SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549
                             ----------------------

                                 Amendment No. 1
                                       to
                                   FORM 10-KSB

[ X ] Annual Report under Section 13 or 15(d) of the Securities  Exchange Act of
1934

                   For the fiscal year ended December 31, 2004

                                       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: 0-50754

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

<TABLE>
<CAPTION>

                     Delaware                                                                20-0929024
----------------------------------------------------                            --------------------------------------
<S>                                                                             <C>
           (State or other jurisdiction                                                     (IRS Employer
         of incorporation or organization)                                               Identification No.)

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


                                 (801) 816-2505
                           (Issuer's telephone number)

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


Securities registered under Section 12(b) of the Exchange Act: None

Securities registered under Section 12(g) of the Exchange Act:  Common Stock



<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

     Check if there is no disclosure  of  delinquent  filers in response to Item
405 of Regulation S-B is not contained in this form,  and no disclosure  will be
contained,  to the best of the  registrant's  knowledge,  in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [ ]

     The  Company's  revenues for the fiscal year ending  December 31, 2004 were
$207,080.

     The  aggregate   market  value  of  the  Company's  voting  stock  held  by
non-affiliates  computed by reference to the closing price as quoted on the NASD
Electronic  Bulletin Board on March 7, 2005,  was  approximately  $366,720.  For
purposes of this  calculation,  voting  stock held by officers,  directors,  and
affiliates has been excluded.


                      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 7, 2005,  the
Company had  outstanding  500,000  shares of common stock,  par value $0.001 per
share.


                       DOCUMENTS INCORPORATED BY REFERENCE

     None.


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


















<PAGE>


                                TABLE OF CONTENTS


PART I.........................................................................1

ITEM 1:  DESCRIPTION OF BUSINESS...............................................1

ITEM 2: DESCRIPTION OF PROPERTY...............................................10

ITEM 3: LEGAL PROCEEDINGS.....................................................11

ITEM 4: SUBMISSION ON MATTERS TO A VOTE OF SECURITY HOLDERS...................11

PART II.......................................................................12

ITEM 5:  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.............12

ITEM 6: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.........................................................12

ITEM 8: CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE..........................................................31

ITEM 8A:  CONTROLS AND PROCEDURES.............................................31

PART III......................................................................32

ITEM 9:  DIRECTORS, OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE WITH
SECTION 16(A) OF THE EXCHANGE ACT.............................................32

ITEM 10:  EXECUTIVE COMPENSATION..............................................34

ITEM 11:  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
AND RELATED STOCKHOLDER MATTERS...............................................35

ITEM 12:  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS......................37

ITEM 13:  EXHIBITS AND REPORTS ON FORM 8-K....................................37

ITEM 14:  PRINCIPAL ACCOUNTANT FEES AND SERVICES..............................38

INDEX TO EXHIBITS.............................................................39

SIGNATURES....................................................................40







<PAGE>


                           FORWARD LOOKING STATEMENTS

     THIS ANNUAL  REPORT ON FORM 10-KSB,  IN  PARTICULAR  "ITEM 7.  MANAGEMENT'S
DISCUSSION AND ANALYSIS OF FINANCIAL  CONDITION AND RESULTS OF  OPERATIONS"  AND
"ITEM 1. BUSINESS," INCLUDE  "FORWARD-LOOKING  STATEMENTS" WITHIN THE MEANING OF
SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. THESE STATEMENTS
REPRESENT THE COMPANY'S EXPECTATIONS OR BELIEFS CONCERNING,  AMONG OTHER THINGS,
FUTURE REVENUE, EARNINGS, AND OTHER FINANCIAL RESULTS, PROPOSED ACQUISITIONS AND
NEW PRODUCTS,  ENTRY INTO NEW MARKETS,  FUTURE OPERATIONS AND OPERATING RESULTS,
FUTURE  BUSINESS  AND MARKET  OPPORTUNITIES.  THE COMPANY  WISHES TO CAUTION AND
ADVISE READERS THAT THESE STATEMENTS  INVOLVE RISK AND UNCERTAINTIES  THAT COULD
CAUSE ACTUAL  RESULTS TO DIFFER  MATERIALLY  FROM THE  EXPECTATIONS  AND BELIEFS
CONTAINED  HEREIN.  FOR A SUMMARY OF  CERTAIN  RISKS  RELATED  TO THE  COMPANY'S
BUSINESS, SEE "RISK FACTORS." UNDER "ITEM 1. DESCRIPTION OF BUSINESS."

     Unless the context  requires  otherwise,  references  to the Company are to
Synerteck Incorporated.

                                     PART I.

ITEM 1: DESCRIPTION OF BUSINESS

Cautionary Factors That May Affect Future Results  (Cautionary  Statements Under
the Private Securities Litigation Reform Act of 1995)

     The  disclosure  and  analysis set forth herein  contains  certain  forward
looking  statements,   particularly   statements  relating  to  future  actions,
performance or results of current and anticipated  products and services,  sales
efforts,  expenditures,  and financial  results.  From time to time, the Company
also provides forward-looking  statements in other publicly-released  materials,
both written and oral.  Forward-looking  statements provide current expectations
or  forecasts  of  future  events  such as new  products  or  services,  product
approvals,  revenues, and financial performance. These statements are identified
as any statement  that does not relate  strictly to historical or current facts.
They use words such as "anticipates," "intends," "plans," "expects," "will," and
other words and phrases of similar  meaning.  In all cases,  a broad  variety of
assumptions can affect the realization of the expectations or forecasts in those
statements. Consequently, no forward-looking statement can be guaranteed. Actual
future results may vary materially.

     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.


                                       1
<PAGE>


RISK FACTORS

     Operating Risks


     We are  Heavily  Dependent  Upon  our Key  Personnel.  Synerteck's  success
depends,  in large part,  upon the talents and skills of its  management and key
personnel.  In addition,  to the extent that any of our key personnel are unable
or refuse to continue their association with Synerteck,  a suitable  replacement
would have to be found. The competition for qualified  personnel in the computer
networking is intense, and there are limited numbers of such qualified personnel
in the  metropolitan  Salt Lake City area. We cannot assure you that we would be
able to find  suitable  replacements  for our existing  management  personnel or
technical  personnel or that we could retain such replacements for an affordable
amount.

     You May Not Agree  With The  Decisions  of Our  Management  Team.  Although
Synerteck's  directors  and  officers  will  endeavor to make  decisions as they
reasonably deem consistent with their fiduciary duties under Delaware  corporate
law,  you  may  disagree  with  these  decisions.   Synerteck's  management  has
significant  control over stockholder  matters,  which may affect the ability of
minority stockholders to influence our activities.

     We are Heavily  Dependent  Upon a Few Key Clients.  Three  client  accounts
comprise a substantial majority of Synerteck's monthly revenues, one of which is
serviced on an oral agreement on a month-to-month  basis. Although we believe we
will  continue to service  these  accounts at the current  billing  rate for the
remainder of 2004, economic and other factors beyond our control may result in a
loss of one or all  three  of  these  accounts.  If we lost  one or all of these
clients,  we would be required to immediately replace these clients with similar
sized accounts,  or dramatically  cut our operating costs to remain in business.
If  Synerteck  were to cease its  operations,  you would  likely lose the entire
value of your investment.

     Our Business is Inherently Risky.  Service based businesses in the computer
networking and hosting  industries are inherently  risky. If our services do not
generate enough cash flow to meet our operating  expenses (such as debt service,
capital expenditures, and legal and accounting fees), our ability to develop and
expand our business and become profitable will be adversely affected.

     Our  Business  Could be  Adversely  Affected by Many  Factors.  Income from
outsourced  networking,  hosting,  and  programming  services  may be  adversely
affected by a number of factors, including, but not limited to:

     o    the general  economic  climate  (such as too much supply or too little
          demand  for  information  technology  services,  as well as changes in
          market rates);

     o    the increasing tendency of medium sized businesses to rely on internal
          personnel  to service and  maintain  computer  networks,  even if such
          personnel are not properly  trained to perform the tasks  required;

     o    intense competition and rapid and significant  technological change in
          the information technology industry;

     o    increasing  competition from outsourced lower overhead firms in India,
          Russia,  and other rapidly  developing  technology  sectors around the
          world; or

     o    damage  from fire,  earthquakes,  prolonged  power  outages,  or other
          natural or man-made disasters.

     We will Require  Additional  Financing for  Expansion and other  Functions.
Although Synerteck is currently  profitable,  we will likely require substantial
additional capital in the future for expansion, business development, marketing,
computer software and systems, overhead,  administrative,
                                       2
<PAGE>


and  other  expenses.  We  cannot  assure  you  that we  will  be able to  raise
additional  funds or that financing will be available to Synerteck on acceptable
terms.  Lack of  additional  funds  could  significantly  affect  our  business.
Further,  funds raised through future equity  financing  could be  substantially
dilutive to you and other existing shareholders.

     We Compete With Substantially Larger Companies. In attempting to market our
services  to medium and larger  organizations,  we  compete  with  substantially
larger companies which have greater name recognition and financial  resources to
price their services and, in particular,  computer  products which are purchased
through them. Accordingly,  we may not be able to effectively compete for larger
outsourcing  and  purchasing  contracts  unless and until we possess  additional
financial, marketing, and technical resources.

     Our  Computer  Systems  May  Fail.  Synerteck's  success  is  substantially
dependent  upon our ability to deliver our clients high  quality,  uninterrupted
access to their websites,  their networks,  their e-mail systems, and technology
applications, which requires that we actively maintain our computer hardware and
software  systems,  as well as the  data and  information  stored  therein.  Our
systems  are  vulnerable  to  damage  by fire,  natural  disaster,  power  loss,
telecommunications  failures,  unauthorized  intrusion,  and other  catastrophic
events.  Any  substantial  interruption  in our  systems  would  have a material
adverse effect on our business,  operating results, and financial condition.  In
addition,  our  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  their  networks  and  internet  properties.   The
occurrence  of any of these  risks  could have a material  adverse  effect  upon
Synerteck's business, results of operations, and financial condition.

     Investment Risks

     A Purchase of Synerteck  Shares is a  Speculative  Investment.  Synerteck's
shares are a speculative  investment.  To date, Synerteck has generated a modest
amount of profits and we cannot guarantee that it will continue to do so or that
the level of profits will increase in the future.  If Synerteck were to lose one
or more of its principal  customers,  it would likely  generate  losses,  and we
would be forced to scale down Synerteck's operations or raise investment capital
to  continue  operations.  If  Synerteck  were to  generate  losses  and we were
unsuccessful at decreasing  Synerteck's  operating  costs or raising  investment
capital,  it is  unlikely  that  Synerteck  would be able to meet its  financial
obligations and you could lose your entire investment.

     There  has  Never  Been a  Public  Market  For Our  Shares.  Prior  to this
registration statement,  there has been no public market for the common stock of
Synerteck.  If a public  market  for the common  stock does  develop at a future
time, sales of shares by shareholders of substantial  amounts of common stock of
Synerteck in the public  market could  adversely  affect the  prevailing  market
price and could impair our future  ability to raise capital  through the sale of
our equity securities.

     You May Lack Liquidity in Your Shares. Because in the future, our stock may
trade on the over-the-counter  bulletin board, our stockholders may have greater
difficulty  in selling  their shares when they want and for the price they want.
The  over-the-counter  bulletin  board is separate and distinct  from the Nasdaq
stock  market.  The  bulletin  board does not  operate  under the same rules and
standards as the Nasdaq stock market,  including,  for example,  order  handling
rules. The absence of these rules and standards may make it more difficult for a
stockholder  to obtain  execution  of an order to trade and to obtain  the price
they  wanted for a trade.  This means our  shareholders  may not be able to sell
their shares


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<PAGE>


when they want for a price they want. In addition,  because stocks traded on the
bulletin  board are usually thinly traded,  highly  volatile,  have fewer market
makers and are not  followed by  analysts,  our  stockholders  may have  greater
difficulty  in selling  their shares when they want and for the price they want.
Investors  may have greater  difficulty in getting  orders filled  because it is
anticipated that if our stock trades on a public market, it initially will trade
on the over-the-counter  bulletin board rather than on Nasdaq. Investors' orders
may be filled at a price much  different  than expected when an order is placed.
Trading  activity in general is not conducted as efficiently  and effectively as
with Nasdaq-listed securities.  Bulletin board transactions are conducted almost
entirely manually. Because there are no automated systems for negotiating trades
on the bulletin  board,  they are  conducted  via  telephone.  In times of heavy
market  volume,  the  limitations  of this  process may result in a  significant
increase  in the time it takes  to  execute  investor  orders.  Therefore,  when
investors  place  market  orders - an order to buy or sell a specific  number of
shares at the current  market price - it is possible for the price of a stock to
go up or down  significantly  during the lapse of time between  placing a market
order and  getting  execution.  Because  bulletin  board  stocks are usually not
followed by analysts,  there may be lower trading volume than for  Nasdaq-listed
securities.  Further,  a registered  broker-dealer must submit an application to
the National  Association of Securities Dealers to enable our stock to be listed
on the bulletin board.  Because the National  Association of Securities  Dealers
will conduct their own review of Synerteck  and its  business,  we cannot assure
you that we will be successful in getting Synerteck listed on the bulletin board
or any other quotation medium.

     We Have Never Issued a Dividend and Don't  Anticipate  any Dividends in the
Future.  Synerteck has never issued a dividend and we do not  anticipate  paying
dividends on our common stock in the  foreseeable  future.  Furthermore,  we may
also be restricted  from paying  dividends in the future  pursuant to subsequent
financing arrangements or pursuant to Delaware law.

     We Have Limited the  Liability  of Our  Management.  Synerteck  has adopted
provisions in its Certificate of Incorporation  which limit the liability of our
officers  and  directors  and   provisions  in  our  bylaws  which  provide  for
indemnification by Synerteck of our officers and directors to the fullest extent
permitted by Delaware  corporate law.  Synerteck's  Certificate of Incorporation
generally  provide  that its  directors  shall  have no  personal  liability  to
Synerteck  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 your ability to hold directors liable for breaches of fiduciary duty.

     You Could be Diluted from the Issuance of  Additional  Common and Preferred
Stock. Synerteck is authorized to issue up to 100,000,000 shares of common stock
and 10,000,000  shares of preferred stock. To the extent of such  authorization,
the  Synerteck  board of  directors  will  have  the  ability,  without  seeking
shareholder  approval,  to issue additional shares of common stock in the future
for such  consideration  as the board may consider  sufficient.  The issuance of
additional  common stock in the future may reduce your  proportionate  ownership
and voting power.


CORPORATE ORGANIZATION

     Synerteck  Incorporated  was  formed in the state of Utah on March 2, 2001,
and was subsequently reincorporated in Delaware on March 30, 2004. Synerteck was
a wholly-owned subsidiary of SportsNuts.  Inc., a Delaware corporation traded on
the OTC Electronic  Bulletin Board, until Synerteck was spun off


                                       4
<PAGE>


on November 15, 2004.


THE BUSINESS OF SYNERTECK

     Overview

     Synerteck is an integrator of business strategy with technology  solutions.
We attempt to  understand  the  business of our clients  principally  from their
customer's  point of view, in order to properly  position  ourselves to advocate
and implement measures that achieve the client's organizational  objectives. Our
clients  consist  of small to medium  sized  organizations,  operating  in North
America and Europe.  Currently, we service eight clients on a continuous monthly
basis and average ten additional  clients for one-time or intermittent  projects
over the course of a year.  You can learn more about our business at our website
located at  www.synerteck.com.  We do not have any plans to modify or change the
website in the near future to modify or change the website.

     Our Approach

          Data  Gathering.  We approach new clients and  projects by  collecting
     from them the following information:

          o    Existing hardware and configuration;
          o    Existing software and procedures;
          o    Business processes; and
          o    Personnel requirements.

               Project Kickoff. After gathering and analyzing the initial data
           supplied by the client, we then initiate a planning session with the
           client's key technology staff and management to discuss the scope of
           the project, objectives, and implementation timelines. We seek to
           have these personnel comprise the team with which we primarily
           interface and update on a regular basis. We also attempt to gain
           consensus among this team for formulating the strategy and tactics
           for our engagement. Unless the project or service contemplated
           requires additional analysis, we typically negotiate the client
           agreement during this phase. Synerteck uses a standard form agreement
           for most service arrangements and projects, although the terms of any
           formal agreement are generally modified through the negotiation
           process prior to execution.

             Client Interviews and Information Analysis. After Synerteck has
           been formally retained, we intensify our analysis of the needs of the
           client by conducting in-depth interviews with management, information
           technology staff, security personnel, and other key employees.
           Depending upon the scope of the project or service contemplated, we
           may also distribute questionnaires to other client personnel. Our
           interviews and questions attempt to discern a variety of factors,
           including:

          o    Potential  efficiencies  and  workflow  improvements  that can be
               gained  through   technology   improvements   and  processes;
          o    Challenges to effective implementation; and
          o    Available  financial  resources to allocate to ongoing service or
               one-time projects.

                 Delivery. We commence implementation of our recommended
           strategy with a client presentation and collaborative discussion
           regarding the following:


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          o    Plan  of  service  delivery  and  site,   network,   or  software
               configuration;
          o    Timeline  and  delivery   milestones;
          o    Agreed reporting and responsibility mechanisms; and
          o    Additional hardware and software requirements.

     Products and Services

     We bring value to our clients from our access to key  relationships  in the
information  technology  industry.  These  relationships  help Synerteck offer a
comprehensive and cost-effective technology solution to almost any organization.
Through  Synerteck and its partners,  our clients can access the following range
of services:

          o    Network  Engineering,  Architecture,  and  Design.  Our  team has
               experience  building  complex  local  area and wide area  network
               configurations  for  small and  large  businesses.  Since we have
               worked primarily with service-based organizations,  our expertise
               is  necessarily   specialized   with  respect  to   service-based
               architecture and design solutions.  We have designed networks for
               eight clients,  including networks for our three largest clients,
               Moore Clayton & Co., Inc.,  Healthcare  Enterprise  Group PLC and
               SportsNuts, Inc.

          o    Website and E-Mail  Hosting.  We currently host 19 websites for a
               wide variety of organizations,including the websites of our three
               largest clients, Moore Clayton & Co., Inc., Healthcare Enterprise
               Group  PLC,  and  SportsNuts,  Inc.  We can host  websites  using
               Linux/ApacheTM  or  through  MicrosoftTM   protocols  and  server
               extensions,  including  Microsoft Front PageTM.  Depending on the
               complexity and memory  requirements of the site, our hosting fees
               range from $199 per month to a free component of a larger service
               contract. We also provide  point-of-presence and full MicrosoftTM
               exchange e-mail access;

          o    Network  Hosting.  We have the ability to host entire networks on
               our system.  We  currently  host the  networks of three  clients,
               Moore Clayton & Co., Inc.,  Healthcare  Enterprise  Group PLC and
               SportsNuts,  Inc.  Depending  on the  geographic  location of our
               clients and their  personnel,  we can host a local- or  wide-area
               network  that  provides  worldwide  access  to  other  computers,
               devices,  drives, and folders. Based upon financial resources and
               needs  of  the  client,  we  can  supplement  this  service  with
               continuous or periodic support, including:

                    o    Data storage and backup;
                    o    Desktop user support;
                    o    Active directory maintenance and support; and
                    o    Network device maintenance and support.

          o    Website Design.  We can design and build a website for any budget
               or type of organization.  We have designed  websites for eighteen
               clients,  including  the websites of two of our largest  clients,
               Moore Clayton & Co., Inc. and SportsNuts, Inc. Our range includes
               simple   website    templates   to   highly    interactive    and
               application-heavy  sites  requiring  substantial  memory.  We can
               incorporate  database interface,  FlashTM  development,  or other
               components to enable our clients to use their websites as primary
               marketing tools for their products and services.

          o    Application  Programming.  Depending upon the budget,  timetable,
               and business  rules that govern a project,  we partner with local
               and  offshore   programmers   to  build   customized


                                       6
<PAGE>


               enterprise applications.  Our programming partners are proficient
               in MySQLTM, OracleTM, and SequelTM database applications, as well
               as  PHPTM,   JAVATM,   and   MicrosoftTM   .NET  web  application
               programming languages.  We have created database applications for
               five clients including two of our largest clients,  Moore Clayton
               & Co., Inc. and SportsNuts, Inc.

          o    Telecommunication   Systems   Services   and   Integration.   The
               increasing  use by our  clients of  communications  devices  that
               interact with networks and e-mail  servers has required a service
               strategy from Synerteck  that includes  mobile phone and wireless
               device  support.  In  addition,  we can also  provide  voice-over
               internet protocol access for our clients that want to enhance the
               use of their  network  services and minimize  their long distance
               telephone charges. We have implemented  telecommunication systems
               that interact  with  networks and e-mail  servers for one client,
               Moore, Clayton & Co., Inc.

          o    Hardware  Sales and  Hardware  Lease  Brokering.  When a client's
               recommended solution requires the procurement of hardware, we can
               obtain computer equipment from local vendors at a discount to the
               prices  offered  to  retail  customers.  We can  then  sell  such
               equipment to our clients at a retail price. Alternatively, we can
               broker a computer  equipment lease where Synerteck  serves as the
               vendor to the lease financing company acting as the lessor to our
               client.  Ingram  Micro,  Inc.,  a Salt Lake  City-based  computer
               hardware  sales  company,  is the principal  supplier of hardware
               components,  including  laptops,  servers,  desktops,  networking
               devices,  and software that we sell to or arrange lease financing
               for our customers. Ingram also supplies the hardware and software
               that we use in performing our engineering,  hosting,  design, and
               telecommunications  systems  services.  We also procure  computer
               hardware for resale  directly from the  manufacturer  by ordering
               from  their  websites  or  dealing  with a  local  manufacturer's
               representative.  We have  not  experienced  any  difficulties  in
               obtaining  requested hardware or software from Ingram or from the
               hardware  manufacturers,  and  consequently do not anticipate any
               difficulties  in obtaining  such  hardware or software for future
               sales and service  contracts.  We have brokered  equipment leases
               and have sold  computer  equipment to 20 clients,  including  our
               three  largest  clients,  Moore Clayton & Co.,  Inc.,  Healthcare
               Enterprise Group PLC and SportsNuts, Inc.


     Principal Clients

     Synerteck is heavily dependent upon three principal clients for most of its
revenue.  During the calendar year 2004, for example, one client (Moore, Clayton
& Co.) generated in excess of 55% of our total revenue. We have executed monthly
engagements  with other  clients for ongoing  information  technology  services,
which in turn is expected to reduce,  but not  eliminate our  dependence  upon a
single  client.  The  following is a brief  description  of our three  principal
clients and our service agreements with them:

          Moore,  Clayton & Co. Moore,  Clayton & Co., Inc. is an  international
     strategic  advisory firm with offices in London,  Santa Monica,  Tampa, and
     New York.  Moore,  Clayton & Co. is also  engaged  in joint  ventures  with
     various worldwide  partners in North America,  Europe,  and now recently in
     South Africa. Moore, Clayton & Co. personnel require round-the-clock access
     to e-mail and shared  access to a wide-area  network which is housed in our
     Draper,  Utah offices.  We have had a continuous  monthly service agreement
     with Moore,  Clayton & Co.  since  March,  2002.  Depending on the level of
     service,  we  typically  receive  between  $4,000  and  $9,000  per  month,
     exclusive of intermittent  project-based fees.  Commencing in May, 2004, we
     began  receiving  $9,000 per month under our service  agreement with Moore,
     Clayton & Co.,  and,  based upon our


                                       7
<PAGE>


     operating history with this client,  expect that this level of compensation
     will  continue  for at least six  months.  Kenneth  Denos,  a  director  of
     Synerteck,  is also a  director  of Moore,  Clayton & Co.  Because  we have
     maintained a continuous  agreement with Moore, Clayton & Co. for two years,
     we do not  anticipate  any  difficulties  with  continuing  to provide them
     information technology services for the foreseeable future.

          Healthcare  Enterprise  Group.  Healthcare  Enterprise  Group PLC is a
     London-based   healthcare  products  and  services  company  that  requires
     international  access to protected data and communication  systems from its
     offices in the United Kingdom,  Germany, and the United States.  Healthcare
     Enterprise Group is also traded on the Alternative Investment Market of the
     London Stock Exchange.  We have provided services to Healthcare  Enterprise
     Group  intermittently  over the past  twelve  months,  and,  in March 2004,
     agreed to a  six-month  service  contract  which  automatically  renews for
     successive  monthly  periods if not  cancelled  sixty days in  advance.  We
     receive  $1,470 per month under this  agreement,  plus travel  expenses and
     other  costs as agreed  from time to time.  Kenneth  Denos,  a director  of
     Synerteck,  is also a director of Healthcare  Enterprise Group.  Because of
     our  level  of  service  and  the  relationships  we have  cultivated  with
     management  of  Healthcare  Enterprise  Group,  we do  not  anticipate  any
     difficulties  with  continuing  to  provide  them  information   technology
     services for the foreseeable future.

          SportsNuts. SportsNuts, Inc. is a sports event management company that
     provides a range of services to various amateur athletic events  throughout
     the United States.  Some of these services include website hosting,  online
     registration  and merchandise  sales,  and  information  management such as
     team/league statistics, media attachments, and participant/event profiling.
     SportsNuts' complex database-driven technology applications require service
     and support personnel to implement,  maintain, and improve.  SportsNuts has
     used Synerteck  personnel to perform these  functions  since its inception.
     Recently,  SportsNuts has entered into a service contract to formalize this
     relationship.  The  service  contract  provides  for a monthly  payment  of
     $2,000, which can increase intermittently depending on the level of service
     we are  providing.  Kenneth  Denos,  a  director  of  Synerteck,  is also a
     director of  SportsNuts,  Inc. We anticipate  providing  these  services to
     SportsNuts  for  the  foreseeable  future.   Synerteck  is  a  wholly-owned
     subsidiary of SportsNuts.


     Research and Development

     We  attempt  to stay  abreast  of  changes  in the  information  technology
industry and also attempt to increase  the level of  proficiency  of our current
staff.  During the  calendar  year  2004,  both of our two  full-time  employees
received 120 hours of training in  MicrosoftTM  .Net  programming  by an outside
instructor.  Other  research  and  development  activities  include  the  use of
instructional software programming and collateral materials. We estimate that we
have  spent  approximately  100 hours in each of our two prior  fiscal  years on
research and development activities.  None of the expenses associated with these
activities has been borne directly by our customers.


     Certifications and Licenses

     The  following is a brief  summary of  certifications  and licenses held by
individual members of our staff and/or by our contract personnel:


                                       8
<PAGE>


               o    MicrosoftTM  Certified Systems Engineer.  This credential is
                    the  premier   certification   for  information   technology
                    professionals   who  are   required   to  analyze   business
                    requirements in a MicrosoftTM software  environment,  and is
                    one of the most widely recognized  technical  certifications
                    in the information technology industry. Individuals who hold
                    this  credential  have  demonstrated  that they  possess the
                    necessary  skills  to  design,  implement,  administer,  and
                    troubleshoot the most advanced Microsoft WindowsTM operating
                    system and Microsoft Windows  ServersTM  system.  One of our
                    employees  has this  certification  and one of our  contract
                    personnel has this certification.

               o    MicrosoftTM  Certified  Professional.  This qualification is
                    for  information  technology  professionals  who possess the
                    skills to  install  and  operate a  MicrosoftTM  product  or
                    application   as  part  of  a   business   solution   in  an
                    organization.   This  qualification   generally  requires  a
                    hands-on   approach  to  MicrosoftTM   products  to  achieve
                    certification.  One of our employees and one of our contract
                    personnel has this certification.

               o    MicrosoftTM  Certified  Solution  Developer.   This  is  the
                    highest   level    certification   for   advanced   software
                    programmers  who design and develop  leading edge enterprise
                    solutions  that  use  MicrosoftTM  products,   applications,
                    development  tools  and  programming  languages.  Two of our
                    contract personnel have this certification.

               o    CiscoTM  Certified  Network   Associate.   This  designation
                    indicates  a  foundation  in  and  apprentice  knowledge  of
                    networking with CiscoTM  products.  An individual  holding a
                    CiscoTM Certified Network  Associate  designation  should be
                    able to install, configure, and operate local area networks,
                    wide  area  networks,  and dial  access  services  for small
                    networks   including   but  not  limited  to  use  of  these
                    protocols:   internet  protocol,  interior  gateway  routing
                    protocol,  serial,  frame relay,  internet  protocol routing
                    information protocol,  virtual local area networks,  routing
                    information protocol, ethernet, and access lists. One of our
                    contract personnel has this certification.

               o    CiscoTM Certified Internetwork Expert. This qualification is
                    the most rigorous  certification  of CiscoTM and  identifies
                    the upper echelon of networking  experts in these systems. A
                    holder of this  designation is expected to be able to tackle
                    the most  challenging  assignments  in the field of computer
                    networking.   One  of  our  contract   personnel   has  this
                    certification.


GOVERNMENT REGULATION

     The business of Synerteck is not currently subject to substantial  federal,
state,  or local  government  regulation.  Because the  principal  component  of
Synerteck's business consists of services, we are not subject to any significant
environmental  laws or regulations,  and do not anticipate  excessive  levels of
U.S. federal or state government regulation of Synerteck's  business.  Synerteck
is subject to standard taxation rates for sales, income, and other activities in
the United States and does not pay taxes overseas. Nevertheless,  because two of
Synerteck's  principal  clients are  headquartered  in the United  Kingdom,  the
government of the United Kingdom could impose taxes,  duties, or other fees upon
Synerteck as a foreign supplier of services in the United Kingdom, which in turn
could reduce the gross profit we receive in


                                       9
<PAGE>


connection  with our  ongoing  service  contracts.  Any such  imposition  by the
government of the United Kingdom could materially affect our business, financial
condition,  and results of  operations.  Because we do not have an office in the
United   Kingdom  and  provide  almost  all  of  our  services  for  our  United
Kingdom-based  clients from our offices in the United States,  we do not believe
it reasonably  likely that the U.K.  Inland  Revenue or other U.K.  governmental
agencies will impose taxes, duties, or other fees upon Synerteck.


COMPETITION

     The  proliferation  of technology  service  companies with similar  service
offerings as Synerteck has increased the competitiveness of the fees, rates, and
levels of service  that can be charged.  Because  our  business is small and our
resources  are  relatively  limited,  we do not focus our  business  development
activities on large enterprises.  These  organizations tend to be serviced by an
in-house  information   technology  staff,  together  with  larger,   well-known
outsourced  providers  such  as  Electronic  Data  Systems,   Inc.  or  Computer
Associates International, Inc.

     We instead focus on small and  medium-sized  businesses  that either (i) do
not have in-house  information  technology staff, or (ii) have staff whom do not
possess the capability to provide the types of technology solutions required. In
choosing  this  approach,   we  compete  with  many  similar  small  information
technology service companies, as well as a variety of other groups, including:

     o    Freelance website designers;
     o    Graphic design firms;
     o    Organizations that want to lease their excess server capacity;
     o    Organizations  that  want to  lease  their  excess  telecommunications
          bandwith;
     o    Offshore programmers; and
     o    Retail  computer  hardware  vendors  that  provide   installation  and
          configuration services;

     In addition to the  above-mentioned  groups,  smaller  business  owners and
executives tend to underestimate the benefit of efficient  technology  solutions
and  therefore  require more  interpersonal  selling and hands-on  commitment to
differentiate our services and build lasting commercial relationships.


 ITEM 2: DESCRIPTION OF PROPERTY

     Synerteck's headquarters are located within a 5,000 square foot facility in
Draper, Utah. Synerteck subleases office space from Sportnuts,  Inc. SportsNuts,
Inc., holds a leasehold interest in the premises, with a written lease agreement
commencing January,  2003 at a rate of $4,250 per month,  excluding  allocations
for heat and electricity.  We utilize approximately  one-fifth of these premises
for Synerteck's operations.  These premises are in good condition.  Our client's
hardware and  communication  systems,  together with other  hardware and systems
owned  by  SportsNuts   and  used  in  our  business,   are  located  within  an
air-conditioned room on the premises,  in which we house eight racks of computer
servers and maintain two T-1 telecommunication  lines. We have recently executed
a month-to-month sublease with SportsNuts for continued use of this facility and
its common areas for Synerteck's operations in exchange for $1,000 per month.


                                       10
<PAGE>


ITEM 3: LEGAL PROCEEDINGS

                 None.


ITEM 4: SUBMISSION ON MATTERS TO A VOTE OF SECURITY HOLDERS

                 None.
























                                       11
<PAGE>


                                    PART II.


ITEM 5:  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

     (a) Market for Common Equity and Related Stockholder Matters.

          (1) Market Information.

     The Company's shares have recently been granted approval for trading on the
NASD Electronic Bulletin Board. As of March 7, 2005, the closing price per share
of Synerteck  stock was $1.25.  In 2004,  there was no public trading market for
the company's shares.

          (2) Holders.

     As of March 7, 2005, the Company had approximately 274 holders of record of
its Common Stock.

          (3) Dividends.

     The  Company  has not paid any cash  dividends  on its Common  Stock  since
inception  and does not  anticipate  paying cash  dividends  in the  foreseeable
future.  The Company  anticipates  that any future earnings will be retained for
use in developing and/or expanding the business.

     (b) Recent Sales of Unregistered Securities.

     None


ITEM 6: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS


     You  should  read  the  following  discussion  of the  company's  financial
condition and results of operations in  conjunction  with the audited  financial
statements  and related  notes  included in this  registration  statement.  This
discussion   may  contain   forward-looking   statements,   including,   without
limitation,  statements  regarding our  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.  You should
carefully  consider the  information set forth above under Item 1 of this Part I
under the caption "Risk Factors" in addition to the other  information set forth
in this  registration  statement.  We caution you that Synerteck's  business and
financial performance is subject to substantial risks and uncertainties.


Overview

     Synerteck is an integrator of business strategy with technology  solutions.
We attempt to  understand  the  business of our clients  principally  from their
customer's  point of view, in order to properly  position  ourselves to advocate
and implement measures that achieve the client's organizational  objectives. Our
clients  consist  of small to medium  sized  organizations,  operating  in North
America and Europe.


                                       12
<PAGE>


Currently,  we service eight  clients on a continuous  monthly basis and average
ten additional clients for one-time or intermittent  projects over the course of
a year.  You can learn  more  about  our  business  at our  website  located  at
www.synerteck.com.

Results of Operations

     Following is our  discussion  of the relevant  items  affecting  results of
operations for the years ended December 31, 2004 and 2003.

     Revenues. Our products and services are broken down into two categories for
revenue   recognition   purposes  -  (i)   services,   and  (ii)   off-the-shelf
hardware/software  product  sales.  Our  revenue  recognition  policy  for these
categories is as follows:

     o    Revenue is recognized upon completion of services or delivery of goods
          where the sales price is fixed or determinable and  collectibility  is
          reasonably  assured.   Revenue  is  not  recognized  until  persuasive
          evidence of an  arrangement  exists.  Advance  customer  payments  are
          recorded as deferred revenue until such time as they are recognized.

     o    Product  sales are solely  derived  from the  resale of  off-the-shelf
          hardware and software  packages.  Product  sales are not  warranted by
          Synerteck and may be subject only to  warranties  that may be provided
          by the product  manufacturer.  Therefore,  product  warranties have no
          effect  on the  financial  statements.  We have no sales  arrangements
          encompassing multiple deliverables.

     Synerteck generated net revenues of $207,080 during the year ended December
31,  2004,  a 67%  increase  compared  to $123,806  in net  revenues  during the
previous  year  ended  December,  31  2003.  This  increase  was  due to a sales
initiative started in 2004 which provided incentives on new sales as well as the
addition of new service contracts. Along with web site design and hosting, other
sources of revenue were  information  technology  systems  support and equipment
leases.  We  anticipate  that these three areas will  constitute  the  principal
source of Synerteck's revenue for the foreseeable future.

     Our  business  model and  objective  is to receive  recurring  revenue from
long-term  contracts with established  clients.  Over the past twelve months, we
have provided networking, programming, and hosting services for eight clients on
a  continuous  basis and  approximately  ten clients for one-time  projects.  In
addition, we procure and resell hardware and software packages to our clients as
well as single  transaction  customers.  Sales of software and hardware products
are inherently unpredictable, but we anticipate that revenues from this activity
will become more consistent as we grow our client base. During 2004 and 2003, we
received $156,667 and $70,806,  respectively, in gross revenues from information
technology services,  and $31,984 and $32,452,  respectively,  in gross revenues
from software and hardware product resales and equipment leasing.

     Cost of Sales. Expenses which comprise cost of sales are the wholesale cost
of hardware, software, any accompanying licenses, product sales commissions, and
commissions paid in connection with information technology consulting contracts.
Also included in cost of sales are  personnel and materials  costs to administer
these  information  technology  services.  As  more  organizations  utilize  our
technology  services,  future  expenses  included  in cost of  goods  sold  will
increase as well as potential fee sharing expenses to organizations  that assist
us in providing these services.

     For the year ended  December  31, 2004,  cost of sales was  $41,831,  a 40%
increase from $29,914 during the year 2003. This increase  corresponds  with the
increase of revenues  associated with the new


                                       13
<PAGE>


technology   maintenance   contracts   referred  to  above.  Cost  of  sales  is
attributable  to  (i)  expenses   incurred  pursuant  to  the  delivery  of  our
information  technology  support,  and (ii) sales commissions paid in connection
with technology consulting projects.

         General and Administrative Expenses. Our general and administrative
expenses have been comprised of administrative wages and benefits; occupancy and
office expenses; outside legal, accounting and other professional fees; bad
debts expense, travel and other miscellaneous office and administrative
expenses. General and administrative expenses for the year ended December 31,
2004 were $157,073, a 343% increase from $35,473 during the year 2003. This
increase was principally due to bad debts expense incurred during 2004. Bad
debts expense for the years ended December 31, 2004 and 2003, were $80,707 and
$7,047, respectively. Certain accounts which were deemed uncollectible at
December 31, 2004 were written off in order to present a conservative balance in
our accounts receivable. New customers are now more closely scrutinized for
credit worthiness and therefore we do not anticipate any large bad debts expense
in the future.

     We also incurred increased  professional fees associated with the filing of
Form  10-SB  in  conjunction   with  the   registration  of  our  common  stock.
Furthermore,  the Company incurred  additional legal and accounting fees for the
spin-off from our parent corporation,  SportsNuts,  Inc. We endeavor to decrease
certain costs associated with personnel  salaries and benefits,  contract labor,
and rent and  occupancy-related  expense.  Our  payroll  expense  accounted  for
approximately  $26,589 of general and  administrative  expenses  during 2004, as
compared to $14,772 during 2003.  Because we sublease our office facilities from
our previous parent corporation,  we do not anticipate any material  commitments
for capital expenditures in the foreseeable future.

     Selling and Marketing Expenses.  Our selling and marketing expenses include
selling/marketing  wages and benefits;  advertising  and  promotional  expenses;
travel and other miscellaneous related expenses. For the year ended December 31,
2004,  selling and marketing  expenses were $48,321, a 93% increase from $25,086
during the year 2003.  This  increase was  primarily  attributable  to increased
payroll  and  advertising  expenses  during  2004.  We expect that our sales and
marketing  expenditures  will increase as we continue to develop our client base
and expand our efforts in computer hardware and software leasing.

     Product  Development.  For  the  year  ended  December  31,  2004,  product
development  expenses were $20,132,  a 95% increase from $10,314 during the year
2003. Our product  development  expenses relate primarily to payroll and systems
development for our programming and web site hosting  services.  We believe that
significant   investments  in  product   development   are  required  to  remain
competitive. Accordingly, we expect to incur increased expenditures with respect
to product development in future periods.

     Other Income  (Expense).  We incurred  net other  expense of $3,494 for the
year ended  December 31, 2004  compared to net other income of $133 during 2003.
The increase in expenses in this category was mainly due to interest  expense on
notes payable.

     Off-Balance Sheet Arrangements

     Synerteck is not subject to any off-balance sheet arrangements.


                                       14
<PAGE>


     Personnel

     Synerteck  has  two  full-time  employees,  two  part-time  employees,  and
numerous  project-based  contract  personnel  that we  utilize  to carry out our
business.  We utilize  contract  personnel on a continuous  basis,  primarily in
connection with service  contracts which require a high level of  specialization
for one or more of the service  components  offered.  We expect to hire one more
full-time employee during 2005. Although competition for technology personnel in
the metropolitan  Salt Lake City area is intense,  because we offer  competitive
compensation,  maintain a productive  and collegial work  environment,  and work
with  internationally-based  clients,  we don't believe we will have significant
difficulty retaining additional employees or contract personnel in the future.

Liquidity and Capital Resources

     Since inception,  we have financed Synerteck's operations from its business
cash flows.  As of December 31, 2004,  Synerteck's  primary  source of liquidity
consisted  of  $36,376  in cash  and  cash  equivalents.  Because  Synerteck  is
profitable, we do not expect to require additional investment capital during the
next  twelve  months  to  continue  our   operations  at  their  current  level.
Nevertheless, we may seek to secure additional debt or equity capital to finance
substantial  business  development  initiatives or acquire  another  information
technology  firm.  At  present,  however,  we have no  plans  to seek  any  such
additional  capital  or to engage in any  business  development  or  acquisition
activity.

ITEM 7: FINANCIAL STATEMENTS REQUIRED BY FORM 10-KSB





















                                       15
<PAGE>








                             SYNERTECK INCORPORATED

                       Financial Statements for the Years
                             Ended December 31, 2004
                      And Report of Independent Registered
                             Public Accounting Firm


















                                       16
<PAGE>







                                    CONTENTS

Report of Independent Registered Public Accounting Firm...................... 18

Balance Sheet................................................................ 19

Statements of Operations..................................................... 20

Statements of Stockholders' Equity........................................... 21

Statements of Cash Flows..................................................... 22

Notes to the Financial Statements............................................ 23























                                       17
<PAGE>


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM



Board of Directors
Synerteck Incorporated
Draper, Utah


We have audited the accompanying balance sheet of Synerteck Incorporated as of
December 31, 2004 and the related statements of operations, stockholders' equity
and cash flows for the years ended December 31, 2004 and 2003. These financial
statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audit.

We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audits to obtain reasonable assurance about whether the
financial statements are free of material misstatement. The Company has
determined that it is not required to have, nor were we engaged to perform, an
audit of its internal control over financial reporting. Our audit included
consideration of internal control over financial reporting as a basis for
designing audit procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on the effectiveness of the Company's
internal control over financial reporting. Accordingly, we express no such
opinion. An audit also includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe that our
audit provides a reasonable basis for our opinion.

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

As discussed in Note 11, the accompanying 2004 financial statements have been
restated.




Bouwhuis, Morrill & Company, LLC
Layton, Utah
March 17, 2005








                                       18
<PAGE>


                             SYNERTECK INCORPORATED
                                  Balance Sheet
                                  (as restated)

<TABLE>
<CAPTION>

                                     ASSETS
                                                                             December 31,
                                                                                 2004
                                                                           ------------------
<S>                                                                        <C>

CURRENT ASSETS

   Cash and cash equivalents                                               $           36,376
   Accounts receivable, net (Note 2)                                                   16,769
                                                                           ------------------

     Total Current Assets                                                              53,145
                                                                           ------------------

PROPERTY AND EQUIPMENT, NET (Note 2)                                                   20,008
                                                                           ------------------

     TOTAL ASSETS                                                          $           73,153
                                                                           ==================


                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES

   Accounts payable                                                        $            7,885
   Accrued expenses                                                                    10,157
                                                                           ------------------

     Total Current Liabilities                                                         18,042
                                                                           ------------------

LONG TERM LIABILITIES

   Notes payable                                                                       15,000
   Notes payable - related parties                                                     35,000
                                                                           ------------------

     Total Long Term Liabilities                                                       50,000
                                                                           ------------------

     TOTAL LIABILITIES                                                                 68,042
                                                                           ------------------

STOCKHOLDERS' EQUITY

   Preferred stock, $0.001 par value; 10,000,000 shares
    authorized, -0- shares issued and outstanding                                         -
   Common stock, $0.001 par value; 100,000,000 shares
    authorized, 500,000 shares issued and outstanding                                     500
   Additional paid-in capital                                                          59,810
   Accumulated deficit                                                                (55,199)
                                                                           ------------------

     Total Stockholders' Equity                                                         5,111
                                                                           ------------------

     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                            $           73,153
                                                                           ==================
</TABLE>

   The Accompanying notes are an integral part of these financial statements.
                                       19
<PAGE>


                             SYNERTECK INCORPORATED
                            Statements of Operations
                        For the Years Ended December 31,
<TABLE>
<CAPTION>

                                                                                   2004              2003
                                                                           ------------------  -----------------
                                                                              (as restated)
<S>                                                                        <C>                 <C>

NET REVENUES

   Product revenue                                                         $           31,984  $          29,228
   Service revenue                                                                     72,346             19,872
   Product and service revenue - related parties                                      102,750             74,706
                                                                           ------------------  -----------------

     Total Net Revenues                                                               207,080            123,806
                                                                           ------------------  -----------------

OPERATING EXPENSES

   Cost of sales-product                                                                7,973              6,098
   Cost of sales-service                                                               14,753              8,816
   Cost of sales-related parties                                                       19,105             15,000
   General and administrative                                                         157,073             35,473
   Selling and marketing                                                               48,321             25,086
   Research and development                                                            20,132             10,314
                                                                           ------------------  -----------------

     Total Operating Expenses                                                         267,357            100,787
                                                                           ------------------  -----------------

INCOME (LOSS) FROM OPERATIONS                                                        (60,277)             23,019
                                                                           ------------------  -----------------

OTHER INCOME (EXPENSES)

   Interest expense                                                                    (3,722)                 -
   Other income                                                                             -                 50
   Interest income                                                                        228                 83
                                                                           ------------------  -----------------

     Total Other Income (Expenses)                                                    (3,494)                133
                                                                           ------------------  -----------------

NET INCOME  (LOSS) BEFORE INCOME TAXES                                               (63,771)             23,152

PROVISION FOR INCOME TAXES (Note 8)                                                         -             (5,524)
                                                                           ------------------ ------------------

NET INCOME (LOSS)                                                          $         (63,771)  $          17,628
                                                                           ==================  =================


BASIC NET INCOME (LOSS) PER SHARE                                          $           (0.13)  $            0.04
                                                                           ==================  =================

WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING                                                                    500,000            500,000
                                                                           ==================  =================
</TABLE>




   The accompanying notes are an integral part of these financial statements.
                                       20
<PAGE>


                             SYNERTECK INCORPORATED
                       Statements of Stockholders' Equity
                                  (as restated)

<TABLE>
<CAPTION>

                                                              Common Stock                  Additional
                                                                                              Paid-in               Accumulated
                                                          Shares        Amount            Capital(Deficit)             Deficit
                                 `                    ------------------------------    -------------------      ------------------
<S>                                                   <C>              <C>              <C>                      <C>

Balance, December 31, 2002                                500,000      $       500      $                        $
                                                                                        (500)                    (9,056)

Net income for the year ended
December 31, 2003                                               -                 -                       -                 17,628
                                                      ------------     -------------    --------------------     ------------------

Balance, December 31, 2003                                500,000               500                   (500)                  8,572

Gain on forgiveness of related party debt
(Note 10)
                                                                -                 -                  60,310
                                                                                                                                 -
                                                      ------------     -------------    --------------------     ------------------

Net loss for the year ended
December 31, 2004                                               -                 -                       -               (63,771)
                                                      ------------     -------------    --------------------     ------------------

Balance, December 31, 2004                                500,000            $  500     $            59,810      $        (55,199)
                                                      ============     =============    ====================     ------------------
</TABLE>













   The accompanying notes are an integral part of these financial statements.
                                       21
<PAGE>


                             SYNERTECK INCORPORATED
                            Statements of Cash Flows
                        For the Years Ended December 31,
<TABLE>
<CAPTION>

                                                                                          2004                2003
                                                                                    -----------------   -----------------
                                                                                      (as restated)
<S>                                                                                 <C>                 <C>

CASH FLOWS FROM OPERATING ACTIVITIES

   Net income (loss)                                                                $        (63,771)   $          17,628
   Adjustments to reconcile net income (loss) to net
    cash provided (used) by operating activities:
     Depreciation expense                                                                       4,509                 503
     Bad debts expense                                                                         80,707               7,047
   Changes in operating assets and liabilities:
     Accounts receivable                                                                      (16,436)             (3,454)
     Due to/from related parties                                                               (8,718)            (20,576)
     Accounts payable                                                                          (4,813)              8,399
     Accrued expenses                                                                           8,356                (824)
                                                                                    -----------------   -----------------

       Net Cash Provided (Used) by Operating Activities                                          (166)              8,723
                                                                                    -----------------   -----------------

CASH FLOWS FROM INVESTING ACTIVITIES

   Purchases of property and equipment                                                        (21,398)             (3,622)
                                                                                    -----------------   -----------------

       Net Cash Used in Investing Activities                                                  (21,398)             (3,622)
                                                                                    -----------------   -----------------

CASH FLOWS FROM FINANCING ACTIVITIES

   Proceeds from notes payable                                                                 15,000                   -
   Proceeds from notes payable - related parties                                               48,000                   -
   Payments on notes payable - related parties                                                (13,000)                  -
                                                                                    -----------------   -----------------

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

NET INCREASE IN CASH & CASH EQUIVALENTS                                                        28,436   $           5,101

CASH AND CASH EQUIVALENTS,
 BEGINNING OF PERIOD                                                                            7,940               2,839
                                                                                    -----------------   -----------------

CASH AND CASH EQUIVALENTS,
 END OF PERIOD                                                                      $          36,376   $           7,940
                                                                                    =================   =================

SUPPLEMENTAL DISCLOSURES:

   Cash paid for interest                                                           $            -      $               -
   Cash paid for income taxes                                                       $            -      $               -
</TABLE>



   The accompanying notes are an integral part of these financial statements.
                                       22
<PAGE>


                             SYNERTECK INCORPORATED
                        Notes to the Financial Statements
                           December 31, 2004 and 2003


NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

          Synerteck  Incorporated (the Company) was incorporated  under the laws
          of the State of  Delaware  on March 30,  2004 with  authorized  common
          stock  of  100,000,000  shares  and  authorized   preferred  stock  of
          10,000,000  shares.  Both  classes of stock have a par value of $0.001
          per share. The Company was originally formed as Synerteck Incorporated
          under  the laws of the  State of Utah on  March 2,  2001  prior to its
          reincorporation into Delaware.

          A wholly owned subsidiary of SportsNuts, Inc. until November 15, 2004,
          the Company was created to be a technology  partner  with  SportsNuts,
          Inc.  for a variety  of  organizations,  both  sports  and  non-sports
          related, that require information technology services.  These services
          include  website  hosting,  website design and  maintenance,  computer
          hardware leasing, hardware and software programming and configuration,
          wide area  network  and local area  network  configuration,  and other
          related services.

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

          This  summary of  significant  accounting  policies  of the Company is
          presented  to  assist  in   understanding   the  Company's   financial
          statements.  The financial statements and notes are representations of
          the Company's  management who are  responsible for their integrity and
          objectivity.   These   accounting   policies   conform  to  accounting
          principles generally accepted in the United States of America and have
          been  consistently   applied  in  the  preparation  of  the  financial
          statements. The following policies are considered to be significant:

          a. Accounting Method

          The Company recognizes income and expenses based on the accrual method
          of accounting. The Company has elected a calendar year-end.

          b. Cash and Cash Equivalents

          Cash  equivalents  are  generally  comprised of certain  highly liquid
          investments with original maturities of less than three months.

          c. Use of Estimates in the Preparation of Financial Statements

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

          d. Basic Net Loss per Share of Common Stock

          In accordance with Financial  Accounting  Standards No. 128, "Earnings
          per Share,"  basic net loss per common  share is based on the weighted
          average  number of shares  outstanding  during the periods  presented.
          Diluted  earnings  per share is computed  using the  weighted  average
          number  of  common  shares  plus  dilutive  common  share  equivalents
          outstanding  during the period.  There are no common stock equivalents
          as of December  31,  2004 and 2003.


                                       23
<PAGE>


                             SYNERTECK INCORPORATED
                       Notes to the Financial Statements
                           December 31, 2004 and 2003


NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (Continued)

          e.   Allowance for Doubtful Accounts

          Accounts  receivable  are recorded net of the  allowance  for doubtful
          accounts. The Company generally offers 30-day credit terms on sales to
          its customers  and requires no  collateral.  The Company  maintains an
          allowance for doubtful  accounts which is determined based on a number
          of factors,  including each customer's  financial  condition,  general
          economic trends and management judgement. As of December 31, 2004, the
          allowance for doubtful accounts was $7,428.

          f.   Property and Equipment

          Property   and   equipment   are  stated  at  cost  less   accumulated
          depreciation.  Depreciation  is  calculated  using  the  straight-line
          method over the estimated useful lives of the assets.  When assets are
          disposed of, the cost and accumulated  depreciation (net book value of
          the assets) are  eliminated  and any resultant  gain or loss reflected
          accordingly.  Betterments and  improvements are capitalized over their
          estimated useful lives whereas repairs and maintenance expenditures on
          the assets are charged to expense as incurred.
<TABLE>
<CAPTION>

                                                           Life               2004                2003
                                                         ---------     ------------------  ------------------
<S>            <C>                                       <C>           <C>                 <C>

               Computer Equipment                         3 Years      $           14,718  $            3,622
               Furniture and Fixtures                     5 Years                  10,302                   -
               Less - Accumulated Depreciation                                     (5,012)               (503)
                                                                       ------------------  ------------------

                    Net Property and Equipment                         $           20,008  $            3,119
                                                                       ==================  ==================
</TABLE>

          Depreciation  expense for the years ended  December  31, 2004 and 2003
          was $4,509 and $503, respectively.

          g.   Revenue Recognition

          Products and services provided by the Company are broken down into two
          categories for revenue recognition purposes,  they are: services,  and
          off-the-shelf  hardware/software sales. The revenue recognition policy
          for these categories is as follows:

          Revenue is recognized upon completion of services or delivery of goods
          where the sales price is fixed or determinable and  collectibility  is
          reasonably  assured.   Revenue  is  not  recognized  until  persuasive
          evidence of an  arrangement  exists.  Advance  customer  payments  are
          recorded as deferred  revenue until such time as they are  recognized.
          Product  sales were solely  derived  from the resale of  off-the-shelf
          hardware and software packages. Product sales are not warranted by the
          Company and may be subject only to warranties  that may be provided by
          the product manufacturer.

          h.   Recent Accounting Pronouncements

          In  April  2002,  the  Financial  Accounting  Standards  Board  issued
          Statement No. 145 ("SFAS 145"), "Rescission of FASB Statements Nos. 4,
          44, and 64 and Amendment of FASB Statement No. 13." SFAS 145 addresses
          the  presentation  for  losses  on  early  retirements  of debt in the
          statement of operations. The Company has adopted SFAS 145 and will not
          present losses on early retirements of debt as an extraordinary  item.


                                       24
<PAGE>


                             SYNERTECK INCORPORATED
                       Notes to the Financial Statements
                           December 31, 2004 and 2003

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (Continued)

          h.   Recent Accounting Pronouncements (Continued)

          In  June  2002,  the  Financial   Accounting  Standards  Board  issued
          Statement No. 146 ("SFAS 146"),  "Accounting for Costs Associated with
          Exit or  Disposal  Activities."  The  provisions  of SFAS  146  become
          effective  for exit or disposal  activities  commenced  subsequent  to
          December  31,  2002.  The  adoption  of SFAS 146 had no  impact on the
          Company's financial position, results of operations or cash flows.

          In November 2002, the Financial Accounting Standards Board issued FASB
          Interpretation  No.  45  ("FIN  45"),   "Guarantor's   Accounting  and
          Disclosure Requirements for Guarantees,  Including Indirect Guarantees
          of  Indebtedness  of Others."  This  interpretation  elaborates on the
          disclosures  to be made  by a  guarantor  in its  interim  and  annual
          financial  statements about its obligations  under certain  guarantees
          that it has issued.  It also  clarifies (for  guarantees  issued after
          January 1, 2003) that a guarantor  is required  to  recognize,  at the
          inception  of a  guarantee,  a  liability  for the  fair  value of the
          obligations undertaken in issuing the guarantee. At December 31, 2004,
          the Company does not have any  outstanding  guarantees and accordingly
          does not  expect  the  adoption  of FIN 45 to have any  impact  on its
          financial position, results of operations or cash flows.

          i.   Income Taxes

          The Company  accounts for income taxes in accordance with Statement of
          Financial  Accounting  Standards Board (SRAS) No. 109, "Accounting for
          Income Taxes." Under this method, deferred income taxes are determined
          based on the difference between the financial  statement and tax bases
          of assets and  liabilities  using  enacted tax rates in effect for the
          year in which differences are expected to reverse.  In accordance with
          the  provisions  of SFAS  No.  109,  a  valuation  allowance  would be
          established to reduce  deferred tax assets if it were more likely than
          not that all or some portion, of such deferred tax assets would not be
          realized. A full allowance against deferred tax assets was provided as
          of December 31, 2004.

          At December 31, 2004, the Company had net operating loss carryforwards
          of  approximately  $84,000 which may be offset  against future taxable
          income through 2024. No tax benefit has been reported in the financial
          statements  because the  potential  tax benefits of the net  operating
          loss  carryforwards  are offset by a valuation  allowance  of the same
          amount.

          Due to the  change in  ownership  provisions  of the Tax Reform Act of
          1986,  net  operating  loss   carryforwards  for  Federal  income  tax
          reporting purposes are subject to annual limitations.  Should a change
          in ownership occur, net operating loss carryforwards may be limited as
          to future use.

          j.   Reclassifications

          Certain  amounts in the  accompanying  financial  statements have been
          reclassified  to  conform  to the  current  year  presentation.  These
          reclassifications had no material effect on our financial statements.

NOTE 3 - RELATED PARTY TRANSACTIONS

          The Company was a wholly owned  subsidiary of  SportsNuts,  Inc. until
          November 15, 2004.  During the ordinary  course of business  there may
          have  been  amounts  due to or from any of the  companies  in the then
          consolidated  entity.  These  amounts  are  classified  as either  net
          receivables or net payables - related parties.  Synerteck  records all
          expenses  related to their  operations in their financial  statements,
          therefore, there are no adjustments which would be required to present
          the  Company's  financial  statements  as if

                                       25
<PAGE>


                             SYNERTECK INCORPORATED
                       Notes to the Financial Statements
                           December 31, 2004 and 2003

NOTE 3 - RELATED PARTY TRANSATIONS (Continued)

          it had operated as an unaffiliated entity for the entire year.

          Service Agreements

          On March 1,  2002,  the  Company  entered  into an oral  agreement  to
          provide  IT  related  services  to  a  company  affiliated  by  common
          management   and   shareholders.   These  services   include   network
          engineering,  architecture  and design,  website  and e-mail  hosting,
          network hosting and website design.  The fee for these services varies
          depending on the level of service but ranges between $4,000 and $7,000
          per month. Additional project based fees may be negotiated.

          Effective April 1, 2004, the Company entered into a service  agreement
          with SportsNuts,  Inc., to provide various services  including network
          and  server   maintenance  and  support,   user  support  and  website
          maintenance.  In exchange for these services SportsNuts, Inc. will pay
          to the Company a non-refundable fee of $2,000 per month. No minimum or
          specific performance is required by the terms of this agreement.

          Management Services Agreement

          Effective  April  1,  2004,  the  Company  entered  into a  management
          services agreement with SportsNuts,  Inc., to receive various services
          including use of information technologies,  accounting and bookkeeping
          services,  and limited legal,  business development and administrative
          services  for a  non-refundable  fee of $750 per month.  No minimum or
          specific performance is required by the terms of this agreement.

          Office Space

          The Company is subject to a  month-to-month  rental  agreement for its
          office space with SportsNuts, Inc. Currently, the rental fee is $1,000
          per month and is subject to increase as more space is needed or due to
          economic  factors.  During the years ended  December 31, 2004 and 2003
          the Company paid SportsNuts,  Inc. $12,000 for office space. The terms
          of this agreement are similar to those of other, unrelated,  companies
          renting office space from SportsNuts, Inc.













                                       26
<PAGE>


                             SYNERTECK INCORPORATED
                       Notes to the Financial Statements
                           December 31, 2004 and 2003

NOTE 4 - NOTES PAYABLE
<TABLE>
<CAPTION>

         Notes payable consisted of the following:
                                                                                                  December 31,
                                                                                                     2004
                                                                                              --------------------
<S>      <C>                                                                                  <C>

         Note payable to a company, interest at 8% per
          annum, due in full on March 1, 2007, unsecured                                     $              10,000

         Note payable to a company, interest at 8% per
          annum, due in full on March 1, 2007, unsecured                                                     5,000
                                                                                              --------------------

         Total Notes Payable                                                                                15,000
         Less: Current Portion                                                                                  -
                                                                                              --------------------

         Long-Term Notes Payable                                                              $            15,000
                                                                                              ====================
</TABLE>


          Future minimum payments consist of the following at December 31:
<TABLE>
<S>                     <C>                                                   <C>

                        2005                                                 $               -

                        2006
                                                                                             -
                        2007
                                                                                          15,000
                        2008 and thereafter
                                                                                             -
                                                                             --------------------

                        Total                                                $            15,000
                                                                             ====================
</TABLE>


NOTE 5 - NOTES PAYABLE - RELATED PARTIES
<TABLE>
<CAPTION>

         Notes payable - related parties consisted of the following:
                                                                                               December 31,
                                                                                                  2004
                                                                                           ------------------
<S>     <C>                                                                                <C>

         Note payable to a related individual, interest at 8%
          per annum, due in full on March 1, 2007, unsecured                                  $       10,000

         Note payable to a related individual, interest at 8%
          per annum, due in full on March 1, 2007, unsecured                                           10,000

         Note payable to a related individual, interest at 8%
          per annum, due in full on March 1, 2007, unsecured                                            5,000

         Note payable to a related individual, interest at 8%
          per annum, due in full on March 1, 2007, unsecured                                            5,000


         Note payable to a related individual, interest at 8%
          per annum, due in full on March 1, 2007, unsecured                                            5,000
                                                                                                   ----------

              Total Notes Payable - Related Parties                                                    35,000

              Less: Current Portion                                                                         -
                                                                                              ---------------


              Long-Term Notes Payable - Related Parties                                       $        35,000
                                                                                              ===============
</TABLE>




                                       27
<PAGE>


                             SYNERTECK INCORPORATED
                       Notes to the Financial Statements
                           December 31, 2004 and 2003

Note 5 - NOTES PAYABLE - RELATED PARTIES (Continued)

              Future minimum payments consist of the following at December 31,:
<TABLE>
<S>                         <C>                                            <C>

                            2005                                           $                  -
                            2006                                                              -
                            2007                                                           35,000
                            2008 and thereafter                                               -
                                                                           -----------------------
                            Total                                          $               35,000
                                                                           =======================
</TABLE>

NOTE 6 - EQUITY TRANSACTIONS

          100,000  common  shares  of  Synerteck   (Utah)  were  issued  to  the
          incorporator upon incorporation. The shares were issued at no value.

          500,000 common shares of Synerteck (Delaware) were issued on the basis
          of 5-for-1 for all of the  outstanding  shares of Synerteck  (Utah) as
          part of the Company's  reincorporation into the State of Delaware. All
          references  to  shares  issued  and   outstanding   in  the  financial
          statements have been retroactively  restated to reflect the effects of
          this change in capital structure.

          On February 9, 2004,  the Board of Directors  approved  the  Company's
          amended  and  restated  Articles  of  Incorporation  (Amendment).  The
          Amendment  increases  the  authorized  shares  of  common  stock  from
          1,000,000 to 100,000,000 shares. The Amendment also provides for a new
          class  of  stock.  The new  class of stock  is  preferred  stock  with
          10,000,000 shares authorized.  Both common and preferred stock have no
          par value.

          On November 15, 2004,  the Company's  then parent,  SportsNuts,  Inc.,
          distributed  all of their  shares  of  Synerteck  Incorporated  to the
          shareholders  of  SportsNuts,  Inc.  on a pro-rata  basis by way of an
          exchange and distribution of 100% of Synerteck's  outstanding  shares.
          The total  number of shares  outstanding  has not  changed due to this
          transaction which terminated the parent/subsidiary relationship.

NOTE 7 - FINANCIAL INSTRUMENTS

          Statement  of  Financial  Accounting  Standards  No.  107 (SFAS  107),
          "Disclosures  about  Fair  Value of  Financial  Instruments"  requires
          disclosure  of the fair  value of  financial  instruments  held by the
          Company.  SFAS 107 defines the fair value of a financial instrument as
          the amount at which the  instrument  could be  exchanged  in a current
          transaction  between  willing  parties.   The  following  methods  and
          assumptions were used to estimate fair value:

          The carrying amount of cash equivalents, accounts receivable, accounts
          payable  and  notes  payable  approximate  fair  value  due  to  their
          short-term nature.

NOTE 8 - INCOME TAXES

          The Company was a wholly-owned  subsidiary of  SportsNuts,  Inc. until
          November 15, 2004 and has been filing a consolidated  tax return.  For
          the purposes of these financial statements income tax expense has been
          calculated  on the separate  return basis as if the Company were not a
          part of a consolidated entity.

          The  provision  for income  taxes as of December  31, 2004 and 2003 is
          detailed in the following summary:




                                       28
<PAGE>


NOTE 8 - INCOME TAXES (Continued)
<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                     2004                 2003
                                                                               -----------------    -----------------
<S>                <C>                                                         <C>                  <C>

                   Current:

                   Federal income taxes                                        $        (12,534)    $          4,089
                   State income taxes                                                    (4,397)               1,435
                   Allowance for deferred tax benefit                                    16,931                  -
                                                                               -----------------    -----------------

                   Income tax expense (benefit)                                $            -       $          5,524
                                                                               =================    =================

          A  reconciliation  of income taxes at the state and federal  statutory
          rate to the effective tax rate is as follows:

                                                                                           December 31,
                                                                                     2004                2003
                                                                               -----------------    -----------------
                     Income taxes (benefit) computed at the state
                     and Federal statutory rates (5% and
                     15%, respectively)                                        $        (12,754)    $           4,630
                     Decrease in allowance for bad debts                                 (4,837)                1,109
                     State income taxes                                                     660                  (215)
                     Allowance for deferred tax benefit                                  16,931                   -
                                                                               -----------------     ----------------


                      Income Tax Expense (benefit)                             $            -        $         5,524
                                                                               =================     ================
</TABLE>

NOTE 9 - COMMITMENTS AND CONTINGENCIES

          Major Customers

          For the year ended December 31, 2004, two customers generated revenues
          in excess of 10% of the Company's total revenues.  Revenues from these
          customers  totaled  $113,682 (a related  party) and $22,868 (a related
          party) or 55% and 11%, respectively.

          For the year ended December 31, 2003, one customer  generated revenues
          in excess of 10% of the Company's  total  revenues.  Revenue from this
          customer totaled $96,428 (a related party) or 78%.

          Royalty Agreement

          In  connection  with the notes payable  entered into during 2004,  the
          Company entered into royalty agreements with the holders of the notes.
          Pursuant to the terms of the embedded  royalty  agreements the holders
          of the notes are  entitled to a royalty of 2% of the  Company's  gross
          revenues collected (cash basis). At December 31, 2004, the Company had
          accrued  $2,245  relating  to these  royalties.  The  royalty is to be
          divided on a pro rata basis among the note holders.

NOTE 10 - GAIN ON FORGIVENESS OF RELATED PARTY DEBT

          During 2004, a related party forgave debt of the Company in the amount
          of $60,310.  Due to this relationship the gain has been reported as an
          increase  in  additional   paid-in-capital  rather  than  through  the
          statement of operations.


                                       29
<PAGE>


                             SYNERTECK INCORPORATED
                       Notes to the Financial Statements
                           December 31, 2004 and 2003

NOTE 11 - RESTATED FINANCIAL STATEMENTS

          Subsequent to issuing the Company's financial  statements for the year
          ended December 31, 2004, the Company  discovered certain errors in the
          previously  issued financial  statements.  These financial  statements
          have been restated to correct for these errors which are as follows:

          The  allowance  for doubtful  accounts was  previously  overstated  by
          $6,835  which  caused  a  reduction  in the  net  accounts  receivable
          balance.

          A   previously   reported   related   party   receivable   was  deemed
          uncollectible and written-off to bad debt expense which is included in
          general and administrative expenses in the amount of $75,945.

          The Company  previously  reported  net income and included a provision
          for income taxes which was included in accrued  expenses in the amount
          of $14,300.  The Company is now reporting a loss so no such  provision
          is necessary.

          The Company  originally  reported a gain on  forgiveness of debt for a
          related party which has been reclassified as an increase in additional
          paid-in  capital  due to the  relationship.  The amount of  additional
          paid-in capital relating to this reclassification is $60,310.

          The impact of these adjustments on the Company's financial  statements
          as originally reported is as follows for the year ended December 31:

<TABLE>
<CAPTION>

                                                                        As Previously                As
          2004                                                            Reported                Restated
          ----                                                        -------------------    -----------------
<S>       <C>                                                         <C>                    <C>

          Balance sheet:
              Accounts receivable, net                                  $           9,934     $        16,769
              Receivables - related party                                          75,945                 -
              Accrued expenses                                                     24,457              10,157
              Additional paid-in capital                                             (500)             59,810
              Accumulated deficit                                                  59,921             (55,199)
          Statement of operations:
              General and administrative                                $          87,963      $      157,073
              Gain on forgiveness of debt                                          60,310                 -
              Net income (loss)                                                    51,349             (63,771)
              Basic net income (loss) per share                         $            0.10      $        (0.13)
</TABLE>






                                       30
<PAGE>


ITEM  8:  CHANGES  IN AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON  ACCOUNTING  AND
FINANCIAL DISCLOSURE


     None

ITEM 8A: CONTROLS AND PROCEDURES


     The Company's  principal executive officer and principal financial officer,
based on their  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  December  31, 2004 have  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 officer and principal financial officer
have 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 year ended  December 31, 2004,  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.














                                       31
<PAGE>


                                    PART III


ITEM 9:  DIRECTORS,  OFFICERS,  PROMOTERS AND CONTROL  PERSONS;
           COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT.

     Directors and Executive Officers
<TABLE>
<CAPTION>

Name                                               Age             Position(1)
----                                               ---             --------
<S>                                                <C>             <C>
Clayton B. Barlow                                   33             President and Director
Chene Gardner                                       40             Chief Financial Officer and Director
Kenneth I. Denos                                    37             Director
</TABLE>

(1)  Officers  hold their  position at the  pleasure of the board of  directors,
absent any employment agreement.

     Clayton B. Barlow, age 33, is the President of Synerteck and is a member of
the  Synerteck  board of  directors.  Mr.  Barlow was  appointed to the board of
directors of Synerteck in January,  2004 for a one-year term  expiring  January,
2005 and has been the President of Synerteck  prior to its  corporate  formation
(as a division of SportsNuts,  Inc., the former parent corporation of Synerteck)
since December,  2000.  Prior to his association  with Synerteck,  from October,
1999 to December,  2000,  Mr. Barlow was an  international  project  manager for
STSN,  Inc., a Salt Lake  City-based  provider of high speed internet access for
the hospitality  industry with a focus on business  hotels.  At STSN, Mr. Barlow
was responsible for designing and integrating hotel internet infrastructure with
access units in each hotel room.  From  September,  1997 to October,  1999,  Mr.
Barlow was the President of Maxim Mortgage, Corp., a residential mortgage broker
based in Salt  Lake  City,  Utah.  Mr.  Barlow  holds  MCSE  2000,  MCP,  and A+
certifications. Mr. Barlow is not a director of any other company filing reports
pursuant to the Securities Exchange Act of 1934.

     Chene Gardner,  age 40, is the Chief  Financial  Officer of Synerteck and a
member of the  Synerteck  board of directors.  Mr.  Gardner was appointed to the
board of directors of Synerteck in January,  2004 for a one-year  term  expiring
January,  2005 and has been the Chief  Financial  Officer of Synerteck since its
inception.  Mr. Gardner also serves as the financial  controller for SportsNuts,
Inc.,  the  former  parent  corporation  of  Synerteck,  and has  served in this
capacity since September,  1999. Prior to his association with SportsNuts,  from
January,  1997 to September,  1999, Mr. Gardner served as Financial  Manager for
Aluminum  Builders,  Inc., a producer of various  home  improvement  items.  Mr.
Gardner also has five years of auditing and accounting  experience with the firm
of Deloitte & Touche LLP from June 1990 to August,  1995, serving clients in the
banking,  manufacturing,  and retail industries.  Mr. Gardner holds Bachelor and
Master of Accounting  degrees from Weber State University.  Mr. Gardner is not a
director of any other company filing reports pursuant to the Securities Exchange
Act of 1934.

     Kenneth I. Denos,  age 37, has been a member of the board of  directors  of
Synerteck  since  its  formation  in March,  2001,  and is  currently  serving a
one-year  term  expiring  January,  2005.  Mr.  Denos  also  serves as the Chief
Executive  Officer  and a  director  of  SportsNuts,  Inc.,  the  former  parent
corporation  of Synerteck and a filer or reports  pursuant to Sections 13(a) and
15(d) of the  Securities  Exchange Act of 1934. Mr. Denos has served as a member
of the SportsNuts,  Inc. board of directors since April,  1999 and has served as
its Chief Executive  Officer since March,  2000.  From April,  1999 until March,
2000, he served as Executive Vice President and General  Counsel for SportsNuts.
From November,  1998 until April, 1999, he served as Executive Vice President of
SportsNuts.com,  Inc.,  a  privately  held  corporation  in which a  controlling
interest was acquired by  SportsNuts,  Inc.  (the former parent  corporation  of
Synerteck) in April, 1999. From March, 1996 until November,  1998, Mr. Denos was
an attorney with the Salt Lake City-based law firm of Jones,  Waldo,  Holbrook &
McDonough,  P.C.  Mr.  Denos  currently  serves  on the  board of  directors  of
Healthcare Enterprise Group PLC (LSE:HCEG),  a


                                       32
<PAGE>


London-based  healthcare products  distribution and advisory firm and MCC Energy
PLC (LSE:  MCCE), a London-based  energy  services firm. Mr. Denos is a licensed
attorney in the State of Utah and is a member of the American  Bar  Association.
Mr. Denos holds a Bachelor of Science  degree in Business  Finance and Political
Science,  a Master of Business  Administration  Degree,  and a Juris Doctor, all
received from the University of Utah. Other than SportsNuts,  Inc., Mr. Denos is
not a director of any other company  filing  reports  pursuant to the Securities
Exchange Act of 1934.


Board of Directors Meetings and Committees

     Although various items were reviewed and approved by the board of directors
during  2004,  the board of  directors  held no meetings  during the fiscal year
ended December 31, 2004.

     Synerteck  does not have Audit or  Compensation  Committees of the board of
directors  because each director of Synerteck  reviews the financial  statements
and independent audits of Synerteck.

Code of Ethics

     We have  adopted  a code of ethics  that  applies  to all of our  executive
officers and senior financial  officers  (including our chief executive officer,
chief financial officer and any person performing similar functions).  A copy of
our code of ethics is publicly  available  on our  website at  www.synerteck.com
under the caption "INVESTORS." If we make any substantive amendments to our code
of ethics or grant any waiver,  including any implicit waiver,  from a provision
of the code to our chief  executive  officer,  chief  financial  officer,  chief
accounting officer or controller,  we will disclose the nature of such amendment
or waiver in a report on Form 8-K.

Section 16(a) Beneficial Ownership Reporting Compliance

     We are  required  to identify  each person who was an officer,  director or
beneficial owner of more than 10% of our registered equity securities during our
most  recent  fiscal  year  and who  failed  to file on a timely  basis  reports
required by Section 16(a) of the Securities Exchange Act of 1934.

     During the year ended December 31, 2004, we failed to file a Form 4 for the
following directors,  executive officers and significant  stockholders:  Kenneth
Denos (one filing);  Chene Gardner (one  filing);  Clayton  Barlow (one filing);
Prestbury  Investment  Holdings  Limited (one  filing);  and Gardner  Management
Profit Sharing Plan and Trust (one filing).







                                       33
<PAGE>


ITEM 10:  EXECUTIVE COMPENSATION.

     The following table sets forth certain information regarding the annual and
long-term compensation for services rendered in all capacities during the fiscal
year ended  December 31, 2004,  2003,  and 2002 by Clayton  Barlow,  Synerteck's
Chief Executive  Officer.  No other executive officer of Synerteck received more
than $100,000 in total salary and bonus.  Although Synerteck may, in the future,
adopt a stock option plan or a stock bonus plan, no such plans exist.

Summary Compensation Table
<TABLE>
<CAPTION>

                                                                                 Long-Term
                           Annual Compensation                                 Compensation
                           -------------------                                 ------------
<S>                             <C>           <C>               <C>             <C>                  <C>

                                                                                Securities
        Name and                                                                Underlying           All Other
   Principal Position          Year           Salary            Bonus             Options           Compensation
   ------------------          ----           ------            -----             -------           ------------

Clayton Barlow                     2004       $58,910           $6,087               0                    $0
CEO                                2003       $42,000           $6,516               0                    $0
                                   2002       $45,341            $628                0                    $0

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


Compensation of Directors

     Although the Company  anticipates  compensating the members of its Board of
Directors in the future at industry  levels,  current  members are not paid cash
compensation for their service as directors. Each director may be reimbursed for
certain  expenses  incurred  in  attending  Board  of  Directors  and  committee
meetings.

Employment Agreements

     None of our executive officers are subject to an employment  agreement with
Synerteck.
















                                       34
<PAGE>


ITEM 11:  SECURITY  OWNERSHIP OF CERTAIN  BENEFICIAL  OWNERS AND  MANAGEMENT AND
          RELATED STOCKHOLDER MATTERS.

     (a) Security Ownership of Certain Beneficial Owners and Management.

     The following table sets forth certain information regarding the beneficial
ownership of the  Company's  Common Stock (par value $0.001 per share) as of May
7, 2005 by (i) each person (or group of affiliated  persons) who is known by the
Company  to  beneficially  own more  than 5% of the  outstanding  shares  of the
Company's  Common  Stock,  (ii) each  person  who has  served as a  director  or
executive  officer of the Company  during the calendar year 2004,  and (iii) all
persons who have served as a director or executive officer of the Company during
the  calendar  year 2004 as a group.  As of such date,  the  Company had 500,000
shares of Common Stock outstanding.  Unless indicated otherwise, the address for
each officer, director, and 5% shareholder is c/o the Company, 11585 South State
Street, Suite 102, Draper, Utah 84020.
<TABLE>
<CAPTION>

                                                                                       Common Stock

         Directors and Executive Officers of Synerteck, and
                    5% Stockholders of SportsNuts                          Number           Percent of Class(1)
                    -----------------------------                          ------           ----------------
<S>     <C>                                                                <C>              <C>

Clayton Barlow(2)                                                          11,228                  2.25%

Chene Gardner(3)                                                           11,089                  2.22%

Kenneth Denos(4)                                                           16,891                  3.38%

Prestbury Investment Holdings Limited(5)                                   112,288                22.46%

Nigel Wray(6)                                                              112,288                22.46%

Nicholas Leslau(7)                                                         112,288                22.46%

Gardner Management Profit Sharing Plan and Trust(8)                        55,128                 11.03%

Elbert Gardner(9)                                                          55,128                 11.03%

Todd Shell(10)                                                             33,685                 6.74%

All directors and officers as a group                                      39,208                  7.84%
(3 persons)
</TABLE>

(1) For each shareholder, the calculation of percentage of beneficial ownership
is based upon 500,000 shares of Synerteck common stock outstanding as of March
7, 2005, and shares of SportsNuts common stock subject to options, warrants
and/or conversion rights held by the shareholder that are currently exercisable
or exercisable within 60 days, which are deemed to be outstanding and to be
beneficially owned by the shareholder holding such options, warrants, or
conversion rights. The percentage ownership of any shareholder is determined by
assuming that the shareholder has exercised all options, warrants and conversion
rights to obtain additional securities and that no other shareholder has
exercised such rights. Except as otherwise indicated below, the persons and
entity named in the table have sole voting and investment power with respect to
all shares of Synerteck common stock shown as beneficially owned by them,
subject to applicable community property laws.

(2) Chief Executive Officer and Director of Synerteck. Includes 11,228 shares of
Synerteck.

(3) Chief Financial Officer and Director of Synerteck. Includes 11,089 shares of
Synerteck common stock held by Mr. Gardner.

(4) Secretary and Director of Synerteck. Includes 8,983 shares of Synerteck
common stock held directly by Mr. Denos. Because Mr. Denos is a member of the
Board of Directors of Moore, Clayton & Co., Inc., this number also includes
4,812 shares held directly by Moore, Clayton & Co., Inc. Because Mr. Denos is a
member of the board of directors of Sportsnuts, Inc., this number also includes
3,096 shares held directly by Sportsnuts, Inc.

(5) Principal Shareholder of Synerteck. Includes 112,288 shares of Synerteck
common stock held directly by Prestbury Investment Holdings Limited.

(6) Member of the Board of Directors and, together with Mr. Nicholas Leslau, the
controlling shareholders of Prestbury Investment Holdings Limited. Includes
112,288 shares of Synerteck common stock held directly by Prestbury Investment
Holdings Limited.

                                       35
<PAGE>


(7) Member of the Board of Directors and, together with Mr. Nigel Wray, the
controlling shareholders of Prestbury Investment Holdings Limited. Includes
112,288 shares of Synerteck common stock held directly by Prestbury Investment
Holdings Limited.

(8) Principal shareholder of Synerteck. Includes 55,128 shares of Synerteck
common stock held directly by Gardner Management Profit Sharing Plan and Trust.
Gardner Management Profit Sharing Plan and Trust is not affiliated with Chene
Gardner.

(9) Trustee of the Gardner Management Profit Sharing Plan and Trust. Includes
55,128 shares of Synerteck common stock held directly by Gardner Management
Profit Sharing Plan and Trust.

(10) Principal shareholder of Synerteck. Includes 22,457 shares of Synerteck
common stock held directly by Mr. Shell and 11,228 shares of Synerteck common
stock held by Kelli Shell, the wife of Mr. Shell.














                                       36
<PAGE>


ITEM 12: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.


     Effective  April 1, 2004,  Synerteck  entered  into a  management  services
agreement with SportsNuts, Inc., a company in which Kenneth Denos, a director of
Synerteck,  serves as the  Chairman and CEO,  its sole  shareholder,  to receive
various  services,  including  use of computer  servers  and  telecommunications
equipment,  accounting  and  bookkeeping  services,  limited legal  services and
advice,  business development  services,  and administrative  services for a fee
equal to $750 per month. For the foreseeable  future, we intend to utilize these
services to assist us in  maintaining  Synerteck's  reporting  status  under the
Securities Exchange Act of 1934. The management services agreement is terminable
by Synerteck or  SportsNuts on ninety days written  notice.  The fees payable in
connection with this agreement were based upon the following:

     o    An average of five hours per month of bookkeeping services,  valued at
          $70.00 per hour;

     o    An average of two hours per month of routine legal services, valued at
          $125.00 per hour;

     o    Fees for use of computer  equipment and computer  facilities access of
          $100.00 per month,  comparable  with  charges to other  subtenants  of
          SportsNuts for such usage; and

     o    Fees  for  use  of  routine  office  supplies  of  $50.00  per  month,
          comparable  with charges to other  subtenants of  SportsNuts  for such
          usage.

     Synerteck is subject to a  month-to-month  sublease with SportsNuts Inc., a
company in which Kenneth Denos, a director of Synerteck,  serves as the Chairman
and CEO,  for the use of office and  hardware  facilities.  We pay  SportsNuts a
rental  fee of $1,000 per  month,  which may  increase  as our  business  grows.
Synerteck's  rental fee is based on exclusive usage of approximately  one-fourth
of the office space of SportsNuts, which pays an aggregate rental rate of $4,250
per month and is comparable to rents charged to other  subtenants of SportsNuts.
We utilize these  facilities  for the operation of our day-to-day  business.  As
Synerteck  grows  and  expands,  we may seek  alternative  arrangements  for our
executive  offices and operations  elsewhere in the Salt Lake City  metropolitan
area.  Synerteck's  sublease  with  SportsNuts is attached as an exhibit to this
registration statement.

ITEM 13: EXHIBITS AND REPORTS ON FORM 8-K

     (a)  Documents Filed as a Part of this Report

          (1)  Financial Statements

          See "Item 7 - Financial Statements Required by Form 10-KSB."

          (2)  Financial Statement Schedules

     The  following  Financial  Statement  Schedules  of  the  Company  and  its
subsidiaries,  together with the report of Bouwhuis Morrill & Company,  LLC, the
Company's independent  accountants,  thereon are filed as part of this Report on
Form  10-KSB  as  listed  below  and  should  be read in  conjunction  with  the
consolidated financial statements of the Company:

     Report of Bouwhuis  Morrill & Company,  LLC,  Independent  Accountants,  on
Financial Statement Schedules.


                                       37
<PAGE>

          (3)  Exhibits

          See  "Index to Exhibits."

     (b)  Reports on Form 8-K

     No reports on Form 8-K were filed during the year ended December 31, 2004.

ITEM 14: PRINCIPAL ACCOUNTANT FEES AND SERVICES

     Fees Billed For Audit and Non-Audit Services

     The following table  represents the aggregate fees billed for  professional
audit services rendered to the Company by Bouwhuis,  Morrill & Company, LLC, our
current  independent  auditor,  ("BMC")  for the audit of the  Company's  annual
financial  statements  for the years ended  December 31, 2003 and 2004,  and all
fees billed for other services rendered by BMC during those periods.

<TABLE>
<CAPTION>

Year Ended December 31                                               2004                    2003
----------------------                                               ----                    ----
<S>                                                            <C>                      <C>

Audit Fees(1)                                                       $6,685                    $0
Audit-Related Fees(2)                                                  0                       0
Tax Fees(3)                                                            0                       0
All Other Fees(4)                                                      0                       0
                                                               ------------------      ------------------

Total Accounting Fees and Services                                  $6,685                  $00,000
</TABLE>


  (1) Audit Fees. These are fees for professional services for the audit of the
Company's annual financial statements, and for the review of the financial
statements included in the Company's filings on Form 10-QSB, and for services
that are normally provided in connection with statutory and regulatory filings
or engagements. There were no fees paid by the Company in 2003 because all fees
were paid by SportsNuts, Inc., the former parent corporation of the Company. The
amounts shown for BMC in 2004 relate to (i) the audit of the Company's annual
financial statements for the fiscal year ended December 31, 2003, and (ii) the
review of the financial statements included in the Company's filings on Form
10-QSB for the first, second and third quarters of 2004.

  (2) Audit-Related Fees. These are fees for the assurance and related services
reasonably related to the performance of the audit or the review of the
Company's financial statements.

  (3) Tax Fees. These are fees for professional services with respect to tax
compliance, tax advice, and tax planning.

  (4) All Other Fees. These are fees for permissible work that does not fall
within any of the other fee categories, i.e., Audit Fees, Audit-Related Fees, or
Tax Fees.










                                       38
<PAGE>


INDEX TO EXHIBITS


<TABLE>
<CAPTION>

         Exhibit
         Number                                              Title of Document
         ------                                              -----------------
<S>      <C>               <C>

           3.1             Certificate of Incorporation of Synerteck Incorporated, a Delaware
                           corporation.1

           3.2             Bylaws of Synerteck Incorporated, a Delaware corporation.1

          10.1             Services Agreement between the Registrant and Healthcare Enterprise Group
                           PLC.1

          10.2             Summary of Services Agreement between the Registrant and Moore, Clayton
                           & Co. Inc.1

          10.3             Services Agreement between the Registrant and SportsNuts, Inc.1

          10.4             Management and Business Development Agreement between the Registrant
                           and SportsNuts, Inc.1

          10.5             Sublease Agreement between the Registrant and SportsNuts, Inc.1

          99.1             Certification by Chief Executive Officer, Clayton Barlow, pursuant to Section
                           302 of the Sarbanes-Oxley Act of 2002.

          99.2             Certification by Chief Financial Officer, Chene Gardner, pursuant to Section
                           302 of the Sarbanes-Oxley Act of 2002.

          99.3             Certification by Chief Executive Officer Clayton Barlow, pursuant to Section
                           906 of  the Sarbanes-Oxley Act of 2002.

          99.4             Certification by Chief Financial Officer Chene Gardner, pursuant to Section
                           906 of the Sarbanes-Oxley Act of 2002.
</TABLE>


(1) Filed as an Exhibit to Amendment Number 2 to the Company's registration
statement on Form 10-SB, filed with the Commission on September 15, 2004.





                                       39
<PAGE>


                                   SIGNATURES

     In  accordance  with Section 13 or 15(d) of the  Exchange  Act, the Company
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                                   SYNERTECK INCORPORATED


Dated: March 15, 2005                         By:  /s/ Clayton Barlow
                                                   -----------------------------
                                                       Clayton Barlow
                                                       President


     In  accordance  with the Exchange Act, this report has been signed below by
the following  persons on behalf of the Company and in the capacities and on the
dates indicated.

<TABLE>
<CAPTION>

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

/s/ Clayton Barlow                    Director and President                                   March 15, 2005
----------------------------

/s/ Chene Gardner                     Director and Chief Financial Officer                     March 15, 2005
---------------------------

/s/ Kenneth I. Denos                  Director and Secretary                                   March 15, 2005
---------------------------
</TABLE>