SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549
                             ----------------------

                                   FORM 10-QSB

[ X ]  QUARTERLY  REPORT  PURSUANT  TO  SECTION  13 OR 15(D)  OF THE  SECURITIES
EXCHANGE ACT OF 1934

                  For the quarterly period ended June 30, 2006

                                       OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934

             For the transition period from ________ to ___________

                        Commission file number: 333-14477

                                SPORTSNUTS, INC.
                                ----------------
                 (Name of Small Business Issuer in Its Charter)

<TABLE>
<S>                                                                             <C>

                      Delaware                                                               87-0561426
------------------------------------------------------                          --------------------------------------
            (State or Other Jurisdiction                                                    (IRS Employer
          of Incorporation or Organization)                                              Identification No.)

     10757 South, River Front Parkway, Suite 125
                 South Jordan, Utah                                                             84095
------------------------------------------------------                          --------------------------------------
      (Address of Principal Executive Offices)                                               (Zip Code)
</TABLE>



                                 (801) 816-2510
                                 --------------
                           (Issuer's Telephone Number)

     ----------------------------------------------------------------------
 (Former Name, Former Address and Former Fiscal Year, if Changed Since Last
Report)




<PAGE>


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

     Indicate  by check mark  whether  the  registrant  is a shell  company  (as
defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]


                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

     Check whether the registrant  has filed all documents and reports  required
to be filed by Sections  12, 13, or 15(d) of the  Exchange Act of 1934 after the
distribution of securities under a plan confirmed by a court. Yes [ ] No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS

     State the number of shares  outstanding of each of the issuer's  classes of
common  equity,  as of the latest  practicable  date.  As of June 30, 2006,  the
Company had outstanding 121,674,854 shares of common stock, par value $0.002 per
share.

     Transitional Small Business Disclosure Format (check one) [ ] Yes [x ] No






















                                       2
<PAGE>


                                     PART I

                              FINANCIAL INFORMATION

The Condensed Consolidated Financial Statements of the Company are prepared as
of June 30, 2006.

ITEM 1.  FINANCIAL STATEMENTS REQUIRED BY FORM 10-QSB






                                    CONTENTS

Condensed Consolidated Balance Sheets......................................... 4

Condensed Consolidated Statements of Operations............................... 5

Condensed Consolidated Statements of Stockholders' Deficit.................... 6

Condensed Consolidated Statements of Cash Flows................................7

Notes to the Condensed Consolidated Financial Statements...................... 8


















                                       3
<PAGE>


                                SPORTSNUTS, INC.
                     Condensed Consolidated Balance Sheets

                                     ASSETS
                                     ------
<TABLE>
<CAPTION>

                                                                    June 30,         December 31,
                                                                      2006              2005
                                                                -----------------  -----------------
                                                                  (Unaudited)
<S>                                                             <C>                <C>

CURRENT ASSETS

   Cash and cash equivalents                                       $      23,476      $     66,703
   Accounts receivable, net                                               43,772            57,583
   Advances due from related party                                        27,506            22,212
   Prepaid expenses                                                        6,948            10,618
                                                                -----------------  -----------------

        Total Current Assets                                             101,702           157,116
                                                                -----------------  -----------------

PROPERTY AND EQUIPMENT - NET                                               2,209            11,711
                                                                -----------------  -----------------

OTHER ASSETS

   Goodwill, net                                                          52,696            52,696
                                                                -----------------  -----------------

        Total Other Assets                                                52,696            52,696
                                                                -----------------  -----------------

        TOTAL ASSETS                                               $     156,607      $    221,523
                                                                =================  =================

                     LIABILITIES AND STOCKHOLDERS' DEFICIT
                     -------------------------------------

CURRENT LIABILITIES

   Accounts payable                                                $      66,520      $     71,445
   Due to related parties                                                157,884           153,711
   Accrued expenses                                                    1,640,667         1,508,294
   Line of credit payable                                                 31,236            28,771
   Noted payable, current portion                                        165,850           165,850
   Notes payable - related parties                                       707,190           704,190
                                                                -----------------  -----------------

        Total Current Liabilities                                      2,769,347         2,632,261
                                                                -----------------  -----------------

STOCKHOLDERS' DEFICIT

   Common stock, $0.002 par value; 200,000,000 shares
    authorized, 121,674,854 shares issued and outstanding,
    respectively                                                        243,350             243,350
   Additional paid-in capital                                        20,764,999          20,764,999
   Stock subscriptions receivable                                      (161,750)           (161,750)
   Accumulated deficit                                              (23,459,339)        (23,257,337)
                                                                 ----------------  -----------------

        Total Stockholders' Deficit                                  (2,612,740)         (2,410,738)
                                                                 ----------------  -----------------

        TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                $    156,607       $     221,523
                                                                =================  =================
</TABLE>


                                       4
<PAGE>


                                SPORTSNUTS, INC.
                Condensed Consolidated Statements of Operations
                                  (Unaudited)
<TABLE>
<CAPTION>

                                                                For the Three Months Ended              For the Six Months
                                                                          June 30,                        Ended June 30,
                                                           ------------------------------------  -----------------------------------
                                                                 2006               2005                2006               2005
                                                           -----------------  -----------------  -----------------  ----------------
<S>                                                        <C>                <C>

NET SALES                                                     $    125,777       $     143,005     $    227,863       $     334,714

COST OF SALES                                                      108,788             111,384          196,809             218,423
                                                           -----------------  -----------------  -----------------  ----------------

GROSS MARGIN                                                        16,989              31,621           31,054             116,291
                                                           -----------------  -----------------  -----------------  ----------------

OPERATING EXPENSES

   Salaries and consulting                                          44,481              74,505           93,872             142,045
   Professional fees                                                 4,065              12,856           18,209              31,836
   Selling, general and administrative                              23,766              67,903           77,124             136,764
                                                           -----------------  -----------------  -----------------  ----------------

        Total Operating Expense                                     72,312             155,264          189,205             310,645
                                                           -----------------  -----------------  -----------------  ----------------
LOSS FROM OPERATIONS                                               (55,323)           (123,643)        (158,151)           (194,354)
                                                           -----------------  -----------------  -----------------  ----------------

OTHER INCOME (EXPENSES)

   Interest expense                                                (35,043)            (33,828)         (68,362)            (67,573)
   Interest income                                                   1,535               2,639            2,829               2,678
   Gain on settlement of debt                                            -              10,074                -              19,508
   Other income                                                      4,137              23,580           21,682              45,535
                                                           -----------------  -----------------  -----------------  ----------------

        Total Other Income (Expenses)                              (29,371)              2,465          (43,851)                148
                                                           -----------------  -----------------  -----------------  ----------------

LOSS BEFORE INCOME TAXES                                           (84,694)           (121,178)        (202,002)           (194,206)

INCOME TAX EXPENSE                                                       -                  -                  -                 -
                                                           -----------------  -----------------  -----------------  ----------------

NET LOSS                                                      $    (84,694)       $   (121,178)     $   (202,002)      $   (194,206)
                                                           =================  =================  =================  ================

BASIC AND DILUTED:
   Net Loss per common share                                  $      (0.00)       $      (0.00)     $      (0.00)      $      (0.00)
                                                           =================  =================  =================  ================

Weighted average shares outstanding                            121,674,854         121,674,854       121,674,854         117,862,699
                                                           =================  =================  =================  ================
</TABLE>

                                       5
<PAGE>


                                SPORTSNUTS, INC.
           Condensed Consolidated Statements of Stockholders' Deficit


<TABLE>
<CAPTION>

                                               Common Stock             Additional       Stock                         Total
                                        ----------------------------     Paid-in     Subscriptions   Accumulated   Stockholders'
                                            Shares         Amount        Capital       Receivable       Deficit        Deficit
                                        -------------  -------------  -------------  -------------  -------------  -------------
<S>                                     <C>            <C>            <C>            <C>            <C>            <C>

Balance, December 31, 2004                111,674,854  $     223,350  $  20,656,267  $    (61,750)  $(23,578,674)  $ (2,760,807)

Stock options compensation expense                  -              -         28,732             -              -         28,732

Exercise of stock options                  10,000,000         20,000         80,000      (100,000)             -              -

Net income for year ended
December 31, 2005                                  -              -              -              -        321,337        321,337
                                        -------------  -------------  -------------  -------------  -------------  -------------

Balance, December 31, 2005                121,674,854  $     243,350  $  20,764,999  $   (161,750)  $(23,257,337)    (2,410,738)

Net loss for six months ended
June 30, 2006 (unaudited)                          -              -              -             -       (202,002)      (202,002)
                                        -------------  -------------  -------------  ------------  --------------  -------------

Balance, June 30, 2006 (unaudited)       121,674,854   $    243,350  $  20,764,999  $   (161,750) $ (23,459,339)    (2,612,740)
                                        =============  =============  =============  ============  ==============  =============
</TABLE>





















                                       6
<PAGE>


                                SPORTSNUTS, INC.
                Condensed Consolidated Statements of Cash Flows
                                  (Unaudited)
<TABLE>
<CAPTION>

                                                                      For the Six Months Ended
                                                                               June 30,
                                                                ------------------------------------
                                                                      2006               2005
                                                                -----------------  -----------------
<S>                                                             <C>                <C>

CASH FLOWS FROM OPERATING ACTIVITIES:

Net loss                                                        $       (202,002)  $       (194,206)
Adjustments to reconcile net loss to net
cash (used) provided by operating activities:
   Depreciation                                                            9,502             20,682
   Warrants/options issued below market value                                  -             12,785
   Gain on settlement of debt                                                  -            (19,508)
Changes in operating assets and liabilities:
   Accounts receivable                                                    13,811            104,206
   Advances due from related party                                        (5,294)             1,954
   Other current assets                                                    3,670             (1,483)
   Accounts payable and accrued expenses                                 127,448             39,737
   Due to related parties                                                  4,173                  -
                                                                -----------------  -----------------

        Net Cash Used by Operating Activities                            (48,692)           (35,833)
                                                                -----------------  -----------------

CASH FLOWS FROM FINANCING ACTIVITIES:

   Change in line of credit payable                                        2,465                  -
   Proceeds from notes payable - related parties                           3,000             36,500
                                                                   -----------------  -----------------

        Net Cash Provided by Financing Activities               $          5,465   $         36,500
                                                                -----------------  -----------------

NET INCREASE (DECREASE) IN
 CASH AND CASH EQUIVALENTS                                      $        (43,227)  $            667

 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                           66,703             14,105
                                                                -----------------  -----------------

 CASH AND CASH EQUIVALENTS, END OF PERIOD                        $        23,476   $         14,772
                                                                =================  =================

 SUPPLEMENTAL CASH FLOW INFORMATION

   Cash payment for:

        Interest                                                $          5,026   $          4,289
        Income taxes                                                           -                  -

        Non-cash investing and financing activities:

        Common stock issued for stock subscriptions receivable  $              -   $        100,000
</TABLE>


                                       7
<PAGE>


                                SPORTSNUTS, INC.
            Notes to the Condensed Consolidated Financial Statements
                       June 30, 2006 and December 31, 2005


NOTE 1 - BASIS OF FINANCIAL STATEMENT PRESENTATION

          The accompanying unaudited consolidated financial statements have been
          prepared by the Company  pursuant to the rules and  regulations of the
          Securities and Exchange  Commission.  Certain information and footnote
          disclosures  normally  included in  financial  statements  prepared in
          accordance with U.S.  generally  accepted  accounting  principles have
          been   condensed  or  omitted  in  accordance   with  such  rules  and
          regulations.  The  information  furnished in the interim  consolidated
          financial statements include normal recurring adjustments and reflects
          all  adjustments,  which, in the opinion of management,  are necessary
          for  a  fair  presentation  of  such  financial  statements.  Although
          management  believes the  disclosures  and  information  presented are
          adequate to make the information not misleading,  it is suggested that
          these interim consolidated financial statements be read in conjunction
          with the  Company's  audited  financial  statements  and notes thereto
          included in its Form 10KSB filed on March 30, 2006.  Operating results
          for the six months ended June 30, 2006 are not necessarily  indicative
          of the results to be expected for the year ending December 31, 2006.

















                                       8
<PAGE>


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

     The  following  discussion  of  the  financial  condition  and  results  of
operations of SportsNuts, Inc. (hereafter, "SportsNuts" or the "Company") should
be read in conjunction with the Unaudited Financial Statements and related Notes
thereto included herein. This discussion may contain forward-looking  statements
within the meaning of Section 27A of the  Securities Act of 1933 and Section 21E
of  the  Securities  Exchange  Act  of  1934,  including,   without  limitation,
statements regarding the Company's expectations,  beliefs, intentions, or future
strategies that are signified by the words "expects,"  "anticipates," "intends,"
"believes," or similar  language.  Actual results could differ  materially  from
those projected in the forward looking statements.  Prospective investors should
carefully  consider  the  information  set forth above  under the caption  "Risk
Factors" in  addition to the other  information  set forth  herein.  The Company
cautions  investors  that its business and financial  performance  is subject to
substantial risks and uncertainties.


OVERVIEW

     SportsNuts is a sports  management and marketing  company,  with a focus on
community-based amateur athletics. The Company helps organize and manage various
small sports events, providing online registration, event sponsorship, and event
coordination.

     The Company seeks to make events more profitable and efficient by promoting
such events through various media channels,  attracting corporate  sponsorships,
and providing technology tools to decrease administrative and personnel costs.

     Beginning in February,  2004, the Company began selling  computer  hardware
through Secure Netwerks,  Inc., the Company's  wholly-owned  subsidiary ("Secure
Netwerks").  In an effort  to focus  exclusively  on the  sports  industry,  the
Company  announced  its  intention  in late 2004 to  spin-off  Secure  Netwerks.
Management expects that such spin-off will take place within 2006 or early 2007.

     The  Company's  principal  sources  of  revenues  are (i)  online  services
targeted  to  sports  organizations  and  members,   (ii)  offline  promotional,
management, and sponsorship services provided in connection with community-based
sports events,  and (iii) sales of computer  hardware and software together with
related  services.  The  ability to generate  revenues  during the year 2006 and
beyond depends  substantially upon the Company's resources available in order to
market to and engage  organizations  and their members to receive these products
and services.  Such efforts require significant systems  development,  marketing
and personnel  costs,  which,  in turn,  requires  substantial  funding.  If the
Company is unable to obtain such funding,  its ability to generate revenues will
be significantly impaired.

     Expenses which comprise cost of goods sold are principally comprised of (i)
offline costs  associated  with the management and promotion of sporting  events
which the company has an active role,  and (ii) the wholesale  purchase price of
computer equipment sold by the Company.  Also included in cost of goods sold are
commissions paid for information  technology  consulting contracts and personnel
and  materials  costs to  administer  these  services,  as well as potential fee
sharing  expenses  to  organizations   involved  in  sports  event   management,
fundraising, and online registration and administration.

     General and  administrative  expenses have been comprised of administrative
wages and benefits; occupancy and office expenses; outside legal, accounting and
other   professional   fees;   travel   and  other   miscellaneous   office  and
administrative    expenses.    Selling   and    marketing    expenses    include
selling/marketing  wages and benefits;  advertising  and  promotional  expenses;
travel and other  miscellaneous  related  expenses.  R&D expenses consist mainly
development expenses related to creating new technology applications.

     Because  the  company  has  incurred   losses,   income  tax  expenses  are
immaterial.  No  tax  benefits  have  been  booked  related  to  operating  loss
carryforwards,  given the  uncertainty of the Company being able to utilize such
loss carryforwards in future years. The Company anticipates incurring additional
losses during the coming year.


                                       9
<PAGE>


RESULTS OF OPERATIONS

     Following  is  management's  discussion  of the  relevant  items  affecting
results of operations for the periods ended June 30, 2006 and 2005.

     REVENUES.  The Company  generated net revenues of $125,777 during the three
months ended June 30, 2006, a 12% decrease  compared to $143,005 in net revenues
during the second  quarter of 2005.  For the six months ended June 30, 2006, net
revenues  were  $227,863,  a 32%  decrease  compared to $334,714 in net revenues
during  the first six  months of 2005.  The  decrease  is mainly the result of a
large sale of computer  hardware by Secure Netwerks which was associated with an
equipment  lease  during  the  first  half  of  2005.   This  sale   contributed
approximately  $62,000 in revenues during said period.  Although Secure Netwerks
continues to pursue equipment leases, nothing that large materialized during the
first half of 2006.  Along with event  administration,  other sources of revenue
were  the  sales  of  the  Company's  online  services,  information  technology
consulting,  and computer hardware sales.  Because of the announced  spin-off of
Secure Netwerks, the Company's sole source of revenues will be related to sports
events and services  rendered  pursuant  thereto.  Accordingly,  following  this
spin-off, the Company anticipates that future overall consolidated revenues will
likely be substantially lower than in prior periods.

     COST OF SALES.  Cost of sales for the three months ended June 30, 2006 were
$108,788,  a 2% decrease compared to $111,384 during the second quarter of 2005.
For the six months  ended June 30,  2006,  cost of sales  were  $196,809,  a 10%
decrease compared to $218,423 during the first six months of 2005. This decrease
correlates  to the  decrease in revenues but the  percentage  change is lower in
cost of sales due to the change in sales mix. Sales of computer  hardware during
the six months ended June 30, 2006 were $193,310 compared to $140,439 during the
same period in the prior year.  Hardware  sales do not yield as high a margin as
other  products  offered by the  Company,  thus  contributing  to the  increased
percentage change in cost of sales. This change in cost of sales was expected by
management  and will  continue as the sale of hardware is expected to  increase.
Other  costs  of  sales  consisted  of  online  registration   services,   sales
commissions paid in connection with technology consulting projects,  and cost of
computer hardware sold.

     SALARIES AND CONSULTING EXPENSES.  Salaries and consulting expenses for the
three  months  ended June 30, 2006 were  $44,481,  a 40%  decrease  from $74,505
during the  second  quarter of 2005.  For the six  months  ended June 30,  2006,
salaries and  consulting  expenses  were  $93,872,  a 34%  decrease  compared to
$142,045  during the first six months of 2005.  Management  continues  to make a
concerted effort to decrease  certain costs  associated with personnel  salaries
and benefits and contract  labor.  Payroll expense  accounted for  approximately
$75,053 of salaries and consulting expenses during the first six months of 2006,
as  compared to $101,117  during the same period in 2005.  The Company  also had
expiring  warrants in 2005 which were issued below market value  resulting in an
expense of $12,785.

     PROFESSIONAL  FEES.  Professional  fees for the three months ended June 30,
2006 were $4,065, a 68% decrease from $12,856 during the second quarter of 2005.
For the six months ended June 30, 2006,  professional  fees were $18,209,  a 43%
decrease  compared to $31,836 during the first six months of 2005. This decrease
was primarily  attributable  to legal fees incurred during the second quarter of
2005 related to negotiations with various vendors.  The Company anticipates that
professional  fees will  increase  as the Company  continues  to prepare for the
spin-off of Secure Netwerks.

     SELLING,  GENERAL  AND  ADMINISTRATIVE   EXPENSES.   Selling,  general  and
administrative expenses the three months ended June 30, 2006 were $23,766, a 65%
decrease  from  $67,903  during the second  quarter of 2005.  For the six months
ended June 30, 2006, selling,  general and administrative expenses were $77,124,
a 44% decrease  compared to $136,764 during the first six months of 2005. One of
the largest expense  categories in general and  administrative  expenses is rent
and  utilities  expense  which went from $36,060  during the first six months of
2005 to $24,617 in 2006. The Company anticipates that rent expense will continue
to  decrease  in 2006 due to the move into a new office  and the  sharing of the
rent and overhead expenses with other entities.  Where appropriate,  the Company
capitalizes  certain  systems  development  costs in accordance  with  generally
accepted   accounting   principles.   The  Company   believes  that  significant
investments  in  product   development  are  required  to  remain   competitive.
Accordingly, the Company expects to incur increased expenditures with respect to
product development in future periods.

                                       10
<PAGE>


     OTHER INCOME  (EXPENSE).  The Company had net other  expense of $43,851 for
the six months ended June 30, 2006  compared to net other income $148 during the
first  quarter of 2005.  The income in this  category  during 2005 was generated
primarily from the forgiveness of certain debts of the Company which amounted to
$19,508  compared  to zero in  2006.  Other  expenses  incurred  were  comprised
primarily of interest  expenses  related to balances on Company credit cards and
short term loans.

LIQUIDITY AND CAPITAL RESOURCES

     As of June 30, 2006, the Company's primary source of liquidity consisted of
$23,476  in cash  and  cash  equivalents.  The  Company  holds  most of its cash
reserves  in local  sweep  accounts  with local  financial  institutions.  Since
inception,  the Company has financed its  operations  through a  combination  of
short and  long-term  loans,  and through the  private  placement  of its Common
Stock.

     The Company has sustained  significant net losses which have resulted in an
accumulated   deficit  at  June  30,  2006  of  $23,459,339   and  is  currently
experiencing  a  substantial  shortfall in operating  capital which raises doubt
about the Company's ability to continue as a going concern. Although the Company
had net income for the year ended 2005,  such net income was  principally due to
write-offs of certain debt obligations of the Company and did not result in cash
received.  The Company  anticipates  a net loss for the year ended  December 31,
2006 and with the expected  cash  requirements  for the coming  months,  without
additional  cash inflows from an increase in revenues  combined  with  continued
cost-cutting or a receipt of cash from capital investment,  there is substantial
doubt as to the Company's ability to continue operations.

     There is presently  no agreement in place with any source of financing  for
the Company and there can be no assurance that the Company will be able to raise
any additional  funds, or that such funds will be available on acceptable terms.
Funds  raised  through  future  equity  financing  will likely be  substantially
dilutive  to current  shareholders.  Lack of  additional  funds will  materially
affect  the  Company  and its  business,  and may  cause  the  Company  to cease
operations.  Consequently,  shareholders  could  incur  a loss of  their  entire
investment in the Company.

FORWARD LOOKING STATEMENTS AND RISK FACTORS

FORWARD LOOKING STATEMENTS

     When used in this report, the words,  "believes,"  "plans,"  "expects," and
similar expressions are intended to identify  forward-looking  statements within
the  meaning of  Section  27A of the  Securities  Act of 1933,  as amended  (the
"Securities  Act") and Section 21E of the  Securities  Exchange Act of 1934,  as
amended (the "Exchange  Act").  Such statements are subject to certain risks and
uncertainties,  including those discussed below, that could cause actual results
to differ  materially from those  projected.  These  forward-looking  statements
speak only as of the date hereof.  All of these  forward-looking  statements are
based on estimates and  assumptions  made by  management  of the Company,  which
although  believed to be reasonable,  are inherently  uncertain and difficult to
predict.  There  can be no  assurance  that the  benefits  anticipated  in these
forward-looking statements will be achieved.

     The  Company  undertakes  no  obligation  to  update  any   forward-looking
statements,  but investors are advised to consult any further disclosures by the
Company on this subject in its  subsequent  filings  pursuant to the  Securities
Exchange  Act of 1934.  Furthermore,  as  permitted  by the  Private  Securities
Litigation Reform Act of 1995, the Company provides these cautionary  statements
identifying  risk factors,  listed below,  that could cause the Company's actual
results to differ  materially  from expected and historical  results.  It is not
possible to foresee or identify all such factors. Consequently, this list should
not be considered an exhaustive statement of all potential risks,  uncertainties
and inaccurate assumptions.

RISK FACTORS


                                       11
<PAGE>


     OPERATING RISKS

     DEFAULTS IN SENIOR SECURITIES. Effective February 1, 2000, the Company sold
and issued a promissory  note secured by virtually  all tangible and  intangible
assets of the Company ("Note") in exchange for $450,000 in cash proceeds.  As of
May 1, 2000,  the Company is in default with  respect to the Note.  Although the
Note holder continues to be supportive of the Company and its management, if the
holder of the Note  determines  to foreclose  upon the Note,  the Company  would
likely be forced to sell all of its  tangible and  intangible  assets to satisfy
the  obligation  represented  by the Note and  would,  therefore,  likely  cease
operations  entirely.  The Note and Security  Agreement  executed in  connection
therewith  have been filed as an exhibit to the Company's  1999 annual report on
Form 10-KSB filed with the Securities and Exchange Commission on March 30, 2000.

     DEPENDENCE ON KEY PERSONNEL.  The Company's success depends, in large part,
upon the talents and skills of its management and key personnel.  Kenneth Denos,
the Chief Executive Officer of the Company, has deferred his entire salary since
the second quarter of 2000, and has since sought  additional  employment and has
provided legal and consulting services to various of his clientele to supplement
his income. As a result, Mr. Denos has not been able to devote his full time and
attention to the activities of the Company and will be unable to do so until the
Company is able to pay him a full salary on a regular basis. In addition, to the
extent that any of the  Company's key personnel are unable or refuse to continue
their  association  with the Company,  a suitable  replacement  would have to be
found.  There is no assurance  that the Company  would be able to find  suitable
replacements  for its existing  management  personnel or technical  personnel or
that  such  replacements  could be  obtained  for an  amount  affordable  to the
Company.

     COMPANY NOT  CURRENTLY  PROFITABLE.  The Company was  organized on July 12,
1996.  Since the date of its  inception,  the Company has  incurred  substantial
losses and has not yet generated a profit. To achieve any significant measure of
profitability, the Company must create substantial activity through its Web Site
to generate  revenues,  and there is no assurance that the Company will do so in
the future or that such revenue  generation  will ultimately lead to the Company
becoming profitable.

     RISK  OF  COMPUTER   SYSTEM   FAILURE.   The  success  of  the  Company  is
substantially dependent upon its ability to deliver high quality,  uninterrupted
access to its technology  applications,  which requires that the Company protect
its computer  hardware and software systems and the data and information  stored
in connection therewith. The Company's systems are vulnerable to damage by fire,
natural  disaster,  power  loss,   telecommunications   failures,   unauthorized
intrusion,  and other catastrophic  events. Any substantial  interruption in the
Company's  systems  would  have a  material  adverse  effect  on  the  Company's
business, operating results, and financial condition. In addition, the Company's
systems may be vulnerable to computer viruses, physical or electronic break-ins,
sabotage,  or  other  problems  caused  by third  parties  which  could  lead to
interruptions, delays, loss of data, or cessation in service to persons desiring
to access the  Company's  Internet  properties.  The  occurrence of any of these
risks could have a material adverse effect upon the Company's business,  results
of operations, and financial condition.

     NO PROPRIETARY PROTECTION FOR TECHNOLOGY. The Company's online registration
system, statistical information system, and the league management system are not
protected by any copyright or patent, and the Company does not anticipate filing
an application  with the United States Patent and Trademark  Office ("USPTO") or
the United States Copyright Office for protection of these systems. Although the
Company  believes  that  copyright  and patent  protection  for these systems is
either  cost  prohibitive  or  unnecessary,  it may be wrong.  If the Company is
wrong,  it could face  unexpected  expenses  pursuing,  defending,  or otherwise
becoming  involved in a copyright or patent  dispute,  any of which could have a
material adverse effect upon the Company's business,  results of operations, and
financial condition.

     UNCERTAIN  PROTECTION  OF TRADE NAMES AND RELATED  INTANGIBLE  ASSETS.  The
Company has

                                       12
<PAGE>


registered    the   Internet    domain    names,    "www.sportsnuts.com,"    and
"www.sportsnuts.net."  Given  the lack of  resources  available  to the  Company
during 2004, the Company has not pursued trademark  applications of its name and
brand.  Consequently,  other companies with names,  marks, or slogans similar to
SportsNuts  could seek to require that the Company obtain a license from them or
require the Company to change its name, either of which could entail substantial
costs.  Additionally,  if the Company were requried to change its name, it could
lose all goodwill  associated with the  "SportsNuts"  mark. In addition,  future
products  and  services  offered by the Company  may need to be  marketed  under
different  names if the mark  "SportsNuts"  causes  confusion with another trade
name being used by another  company.  The Company  could also incur  substantial
costs to defend  any legal  action  taken  against  the  Company  pursuant  to a
trademark or service mark dispute. If any legal action against the Company,  its
asserted  trademarks,  or  service  marks  should  be  found  to  infringe  upon
intellectual  property  rights of a third party,  the Company  could be enjoined
from further  infringement and could be required to pay damages.  In the event a
third party were to sustain a valid claim against the Company,  and in the event
a required  license were not available on  commercially  reasonable  terms,  the
Company's  financial  operations  and results of operations  could be materially
adversely  affected.  Litigation,  which could result in substantial cost to and
diversion  of  resources  of the  Company,  may  also be  necessary  to  enforce
intellectual  property  rights of the Company or to defend the  Company  against
claimed infringements of the rights of others.

     INVESTMENT RISKS

     SUBSTANTIAL  DILUTION  FROM  CONVERSION  OF  LIABILITIES.  The  Company  is
currently seeking to convert most, if not all, of its liabilities into equity of
the  Company.  The amount of these  liabilities  is far in excess of the present
market  capitalization of the Company's Common Stock as traded on the Electronic
Bulletin  Board.  Consequently,  if the  Company  were to  convert  even a small
portion of these  liabilities into Common Stock, such conversion would result in
substantial dilution to existing shareholders.

     LIKELY CHANGE OF CONTROL.  Because the amount of liabilities of the Company
is  approximately  five  times  (5x)  its  present  market  capitalization,  the
conversion of certain these  liabilities could effect a change of control of the
Company in favor of creditors of the Company which could include  Kenneth Denos,
the  Company's  Chief  Executive  Officer,  who is owed as at June  30,  2006 an
aggregate of $963,184 in loans, unpaid salary, and unpaid expenses undertaken on
behalf of the Company.

     SPECULATIVE  INVESTMENT.  The shares of the  Company's  common  stock are a
speculative  investment.  To date, the Company has generated  substantial losses
and has yet to achieve a profit. If the Company fails to generate profits, it is
unlikely  that the Company will be able to meet its  financial  obligations  and
investors could lose their entire investments.

     SECURITIES  CLASS ACTION  CLAIMS BASED UPON PRICE  FLUCTUATION.  Securities
class action  claims have been  brought  against  issuing  companies in the past
after volatility in the market price of a company's securities.  With respect to
the Company,  such  litigation  could be very costly and divert the attention of
the Company's  management and resources,  and any adverse  determination in such
litigation could also subject the Company to significant liabilities, any or all
of which could have a material adverse effect on the Company's business, results
of operations, and financial condition.

     NO ACTIVE MARKET.  Although the Company's shares are publicly  traded,  the
Company   believes   that  the  public   trading  price  may  be  an  inaccurate
representation of the value of the Company because there is little or no trading
volume in the Company's  shares and no analysts or market makers actively follow
the Company.

     NO  DIVIDENDS.  The Company  does not  anticipate  paying  dividends on its
Common  Stock in the  foreseeable  future,  and may be  restricted  from  paying
dividends in the future pursuant to subsequent financing arrangements.

                                       13
<PAGE>


     CONCENTRATION  OF VOTING POWER.  Pursuant to the Company's  Certificate  of
Incorporation,  the Board of Directors has been divided into three classes, with
only one class  subject  to  reelection  in a given  year.  The  Certificate  of
Incorporation  requires a vote of 66 2/3% of the shares of the  Company to amend
the  provision  governing  the election of  directors.  Consequently,  even if a
shareholder  or  group  of  shareholders  were  to  acquire  a  majority  of the
outstanding  shares of the Company,  such acquisition would not necessarily lead
to a change in control of the Company.  However,  the Company  cannot  guarantee
that certain persons,  either collectively or individually,  will not be able to
control the election of the Board of Directors  and that  minority  shareholders
will not be adversely affected as a result.

     ANTI-TAKEOVER  PROVISIONS.   The  Company's  Certificate  of  Incorporation
contains  certain  provisions  which could be an impediment to a  non-negotiated
change in  control  of the  Company,  namely  an  ability,  without  stockholder
approval,  to issue up to 20,000,000  shares of preferred  stock with rights and
preferences determined by the board of directors, staggered terms for directors,
and  super-voting  requirements.  These provisions could impede a non-negotiated
change in control and thereby prevent  stockholders from obtaining a premium for
their Common Stock.

     SECURITIES  ELIGIBLE FOR PUBLIC TRADING.  Of the 121,674,854  shares of the
Company's  Common Stock  outstanding at June 30, 2006,  virtually all are freely
tradeable or immediately eligible for resale under Rule 144 promulgated pursuant
to the  Securities  Act of 1933,  as amended.  Sales of  substantial  amounts of
freely  tradeable stock in the public market could  adversely  affect the market
price of the Common Stock.  The Company has also filed a registration  statement
with  respect to its 2000 Stock  Option  Plan,  the result of which could be the
sale of a significant  number of shares in the public market,  and consequently,
an adverse effect upon the public trading price of the Company's Common Stock.

     PRIVATE LIABILITY OF MANAGEMENT.  The Company has adopted provisions in its
Certificate  of  Incorporation  which limit the  liability  of its  officers and
directors and provisions in its bylaws which provide for  indemnification by the
Company of its  officers  and  directors  to the  fullest  extent  permitted  by
Delaware  corporate law. The Company's  Certificate of  Incorporation  generally
provides that its directors  shall have no personal  liability to the Company or
its  stockholders for monetary damages for breaches of their fiduciary duties as
directors, except for breaches of their duties of loyalty, acts or omissions not
in good faith or which involve  intentional  misconduct or knowing  violation of
law, acts involving unlawful payment of dividends or unlawful stock purchases or
redemptions,  or any  transaction  from  which a director  derives  an  improper
personal benefit. Such provisions  substantially limit the shareholders' ability
to hold directors liable for breaches of fiduciary duty.

     POTENTIAL ISSUANCE OF ADDITIONAL COMMON AND PREFERRED STOCK. The Company is
authorized to issue up to 200,000,000  shares of Common Stock.  To the extent of
such authorization, the Board of Directors of the Company will have the ability,
without seeking shareholder approval, to issue additional shares of common stock
in the future for such  consideration  as the Board of  Directors  may  consider
sufficient. The issuance of additional Common Stock in the future may reduce the
proportionate ownership and voting power of existing shareholders.

     VOLATILITY  OF STOCK  PRICES.  In the event  that  there is an  established
public market for the Company's  Common Stock,  market prices will be influenced
by many factors and will be more subject to significant fluctuations in response
to  variations  in  operating  results of the Company and other  factors such as
investor perceptions of the Company,  supply and demand, interest rates, general
economic conditions and those specific to the industry, developments with regard
to the Company's activities, future financial condition and management.

     APPLICABILITY OF LOW PRICED STOCK RISK DISCLOSURE REQUIREMENTS.  The Common
Stock of the  Company  may be  considered  a low  priced  security  under  rules
promulgated  under the  Securities  Exchange  Act of 1934.  Under  these  rules,
broker-dealers participating in transactions in low priced securities must first
deliver a risk  disclosure  document which  describes the risks  associated with
such

                                       14
<PAGE>


stocks, the broker-dealers's duties, the customer's rights and remedies, certain
market and other information, and make a suitability determination approving the
customer for low priced stock  transactions  based on the  customer's  financial
situation,  investment  experience  and  objectives.  Broker-dealers  must  also
disclose these restrictions in writing to the customer,  obtain specific written
consent of the customer, and provide monthly account statements to the customer.
With all these  restrictions,  the likely effect of  designation as a low priced
stock will be to decrease the willingness of broker-dealers to make a market for
the  stock,  to  decrease  the  liquidity  of  the  stock  and to  increase  the
transaction  cost of  sales  and  purchases  of such  stock  compared  to  other
securities.

ITEM 3.  CONTROLS AND PROCEDURES

     The  Company's  principal  executive and  financial  officer,  based on his
evaluation of the Company's  disclosure  controls and  procedures (as defined in
Rules  13a-14 (c) and 15d-14 (c) of the  Securities  Exchange Act of 1934) as of
September 30, 2005 has  concluded  that the  Company's  disclosure  controls and
procedures  are  adequate  and  effective  to ensure that  material  information
relating  to  the  Company  and  its  consolidated  subsidiaries  are  recorded,
processed,  summarized  and reported  within the time  periods  specified by the
SEC's  rules and forms,  particularly  during  the  period in which this  annual
report has been prepared.

     The Company's  principal executive and financial officer has concluded that
there were no significant changes in the Company's internal controls or in other
factors that could  significantly  affect these  controls for the quarter  ended
September 30, 2005,  the date of their most recent  evaluation of such controls,
and that there were no significant  deficiencies  or material  weaknesses in the
Company's internal controls.


                                     PART II

                                OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

          None.


ITEM 2. CHANGES IN SECURITIES

          None.


ITEM 3. DEFAULTS UPON SENIOR SECURITIES

     Effective  February 1, 2000, the Company sold and issued a promissory  note
secured by certain  tangible and  intangible  assets of the Company  ("Note") in
exchange for  $450,000 in cash  proceeds.  As of May 1, 2000,  the Company is in
default  with  respect  to the  Note.  The  Note and its  accompanying  Security
Agreement  have been filed as an exhibit to the Company's  1999 annual report on
form 10-KSB filed with the Securities and Exchange Commission on March 30, 2000.

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

          Not Applicable.


ITEM 5. OTHER INFORMATION

                                       15
<PAGE>


          Not applicable.


ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K:

          No reports on Form 8-K were filed  during the  quarter  ended June 30,
          2006.

          The following documents are filed as exhibits to this Form 10-QSB:

INDEX TO EXHIBITS

<TABLE>
<CAPTION>

Number                Exhibits
------                --------
<S>                   <C>

3.1                   Amended and Restated Certificate of Incorporation of SportsNuts, Inc.(1)

3.2                   Amended and Restated Bylaws of SportsNuts, Inc., a Delaware corporation.(2)

10.1                  Convertible  Promissory Note and Security Agreement among Gardner  Management,  Inc.
                      Profit  Sharing Plan and Trust,  SportsNuts.com,  Inc.,  Sportzz.com,  Inc., and the
                      Company, including amendments, dated February 1, 2000.(3)

10.2                  SportsNuts, Inc. 2000 Stock Option Plan.(4)

21.1                  Subsidiaries of the Registrant.(5)

99.1                  Certification  by Chief Executive  Officer and Chief Financial  Officer,  Kenneth I.
                      Denos, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

99.2                  Certification  by Chief Executive  Officer and Chief Financial  Officer,  Kenneth I.
                      Denos, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

----------------
</TABLE>


(1) Filed as an Exhibit to the Company's quarterly report on Form 10-QSB, filed
with the Commission on August 14, 2001.

(2) Filed as an Exhibit to the Company's quarterly report on Form 10-QSB, filed
with the Commission on August 14, 2001.

(3) Filed as an Exhibit to the Company's annual report on Form 10-KSB, filed
with the Commission on March 30, 2000.

(4) Filed as an Exhibit to the Company's Quarterly Report on Form 10-QSB, filed
with the Commission on May 11, 2001.

(5) Filed as an Exhibit to the Company's quarterly report on Form 10-QSB, filed
with the Commission on March 17, 2004.



                                   SIGNATURES

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

                                SPORTSNUTS, INC.

Date: August 14, 2006           BY: /S/ Kenneth I Denos
---------------------               -------------------
                                    Kenneth I Denos
                                    Chief Financial Officer



                                       16