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 March 31, 2005

                                       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.
        (Exact name of small business issuer as specified in its charter)

<TABLE>
<S>                                                                                     <C>

      Delaware                                                                          87-0561426
      ---------------------------------------------                                     -----------------------------
      (State or other jurisdiction of                                                   (IRS Employer
      incorporation or organization)                                                    Identification No.)

      11585 South State Street, Suite 102
      Draper, Utah                                                                      84020
      ---------------------------------------------                                     -----------------------------
      (Address of principal executive offices)                                          (Zip Code)
</TABLE>


                                 (801) 816-2500 (Issuer's telephone number)

       -------------------------------------------------------------------
 (Former name or former address and former fiscal year, if changed since last
report.)


<PAGE>


                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 March 31, 2005, 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 March 31, 2005.

ITEM 1.  FINANCIAL STATEMENTS REQUIRED BY FORM 10-QSB







                                    CONTENTS

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

Condensed Consolidated Statements of Operations............................... 6

Condensed Consolidated Statements of Stockholders' Deficit.................... 7

Condensed Consolidated Statements of Cash Flows................................8

Notes to the Condensed Consolidated Financial Statements..................... 10

















                                       3
<PAGE>


                                SPORTSNUTS, INC.
                      Condensed Consolidated Balance Sheets

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

                                                                            March 31,             December 31,
                                                                               2005                   2004
                                                                       --------------------    --------------------
                                                                           (Unaudited)
<S>                                                                    <C>                     <C>

CURRENT ASSETS

   Cash and cash equivalents                                            $           43,058      $           14,105
   Accounts receivable, net                                                         77,286                 148,604
   Advances due from related party                                                  17,923                  19,876
   Prepaid expenses                                                                 11,078                   7,230
                                                                       --------------------    --------------------

      Total Current Assets                                                         149,345                 189,815
                                                                       --------------------    --------------------

PROPERTY AND EQUIPMENT

   Computer hardware                                                               514,954                 514,954
   Computer software                                                               789,409                 789,409
   Furniture and office equipment                                                  196,719                 196,719
   Less - accumulated depreciation                                              (1,458,695)             (1,448,343)
                                                                       --------------------    --------------------

      Total Property and Equipment                                                  42,387                  52,739
                                                                       --------------------    --------------------

OTHER ASSETS

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

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

      TOTAL ASSETS                                                      $          244,428      $          295,250
                                                                       ====================    ====================
</TABLE>






                                       4

   The accompanying notes are an integral part of these financial statements.
<PAGE>


                                SPORTSNUTS, INC.
                Condensed Consolidated Balance Sheets (Continued)

                      LIABILITIES AND STOCKHOLDERS' DEFICIT
                      -------------------------------------
<TABLE>
<CAPTION>

                                                                              March 31,              December 31,
                                                                                 2005                    2004
                                                                         ---------------------    -------------------
                                                                             (Unaudited)
<S>                                                                      <C>                      <C>

CURRENT LIABILITIES

   Accounts payable                                                       $           754,033      $         867,593
   Accrued expenses                                                                 1,598,742              1,480,798
   Notes payable, current portion                                                     110,000                110,000
   Notes payable, related parties, current portion                                    602,666                597,666
                                                                         ---------------------    -------------------

      Total Current Liabilities                                                     3,065,441              3,056,057
                                                                         ---------------------    -------------------

STOCKHOLDERS DEFICIT

   Common stock, $0.002 par value; 200,000,000 shares
    authorized, 121,674,854 and 111,674,854 shares issued and
   outstanding, respectively                                                          243,350                223,350
   Additional paid-in capital                                                      20,749,052             20,656,267
   Stock subscriptions receivable                                                   (161,750)               (61,750)
   Accumulated deficit                                                           (23,651,665)           (23,578,674)
                                                                         ---------------------    -------------------

      Total Stockholders'Deficit                                                  (2,821,013)            (2,760,807)
                                                                         ---------------------    -------------------

      TOTAL LIABILITIES AND STOCKHOLDERS'
       DEFICIT                                                            $          244,428       $        295,250
                                                                         =====================    ===================
</TABLE>























                                       5

   The accompanying notes are an integral part of these financial statements.
<PAGE>


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

                                                                                   For the Three Months Ended
                                                                                            March 31,
                                                                           --------------------------------------------
<S>                                                                        <C>                     <C>

                                                                                  2005                    2004
                                                                           --------------------    --------------------

NET SALES                                                                   $          191,744      $           96,092
                                                                           --------------------    --------------------

OPERATING EXPENSES
   Cost of sales                                                                       118,324                  19,818
   General and administrative                                                           90,415                  95,937
   Selling and marketing                                                                42,125                  51,220
   Research and development                                                             11,553                  12,528
                                                                           --------------------    --------------------

      Total Operating Expenses                                                         262,417                 179,503
                                                                           --------------------    --------------------

LOSS FROM OPERATIONS                                                                  (70,673)                (83,411)
                                                                           --------------------    --------------------

OTHER INCOME (EXPENSES)
   Interest expense                                                                   (33,746)                (28,170)
   Interest income                                                                          39                      98
   Gain on settlement of debt                                                            9,434                  32,319
   Other income                                                                         21,955                  16,250
                                                                           --------------------    --------------------

      Total Other Income (Expenses)                                                    (2,318)                  20,497
                                                                           --------------------    --------------------

LOSS BEFORE INCOME TAXES                                                              (72,991)                (62,914)

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

NET LOSS                                                                    $         (72,991)      $         (62,914)
                                                                           ====================    ====================

LOSS PER COMMON SHARE -
  BASIC AND DILUTED                                                         $           (0.00)      $          (0.00)
                                                                           ====================    ====================

WEIGHTED AVERAGE NUMBER OF
 COMMON SHARES OUTSTANDING                                                         114,008,187             100,273,206
                                                                           ====================    ====================
</TABLE>












                                       6

   The accompanying notes are an integral part of these financial statements.
<PAGE>



                                SPORTSNUTS, INC.
           Condensed Consolidated Statements of Stockholders' Deficit

<TABLE>
<CAPTION>

                                                                        Additional        Stock                           Total

                                                                         Paid-In       Subscription   Accumulated     Stockholders'

                                              Common Stock               Capital        Receivable      Deficit          Deficit
                                      ------------------------------  ---------------  -------------  -------------   --------------
<S>                                   <C>                             <C>              <C>            <C>             <C>
                                          Shares           Amount
                                      --------------   -------------

Balance, December 31, 2003               98,624,854    $    197,250    $  20,179,305   $          -   $(23,025,100)   $  (2,648,545)

Warrants/options expense                          -               -           50,200              -              -           50,200

Shares issued for purchase of Secure
Networks, Inc.                            2,500,000           5,000           22,500              -              -           27,500

Shares issued for debt payment            8,150,000          16,300           24,450              -              -           40,750

Spin-off of Synerteck, Incorporated               -               -           33,011              -              -           33,011

Sale of Sports Management Partners,
Inc.                                              -               -          289,851              -              -          289,851

Exercise of stock options                 2,400,000           4,800           56,950       (61,750)              -                -

Net loss for the year ended December
31, 2004                                          -               -                -              -      (553,574)         (553,574)
                                      --------------   -------------  ---------------  -------------  -------------   --------------

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

Warrants/options expense (unaudited)              -               -           12,785              -              -           50,200

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

Net loss for the three months ended
March 31, 2005 (unaudited)                        -               -                -              -        (72,991)         (60,206)
                                      --------------   -------------  ---------------  -------------  -------------   --------------

Balance, March  31, 2005 (unaudited)     121,674,854   $     243,350   $   20,749,052  $   (161,750)  $(23,651,665)   $  (2,821,013)
                                      ==============   =============  ===============  =============  =============   ==============
</TABLE>

























                                       7

   The accompanying notes are an integral part of these financial statements.
<PAGE>


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

                                                                                   For the Three Months Ended
                                                                                            March 31,
                                                                                    2005                   2004
                                                                           --------------------    --------------------
<S>                                                                        <C>                     <C>

CASH FLOWS FROM OPERATING ACTIVITIES:

Net loss                                                                    $          (72,991)     $          (62,914)
Adjustments to reconcile net loss to net
cash provided by operating activities:
   Depreciation                                                                         10,352                  10,644
   Warrants/options expense
                                                                                        12,785                   4,070
   Gain on settlement of debt                                                          (9,434)                (32,319)
Changes in operating assets and liabilities:
    Accounts receivable                                                                 71,318                (10,947)
    Advances due from related party
                                                                                         1,953                 (8,430)
    Other current assets                                                               (3,848)                       -
    Deferred revenue
                                                                                             -                 (7,500)
    Accounts payable and accrued expenses                                               13,818                 124,162
                                                                           --------------------    --------------------

        Net Cash Provided by Operating Activities
                                                                                        23,953                  16,766
                                                                           --------------------    --------------------

CASH FLOWS FROM INVESTING ACTIVITIES:

    Purchases of property & equipment                                                        -                 (2,807)
                                                                           --------------------    --------------------

        Net Cash Used in Investing Activities                                                -                 (2,807)
                                                                           --------------------    --------------------

CASH FLOWS FROM FINANCING ACTIVITIES:

   Proceeds from issuance of notes payable                                                   -                  40,000
   Proceeds from issuance of notes payable - related parties                             5,000                  10,000
                                                                           --------------------    --------------------

        Net Cash Provided by Financing Activities                           $            5,000      $           50,000
                                                                           --------------------    --------------------

NET INCREASE IN CASH AND
 CASH EQUIVALENTS                                                           $           28,953      $           63,959

CASH AND CASH EQUIVALENTS AT
 BEGINNING OF PERIOD                                                                    14,105                  51,927
                                                                           --------------------    --------------------

CASH AND CASH EQUIVALENTS AT END
 OF PERIOD                                                                  $           43,058      $          115,886
                                                                           ====================    ====================
</TABLE>



                                       8
   The accompanying notes are an integral part of these financial statements.
<PAGE>


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

                                                                                           For the Three Months Ended
                                                                                                    March 31,
                                                                                      --------------------------------------
<S>                                                                                   <C>                  <C>

                                                                                            2005                 2004
                                                                                      -----------------    -----------------

SUPPLEMENTAL CASH FLOW INFORMATION
Cash paid for:

    Interest                                                                          $       1,989        $        2,857
    Income taxes                                                                      $            -       $            -
</TABLE>



























                                       9

   The accompanying notes are an integral part of these financial statements.
<PAGE>




                             SYNERTECK INCORPORATED
            Notes to the Condensed Consolidated Financial Statements
                      March 31, 2005 and December 31, 2004


NOTE 1 - BASIS OF FINANCIAL STATEMENT PRESENTATION

          The accompanying unaudited condensed 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 generally accepted  accounting
          principles  have been  condensed  or omitted in  accordance  with such
          rules  and  regulations.  The  information  furnished  in the  interim
          condensed  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 condensed 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 31, 2005.  Operating results for the three months ended
          March 31,  2005 are not  necessarily  indicative  of the results to be
          expected for the year ending December 31, 2005.














                                       10
<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,  providing unique solutions to the challenges
faced by athletes and the organizations in which they  participate.  The Company
helps  organize and manage a wide  variety of sports  events,  providing  online
registration and merchandise sales, event sponsorship,  event coordination,  and
targeted  promotion  using  technology and strategic  media  relationships.  The
Company is the emerging  technology leader in sports information systems and the
only  organization  of its kind to  complement  its  technology  solutions  with
offline  marketing,  sales, and support.  The Company's mission is to become the
ultimate resource for amateur and community event coordinators,  administrators,
athletes, fans and coaches.

     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.
The Company also provides  additional  avenues for revenue  generation,  such as
merchandise sales through the Company's online sports mall.

     Beginning in February,  2004, the Company began selling  computer  hardware
through Secure Networks,  Inc., the Company's  wholly-owned  subsidiary ("Secure
Networks").

     SportsNuts   intends  to  focus  its   future   business   exclusively   on
sports-related  activities.  Accordingly,  on  October  12,  2004,  the  Company
announced  that  it was  spinning  off  Synerteck  on a  pro-rata  basis  to all
shareholders of record as of November 15, 2004. Synerteck is a reporting company
pursuant to the  requirements  of the Securities  Exchange Act of 1934.  Also on
October 12,  2004,  the  Company  announced  its  intention  to spin-off  Secure
Networks  on a  pro-rata  basis to the  shareholders  of the  Company as soon as
practicable after January 1,2005.

     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) information  technology consulting services,  and sales
of computer  hardware and software.  The ability to generate revenues during the
year  2005  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;

                                       11
<PAGE>


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. In the future, the Company anticipates significant expenditures in
business  development to create strategic  alliances with third parties,  and in
developing  a  sales  channel  to  the  various  amateur  sports   organizations
throughout the United States.

     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.

Results of Operations

     Following  is  management's  discussion  of the  relevant  items  affecting
results of operations for the periods ended March 31, 2005 and 2004.

     Revenues.  The Company  generated net revenues of $191,744 during the three
months ended March 31, 2005, a 99% increase  compared to $96,092 in net revenues
during  the  first  quarter  of 2004.  The  increase  is  mainly a result of the
acquisition of Secure Networks,  Inc.  ("Secure  Networks"),  which  contributed
$168,903 in revenues  during the first three  months of 2005  compared to $7,072
during the same period in 2004. 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 spin-off of
Synerteck  Incorporated  ("Synerteck"),  in November of 2004,  and the announced
spin-off of Secure Networks, two of the Company's wholly-owned subsidiaries, the
Company's  sole source of revenues will be related to sports events and services
rendered pursuant thereto.  Accordingly,  following these spin-offs, 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 March 31, 2005 were
$118,324,  a 497% increase from $19,818  during the first quarter of 2004.  This
increase in cost of sales  corresponds with the increase of revenues but is much
higher due to the change in sales mix. The sales of computer hardware during the
three months ended March 31, 2005 were  $140,439  compared to $6,933  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 higher cost of
sales percentage.  This increase in cost of sales was expected by management and
will continue as the sale of hardware is expected to increase.  Cost of sales is
mainly  attributable  to  expenses  incurred  pursuant  to the  delivery  of the
Company's sports event management and promotional services. Other costs of sales
consisted of online registration services,  sales commissions paid in connection
with technology consulting projects, and cost of computer hardware sold.

     General and Administrative  Expenses.  General and administrative  expenses
for the three  months  ended March 31,  2005 were  $90,415,  a 6% decrease  from
$95,937  during the first quarter of 2004.  The Company  issued stock options in
the first quarter of 2005 resulting in an expense of $12,785 included in general
and administrative expenses. Without this stock options expense, the decrease in
general and  administrative  expenses  would have been 19% compared to the first
quarter of 2004.  Contributing  to the  decrease  was the spin-off of the wholly
owned subsidiary,  Synerteck,  which contributed approximately $9,000 in general
and administrative  expenses in the first quarter of 2004.  Management continues
to  make  a  concerted   effort  to  decrease   certain  costs  associated  with
professional  fees,  contract  labor,  and rent and  occupancy-related  expense.
Payroll expense and professional  fees accounted for  approximately  $61,012 and
$5,980,  respectively,  of general and administrative  expenses during the first
quarter of 2005,  as compared to $61,456 and $7,732  during the first quarter of
2004.  Although  the wholly  owned  subsidiary,  Synerteck,  has been  spun-off,
Synerteck  still sub-lets office space from the Company which helps to subsidize
rent expense.

     Selling and  Marketing  Expenses.  Selling and  marketing  expenses for the
three months  ended March 31, 2005 were  $42,125,  an 18% decrease  from $51,220
during the first quarter of 2004.  The  acquisition  of Secure  Networks and the
sales of computer  hardware and software  added $8,019 in selling

                                       12
<PAGE>


and marketing  expenses  during the first three months of 2005.  The addition of
Secure  Networks was offset by the spin-out of Synerteck and its related selling
and  marketing  expenses.  The Company  anticipates  that selling and  marketing
expenses in the future will  increase as the Company seeks to market and promote
its online technology services to sports and non-sports organizations throughout
the United States.

     Product  Development.  Product research and development  expenditures  were
$11,553 for the three months ended March 31, 2005, as compared to $12,528 during
the first  quarter  of 2004,  a decrease  of 8%.  Product  development  expenses
related  to the  Company's  internet  services  consist  primarily  of  payroll,
software and systems, and related costs for programmers and software developers.
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.

     Other Income (Expense). The Company had net other expense of $2,318 for the
three months ended March 31, 2005 compared to net other income of $20,497 during
the first quarter of 2004.  During the first quarter of 2005, the income in this
category was generated  principally  from the  forgiveness  of certain  accounts
payable by creditors of the Company resulting in other income of $9,434 compared
to $32,319 during the same period of the prior year.  Expenses  incurred in this
category were comprised  primarily of interest  expenses  related to balances on
Company credit cards and short term loans.

Liquidity and Capital Resources

     As of March 31, 2005, the Company's  primary source of liquidity  consisted
of  $43,058 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  March  31,  2005  of  $23,651,665  and  is  currently
experiencing  a  substantial  shortfall in operating  capital which raises doubt
about the Company's ability to continue as a going concern. The net loss for the
year ended  December  31,  2004 and the three  months  ended  March 31, 2005 was
$553,574 and $72,991,  respectively.  The Company anticipates a net loss for the
year ended  December 31, 2005 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.

     The Company has made substantial progress in developing efficiencies in its
business  and revenue  models  during  2004 and expects to continue in 2005.  In
addition,  the Company has  implemented  stringent  cost-cutting  efforts and is
presently  working with sources of investment  capital to fund operating  losses
until the  Company  reaches  profitability.  The  Company  will  likely  require
considerable amounts of financing to make continued advancements in its business
strategy.  There is presently no agreement in place with any source of financing
and,  although  management is optimistic  about the Company's  ability to secure
investment, 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 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

                                       13
<PAGE>


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

     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 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.  The  competition for
qualified personnel in the computer software and programming markets is intense,
and there are limited  numbers of such qualified  personnel in the  metropolitan
Salt Lake City area.  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.

     Additional Financing Required.  The Company will likely require substantial
additional capital in the future for expansion, business development, marketing,
computer  software and systems,  overhead,  administrative,  and other expenses.
There is no assurance that the Company will be able to raise additional funds or
that financing will be available on acceptable  terms.  Lack of additional funds
could significantly affect the Company and its business.  Further,  funds raised
through  future equity  financing  could be  substantially  dilutive to existing
shareholders.

     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

                                       14
<PAGE>


such revenue generation will ultimately lead to the Company becoming profitable.

     Revenues Subject to Seasonal Fluctuation.  The Company expects that it will
experience a sharp increase in commercial  activity during the spring and winter
months,  principally due to spring recreational  athletic leagues,  tournaments,
and events operating during that period.  During the winter months, winter games
events, basketball tournaments, leagues, and events, and other winter events are
expected  to  generate  increases  in revenue as compared to the summer and fall
periods.  There can be no  assurance  that the Company can decrease its selling,
general,  and  administrative  expenses during periods of decreased  revenue and
that the  Company's  results of  operations  during  these  periods  will not be
materially adversely affected.

     Growth  Management.  The Company  anticipates that it will experience rapid
growth in the next few years of operations. The management challenges imposed by
this  growth  include  entry into new  markets,  growth in the number of persons
utilizing   its   Internet   properties,   management   of   affiliated   sports
organizations,  employees and  customers,  expansion of facilities  and computer
systems necessary to accommodate such growth, and additions and modifications to
the products and services offered through the Company's Internet properties.  To
manage these changes effectively, the Company may be required to hire additional
management and operations  personnel and to improve its operational,  financial,
computer,  and  management  systems.  If the Company is unable to manage  growth
effectively or hire or retain qualified  personnel,  the Company's  business and
results of operations could be materially adversely affected.

     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.  Although the Company
carries general commercial insurance coverage, such coverage may not be adequate
to compensate for the losses that may occur. 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.

     Electronic Data Transmission  Security Risks. A significant  barrier to the
electronic transmission of confidential data over the Internet is the perception
that such  data may not be  secure.  The  Company  relies  upon  encryption  and
authentication  technology  to provide the security  necessary to effect  secure
transmissions  of  confidential  information.  There  can be no  assurance  that
advances in decryption  technology,  computer espionage,  and other developments
will not result in a breach or compromise of the algorithms  used by the Company
to protect  transaction data of persons accessing the Web Site or other Internet
properties of the Company,  and therefore lead to the  misappropriation  of such
data by third parties. Any such breach,  compromise,  or misappropriation  could
damage the  Company's  reputation  and  expose the  Company to a risk of loss or
litigation and possible liability, and could have a material adverse effect upon
the Company's business, results of operations, or financial condition.

     Rapid  Technological  Change.  The  Internet  and  on-line  industries  are
characterized  by rapid  technological  change,  changing market  conditions and
customer demands, and the emergence of new industry standards and practices that
could  render  the  Company's  existing  technology  platform  and the  services
provided   pursuant  thereto   obsolete.   The  Company's  future  success  will
substantially  depend on its ability to enhance its existing  services,  develop
new services,  and otherwise  respond to technological  advances in a timely and
cost-effective  manner.  If  the  Company  is  unable,  for  technical,   legal,
financial, or other reasons, to adapt in a timely manner in response to changing
market  conditions  or customer  requirements,  or if the  Company's  technology
applications do not achieve market acceptance, the

                                       15
<PAGE>


Company's  business,   operating  results,  and  financial  condition  would  be
adversely affected.

     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  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.

     Competition and Technological  Change.  The market for computer  technology
products,  services,  and  advertising  within the amateur sports market is new,
rapidly evolving,  and intensely  competitive and will continue to undergo rapid
technological  change.  The  Company  must  continue  to enhance and improve the
functionality  and  features  of its  online  services  and  sports  information
management software. If new industry needs,  standards, or practices emerge, the
Company's  existing  services,  technology,  and  systems  may become  obsolete.
Developing   and  enhancing  the  Company's   proprietary   technology   entails
significant  technical and business risks, in addition to substantial  costs. If
the Company faces delays in introducing new services, products and enhancements,
its users may  forego  the use of the  Company's  services  and use those of its
competitors.  The Company  currently  competes  with many other  amateur  sports
information  and product web sites and the Company  anticipates  competition  to
intensify in the future.  Barriers to entry may not be significant,  and current
and new  competitors  may be able to launch  new web  sites  and new  operations
quickly at a relatively  low cost.  Accordingly,  the Company  believes that its
success will depend heavily upon achieving  significant market acceptance before
its competitors and potential competitors introduce competing services.  Many of
the  Company's  competitors,  as well as  potential  entrants  into the Internet
amateur sports market, have longer operating histories,  larger customer or user
bases, greater brand recognition and significantly greater financial, marketing,
and other  resources  than the Company.  Furthermore,  several of the  Company's
competitors have acquired certain key sponsorships and relationships  with a few
well-known  amateur sports  organizations  which may impede the Company's growth
and thereby have a material adverse effect upon the Company's business,  results
of operations, and financial condition.

                                       16
<PAGE>


     Investment Risks

     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.

     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 March 31, 2005,  approximately  80,000,000
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

                                       17
<PAGE>


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 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
March  31,  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
March 31, 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

                                       18
<PAGE>


          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

          Not applicable.


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

          No reports on Form 8-K were filed  during the quarter  ended March 31,
          2005.

          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.

                                       19
<PAGE>


(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.
<TABLE>
<S>                                                        <C>

                                                           SPORTSNUTS, INC.

Date: May 16, 2005___________________                      BY: /S/ Kenneth I Denos_____________________
                                                           Kenneth I Denos
                                                           Chief Financial Officer
</TABLE>





























                                       20