earnings on uncompleted projects                30,996
                                                -------
                                              $ 652,351
                                                =======
9.   LINE OF CREDIT AND OTHER DEBT FINANCINGS

Line of Credit - The Company has a credit line of $1,350,000 which bears
interest at the bank's base rate plus three-quarters of one percent.  The
line is secured by all corporate assets of the Company and was subject to
renewal on January 16, 2004.  The line remains orally extended since January
2004. As of December 31,2004 there is a balance of $ 1,196,972 drawn on the
credit line.

The business loan agreement document underlying the credit line agreement has
the following required financial covenants, none of which is met as of
December 31, 2004.

	Tangible Net Worth - Minimum of $ 1,000,000
        Net Worth Ratio    - Minimum Ratio of 1.75 to 1
        Working Capital    - Minimum Ratio of $ 100,000
        Current Ratio      - Minimum Ratio of 1.25 to 1
        Income             - Minimum $ 250,000
	Cash Flow
         Requirement       - Minimum of $ 350,000
	Fixed Charge Ratio - Minimum Ratio of 2 to 1
        Other Ratio        - Cash flow to Current maturity of LT Debt of
                             1.25 to 1

Debenture - $500,000. The Company issued a  $ 500,000 debenture to Cornell
Capital Partners, LP. The Debenture bears interest at 5 % and is due on
October 21,2007.  The Company has the option to repay the debenture and all
accrued interest in cash or to convert the debenture into shares of the
Company.

Debenture $250,000  - The Company issued a  $ 250,000 debenture to Cornell
Capital Partners, LP. The debenture bears no interest and is due on October
21,2007.  The Company has the option to repay the debenture and all accrued
interest in cash or to convert the debenture into shares of the Company.

The Standby Equity Distribution Agreement provides that during a two year
period GreenWorks may demand that Cornell Capital Partners purchase shares of
common stock from GreenWorks.  The two year period will commence when the
Securities and Exchange Commission declares effective a prospectus that will
permit Cornell Capital Partners to resell the shares to the public.  During
that two year period, GreenWorks may make a demand to Cornell  Capital
Partners no more than once every seven trading days.  The maximum purchase
price on each demand is $250,000.  The Standby Equity Distribution Agreement
recites that GreenWorks may demand from Cornell Capital Partners up to
$5,000,000 during its term.  The number of shares that Cornell Capital
Partners will purchase after a demand will be determined by dividing the
dollar amount demanded by a per share price.  The per share price used will
be 95% of the lowest daily volume-weighted average price during the five
trading days that follow the date a demand is made by GreenWorks.  Cornell
Capital Partners is required by the Agreement to pay each amount demanded by
GreenWorks, unless (a) there is no prospectus available for Cornell Capital
Partners to use in reselling the shares, (b) the purchase would result in
Cornell Capital Partners owning over 9.9% of GreenWorks outstanding shares,
or (c) the representations made by GreenWorks in the Agreement prove to be
untrue.
                                    -24-
<PAGE>

                  GREENWORKS CORPORATION AND SUBSIDIARIES
                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

10.  OPERATING LEASE COMMITMENTS

The Company leases certain office space and equipment under operating leases.
In June 2004,  ESI-NJ began discussions with the managing agents for the Mt
Arlington headquarters space regarding the need  to reduce the office rent
expense in light of the reduced revenue base and reduced staffing.  In July,
a revised lease was signed effective August 1, 2004 through the end of the
original lease term wherein ESI-NJ reduced the space it occupied and received
a corresponding reduction in the office rent charged.

The following is a schedule of future minimum rental payments on office space
(exclusive of common area charges) required under current operating lease:

        January 2005 - December 2005    $    82,896
        January 2006 - December 2006         82,896
        January 2007 - December 2007         82,896
                                            -------
                                        $   248,688
                                            =======

Rent expense of $ 157,416 and $ 275,940 was recorded by the Company for the
year-ended December 31, 2004 and 2003 respectively.  In addition to the base
rent, the Company also pays for utilities and for its share of increases in
operating costs over a base period..

The Company has several operating leases on office equipment.  The following
is a schedule of future minimum  rental  payments on operating leases that
have initial or non-cancelable lease terms in excess of one year as of
December 31, 2004:

        January 2005 - December 31, 2005   $  34,538
        January 2006 - December 31, 2006      33,984
        January 2007 - December 31, 2007      16,926
                                              ------
                                           $  85,448
                                              ======

The Company is currently in negotiations with one lessor to terminate the
lease agreement signed by ESI-NJ and return all equipment in exchange for a
payment of a reduced settlement amount significantly less then the remaining
stream of lease payments due. The full remaining lease payments due,
including all payments in arrears would be approximately $ 107,000. The
Company is seeking to negotiate a lower settlement and some flexibility in
the payment terms. A current liability of $63,000 has been recorded for this
lease. There has been no agreement regarding any settlement amount.

The Company is also in negotiations with another lessor to terminate a lease
agreement signed by ESI-NJ NJ which runs through March 2005. The lessor has,
at the Company's request, picked up the equipment under this lease as well as
equipment under other leases where the options to purchase were not
exercised. Approximately $ 30,000 is due on all operating leases thru the end
of their respective terms. The Company is seeking to negotiate a lower
settlement amount but has recorded the full $ 30,000 under current
liabilities.

Further, the Company has a capital lease with this lessor which has an
expiration date of December 2006. Again, the Company has returned the
equipment and is attempting to negotiate a settlement amount. The payments
due under the full lease agreement including those in arrears would be
approximately $ 25,000. The liability reflected  under Capital leases payable
as of 12/31/04 includes approximately $ 24,000 (current & non-current) for
this lease based on the normal amortization of lease payments. An additional
$ 5,000 has been accrued to cover the maximum payments due if no concession
is received.

12.  RETIREMENT PLAN

ESI-NJ had a deferred compensation plan (401(k) plan) which Enviro-Sciences
has adopted under  which eligible  employees are permitted  to elect the
amount of their salary deferrals, subject to certain statutory limitations.
Currently, the Company provides a 10% match on all eligible employee
deferrals.  The gross 401(k) matching contribution expense (before reductions
from forfeitures) for the twelve month period ended December 31, 2004 and
2003 was $ 6,847 and $ 11,108 respectively.

                                    -24-
<PAGE>

                  GREENWORKS CORPORATION AND SUBSIDIARIES
                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

13.  UNCOMPLETED PROJECTS

Costs and billings on uncompleted projects as of December 31, 2004 are
summarized as follows:

Costs incurred on uncompleted projects         $ 1,806,744
Estimated earnings ( losses )                     (336,538)
                                                 ---------
Less:  Billings to date                          1,249,208
                                                 ---------
Totals                                         $   220,998
                                                 =========

Included in the accompanying balance sheets under the following captions:


Costs and estimated earnings (losses) in excess
 of billings on uncompleted projects           $  304,304
Billings in excess of costs and estimated
 earnings (losses) on uncompleted projects        (83,306)
                                                  -------
Net                                            $  220,998
                                                  =======
14.  DEFERRED REVENUES

The total deferred revenues at December 31, 2004 were $615,088, of which
$109,667 is shown as a current liability based on management's estimate of
progress that will be made in the next twelve months.

Deferred revenues at December 31, 2004 include $215,000 for a fixed price
project, and $400,088 for the remediation of the Northvale property (see Note
17).

15.  PROPERTY HELD FOR SALE

ESI-NJ purchased an industrial property in Cleveland, Ohio from its major
customer for $59,298.  The site requires remediation costs before the
property can be sold.  Management estimates the remediation liability to
approximate the cost of the property.  As such, a remediation liability in
the amount of $59,298 has been recorded and is included in "accrued other" on
the balance sheet in the accompanying financial statements.

16.  RELATED PARTY TRANSACTIONS

Northvale Properties, Inc. ("Northvale") owned a building and land in
Northvale, New Jersey, which has an environmental contamination.  Northvale
was owned by Enviro-Sciences, Inc stockholders and former employees.

The Northvale property was sold in 2001 for $1.8 million, of which $1.5
million was paid at closing and applied to the amount owed to ESI-NJ  The
$300,000 balance due from the buyer of the property was paid in August 2002
($200,000) and October 2002 ($100,000) as final payment for all remaining
remediation costs.  The property may be eligible for the brownfields rebate
from the State of New Jersey. The purchaser of the property has assigned the
rights to these rebates to the Company if in fact the property is eligible
for the rebates. However the amount and timing of any such rebates will
depend on the ultimate use of the property. Revenues recognized related to
the Northvale project for professional services for years ended December 31,
2004 and 2003 were $ 48,296 and $104,153.

Service and Consulting Agreements.  The Company has entered into a number of
service and consulting agreements, some of which are with related parties.

Information Technology and Systems services (IT). The Company  has entered
into an agreement with Candent for the providing of  on-going IT management,
maintenance and systems development. The amount due for past services is $
50,000,  the contract for future systems development is $350,000, and,the
amount of the contract for on going systems management is $50,000 per year.
These contracts can be paid in either cash or stock of the company as decided
by the Company. The President and owner of Candent is the spouse of the
Chairman of the Company.

Environmental  Technologies Research and  Consulting Services: The Company
has entered into two consulting agreements. These agreements provide for
research related to the development and acquisition of environmental
technologies and consultation on the acquisition of brownfield properties.
Each of the agreements are for $125,000 The agreements are with the father
and brother of the Chairman of the Company.

Services Agreement regarding initial acquisition transaction of Telco
Techologies, GreenWorks ,and Enviro-Sciences. The Company entered into a
service agreement with its President  in connection with the initial
acquisition and formation of the present Company. The agreement is in the
amount of  $200,000.

                                    -26-
<PAGE>

                  GREENWORKS CORPORATION AND SUBSIDIARIES
                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

17.  COMMITMENTS PURSUANT TO CONSULTING AGREEMENTS

GreenWorks is party to eleven contracts that may be settled  in cash or
stock.  As a result of the lack of cash resources, it is likely that most or
all of these obligations will be settled by the issuance of GreenWorks stock.
the ultimate amoung of stock that would be paid under these agreements is
uncertain due to the volatility and fluctuation of the company's stock price.
A lower stock price will require the Company to issue more shares to statisfy
it obligation under the under the consulting agreements. A summary of the
agreements are as follows:

President of GreenWorks.  GreenWorks' agreement with its current President
provides that, in consideration of prior services, related to the
acquisition, he will receive $200,000 in the form of cash or common stock. As
of December 31,2004, there no amounts were paid.  As of December 31, 2004,
there was a liability accrued under this agreement for $ 200,000.

Candent Corporation.  GreenWorks and Candent signed an "IT Services
Agreement" dated November 1, 2004 pursuant to which Candent is designing,
developing and administering information systems for Enviro-Sciences.  The
agreement calls for GreenWorks to issue to Candent $350,000 in cash or stock
in payment for the design and development of a management information system,
$50,000 in cash or stock for services to date, and $50,000 in cash or stock
for each year in the five year term of the agreement.  The President of
Candent is a relative of the Chairman  of GreenWorks.  As of December 31,
2004, there were no amounts paid and there was a liability accrued under this
agreement for $50000.

Serenity Capital, LLC. GreenWorks' consulting agreement with Serenity
provides that commencing November 1, 2004, Serenity will consult with Enviro-
Sciences for one year, including investigation of environmental technologies
useful for the Company's Brownfield acquisition and remediation activities.
GreenWorks committed in the agreement to pay Serenity $125,000 in cash or
stock.  The sole member of Serenity Capital is a relative of the Chairman of
GreenWorks.  As of December 31, 2004, 10,000 shares were paid with a market
value of $ 15,000.  AS of December 31, 2004, there was a liability accrued
under this agreement for $ 5,833.

Cyrus Capital, LLC. GreenWorks' consulting agreement with Cyrus provides that
commencing November 1, 2004,, Cyrus will consult with GreenWorks for one
year, including investigation of environmental technologies useful for the
Company's Brownfield acquisition and remediation activities. GreenWorks
committed in the agreement to pay Cyrus $125,000 in cash or stock.  The sole
member of Cyrus is a relative of the Chairman of GreenWorks.  As of December
31, 2004, 8,000 shares were paid with a market value of $ 12,000.  As of
December 31, 2004, there was an liability accrued under this agreement for $
8,833.

Acquisition Consultants. GreenWorks has committed to pay three consultants a
total of $350,000 in cash or stock for consulting services rendered in
connection with GreenWorks' acquisition, through its wholly owned subsidiary
Enviro-Sciences, of ESI-NJ. As of December 31, 2004, 30,000 shares were paid
with a  market value of $ 45,000.  As of December 31, 2004, there was a
liability accrued under this agreement for $ 305,000.

Business Consultants. GreenWorks has committed to pay three consultant a
total of $320,000 in cash or stock for services relating to business
development, including identification of Brownfield acquisition opportunities
and other acquisition opportunities.  As of December 31, 2004, no amounts
were paid.  As of December 31, 2004, there was a liability accrued under this
agreement for $ 24,999.

Former shareholders (four) of ESI-NJ.  GreenWorks has committed to issue
common stock to these four individuals, who were shareholders of ESI-NJ to
satisfy debts owed by ESI-NJ to the four in the aggregate of $1,628,217.
Pursuant to that arrangement, GreenWorks will issue 14,487 shares to the
Chief Executive officer, 7,129 shares to the Chief Financial Officer 1,323 to
a Senior Vice President and  1,073 to a Senior Vice President and Chief
Operating Officer  GreenWorks has also agreed that if the Chief Executive
Officer enters into an employment agreement with GreenWorks and is
responsible for a certain level of sales by Enviro-Sciences over the next 36
months, GreenWorks will issue additional shares as needed to assure that he
obtains $1,305,564 from the sale of his shares.  The maximum grant to him
under this anti-dilution provision would occur if he was responsible for $16
Million in sales over the next 36 months, but could not exceed 2.5% of the
issued and outstanding GreenWorks shares at the time the additional shares
were issued. As of December 31, 2004 no amounts were paid.

                                    -27-
<PAGE>

                 GREENWORKS CORPORATION AND SUBSIDIARIES
                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

17.  RELATED PARTY TRANSACTIONS (continued)

COMMITMENTS PURSUANT TO CONSULTING AGREEMENTS (continued)

The following table shows the effect of the foregoing commitments on
GreenWorks' outstanding shares, assuming a market price of $2.75 and assuming
that no shares are issued to Irving Cohen pursuant to his anti-dilution
provisions:

	Outstanding at 12/31/04	      	2,770,268	(81.8%)
        Grainer                            72,727        (2.2%)
        Candent                           163,636        (5.0%)
        Serenity Capital                   45,455        (1.4%)
        Cyrus Capital                      45,455        (1.4%)
        Acquisition Consultants           127,273        (3.9%)
        Business Consultants              116,364        (3.6%)
	Cohen, McKay, Pilewski,and
         Kornreich                         24,012        (0.7%)
                                        ---------        ----
                                        3,285,190        (100%)
                                        ---------        ----
18.  CAPITAL LEASES

The Company leases certain equipment under capital leases expiring in
various years through 2006.  The  assets and liabilities under capital leases
are recorded at the lower of the present value of minimum lease payments or
the fair  values of the asset at the inception of the lease. The assets are
amortized over the lower of their related lease terms or their estimated
productive lives. Amortization of assets under capital leases is included in
expense for the twelve month period ended December 31, 2004.

Properties under capital leases are as follows as of December 31, 2004:

        Office & Computer Equipment         $   32,781
        Software                                44,312
                                               -------
        Total                                   77,093
	Less:  Accumulated depreciation and
         amortization                          (67,259)
                                               -------
                                            $    9,834
                                               =======

	Future minimum lease payments are as follows:
        January 2005 - December 2005        $   11,880
	January 2006 - December 2006		13,860
                                               -------
        Total payments                          25,740
        Less: amount representing interest       1,702
                                               -------
	Present value of minimum lease
         payments                               24,038
        Less: current portion                   10,000
                                               -------
        Non-current portion                 $   14,038
                                               =======

As noted in Note 10 under Operating leases, the Company is attempting to
settle with the lessor for the final payments on this lease.

19.  MEDICAL BENEFITS PROGRAM

The Company self-insures a portion of their employee medical benefits.  The
Company's exposure is limited on both an individual employee and aggregate
basis.  Employees contribute a portion of the insurance costs and the program
is administered by a third party.  Expenses for the company's portion of
claims plus insurance premiums for the years ended December 31, 2004 and 2003
were $245,440 and $457,000 net of amounts contributed by employees.

Accrued employee benefits of $47,838 at December 31, 2004, has been recorded
for the cost of the "tail" for the semi self-insured plan.  This "tail" only
becomes payable when the current plan is terminated.  Management has no
immediate plans to terminate the plan and therefore the liability has been
recorded as non-current.

                                    -28-
<PAGE>

                  GREENWORKS CORPORATION AND SUBSIDIARIES
                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

20.  LEGAL MATTERS

ESI-NJ was a defendant in a lawsuit where a vendor was seeking damages for
non-payment in the amount of $251,291.  This obligation was paid by the end-
user, a customer of the Company. The Company is in negotiations with the end-
user  to reach a settlement on this matter. This amount is included in the
$659,487 settlement discussed  below.

ESI-NJ is a defendant in a lawsuit where a vendor is seeking payment for
trucking services in the amount of $56,591. A judgment has been entered
against ESI-NJ in this matter. Satisfaction of  this obligation is expected
to be paid by the end-user. At this time the Company  is in negotiations with
the end user  to reach a settlement on this matter. This amount is included
in the $659,487 settlement discussed below. If a settlement cannot be reached
and  the Company is forced to make a  payment, this could  have a material
impact on the Company's financial statements.

ESI-NJ and a customer have outstanding claims against each other in
connection with remediation services, which were provided by ESI-NJ. No
action has been filed and both parties are in the process of executing a
settlement whereby the  customer will make payments directly to the Company's
third party vendors for services provided on the customer's sites. The amount
currently under consideration is $659,487, which has been offset against
accounts payable. The agreement has been executed at this time. The two
lawsuits referenced above of $251,291 and $56,591 respectively are included
in the $659,487. In conjunction with the write off of the accounts payables
the Company has also  written off over $4,000,000 of current assets
consisting accounts receivables and unbilled earned revenues.. If the Company
and the customer are unable to settle this matter directly, the Company
expects that a claim and counterclaim will be filed alleging nonpayment and
negligence in providing services, both of which could result in material
damages.

ESI-NJ is a defendant in an action that a customer filed claiming ESI-NJ was
negligent in its failure to recognize asbestos contamination in its Phase I
Environmental report and is seeking damages of $650,000.  ESI-NJ's insurance
carrier is vigorously defending the matter and the amount appears to be
within policy limits.  Additionally, the Company has accrued $25,000, which
is the maximum amount for which the Company would be responsible.

ESI-NJ is a defendant in this litigation where a third party is claiming
injuries at an ESI-NJ job site.  The suit claims the injuries were the result
of ESI-NJ's staff's negligence.  However the amount of damages has not yet
been determined.  ESI-NJ's insurance carrier is vigorously defending the
matter and the amount appears to be within policy limits.

ESI-NJ is a defendant in this litigation where the plaintiff is seeking to
recover a bankruptcy preference payment in the amount of $16,875.  ESI-NJ
believes it will be required to pay this amount and therefore we have accrued
this in our financial statements.

Enviro-Sciences, Inc has received a judgment as a defendant in a  litigation
where a former employee is seeking payment of approximately $9,000 in lieu of
unused vacation. ESI-NJ has appeal the decision but believes it will be
required to pay this amount.  Therefore we have accrued this in our financial
statements.

ESI-NJ is a plaintiff in this action where it seeks to recover $225,000 for
services performed.  The customer filed a counter-claim for certain alleged
damages, which was dismissed with prejudice.  A trial date has yet to be
determined.  ESI-NJ believes there is a reasonable likelihood that it will be
successful in this litigation for the collection of the final contract
payment plus accrued interest earned in the trust accounts..

                                    -29-
<PAGE>

                  GREENWORKS CORPORATION AND SUBSIDIARIES
                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

21.  STOCKHOLDERS' EQUITY

On October 26, 2004, Telco Technology, Inc. consummated its agreement (the
"Agreement") with GreenSpace Capital, L.L.C., and Acutus Capital, L.L.C., to
acquire GreenWorks Engineering Corp. Pursuant to the terms of the Agreement,
Telco Technology, Inc.  acquired 100% of the outstanding capital stock of
GreenWorks Engineering Corp. in exchange for 1,000,000 newly issued shares of
the Company's Series A Convertible Preferred Stock (the "Preferred Stock")
and two  demand promissory note in the principal amount of $100,000 each
($200,000 total).  Each share of Preferred Stock was convertible into 2 shares
of common stock.

Conversion of Preferred Stock.  In December 2004 the 1,000,000 shares of
preferred stock held by Acutus and Greenspace were converted into 2,000,000
shares of GreenWorks common.

Reverse Stock Split.   On December 27, 2004,  GreenWorks completed a 50:1
reverse stock split. The 133,469,944 shares outstanding at December 27, 2004
were converted into 2,669,398 shares.

The Company issued 3,995,000 shares of its common stock for consulting
services valued at $ 112,274, the value of the services performed.

The Company issued 500,000 shares of its common stock valued at $ 15,000 for
financing fees.

STOCK OPTION AND ISSUANCE PLANS

In January 2005 the Board of Directors adopted the 2005 Equity Incentive
Plan.  The Plan authorizes the Board to grant up to 2,000,000 common shares
to employees and consultants.   The grants may take the form of stock grants,
stock options, restricted stock grants or performance shares.

SUPPLEMENTAL DISCLOSURE FOR STOCK-BASED COMPENSATION

The Company applies APB Opinion No. 25 and related Interpretations in
accounting for its Plans and the analogous plans of the Company. SFAS No.
123, "Accounting for Stock-Based Compensation", defined a fair value method
of accounting for stock options and other equity instruments. Under the fair
value method, compensation cost is measured at the grant date based on the
fair value of the award and is recognized over the service period, which is
usually the vesting period. The Company elected to continue to apply the
accounting provisions of APB Opinion No. 25 for stock options.

22.  SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

The following is presented to supplement the statements of cash flows:

Cash paid during the period ended December 31, 2004 for:

	Interest	$  	132,524
        Income taxes    $            --

Disclosure of non-cash investing and financing activities:

        Shareholder debt converted to equity    $  1,628,217

23.  SUBSEQUENT EVENTS

Subsequent to December 31,2004, the company issued the following:

The Company issued 800,000 shares of its common stock to Candent Corporation.

The Company issued 350,000 shares of its common stock  to its President.

The Company issued 10,000 shares of its common stock to the  CEO of Enviro-
Sciences.

The Company issued 530,817 shares to various consultants.

The Company issued 100,000 shares of its common stock to Serenity Capital LLC.

The Company issued 100,000 shares of stock to Cyrus Capital LLC

The above shares were issued pursuant to the consulting agreements described
in footnote 17 above.  Based on the market price of the Company's stock on
March 18, 2004 of $ .12 per share, the total value of the 1,890,877 shares
issued after December 31, 2004 was $ 226,905.

                                    -30-
<PAGE>


Item 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANCIAL DISCLOSURE

None.

Item 8A. CONTROLS AND PROCEDURES

Our principal executive officer and principal financial and accounting
officer have participated in and supervised the evaluation of our disclosure
controls and procedures (as defined in Rules 13(a)-15(e) and 15(d)-15(e)
under the Securities Exchange Act of 1934, as amended (the "Exchange Act"))
that are designed to ensure that information required to be disclosed by us
in the reports that we file is recorded, processed, summarized and reported
within the time periods specified in the Securities and Exchange Commission's
rules and forms. Disclosure controls and procedures include, without
limitation, controls and procedures designed to ensure that the information
required to be disclosed by us in the reports that we file or submit under
the Act is accumulated and communicated to our management, including our
principal executive officer or officers and principal financial officer, to
allow timely decisions regarding required disclosure. The Company's chief
executive officer and chief financial officer determined that, as of the end
of the period covered by this report, these controls and procedures are
adequate and effective in alerting them in a timely manner to material
information relating to the Company required to be included in the Company's
periodic SEC filings.

There were no significant changes, including any corrective actions with
regard to significant deficiencies and material weaknesses, in our internal
controls or in other factors that could significantly affect internal
controls since the date of the most recent evaluation of these controls by
the Company's chief executive officer and chief financial officer.

Item 8B. OTHER INFORMATION

None.

                                    -31-
<PAGE>

                                  PART III
ITEM 9. DIRECTORS AND EXECUTIVE OFFICERS

Name             Age       Position
----------------------------------------------------------------------------
James Grainer    50        Chief Executive Officer, Chief Financial Officer,
                             Director
Kevin Kreisler   32        Chairman, Chief Technology Officer

James L. Grainer.  Mr. Grainer has made his career in the fields of
investment banking and financial management and accounting.  From June 2004
until October 2004, when GreenWorks acquired GreenWorks Engineering
Corporation, Mr. Grainer was a consultant to GreenWorks Engineering
Corporation, assisting GreenWorks Engineering Corporation in connection with
its acquisition of ESI-NJ  From 2003 until June 2004 Mr. Grainer was the
Chief Financial Officer of Polo Linen, where he was responsible for that
company's financial management and was involved in all aspect of strategic
management.  From 2001 until 2003 Mr. Grainer was the Managing Director of
Investment Banking and Head of the Investment Banking Group at Zanett
Securities, a merchant banking firm located in New York City.  From 1992
until 2001 Mr. Grainer was a Managing Director in the Investment Banking
Group at Prudential Securities, where he served as a member of the Management
Committee for the Prudential Securities Private Equity Fund and held other
financial management positions.  Prior to joining Prudential Securities, Mr.
Grainer was employed by Deloitte & Touche.  Mr. Grainer is licensed as a
certified public accountant in the State of New York.

Kevin Kreisler. Mr. Kreisler has over fifteen years of diversified business
experience specifically including the operation of publicly-traded companies.
Mr. Kreisler is currently the Chairman of the Board of GreenWorks
Corporation.  He also serves as Chairman of the Boards of GreenShift
Corporation, a private holding company, Veridium Corporation (OTC Bulletin
Board:  VRDM) and Incode Technologies Corp. (OTC Bulletin Board:  ICDT). From
2002 until February 2005 Mr. Kreisler served as the Chief Executive Officer
of Veridium Corporation, an environmental services business.  Mr. Kreisler
was Veridium's President from 2000 to 2002, and a Vice President from 1998 to
2000.  Mr. Kreisler is a graduate of Rutgers University College of
Engineering (B.S., Civil and Environmental Engineering, 1994), Rutgers
University Graduate School of Management (M.B.A., 1995), and Rutgers
University School of Law (J.D., 1997). Mr. Kreisler is admitted to practice
law in New Jersey and the United States District Court for the District of
New Jersey.

Nominating and Audit Committee

The Board of Directors does not have an audit committee or a nominating
committee, due to the small size of the Board.  Mr. Grainer, however, is an
"audit committee financial expert" within the definition given by the
Regulations of the Securities and Exchange Commission, by reason of his
experience in public accounting and as a financial officer.

Code of Ethics

The Company does not have a written code of ethics applicable to its
executive officers.  The Board of Directors has not adopted a written code of
ethics because there are so few members of management.

ITEM 10.  EXECUTIVE COMPENSATION

This table itemizes the compensation we paid to Donald McKelvey, who served
as GreenWorks' Chief Executive Officer until October 2004, and James Grainer,
GreenWorks' president and chief financial officer commencing October 21,
2004.  There was no other officer whose salary and bonus for services
rendered during the year ended December 31, 2004 exceeded $100,000. As of
December 31, 2004, no executive officer held shares of exercisable options
for the Company's Common Stock.

                                                  Long-term
                                                  Compensation
                                                  Securities
Name and                     Annual               Underlying       All
Principal                 Compensation            Options          Other
Position              Year Salary Bonus Other     Granted (shares) Compensation
-------------------------------------------------------------------------------
Donald McKelvey      2004  $   -- $ --  $     --      --          $     --
Former Chief         2003      --   --   131,000      --                --
 Executive Officer   2002      --   --    35,000      --                --

James Grainer        2004  11,000   --        --      --                --
New Chief Executive  2003      --   --        --      --                --
 Officer, Chief      2002      --   --        --      --                --
 Financial Officer
 and President

Irving D. Cohen CEO  2004  19,500   --        --      --                --
 Enviro-Sciences     2003      --   --        --      --                --
                     2002      --   --        --      --                --

ITEM 10.  EXECUTIVE COMPENSATION (continued)

                                    -32-
<PAGE>

Option Grants in Last Fiscal Year to Named Executive Officers.  The named
executive officers of the Company do not hold any option to purchase shares
of the Company's common stock.

EMPLOYMENT AGREEMENTS

GreenWorks' relationships with James L. Grainer and Kevin Kreisler are on an
at-will basis.  Currently GreenWorks pays $1,000 per week to Mr. Grainer for
his services, and does not compensate Mr. Kreisler for his services. Irving
Cohen,  the Chief Executive Officer of Enviro-Sciences,  is paid $ 2,212 per
week.

COMPENSATION OF DIRECTORS

Our directors are reimbursed for out-of-pocket expenses incurred on our
behalf, but receive no additional compensation for service as directors.

ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth certain information regarding the "beneficial
ownership" of the Company's Common Stock as of March 18, 2005 by each of the
Company's directors and executive officers, all current directors and
executive officers as a group, and persons or groups owning more than 5% of
the outstanding Common Stock. There are no outstanding equity securities of
the Company other than the Common Stock. In computing the number of shares
beneficially owned by a person and the percentage ownership of that person,
shares of common stock subject to options or warrants held by that person
that are currently exercisable or exercisable within 60 days of the date
hereof are deemed outstanding.

Name and Address of    Amount and Nature of     Percentage of
Beneficial Owner(1)    Beneficial Ownership     Outstanding Shares
---------------------------------------------------------------------
Kevin Kreisler (3)              1,140,678                25.01%

James Grainer (2)                 350,000                 7.67%

Current executive
 officers and directors
 as a group                     1,490,678                32.69%

Acutus Capital, LLC (4)         1,140,678                25.01%
411 Hackensack Ave
Hackensack, New Jersey 07601

Cornell Capital Partners, LP (5)  501,073                 9.90%
101 Hudson Street, Suite 3700
Jersey City, New Jersey 07303

(1)   Except as otherwise noted, the address of each of these shareholders is
c/o GreenWorks Corporation, 111 Howard Boulevard, Suite 108, Mt.
Arlington, NJ 07856.

(2)   GreenWorks has committed to issue to Mr. Grainer shares of common stock
from time to time that will have, in aggregate, a market value of $200,000.

(3)   Represents  shares owned by GreenShift Corporation, of which Mr.
Kreisler owns all of the outstanding capital stock.

(4)   Acutus Capital, L.L.C., is a holding company with no business
activities other than ownership of GreenWorks shares.  The only person
exercising control over Acutus Capital, L.L.C., is James Sonageri.

(5)   Represents shares into which the 5% Secured Convertible Debenture could
be converted based on the market price of $.12 on March 18, 2005 and
subject to the limitation that the Debenture cannot be converted into
shares which would cause Cornell Capital Partners to own more than 9.9%
of the outstanding common stock.  Without that limitation, the
Debenture could be converted into 5,208,333 shares on the basis of the
March 18, 2005 market price, which would represent 53.3% of the
outstanding common shares.

Pledge of Shares by GreenShift Corporation

GreenShift Corporation owns 25% of the outstanding common stock of
GreenWorks.  GreenShift has pledged those shares as part of the collateral
for a $2,000,000 convertible debenture that GreenShift sold to Cornell
Capital Partners LP on December 29, 2004.  If GreenShift were to default in
satisfying that debenture, Cornell Capital Partners would be entitled to
foreclose on the collateral, which could result in a change in control of
GreenWorks.
                                    -33-
<PAGE>


ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

During 2004, and in connection with the Company's various acquisitions and
the requirements of financings, the Company was party to the following
significant related party transactions:

GreenWorks has committed that from time to time it will issue shares of
common stock to James L. Grainer, GreenWorks' Chief Executive Officer, that
will have, in aggregate, a market value of $200,000.  The shares will be
issued as compensation for the consulting services rendered by Mr. Grainer in
connection with the acquisition of Enviro-Sciences by GreenWorks.   To date,
a total of 350,000 shares have been issued.

On October 27, 2004 GreenSpace Capital, LLC and Acutus Capital, L.L.C. sold
to GreenWorks all of the capital stock of GreenWorks Engineering Corp.  Kevin
Kreisler, who in January 2005 became GreenWorks' Chief Technology Officer and
a member of its Board, is the sole owner of GreenSpace Capital, LLC.  Each of
the sellers received from GreenWorks preferred stock that was subsequently
converted into 1,000,000 shares of  GreenWorks common stock and a promissory
note for $100,000, which was satisfied during the following week.  GreenSpace
Capital subsequently transferred its shares to GreenShift Corporation, which
is also owned by Mr. Kreisler.

GreenWorks is party to an "IT Services Agreement" with Candent Corporation
dated November 1, 2004.  The agreement provides that Candent will design,
develop and administer information systems for Enviro-Sciences.  The
agreement calls for GreenWorks to issue to Candent $350,000 in cash or stock
in payment for the design and development of a management information system,
$50,000 in cash or stock for services to date, and $50,000 in cash or stock
for each year in the five year term of the agreement.  To date 800,000 shares
have been issued. The President of Candent is the spouse of  Kevin Kreisler.

GreenWorks is party to a consulting agreement made in November 2004 with
Serenity Capital, LLC that provides that Serenity will consult with Enviro-
Sciences for one year, including investigation of environmental technologies
useful for Enviro-Sciences' Brownfield acquisition and remediation
activities.  GreenWorks committed in the agreement to pay Serenity $125,000
in cash or stock. The sole member of Serenity Capital is the father of Kevin
Kreisler.

GreenWorks is party to a consulting agreement with Cyrus Capital LLC that
provides that Cyrus will consult with Enviro-Sciences for one year,
including investigation of environmental technologies useful for Enviro-
Sciences' Brownfield acquisition and remediation activities. GreenWorks
committed in the agreement to pay Cyrus $125,000 in cash or stock.  The sole
member of Cyrus is the brother of Kevin Kreisler.


                                    -34-
<PAGE>


ITEM 13.  EXHIBITS AND REPORTS ON FORM 8K

The following are exhibits filed as part of the Company's Form 10KSB for the
year ended December 31, 2004:

EXHIBITS

Exhibit
Number    Description

3-a       Certificate of Incorporation, as amended through January 2000 -
          filed as an exhibit to the Registration Statement on Form 10-SB
          and incorporated herein by reference.

3-a(1)    Certificate of Amendment of Certificate of Incorporation dated
          January 8, 2003 - filed as an exhibit to the Annual Report on Form
          10-KSB for the year ended December 31, 2003 and incorporated
          herein by reference.

3-a(2)    Certificate of Amendment of Certificate of Incorporation dated
          December 2004 - filed as an exhibit to the Current Report on Form
          8-K dated December 27, 2004 and incorporated herein by reference.

3-b       Bylaws - filed as an exhibit to the Registration Statement on Form
          10-SB and incorporated herein by reference.

10-a      Share Purchase and Sale Agreement by and among GreenWorks
          Corporation, GreenSpace Capital, L.L.C. , Acutus Capital, L.L.C.
          and the Company, dated September 24, 2004  filed as an exhibit to
          the Current Report on Form 8-K dated September 24, 2004 and
          incorporated herein by reference.

10-b      5% Secured Convertible Debenture dated October 21, 2004 issued to
          Cornell Capital Partners, LP. (1)

10-c      Standby Equity Distribution Agreement dated October 21, 2004
          between Telco-Technology, Inc. and Cornell Capital Partners, LP. (1)

21        Subsidiaries -
          GreenWorks Engineering Corp., a Delaware corporation
          Enviro-Sciences (of Delaware), Inc., a Delaware corporation

31.1      Certification of Chief Executive Officer and Chief Financial
          Officer pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant
          to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1      Certification of Chief Executive Officer and Chief Financial
          Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
          the Sarbanes-Oxley Act of 2002.
______________________________________

(1)  Filed as an exhibit to the Current Report on Form 8-K dated
     October 27, 2004 and incorporated herein by reference.

                                    -35
<PAGE>

ITEM 13. EXHIBITS AND REPORTS ON FORM 8K (continued)

REPORTS ON FORM 8K

The following is a list of reports filed on Form 8-K during the period:

1)	Current Report dated October 27, 2004 under Items 1.01, 2.01 and
5.02 concerning the acquisition of GreenWorks Engineering Corp.
and the related changes in management..

2)	Current Report dated November 17, 2004 under Item 4.01 concerning
a change in the certifying auditor.

3)	Current Report dated December 27, 2004 under Item 5.03 concerning
an amendment to the certificate of incorporation.

ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES

Rosenberg Rich Baker Berman & Company, P.A. was retained by GreenWorks as its
independent accountant on November 17, 2004.  Prior to that date, Rosenberg
Rich Baker Berman & Company had served as auditor of ESI-NJ and GreenWorks
Engineering Corp.

Audit Fees

Rosenberg Rich Baker Berman & Company, P.A. billed $ 17,000 to-date to the
Company for professional services rendered for the audit of our 2004
financial statements and review of the financial statements included in our
2004 10-QSB filings.  Rosenberg Rich Baker Berman & Company, P.A. billed
$50,000 to the Company for professional services rendered for the audit of
the 2003 and 2002 financial statements of ESI-NJ

Audit-Related Fees

Rosenberg Rich Baker Berman & Company, P.A. billed $0 to the Company in 2004
for assurance and related services that are reasonably related to the
performance of the 2004 audit or review of the quarterly financial
statements.

Tax Fees

Rosenberg Rich Baker Berman & Company, P.A. billed $2,000 to the Company in
2004 for professional services rendered for tax compliance, tax advice and
tax planning.

All Other Fees

Rosenberg Rich Baker Berman & Company, P.A. billed $10,000 to the Company in
2004 for services not described above.

It is the policy of the Company's Board of Directors that all services other
than audit, review or attest services, must be pre-approved by the Board of
Directors.  All of the services described above were approved by the Audit
Committee.

                                    -36-
<PAGE>


                                  SIGNATURES

Pursuant to the requirements of 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 on the date
indicated.

GREENWORKS CORPORATION

By: /S/  JAMES GRAINER
----------------------
JAMES GRAINER
Chief Executive Officer

Date:  March 31, 2005

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

By: /S/  JAMES GRAINER
----------------------
JAMES GRAINER
Director, Chief Executive Officer, Chief Financial
 Officer, Chief Accounting Officer

Date:  March 31, 2005

By: /S/ KEVIN KREISLER
----------------------
KEVIN KREISLER
Director

Date: March 31, 2005