<PAGE>

================================================================================

              U.S. SECURITIES EXCHANGE COMMISSION WASHINGTON, D.C.
                                      20549
                               ------------------

                                  FORM 10-KSB/A
                                (Amendment No. 1)

                                   (Mark One)

[X]      ANNUAL REPORT UNDER SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT
         OF 1934

For the fiscal year ended December 31, 2004

[ ]      TRANSITION REPORT UNDER SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
                   ACT OF 1934 For the transition period from
                       ________________to ________________

                         Commission file number: 0-24640

                      MYRIAD ENTERTAINMENT & RESORTS, INC.
               ---------------------------------------------------
              (Exact name of small business issuer in its charter)

          Delaware                                               64-0872630
          --------                                               ----------
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)

   Suite 1000, 10050-112 Street, 10th Floor, Edmonton, Alberta, Canada T5K 2J1
                -------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                    Issuer's telephone number (780) 431-0086

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

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

                          Common Stock, $.001 par value
                          -----------------------------
                                (Title of Class)

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

         Check if there is no disclosure of delinquent filers in response to
Item 405 of Regulation S-B contained herein, and no disclosure will be
contained, to the best of issuer's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. [ ]

         The Issuer had no revenue for its most recent fiscal year.

         The aggregate market value of the common stock held by nonaffiliates,
based upon the average bid and asked prices of the Issuer's common stock on
October 27, 2005 was $1,906,431. Shares of common stock held by each officer and
director and by each person who owns 10% or more of the outstanding common stock
have been excluded in that such persons may be deemed to be affiliates. This
determination of affiliate status is not necessarily a conclusive determination
for other purposes.

         The number of shares outstanding of the issuer's common stock, as of
October 27, 2005, was 39,762,666.

================================================================================



<PAGE>

MYRIAD ENTERTAINMENT & RESORTS, INC.

EXPLANATORY NOTE:

         This Amendment No. 1 on Form 10-KSB/A for Myriad Entertainment &
Resorts, Inc. (formerly Synergy 2000, Inc.)(the "Company") for the year ended
December 31, 2004 is being filed to amend and restate the items described below
contained in the Company's Annual Report on Form 10-KSB for such period
originally filed with the Securities and Exchange Commission on May 16, 2005.

         This Amendment No. 1 amends Part I, Item 6, Management's Discussion and
Analysis or Plan of Operations, and Part I, Item 7, Financial Statements, to
restate the Company's Audited Consolidated Financial Statements as of December
31, 2004 for the Consolidated Balance Sheet and Consolidated Statements of
Stockholders' Deficit, for the fiscal years ended December 31, 2004 and 2003 for
the Consolidated Statements of Operations, for the fiscal years ended December
31, 2004 and 2003 for the Consolidated Statements of Cash Flows, and the related
Notes to Consolidated Financial Statements.

         This Amendment No. 1 and the restated consolidated financial statements
included herein reflect a correction of the Company's accounting and disclosure
treatment of (1) management forgiveness of accrued but unpaid salaries, (2)
management fees charged by Myriad Golf Resort, Inc., an Alberta, Canada
corporation, and affiliate of the Company ("Myriad-Golf"), and (3) the
recognition of the Company's equity in the losses of Myriad World Resort of
Tunica, LLC, a Mississippi limited liability company, and affiliate of the
Company ("Myriad-Tunica"). This Amendment No. 1 amends the Company's previously
filed Form 10-KSB for the year ended December 31, 2004 to reflect the following:

         o        $164,232 of expenses and costs paid on behalf of the Company
                  by Myriad - Golf
         o        $112,034 of expenses representing equity in the losses of
                  Myriad - Tunica
         o        $226,650 of additional paid-in capital representing management
                  forgiveness of accrued but unpaid salaries

         The impact of the restatement as of and for the year ended December 31,
2004 is summarized as follows:


Impact Summary
--------------
                                      As
As of and for the year            originally
ended December 31, 2004            Reported        As Restated         Change
-----------------------           -----------      -----------      -----------
Investment in Myriad- Tunica      $   200,000      $    87,966      $  (112,034)
Due to related party                   18,334          182,566         (164,232)
Additional paid-in capital          1,801,114        2,027,764          226,650
Accumulated deficit                (2,234,098)      (2,737,014)        (502,916)
Net loss                             (126,580)        (629,496)        (502,916)
Net loss per share                $     (0.00)     $     (0.02)     $     (0.02)


          Pursuant to SEC Rule 12b-15, this Form 10-KSB/A sets forth the
complete text of each item of Form 10-KSB listed above as amended, omits items
of the original Form 10-KSB filed on May 16, 2005 that have not been amended,
and includes as Exhibits 31 and 32 new certifications by the Chief Executive
Officer and Chief Financial Officer.

         In order to preserve the nature and character of the disclosures set
forth in such items as originally filed, this Amendment No. 1 does not reflect
events occurring after the filing of the original Annual Report on Form 10-KSB
on May 16, 2005, or modify or update the disclosures presented in that filing,
except to reflect the revisions as described above.

                                        2




<PAGE>

                      MYRIAD ENTERTAINMENT & RESORTS, INC.
                                      INDEX

                                                                            Page
                                                                            ----
PART I.
------------------------------

Item 6. Management's Discussion and Analysis or Plan of Operations ..........4

Item 7.  Consolidated Financial Statements

         Report of Independent Registered Public Accounting Firm; ..........F-1

         Consolidated Balance Sheet - December 31, 2004 (Restated); ........F-2

         Consolidated Statements of Operations -
           Fiscal Years ended December 31, 2004 and 2003; ..................F-3

         Consolidated Statements of Stockholders' Deficit  .................F-4

         Consolidated Statements of cash flows -
           Fiscal years ended December 31, 2004 and 2003; ..................F-5

         Notes to consolidated financial statements .................F-6 - F-14


PART III.
--------------------------

Item 1.  Index to Exhibits ...................................................8


                                        3




<PAGE>

                                     PART I


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

         This discussion contains forward-looking information that involves
risks and uncertainties. Our actual results could differ materially from those
anticipated by this forward-looking information. This discussion should be read
in conjunction with our financial statements and the related notes thereto set
forth elsewhere in this Annual Report on Form 10-KSB/A.

FORWARD-LOOKING STATEMENTS

         This Annual Report on Form 10-KSB/A contains "forward-looking
statements" within the meaning of Section 21E of the Securities Exchange Act of
1934, as amended. All statements other than statements of historical fact should
be considered "forward-looking statements" for purposes of these provisions,
including statements that include projections of, or expectations about,
earnings, revenues or other financial items, statements about our plans and
objectives for future operations, statements concerning proposed new products or
services, statements regarding future economic conditions or performance,
statements concerning our expectations regarding the attraction and retention of
members and guests, statements about market risk and statements underlying any
of the foregoing. In some cases, forward-looking statements can be identified by
the use of terminology such as "may," "will," "expects," "plans," "anticipates,"
"intends," "believes," "estimates," "potential" or "continue," or the negative
thereof or other similar words. Although we believe that the expectations
reflected in our forward-looking statements are reasonable, we can give no
assurance that such expectations or any of our forward-looking statements will
prove to be correct. Actual results and developments are likely to be different
from, and may be materially different from, those expressed or implied by our
forward-looking statements. Forward-looking statements are subject to inherent
risks and uncertainties, some of which are summarized in "Factors That May
Affect Our Plan of Operations."

PLAN OF OPERATIONS

         Our plan of operations for the next 12 months is to implement our
business plan as described in this Annual Report; namely, to implement our
business plan by capitalizing on opportunities to enhance the sustained value of
destinations and properties in high-potential growth markets through the
creation of unique, world-class travel and leisure experiences. This plan is a
substantial change in the nature of our business operations.

         Effective July 6, 2004, pursuant to the terms of the Securities
Purchase Agreement dated June 22, 2004 with Scott Hawrelechko, the Company sold
to Mr. Hawrelechko twenty-two million (22,000,000) shares of the Company's
Common Stock representing control of the Company in consideration for the sale,
transfer and assignment by Mr. Hawrelechko of certain assets including a
thirty-three percent (33%) interest in Myriad World Resorts of Tunica, LLC, a
Mississippi limited liability company ("Myriad-Tunica"). In addition, Mr.
Hawrelechko is the majority shareholder and serves as the President and Chief
Executive Officer of Myriad Golf Resort, Inc., an Alberta, Canada corporation
("Myriad-Golf"), which owns a 1% percentage interest in Myriad-Tunica. The
Company, Myriad-Tunica and Myriad-Golf are affiliates. To date, Myriad-Tunica's
activities have involved obtaining approval from the Mississippi Gaming
Commission for its gaming site and site development plan, securing contractual
rights to a development site and management contracts associated with
Myriad-Tunica's planned development. The Company is currently engaged in the
very early stages of development of the planned 540-acre Myriad-Tunica resort,
casino and enclosed championship golf complex in Tunica County, Mississippi. It
is planned that the themed Myriad Botanical Resort will include the world's
first indoor championship golf course within a 155-acre, climate-controlled
enclosure, in addition to a 1,200-room hotel, convention center, casino, family
water play park, retail entertainment and world-class gardens. The project is
anticipated to begin construction in 2006. We plan to build and develop
resort developments using a series of private equity and debt financings, but
there can be no assurance that the requisite financings can be secured and on
terms reasonably satisfactory to management.

         In addition, we plan to actively seek, investigate, and if warranted,
acquire one or more resort and golf facilities-related businesses, and to pursue
other related activities intended to enhance shareholder value. The acquisition
of a business opportunity may be made by purchase, merger, exchange of stock, or
otherwise. We currently have very limited capital, and it is unlikely that we
will be able to take advantage of such business opportunities without securing
additional funding by means of equity and/or debt offerings of our securities.
We intend to seek opportunities demonstrating the potential of long-term growth
as opposed to short-term earnings.

                                      4


<PAGE>

FACTORS THAT MAY AFFECT OUR PLAN OF OPERATIONS

         WE HAVE A MINIMAL OPERATING HISTORY, WHICH RAISES SUBSTANTIAL DOUBT AS
TO OUR ABILITY TO SUCCESSFULLY DEVELOP PROFITABLE BUSINESS OPERATIONS. We have a
limited operating history and our business and prospects must be considered in
light of the risks and uncertainties to which early stage companies in the
destination experience resort industry are exposed. We cannot provide assurances
that our business strategy will be successful or that we will successfully
address those risks and the risks described herein. Most importantly, if we are
unable to secure future capital, we will be unable to continue our operations.
We may incur losses on a quarterly or annual basis for a number of reasons, some
within and others outside our control. The growth of our business will require
the commitment of substantial capital resources. If funds are not available from
operations, we will need additional funds. We may seek such additional funding
through public and private financing, including debt or equity financing.
Adequate funds for these purposes, whether through financial markets or from
other sources, may not be available when we need them. Even if funds are
available, the terms under which the funds are available to us may not be
acceptable to us. Insufficient funds may require us to delay, reduce or
eliminate some or all of our planned activities. To successfully execute our
current strategy, we will need to improve our working capital position. The
report of our independent auditors accompanying our financial statements
includes an explanatory paragraph indicating there is a substantial doubt about
the Company's ability to continue as a going concern due to recurring losses. We
plan to overcome the circumstances that impact our ability to remain a going
concern through a combination of equity and debt financings.

         BECAUSE OUR COMMON STOCK IS DEEMED A LOW-PRICED "PENNY" STOCK, AN
INVESTMENT IN OUR COMMON STOCK SHOULD BE CONSIDERED HIGH RISK AND SUBJECT TO
MARKETABILITY RESTRICTIONS. Since our common stock is a penny stock, as defined
in Rule 3a51-1 under the Securities Exchange Act, it will be more difficult for
investors to liquidate their investment even if and when a market develops for
the common stock. Until the trading price of the common stock rises above $5.00
per share, if ever, trading in the common stock is subject to the penny stock
rules of the Securities Exchange Act specified in rules 15g-1 through 15g-10.
Those rules require broker-dealers, before effecting transactions in any penny
stock, to: (i) deliver to the customer, and obtain a written receipt for, a
disclosure document; (ii) disclose certain price information about the stock;
(iii) disclose the amount of compensation received by the broker-dealer or any
associated person of the broker-dealer; (iv) send monthly statements to
customers with market and price information about the penny stock; and (v) in
some circumstances, approve the purchaser's account under certain standards and
deliver written statements to the customer with information specified in the
rules. Consequently, the penny stock rules may restrict the ability or
willingness of broker-dealers to sell the common stock and may affect the
ability of holders to sell their common stock in the secondary market and the
price at which such holders can sell any such securities. These additional
procedures could also limit our ability to raise additional capital in the
future.

         OUR STOCK IS THINLY TRADED, AS A RESULT YOU MAY BE UNABLE TO SELL AT OR
NEAR ASK PRICES OR AT ALL IF YOU NEED TO LIQUIDATE YOUR SHARES. The shares of
our common stock are thinly-traded on the Pink Sheets, meaning that the number
of persons interested in purchasing our common shares at or near ask prices at
any given time may be relatively small or non-existent. This situation is
attributable to a number of factors, including the fact that we are a small
company which is relatively unknown to stock analysts, stock brokers,
institutional investors and others in the investment community that generate or
influence sales volume, and that even if we came to the attention of such
persons, they tend to be risk-averse and would be reluctant to follow an
unproven, early stage company such as ours or purchase or recommend the purchase
of our shares until such time as we became more seasoned and viable. As a
consequence, there may be periods of several days or more when trading activity
in our shares is minimal or non-existent, as compared to a seasoned issuer which
has a large and steady volume of trading activity that will generally support
continuous sales without an adverse effect on share price. We cannot give you
any assurance that a broader or more active public trading market for our common
shares will develop or be sustained, or that current trading levels will be
sustained. Due to these conditions, we can give investors no assurance that they
will be able to sell their shares at or near ask prices or at all if you need
money or otherwise desire to liquidate their shares.

         WE WILL NEED ADDITIONAL CAPITAL IN THE FUTURE TO FINANCE OUR
OPERATIONS, WHICH WE MAY NOT BE ABLE TO RAISE OR IT MAY ONLY BE AVAILABLE ON
TERMS UNFAVORABLE TO US OR OUR STOCKHOLDERS, WHICH MAY RESULT IN OUR INABILITY
TO FUND OUR WORKING CAPITAL REQUIREMENTS AND HARM OUR OPERATIONAL RESULTS. We
have and expect to continue to have substantial capital expenditure and working
capital needs, and will need to raise additional funds to fund our operations.
If operating difficulties or other factors, many of which are beyond our
control, cause our cash flows to decrease, we may be limited in our ability to
spend the capital necessary to complete our development programs. If our
resources or cash flows do not rapidly commence, we will require additional
financing to fund our planned growth. Additional financing might not be
available on terms favorable to us, or at all. If adequate funds were not

                                       5




<PAGE>

available or were not available on acceptable terms, our ability to fund our
operations, take advantage of unanticipated opportunities, develop or enhance
our business or otherwise respond to competitive pressures would be
significantly limited. If we raise additional funds through the issuance of
equity or convertible debt securities, the percentage ownership of our
stockholders would be reduced, and these newly issued securities might have
rights, preferences or privileges senior to those of existing stockholders.

         OUR AUDITOR'S REPORT REFLECTS THE FACT THAT WITHOUT REALIZATION OF
ADDITIONAL CAPITAL, IT WOULD BE UNLIKELY FOR US TO CONTINUE AS A GOING CONCERN.
As a result of our deficiency in working capital at December 31, 2004 and other
factors, our auditors have included a paragraph in their report regarding
substantial doubt about our ability to continue as a going concern. Our plans in
this regard are to seek additional funding through future equity private
placements or debt facilities.

OVERVIEW

GENERAL
-------

         We are a holding company incorporated under the laws of the State of
Delaware that, through our subsidiaries, intends to own, operate and/or manage
destination resort properties and country club and golf facilities. Our
operations are intended to be organized into two principal business segments:
(1) destination experience resorts such as the Tunica LLC project, and (2)
country clubs, casinos, hotels, resort amenities and facilities. Other
operations that will not be assigned to a principal business segment are
intended to include real estate operations and corporate services.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES
------------------------------------------

         The process of preparing financial statements in conformity with
accounting principles generally accepted in the U.S. requires us to use
estimates and assumptions to determine certain of our assets, liabilities,
revenues and expenses. We base these estimates and assumptions upon the best
information available to us at the time the estimates or assumptions are made.
Our estimates and assumptions could change materially as conditions both within
and beyond our control change. Accordingly, our actual results could differ
materially from our estimates. A full description of all of our significant
accounting policies is included in Note 1 to our Consolidated Financial
Statements.

         IMPAIRMENT OF LONG-LIVED ASSETS. In accordance with SFAS 144,
"Accounting for the Impairment or Disposal of Long-Lived Assets", our long-lived
assets to be held and used and to be disposed of are reviewed for impairment
whenever events or changes in circumstances indicate that the carrying amount of
an asset may not be recoverable. Impairment charges are recorded as a component
of operating income or loss in our Consolidated Statements of Operations. As
reflected in Note 1 to our Consolidated Financial Statements, our independent
public accountants accounted for the equity investment in Tunica LLC at the date
of acquisition based on the fair value of the shares issued, taking into
consideration the limited trading volume of the Company's common stock. Goodwill
related to equity method investments is tested for other than temporary
impairment in accordance with Accounting Principles Board Opinion 18, "The
Equity Method of Accounting for Investments in Common Stock." Management
evaluated the carrying value of this investment for impairment at December 31,
2004 and concluded that no impairment was required to be recognized.
Nevertheless, the future realization of this investment is subject to Tunica LLC
obtaining the necessary capital and then successfully executing its business
plan. If our plans change or funding does not occur, this investment in Tunica
LLC may be determined to be impaired in the future.

RESULTS OF OPERATIONS

YEAR ENDED DECEMBER 31, 2004 COMPARED TO YEAR ENDED DECEMBER 31, 2003

         The Company generated no revenues during the year ended December 31,
2004 as compared to revenues of $949 for the year ended December 31, 2003.
During the first half of 2004, we focused our attention on executing the
definitive Securities Purchase Agreement consummating the change in control
transaction effective July 6, 2004, pursuant to which we issued 22,000,000
shares of our common stock to Scott Hawrelechko in consideration for the sale,
transfer and assignment by Mr. Hawrelechko of certain assets including a
thirty-three percent (33%) interest in Myriad - Tunica. Myriad - Tunica is
currently engaged in the very early stages of development of a planned 540-acre
resort, casino and enclosed championship golf complex in Tunica County,
Mississippi.

                                  6











<PAGE>

         The Company's operating expenses for the fiscal year ended December 31,
2004 were $448,952 compared to $356,515 during the comparable period for 2003.
This increase in operating expenses in 2004 was primarily attributable to stock
issued for services to two directors and a vendor valued at $129,000, and
management fees due to Myriad - Golf for costs incurred by Myriad - Golf on
behalf of the Company, which was partially offset by a reduction in insurance
costs, bad debts and impairment charges for intangibles. The Company also
recognized $112,034 of equity in the losses of Myriad - Tunica, interest expense
of $92,801, and an expense of $3,035 on disposal of equipment, which was
partially offset by miscellaneous income of $27,326. The Company had a net loss
of $629,496, or $(0.02) per share for the fiscal year ended December 31, 2004,
as compared to a net loss of $359,431, or $(0.02) per share for the fiscal year
ended December 31, 2003.

         The Company's revenues during 2005 and beyond are dependent upon its
ability to implement its business plan and to secure the requisite financings in
connection therewith. Except as otherwise set forth in this discussion, we are
not aware of any trend that will adversely affect our Company's prospects in
2005.

YEAR ENDED DECEMBER 31, 2003 COMPARED TO YEAR ENDED DECEMBER 31, 2002

         The Company's revenues or fees billed were $949 for the year ended
December 31, 2003 compared to $662,761 (including a gain of $187,500 upon the
disposal of a subsidiary) for the comparable period in 2002. The decrease was
due primarily to no new consulting arrangements entered into by the Company due
to a slowdown caused by macro-economic factors during 2003. The year ended
December 31, 2003 was challenging for the Company as well as for other companies
in the systems integration and technology business. Accordingly, the Company
focused its efforts during 2003 principally on monitoring its contacts in the
insurance and financial services industries, positioning the Company for the
anticipated greater demand for systems integration and technology consulting
engagements in the future, and its continuing offering of management advisory
services.

         The Company's operating expenses during the year ended December 31,
2003 were $230,515 (after subtracting expense related to disposal of intangible
assets of $126,000) compared to $1,026,360 (after subtracting expenses related
to disposal of intangible assets of $1,035,169) during the comparable period in
2002. Lower operating expenses in 2003 were primarily attributable to Company
management's ability to identify and take action with respect to expense
reductions and improve efficiencies in light of the Company's lower revenues.
The Company suffered a net loss before income taxes of $(359,431) (including
expenses of $126,000 related to disposal of intangible assets) for the year
ended December 31, 2003 as compared to a net loss before income taxes of
$(1,379,864) (including expenses of $1,035,169 related to disposal of intangible
assets) for the year ended December 31, 2002.

LIQUIDITY AND CAPITAL RESOURCES

         Our primary goal as it relates to liquidity and capital resources is to
attain and retain the right level of debt and cash to implement our business
plan. We will require additional capital financing to implement our business
plan, but there can be no assurance that the requisite financings can be secured
and on terms reasonably satisfactory to management. We anticipate that new
credit facilities, coupled with cash to be raised from private placements and
public offerings, assuming they will be successful, will be sufficient to
satisfy our operating expenses and capital until such time as revenues are
sufficient to meet operating requirements.

         The Company's working capital was $(758,809) as of December 31, 2004
compared to $(601,616) as of December 31, 2003. This deficit was primarily
attributable to an increase in accounts payable, accrued interest and amounts
payable to Myriad - Golf. At December 31, 2004, the Company had no cash.

         The Company has historically derived its cash from operations and the
sale of shares. In February 2000, the Company obtained a $200,000 line of credit
from its bank, payable on demand, to be used as needed for operating purposes.
Effective with the change in control transaction on July 6, 2004, this line of
credit was cancelled. In December 2002, we obtained a $40,000 unsecured line of
credit originally from Textron Financial Corporation, payable on demand, to be
used as needed for operating purposes. As of December 31, 2004, the Company had
$30,553 outstanding on this credit facility, bearing interest at a rate of
10.99%. During 2004, due to decreased cash flows from operations and depletion
of all cash reserves, we relied on support in the amount of $18,334 from a
related party, Myriad - Golf, which provided funding in order for the Company to
remain current on paying normal expenses.

         We will require significant additional capital to implement the Myriad
- Tunica business plan and to finance the implementation of our plan of
operations as described in this Annual Report. We expect to fund our
contemplated operations through a series of equity and debt financings raised
from private placements and/or public offerings. We assume that such financing
activities, if successful, will be sufficient to satisfy our operating expenses
and capital requirements until such time as revenues are sufficient to meet
operating requirements.

                                   7


<PAGE>

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

         In December 2004, the FASB issued SFAS No. 123 (revised 2004),
"Share-Based Payment," which replaces SFAS No. 123, "Accounting for Stock-Based
Compensation," and supersedes APB Opinion No. 25, "Accounting for Stock Issued
to Employees." SFAS No. 123 (revised 2004) requires compensation costs related
to share-based payment transactions to be recognized in the financial
statements. With limited exceptions, the amount of compensation cost will be
measured based on fair value on the grant date of the equity or liability
instruments issued. Compensation cost will be recognized over the period that an
employee provides service for that award. This new standard will impact our
financial statements prospectively if and when we issue stock and/or options as
compensation.

GOING CONCERN

         The financial statements included in this filing have been prepared in
conformity with generally accepted accounting principles that contemplate the
continuance of the Company as a going concern. The Company's cash position may
be inadequate to pay all of the costs associated with the implementation of our
business plan. Management intends to use borrowings and security sales to
mitigate the effects of its cash position, however no assurance can be given
that debt or equity financing, if and when required will be available. The
financial statements do not include any adjustments relating to the
recoverability and classification of recorded assets and classification of
liabilities that might be necessary should the Company be unable to continue
existence.

OFF-BALANCE SHEET ARRANGEMENTS

         We are not aware of any off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on our financial condition,
changes in financial condition, revenues or expenses, results of operations,
liquidity, capital expenditures or capital resources that is material to
investors.

ITEM 7.  FINANCIAL STATEMENTS

         Our Consolidated Financial Statements and related notes begin on Page
F-1 of this Annual Report on Form 10-KSB/A.


                                    PART III


ITEM 1.   INDEX TO EXHIBITS.

         (a)      Exhibits

EXHIBIT
NUMBER      DESCRIPTION
------      -----------

31.1     Certifications Pursuant to Securities Exchange Act Rule 13a-14 and
         15d-14
32.1     Certifications Pursuant to 18 U.S.C. Section 1350

                                    8



<PAGE>


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
             -------------------------------------------------------


Board of Directors
Myriad Entertainment and Resorts, Inc.
and Subsidiaries
(formerly Synergy 2000, Inc.)
Edmonton, Alberta Canada


         We have audited the accompanying consolidated balance sheet of Myriad
Entertainment and Resorts, Inc. and Subsidiaries (formerly Synergy 2000, Inc.,
the "Company") as of December 31, 2004, and the related consolidated statements
of operations, stockholders' deficit and cash flows for each of the two years
then ended. These consolidated financial statements are the responsibility of
the Company's management. Our responsibility is to express an opinion on these
consolidated 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
consolidated financial statements are free of material misstatement. The Company
is not required to have, nor were we engaged to perform an audit of its internal
control over financial reporting. Our audit included consideration of internal
control over financial reporting as a basis for designing audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company's internal control over financial
reporting. Accordingly, we express no such opinion. An audit includes examining,
on a test basis, evidence supporting the amounts and disclosures in the
consolidated financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall consolidated financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.

         In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the financial position of the Company
at December 31, 2004, and the results of its operations and its cash flows for
each of the two years in the period ended December 31, 2004, in conformity with
accepted 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 discussed in Note
8 to the consolidated financial statements, the Company has incurred significant
losses and has a retained deficit from operations that raises substantial doubt
about its ability to continue as a going concern. In addition, the realization
of the Company's investment in Myriad World Resorts of Tunica, LLC ("Myriad -
Tunica") is contingent on additional financing and the successful execution of
Myriad - Tunica's business plan. Management's plans in regard to these matters
are also discussed in Note 8. The consolidated financial statements do not
include any adjustments to reflect the possible future effects on the
recoverability and classification of assets or the amounts and classification of
liabilities that may result from the outcome of this uncertainty.

         As described in Note 10, the accompanying December 31, 2004
consolidated financial statements have been restated.


                                                    /S/ Moore Stephens Frost
                                                    ----------------------------
                                                    Certified Public Accountants
Little Rock, Arkansas
September 30, 2005

                                      F-1



<PAGE>

                     MYRIAD ENTERTAINMENT AND RESORTS, INC.
                                AND SUBSIDIARIES
                          (FORMERLY SYNERGY 2000, INC.)

                      CONSOLIDATED BALANCE SHEET (RESTATED)

                                DECEMBER 31, 2004


                                     Assets
                                     ------

Cash                                                                $        --

Investment in Myriad World Resorts of Tunica, LLC                        87,966

Total assets                                                        $    87,966
                                                                    ===========


                      Liabilities and Stockholders' Equity
                      ------------------------------------

Current liabilities
  Accounts payable                                                  $   456,075
  Due to related party                                                  182,566
  Accrued interest                                                       89,615
  Short-term borrowings                                                  30,553
                                                                    -----------
Total current liabilities                                               758,809
                                                                    -----------

Stockholders' equity
  Common stock, par value $.001; authorized 300,000,000
    shares; issued and outstanding 38,407,133 shares                     38,407
  Additional paid-in capital                                          2,027,764
  Accumulated deficit                                                (2,737,014)
                                                                    -----------
Total stockholders' equity                                             (670,843)
                                                                    -----------

Total liabilities and stockholders' equity                          $    87,966
                                                                    ===========


The accompanying notes are an integral part of these consolidated financial
statements.

                                      F-2


<PAGE>

                     MYRIAD ENTERTAINMENT AND RESORTS, INC.
                                AND SUBSIDIARIES
                          (FORMERLY SYNERGY 2000, INC.)

                      CONSOLIDATED STATEMENT OF OPERATIONS

                 FOR THE YEARS ENDED DECEMBER 31, 2004 AND 2003


                                                    2004               2003
                                                ------------       ------------
                                                  Restated
Operating revenues
  Fees billed                                   $         --       $        949
                                                ------------       ------------
Total operating revenues                                  --                949
                                                ------------       ------------

Operating expenses
  Stock issued for services                          129,000                 --
  Professional fees                                  132,387            138,052
  Management fees - related party                    164,232                 --
  Impairment of intangibles                               --            126,000
  Insurance                                           16,228             31,920
  Bad debts                                               --             48,654
  Other expenses                                       7,105             11,889
                                                ------------       ------------
Total operating expenses                             448,952            356,515
                                                ------------       ------------

Net loss from operations                            (448,952)          (355,566)

Other income (expenses)
  Interest expense                                   (92,801)            (3,865)
  Equity in loss of Myriad - Tunica                 (112,034)                --
  Disposal of equipment                               (3,035)                --
  Miscellaneous income                                27,326                 --
                                                ------------       ------------
Total other expenses                                (180,544)            (3,865)
                                                ------------       ------------

Net loss before income taxes                        (629,496)          (359,431)

Income tax benefit                                        --                 --
                                                ------------       ------------

Net loss                                        $   (629,496)      $   (359,431)
                                                ============       ============

Net loss per common share:
   Basic                                        $      (0.02)      $      (0.02)
   Diluted                                      $      (0.02)      $      (0.02)

Weighted average shares outstanding:
   Basic                                          26,986,037         16,107,133
   Diluted                                        26,986,037         16,107,133


The accompanying notes are an integral part of these consolidated financial
statements.


                                      F-3


<PAGE>

<TABLE>
                                         MYRIAD ENTERTAINMENT AND RESORTS, INC.
                                                    AND SUBSIDIARIES
                                              (FORMERLY SYNERGY 2000, INC.)

                                     CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT

                                     FOR THE YEARS ENDED DECEMBER 31, 2004 AND 2003



                                                 Common Stock              Additional                          Total
                                           ---------------------------       Paid-in       Accumulated     Stockholders'
                                              Shares          Amount         Capital         Deficit           Equity
                                           -----------     -----------     -----------     -----------      -----------
<S>                                         <C>            <C>             <C>             <C>              <C>
Balance - December 31, 2002                 16,107,133     $    16,107     $ 1,489,429     $(1,748,087)     $  (242,551)

  Capital contributed                               --              --           4,985              --            4,985

  Net loss                                          --              --              --        (359,431)        (359,431)
                                           -----------     -----------     -----------     -----------      -----------

Balance - December 31, 2003                 16,107,133          16,107       1,494,414      (2,107,518)        (596,997)

  Stock issued for interest in Myriad
   World Resorts of Tunica, LLC             22,000,000          22,000         178,000              --          200,000

  Stock issued for services rendered           300,000             300         128,700              --          129,000

  Management forgiveness of
    accrued but unpaid salaries (Restated)          --              --         226,650              --          226,650

  Net loss (Restated)                               --              --              --        (629,496)        (629,496)
                                           -----------     -----------     -----------     -----------      -----------

Balance - December 31, 2004                 38,407,133     $    38,407     $ 2,027,764     $(2,737,014)     $  (670,843)
                                           ===========     ===========     ===========     ===========      ===========


The accompanying notes are an integral part of these consolidated financial
statements.


                                                          F-4
</TABLE>


<PAGE>

                     MYRIAD ENTERTAINMENT AND RESORTS, INC.
                                AND SUBSIDIARIES
                          (FORMERLY SYNERGY 2000, INC.)

                      CONSOLIDATED STATEMENT OF CASH FLOWS

                 FOR THE YEARS ENDED DECEMBER 31, 2004 AND 2003


                                                        2004            2003
                                                      ---------      ---------
                                                      Restated
Cash flows from operating activities
  Net loss                                            $(629,496)     $(359,431)
  Adjustments to reconcile net loss to net cash
    used in operating activities
  Depreciation                                            1,584          4,014
  Equity in loss of Myriad - Tunica                     112,034             --
  Stock issued for services                             129,000             --
  Loss on disposal of fixed assets                        3,035             --
  Impairment of intangible assets                            --        126,000
  Changes in operating assets and liabilities
    Accounts receivables                                     --         48,654
    Accounts payable                                    120,429        116,069
    Accrued expenses                                     92,738             --
                                                      ---------      ---------
Net cash used in operating activities                  (170,676)       (64,694)
                                                      ---------      ---------

Cash flows from financing activities
  (Repayments) proceeds of short-term borrowings        (13,972)        44,525
  Borrowings from related party                         182,566             --
  Capital contributed                                        --          4,985
                                                      ---------      ---------
Net cash provided by financing activities               168,594         49,510
                                                      ---------      ---------

Net decrease in cash                                     (2,082)       (15,184)

Cash - beginning of year                                  2,082         17,266
                                                      ---------      ---------

Cash - end of year                                    $      --      $   2,082
                                                      =========      =========


Supplementary disclosure of cash flow information
-------------------------------------------------
  Cash paid during the year for interest              $   3,186      $   3,865

Supplementary disclosure of non-cash activities
-----------------------------------------------
  Additional paid-in capital provided from
   forgiveness of accrued salaries                    $ 226,650      $      --


The accompanying notes are an integral part of these consolidated financial
statements.


                                      F-5


<PAGE>

                     MYRIAD ENTERTAINMENT AND RESORTS, INC.
                                AND SUBSIDIARIES
                          (FORMERLY SYNERGY 2000, INC.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                           DECEMBER 31, 2004 AND 2003


1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
         ------------------------------------------

                  This summary of significant accounting policies of Myriad
         Entertainment and Resorts, Inc. (formerly Synergy 2000, Inc., the
         "Company") and its subsidiaries is presented to assist in understanding
         the Company's consolidated financial statements. The consolidated
         financial statements and notes are representations of the Company's
         management who is responsible for their integrity and objectivity.
         These accounting policies conform to generally accepted accounting
         principles in the United States, and industry practices, and have been
         consistently applied in the presentation of the consolidated financial
         statements.

         a.       ORGANIZATION AND BUSINESS - Effective July 6, 2004, pursuant
                  to the terms of the Securities Purchase Agreement dated June
                  22, 2004, the Company acquired a 33% interest in Myriad World
                  Resorts of Tunica, LLC, a Mississippi limited liability
                  company in exchange for the issuance of 22 million shares of
                  common stock. Concurrent with this transaction, the Company
                  changed its name to Myriad Entertainment and Resorts, Inc. and
                  began implementing its new business plan of capitalizing on
                  opportunities to enhance the sustained value of destinations
                  and properties in high-potential growth markets through its
                  creation of unique, world-class travel and leisure
                  experiences. The Company plans to build and develop resort
                  developments using a series of public and private equity and
                  debt financings. This is an entirely new direction for the
                  Company which was previously an information systems integrator
                  and management consulting firm providing value added
                  technology and management solutions for companies to prepare
                  them tactically and strategically to compete in the 21st
                  Century.

                  In conjunction with the transaction outlined above, members of
         previous management agreed to forego rights to accrued but unpaid
         salaries totaling $226,650, which has been reflected as a contribution
         of capital in the accompanying consolidated financial statements.

         b.       PRINCIPLES OF CONSOLIDATION - The consolidated financial
                  statements include the accounts of the Company and its
                  subsidiaries, Infinity Technology Solutions, Inc. and
                  Statewide General Synergy S2K, Inc. The subsidiaries were all
                  inactive for the years ended December 31, 2004 and 2003.

         c.       CASH EQUIVALENTS - The Company considers all highly liquid
                  investments purchased with an original maturity of three
                  months or less to be cash equivalents. At December 31, 2004,
                  the Company had no cash equivalents.

         d.       INVESTMENT IN MYRIAD WORLD RESORT OF TUNICA, LLC - The Company
                  accounted for their equity investment in Myriad World Resorts
                  of Tunica, LLC ("Myriad - Tunica") at the date of acquisition
                  based on the fair value of the shares issued, as discussed in
                  Note 2. Subsequent to the investment the Company has
                  recognized their pro rata portion of the losses incurred by
                  Myriad - Tunica. The investment is tested for other than
                  temporary impairment in accordance with Accounting Principles
                  Board ("APB") Opinion No. 18, "The Equity Method of Accounting
                  for Investments in Common Stock." Management evaluated the
                  carrying value of this investment for impairment at December
                  31, 2004, and concluded no impairment was required to be
                  recognized. The future realization of this investment is
                  subject to Myriad - Tunica obtaining the necessary capital and
                  then successfully executing its business plan. If Management's
                  plans change or funding does not occur, this investment may be
                  deemed to be impaired in the future.


                                      F-6


<PAGE>

                     MYRIAD ENTERTAINMENT AND RESORTS, INC.
                                AND SUBSIDIARIES
                          (FORMERLY SYNERGY 2000, INC.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                           DECEMBER 31, 2004 AND 2003


1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT.)
         ------------------------------------------

         e.       DEPRECIATION - The Company's equipment is depreciated using
                  the straight-line method. Depreciation expense totaled $1,584
                  for the year ended December 31, 2004 and $4,014 for the year
                  ended December 31, 2003. The Company accounts for long-lived
                  assets in accordance with SFAS No. 144 "Accounting for the
                  Impairment or Disposal of Long-Lived Assets". In conjunction
                  with the investment in Myriad - Tunica discussed above, the
                  Company disposed of its remaining fixed assets.

         f.       INTANGIBLE ASSETS - In December 2001, Infinity Technology
                  Solutions, Inc. acquired an exclusive right to all the
                  technology and processing intellectual property rights and
                  interest of a stand-alone insurance broker/agency software
                  product valued at $126,000. Due to contract disputes, the
                  product was never delivered; therefore, a $126,000 impairment
                  loss was recognized for the year ended December 31, 2003.

         g.       REVENUE RECOGNITION - Revenue from contract consulting
                  services are recognized on the percentage-of-completion
                  method. Revenue from sales of software and software
                  documentation products is generally recognized upon product
                  shipment provided that no significant vendor obligations
                  remain and collection of the resulting receivable is deemed
                  probable.

         h.       MANAGEMENT FEES - Management fees represent amounts due to
                  Myriad Golf Resorts, Inc., (a 1% partner in Myriad - Tunica
                  and a company in which Mr. Scott Hawrelechko is the majority
                  shareholder and for which he also serves as the President and
                  Chief Executive Officer, "Myriad -Golf") for costs incurred by
                  Myriad - Golf on behalf of the Company.

         i.       INCOME TAXES - The Company provides for income taxes based on
                  the liability method. No benefit for income taxes has been
                  recorded for net operating loss carryforwards that may offset
                  future taxable income because management has concluded that it
                  is more likely than not that those benefits will not be
                  realized.

         j.       USE OF ESTIMATES - The preparation of consolidated financial
                  statements in conformity with accounting principles generally
                  accepted in the United States of America requires management
                  to make estimates and assumptions that affect the reported
                  amounts of assets and liabilities and disclosure of contingent
                  assets and liabilities at the date of the consolidated
                  financial statements and the reported amounts of revenues and
                  expenses during the reporting period. Actual results could
                  differ from those estimates.

         k.       RECLASSIFICATIONS - Certain reclassifications of prior year
                  amounts have been made to conform with the current year
                  presentation.


                                      F-7


<PAGE>

                     MYRIAD ENTERTAINMENT AND RESORTS, INC.
                                AND SUBSIDIARIES
                          (FORMERLY SYNERGY 2000, INC.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                           DECEMBER 31, 2004 AND 2003


2. INVESTMENT IN MYRIAD WORLD RESORTS OF TUNICA, LLC
         -------------------------------------------------

                  On July 6, 2004, the Company acquired a 33% interest in Myriad
         - Tunica, through the exchange of 22,000,000 shares of the Company's
         common stock. The acquisition was accounted for as an investment and
         has been valued based on the Company's stock price during the period
         prior to the acquisition, adjusted for a significant blockage discount
         based on the minimal trading volume for the Company's stock. This
         resulted in a fair value of $200,000. To date, Myriad - Tunica's
         activities have involved obtaining approval from the Mississippi Gaming
         Commission for its gaming site and site development plan, securing
         contractual rights to a development site and management contracts
         associated with Myriad - Tunica's planned development. The cost of
         these planning efforts have been paid by Myriad - Golf. Through
         December 31, 2004, certain direct and allocated expenses in the amount
         of $631,207 have been charged to Myriad - Tunica by Myriad - Golf. The
         Company has recognized their pro rata portion of the operating results
         of Myriad - Tunica since the date of acquisition.

                  Summarized financial data for the operation of Myriad - Tunica
         as of and for the year ended December 31, 2004 are as follows:

                  Financial position:
                    Working capital                 $      --
                    Total assets                           --
                    Current liabilities               631,207
                    Long-term debt                         --
                    Net equity                       (631,207)

                  Results of operations:
                    Operating revenues              $      --
                    Operating loss                   (631,207)
                    Net loss                         (631,207)

                  The following table summarizes the status and results of the
         Company's investment in Myriad - Tunica as of December 31, 2004.

                  Beginning investment              $ 200,000
                  Equity in losses                   (112,034)
                                                    ---------
                  Ending investment                 $  87,966
                                                    =========


                                      F-8


<PAGE>

                     MYRIAD ENTERTAINMENT AND RESORTS, INC.
                                AND SUBSIDIARIES
                          (FORMERLY SYNERGY 2000, INC.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                           DECEMBER 31, 2004 AND 2003


3. SHORT-TERM BORROWINGS
         ---------------------

                  At December 31, 2004, the Company had $30,553 outstanding
         under a short-term credit agreement with a financial corporation. The
         maximum borrowings under this agreement are $40,000, which are payable
         on demand. The credit agreement is unsecured and bears interest at
         10.99%.

                  In February 2000, the Company obtained a $200,000 line of
         credit from a bank, payable on demand, to be used as needed for
         operating purposes. Concurrent with the investment in Myriad - Tunica,
         on July 6, 2004, this line of credit was cancelled.


                                      F-9


<PAGE>

                     MYRIAD ENTERTAINMENT AND RESORTS, INC.
                                AND SUBSIDIARIES
                          (FORMERLY SYNERGY 2000, INC.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                           DECEMBER 31, 2004 AND 2003


4. ACCRUED INTEREST
         ----------------

                  The Company had $89,615 of accrued interest outstanding at
         December 31, 2004. This amount is related to an outstanding payable due
         to the Company's attorney and is calculated based on the terms of a fee
         arrangement agreed to by both parties.


5. INCOME TAXES
         ------------

                  The income tax provision consists of the following:

                                           2004          2003
                                          ------       -------

                  Current                 $   --       $    --
                  Deferred                    --            --
                                          ------       -------

                                          $   --       $    --
                                          ======       =======

                  The income tax provision differs from the expense that would
         result from applying statutory rates to income before taxes as follows:

<TABLE>
                                                                      2004           2003
                                                                   ---------      ---------
<S>                                                                   <C>            <C>
                  Income tax benefit computed at the Statutory
                      Federal Income Tax Rate                      $(214,000)     $(137,626)

                  Net operating losses not recognized                214,000        137,626
                                                                   ---------      ---------

                                                                   $      --      $      --
                                                                   =========      =========

</TABLE>

                  The use of the liability method of accounting for income taxes
         requires that deferred tax assets be reduced by a valuation allowance
         if it is more likely than not that some portion or all of the deferred
         tax assets will not be realized. Whether a deferred tax asset will be
         realized depends upon sufficient future taxable income and
         consideration of limitations on the ability to utilize net operating
         loss carryforwards and other tax attributes.

                  At December 31, 2004, the Company has net operating loss
         carryforwards estimated to be approximately $1.6 million for income tax
         purposes which are set to expire from 2019 throughout 2023. The
         Company's income tax returns for the year ended December 31, 2004 have
         not been finalized and there may be adjustments to the amount of the
         carryforwards when the returns are completed. Under limitations imposed
         by Internal Revenue Code Section 382, certain potential changes in
         ownership of the Company may restrict future utilization of net
         operating loss carryforwards. Management is evaluating whether the
         change in ownership, which would trigger the Section 382 limitations,
         has occurred. However, a valuation allowance has been established for
         the entire net deferred tax asset balance until such time as it is more
         likely than not that the deferred tax assets will be realized.


                                      F-10


<PAGE>

                     MYRIAD ENTERTAINMENT AND RESORTS, INC.
                                AND SUBSIDIARIES
                          (FORMERLY SYNERGY 2000, INC.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                           DECEMBER 31, 2004 AND 2003


5. INCOME TAXES (CONT.)
         ------------

                  No income taxes were paid in 2003 and 2004. The effective tax
         rate for the years ended December 31, 2004 and 2003 is different than
         the statutory federal tax rate of 34% due to a valuation allowance
         relating to the deferred tax assets.

6. STOCKHOLDERS' EQUITY
         --------------------

                  There are 300,000,000 shares of $.001 par value common stock
         authorized of which 38,407,133 were outstanding at December 31, 2004.
         At December 31, 2004, the Company had 5,000,000 common shares reserved
         for issuance in connection with the 2000 Stock Incentive Plan.

                  Effective July 6, 2004, pursuant to the terms of the
         Securities Purchase Agreement dated June 22, 2004 with Mr. Hawrelechko,
         the Company increased its authorized shares from 25,000,000 to
         300,000,000 and exchanged 22,000,000 shares, representing control of
         the Company, in consideration for the sale, transfer and assignment by
         Mr. Hawrelechko of certain assets including a 33% interest in Myriad -
         Tunica. In addition, the Company increased its authorized preferred
         stock to 5,000,000 shares. None of these preferred shares have been
         issued and there was no preferred stock authorized prior to the
         authorization noted above.

                  During the year ended December 31, 2004, the Company made
         stock grants to directors for services totaling 200,000 common shares
         and 100,000 shares were granted to a vendor for services. The total
         compensation cost for these stock grants, which was measured based on
         the trading price for the Company's common stock on the date of
         issuance, was $129,000, which has been recorded in the consolidated
         statement of operations.

                  In December 2000, the Company implemented a stock incentive
         plan for non-employee directors and consultants, officers and key
         employees which provides for the issuance of qualified and nonqualified
         options, as determined by the Administrator at the time of grant. The
         Board of Directors determines the option price at the date of grant.
         The options generally expire ten years from the date of grant and are
         exercisable over the period stated in each option. In conjunction with
         the transaction noted above, all previously issued stock options were
         cancelled and the Board of Directors approved increasing the shares
         reserved under the Stock Incentive Plan to 5,000,000 shares.

<TABLE>
                                                                    Outstanding Options
                                                                   -----------------------
                                                    Reserved                     Price per
                                                     Shares          Number        Share
                                                    ---------      ---------     ---------
<S>                                                 <C>             <C>          <C>
                  Balance, January 1, 2004          1,500,000       560,000      $.50 -.90
                    Cancelled                              --      (560,000)      .50 -.90
                    Increase in reserved shares     3,500,000            --             --
                                                    ---------      ---------     ---------
                  Balance, December 31, 2004        5,000,000            --             --
                                                    =========      =========     ========-

</TABLE>


                                            F-11


<PAGE>

                     MYRIAD ENTERTAINMENT AND RESORTS, INC.
                                AND SUBSIDIARIES
                          (FORMERLY SYNERGY 2000, INC.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                           DECEMBER 31, 2004 AND 2003


7. RELATED PARTY TRANSACTIONS
         --------------------------

                  Certain accounting, administrative and management functions
         are being provided by Myriad - Golf, a related party. A management fee
         is charged to the company by Myriad-Golf as remuneration for these
         costs. Expenses paid for by Myriad - Golf generally consist of salaries
         and related benefits, professional fees, legal fees, and other
         miscellaneous overhead costs. Allocations of certain costs are
         determined based on the direct nature of the charge. The remaining
         overhead costs are allocated based on management's determination of the
         entity benefiting from the costs incurred. The Company believes that
         such allocation methods are reasonable. Management fees charged to the
         Company by Myriad - Golf were $164,232 for the year ended December 31,
         2004.

                  In addition to the above, Myriad - Golf provided funding in
         order for the Company to remain current on paying normal expenses. The
         total amount due to Myriad - Golf, which includes unpaid management
         fees and cash advances, as of December 31, 2004 was $182,566.

                  Mr. Hawrelenchko, the majority shareholder, Chief Executive
         Officer and Chief Financial Officer of the Company, has the ability to
         control substantially all significant matters presented to the
         Company's shareholders for a vote.

8. CAPITAL RESOURCES
         -----------------

                  The accompanying consolidated financial statements have been
         presented in conformity with accounting principles generally accepted
         in the United States, which contemplates continuation of the Company as
         a going concern. However, the Company has a significant working capital
         deficiency and has incurred operating losses since its formation.
         Management believes that actions presently being taken will provide for
         the Company to continue as a going concern.

                  As discussed previously in Note 2, effective July 6, 2004, the
         Company issued to Mr. Hawrelechko an aggregate of 22,000,000 shares of
         the Company's common stock, representing control of the Company, in
         exchange for certain assets, including a 33% interest in Myriad -
         Tunica. Immediately following the closing, the Company implemented the
         Myriad business plan. Myriad - Tunica was organized to build resort
         developments using a series of public and private equity and debt
         financing, but there can be no assurance that the requisite financing
         can be secured and on terms reasonably satisfactory to management or
         that the execution of Myriad - Tunica's business plan will be
         successful.

                  Although the Company feels the investment in Myriad - Tunica
         will return the Company to profitability, there can be no assurance of
         the success of any of the above referenced programs.


                                      F-12


<PAGE>

                     MYRIAD ENTERTAINMENT AND RESORTS, INC.
                                AND SUBSIDIARIES
                          (FORMERLY SYNERGY 2000, INC.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                           DECEMBER 31, 2004 AND 2003


9. EARNINGS PER SHARE
         ------------------

                  The following table sets for the computation of basic and
         diluted earnings per share (EPS):

<TABLE>
                                                                             2004              2003
                                                                        -------------      -------------
<S>                                                                          <C>               <C>
                  Numerator
                    Net loss and numerator for basic and
                      diluted loss diluted loss per share               $    (629,496)     $    (359,431)
                                                                        =============      =============

                  Denominator
                    Denominator for diluted earnings per share-
                      adjusted-weighted-average shares                     26,986,037         16,107,133
                                                                        =============      =============

                  Basic loss per share                                  $       (0.02)     $       (0.02)
                                                                        =============      =============

                  Diluted loss per share                                $       (0.02)     $       (0.02)
                                                                        =============      =============

</TABLE>

                  The effect of all potential common shares related to the
         Company's stock incentive plan is anti-dilutive in the calculation of
         diluted loss per share and therefore have been excluded from the
         calculation.


                                      F-13


<PAGE>

                     MYRIAD ENTERTAINMENT AND RESORTS, INC.
                                AND SUBSIDIARIES
                          (FORMERLY SYNERGY 2000, INC.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                           DECEMBER 31, 2004 AND 2003


10. RESTATEMENTS OF CONSOLIDATED FINANCIAL STATEMENTS
         -------------------------------------------------

                  This Form 10-K/A and the restated consolidated financial
         statements included herein reflect a correction of the Company's
         accounting and disclosure treatment of (1) Management forgiveness of
         accrued but unpaid salaries (2) management fees charged by Myriad -
         Golf and (3) the recognition of the Company's equity in the losses of
         Myriad - Tunica. This form 10-K/A amends the Company's previously filed
         Form 10-K for year ended December 31, 2004 to reflect the following:

         o        $164,232 of expenses and costs paid on behalf of the Company
                  by Myriad - Golf
         o        $112,034 of expenses representing equity in the losses of
                  Myriad - Tunica
         o        $226,650 of additional paid-in capital representing Management
                  forgiveness of accrued but unpaid salaries

              The impact of the restatement as of and for the year ended
December 31, 2004 is summarized as follows:

<TABLE>
         Impact Summary
         As of and for the year           As originally
         ended December 31, 2004            Reported         As Restated        Change
         -----------------------          -------------    -------------    ------------
<S>                                       <C>              <C>              <C>
         Investment in Myriad- Tunica     $   200,000      $    87,966      $  (112,034)
         Due to related party                  18,334          182,566         (164,232)
         Additional paid-in capital         1,801,114        2,027,764          226,650
         Accumulated deficit               (2,234,098)      (2,737,014)        (502,916)
         Net loss                            (126,580)        (629,496)        (502,916)
         Net loss per share               $     (0.00)     $     (0.02)     $     (0.02)

</TABLE>

                                      F-14




<PAGE>




                                   SIGNATURES

         Pursuant to the requirements of the 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
October 31, 2005.

                           MYRIAD ENTERTAINMENT & RESORTS, INC.,

                           By: /s/ Scott Hawrelechko.
                           --------------------------------------
                           Scott Hawrelechko, Chairman, Chief
                           Executive Officer, President and Chief
                           Financial Officer (Principal Executive
                           Officer and Principal Financial and
                           Accounting Officer)

         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.

                                POWER OF ATTORNEY

         KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Scott Hawrelechko as his true and lawful
attorney-in-fact and agent, with full power of substitution and resubstitution,
for him and in his name, place and stead, in any and all capacities, to sign any
and all amendments (including post-effective amendments) to this Annual Report
on Form 10-KSB/A, and to file the same, with all exhibits thereto, and other
documents in connection therewith, with the Securities and Exchange Commission,
granting unto said attorneys-in-fact and agents, and each of them, full power
and authority to do and perform each and every act and thing requisite and
necessary to be done in connection therewith, as fully to all intents and
purposes as he might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, or their or his
substitutes or substitute, may lawfully do or cause to be done by virtue
thereof.

     SIGNATURE               TITLE                                DATE
     ---------               -----                                ----

 /s/ Scott Hawrelechko    Chairman, Chief Executive Officer,    October 31, 2005
----------------------    President, Chief Financial
Scott Hawrelechko         Officer and Director


/s/ Dr. Robert S. Ross    Director                              October 31, 2005
----------------------
Dr. Robert S. Ross


                          Director                                 -------
----------------------
Dale Cheek


Date: October 31, 2005.

                                             9



<PAGE>




                      MYRIAD ENTERTAINMENT & RESORTS, INC.
                                   FORM 10-KSB/A
                                INDEX TO EXHIBITS


EXHIBIT
NUMBER      DESCRIPTION
------      -----------

31.1     Certifications Pursuant to Securities Exchange Act Rule 13a-14 and
         15d-14
32.1     Certifications Pursuant to 18 U.S.C. Section 1350