UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-KSB/A
                                 (Amendment #2)

        x Annual Report pursuant to Section 13 or 15(D) of the Securities
                              Exchange Act of 1934
                                 (Fee required)
                   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
                                (No Fee Required)
                             Commission File Number:000-28581
                             Triad Industries, Inc.
             (Exact Name of Registrant as specified in its charter)

                                Nevada 88-0422528
      (State or other jurisdiction of (IRS Employer Identification Number)
                         incorporation or organization)

                               122 E. Grand Avenue
                               Escondido, CA 92025
              (Address and zip code of principal executive offices)

                           (760) 741-1128 (Registrants
                     telephone number, including area code)

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

         Indicate by check mark whether the registrant (1) has filed all
           reports required to be filed by Section 13 or 15(d) of the
                     Securities Exchange Act of 1934 during
          the preceding 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.

                                    x YES NO


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<PAGE>

            Indicate by check mark if disclosure of delinquent filers
             pursuant to Item 405 of Regulation S-K (229.405 of this
                   chapter) is not contained herein, and will
         not be contained, to the best of the registrants knowledge, in
           definitive proxy or information statements incorporated by
                       reference in Part III of this Form
                    10-K or any amendment to this Form 10-K.

                                    x YES NO

As of March 10, 2004, the aggregate market value of the voting stock held by
non-affiliates of the registrant was $54,773 based upon a $.12 per share trading
price.

Indicate the number of shares outstanding of each of the registrants classes of
common stock, as of the latest practicable date.


Common Stock                                  578,135 Shares Outstanding
$0.001 par value                                as of December 31, 2004

Documents Incorporated by reference

Certain information required by Part III of this Form 10-KSB is included by
reference to the Company's definitive proxy statement filed in accordance with
rule 14a-101, Schedule 14A.

Traditional Small Business Disclosure Format (check one):    X      Yes     No

The issuers revenues for its most recent year were $92,713.

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                                              TRIAD INDUSTRIES, INC.
                                                 TABLE OF CONTENTS


                                                      PART I              Page

Item 1.          Description of Business                                   4
Item 2.          Description of Property                                   8
Item 3.          Legal Proceedings                                         8
Item 4.          Submission of Matter to a Vote of Security Holders        9


                         PART II

Item 5.          Market for Common Equity and Related Stockholder Matters   9
Item 6.          Managements Discussion and Analysis or Plan of Operation   12
Item 7.          Financial Statements                                       17
Item 8.          Changes in and Disagreements with Accountants on
                     Accounting and Financial Disclosure                    39
Item 8a.        Controls and Procedures                                     39

                        PART III

Item 9.          Directors, Executive Officers, Promoters and Control persons;
                     Compliance with Section 16(a) of the Exchange Act      39
Item 10.         Executive Compensation                                     42
Item 11.        Security Ownership of Certain Beneficial Owners and
                     Management                                             43
Item 12.        Certain Relationships and Related Transactions              43
Item 13.        Exhibits and Reports on Form 8-K                            43
Item 14.        Accountants                                                 43


SIGNATURES                                                                  S-1




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This Amendment  No. 2 on Form 10-KSB/A is being filed by the registrant to
amend the registrant's Annual Report on Form 10-KSB/A for the year ended
December 31, 2004, filed with the Securities and Exchange Commission on
October 31, 2005, solely to amend the Controls and Procedures section of the
filing. Except for the foregoing, no information included in the Initial Report
is amended by this Form 10-KSB/A.


ITEM     1.       Description of Business

     All share issuances, including share issuance and share issue prices have
been retroactively restated to reflect a reverse stock split of one for twenty.

    Triad Industries, Inc., (the Company) was incorporated under the laws of the
State of Utah on November 25, 1985. The Company was originally known as
Investment Marketing, Inc. Investment Marketing, Inc., was originally
incorporated for the purpose of buying, selling, and dealing in real property.
At a Special Meeting of the Shareholders held June 6, 1990, the Company name was
changed to Combined Communication, Corp. On June 7, 1990, the Company completed
the merger and became a Nevada corporation.

     Combined Communication, Corp., was in the business of merchandising video
tapes through automated dispensing machines. The Company exited the video
merchandising business by selling the merchandising assets to ARS International
in August of 1994. Combined Communications then managed ARS International in
their merchandising operations until October 1997.

     On October 17, 1997, at a Special Meeting of the Shareholders, the Company
met to amend the Articles of Incorporation to change the name of the Company to
RB Capital & Equities, Inc.

    On March 15, 1999, at a Special Meeting of the Shareholders HRM (1) reversed
its common stock on a one for ten (1:10) basis from 262,836 to 26,337 shares
outstanding. Also at the Special Meeting of Shareholders, HRM ratified a plan of
reorganization whereby Healthcare Resource Management would acquire 100% of the
outstanding shares of common stock of RB Capital and its subsidiaries (Gam
Properties and Miramar Road Associates) for 253,408 shares of HRM post split
common stock and 35,000 shares of $20.00 preferred stock. (Gam Properties and
Miramar Road became subsidiaries of RB Capital on February 26, 1999. RB Capital
& Equities, had a note payable to American Health Systems, Inc., for $1.4
million for these subsidiaries. This note was retired by issuance of 35,000
$20.00 preferred shares and 18,667 shares of pre split common stock to American
Health Systems, Inc., for the above mentioned note.) RB Capital and Equities
was a non-trading publicly owned company. The Company has approximately 400
shareholders.The only significant shareholder was American Health Systems, Inc.,
who owned 18,667 (23.5%) of common shares before the merger and 56,000 (17.5%)
of common shares after the merger. The 35,000 shares of preferred stock that
were issued to American Health Systems, Inc., was for a note payable for the 99%
interest RB Capital had acquired in Miramar Road Associates on February 28,
1999. The acquisition was accounted for as a recapitalization of RB Capital
because the shareholders of RB Capital controlled HRM after the acquisition.
Therefore, RB Capital is treated as the acquiring entity for accounting purposes
and HRM is the surviving entity for legal purposes.

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<PAGE>

     On March 15,1999 the shareholders also approved an amendment to the
Articles of Incorporation changing the corporate name to Triad Industries, Inc.

     In September of 1999 Triad Industries acquired the un-owned 1% interest in
Miramar Road Associates, for cash. On June 30, 2000 the Company issued 73,165
shares of common stock at $19.20 per share to purchase certain assets, subject
to certain liabilities of three entities. The Company issued 44,760 shares of
common stock to Northwest Medical Clinic, Inc. The Company issued
17,330 shares of common stock to Amerimed of Georgia and 11,075 shares of common
stock to Florimed of Florida. The certain assets, subject to certain liabilities
were all acquired in separate transactions. The certain assets, subject to
certain liabilities were simultaneously placed in a newly capitalized
Corporation named Northwest Medical Clinic, Inc. Although the prior operating
name was used, it should be noted that the purpose of this acquisition was to
use the Company's public status to raise funds through the sale of common stock
to be able to inject capital into the medical clinic to change its direction.
The personal injury sector that the clinic had historically performed was no
longer profitable due to several factors. The main factors were the length of
time to collect on an outstanding balance from the insurance providers, and the
litigious nature of insurance claims. The operators of the clinic had determined
that they must change the services they provided in order to remain in business.
However, the clinic did not have the access to sufficient capital to change
direction. The Company determined that they would acquire certain assets,
subject to certain liabilities from three entities to capitalize a medical
division balance sheet (operating under the name Northwest Medical Clinic Inc),
then, immediately inject sufficient capital to change the clinic direction in
order for it to be viable.

     On June 6, 2001, Triad acquired 100% of the outstanding common stock of
Corporate Capital Formation, Inc. a Nevada corporation, in exchange for 45,000
shares of common stock. The transaction was valued $96,000.

     On January 1, 2002, Northwest Medical Clinic, Inc., was sold back to its
original shareholders in exchange for the common stock that was issued to
purchase the assets and liabilities. Due to the Company's common stock
decreasing from $19.20 per share at the time of the acquisition, to $.40 at the
time of the sale back, the Company recognized a $1,542,394 loss on the sale of
this discontinued operation.

     As of December 31, 2003, the Company had 578,135 shares of $.001 par value
common stock outstanding and 7,500 shares of $1.00 preferred stock outstanding.

     The Company is not required to deliver an annual report to security
holders. The Company will send an annual report with audited financial
statements to a security holder if requested.

     The Company is required to file 10KSBs, 10QSBs, 8KSBs, and various other
reports. The public may read and copy any materials the Company files with the
SEC at the


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<PAGE>

SEC's Public Reference Room at 450 Fifth Street, N.W., Washington,
D.C. 20549. The public may also obtain information on the Public Reference Room
by calling the SEC at 1-800-SEC-0330. The SEC maintains a website where these
reports may be found. The address of the website is as follows
http://www.sec.gov.

Subsidiaries

         Triad owns three subsidiaries on a wholly owned basis:

1- RB Capital and Equities, Inc., a Nevada corporation, is a financial service
corporation  that operates a merger and  acquisition  consulting  business.
The company does corporate filings and capital reorganization
business for small emerging private and public client corporations. 100% owned.

2- Healthcare Resource Management, Inc., a Nevada corporation. Presently
inactive.

3- Corporate Capital Formation, Inc., a Nevada Corporation, is a financial
services corporation that operates a merger and acquisition consulting business.
 The company does corporate filings, capital reorganizations andresident agent
services for small and emerging private or public companies. 100% owned.

     It should be noted that on July 31, 2003, Triad Industries, Inc., sold the
commercial property located at 350 West Ninth Avenue, Escondido, CA 92025. The
Company sold the property for $1,680,000 and recognized approximate proceeds
from the sale in the amount of $835,000. This was the Company's last real
estate holding. Triad Industries, Inc., currently is not active in any business
activities. It operates through its wholly owned subsidiaries. Therefore, Triad
Industries Inc., is a holding company.

The Company is not dependent on one or a few major clients.

The Company does not hold any patents or trademarks.

The Company does not need governmental approval for any of its products or
services. Furthermore, management is unaware of any existing or probable
governmental regulations that would affect the Company.

Services and Operations

     Triad Industries, Inc. Parent Company.   (a holding company)


     RB Capital & Equities, Inc.        100% owned

         The Company is in the merger and acquisition consulting business. In
the financial services area the firm prepares S-1, SB2, S-4, and S-18,
Registration Statements, 15c2-11 filings, Regulation D 504, 505, and 506 Private
Placement

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<PAGE>

memorandums with regulatory filings, and other SEC reports such as
Form 10 and Form 10SB, 8K and related filings. In addition the Company prepares
Plan of Reorganizations for Internal Revenue Code, Rule 368 (a)(1)(a),
369(a)(1)(b) and 369c (a)(1)(c) for business combinations. The firm also
prepares and files Articles of Incorporation, By Laws, Officer and Director
filings, State reports, business plans, and does general accounting for client
firms. The Company arranges for independent auditing and legal services to be
performed for clients. The Company does not share fees with other professionals.
The Company functions in the Public Relations areas including, but not limited
to shareholder letters, corporate profiles, press releases based on client
information.

      Corporate Capital Formation, Inc. 100% owned

           The Company is in the merger and acquisition consulting business.  In
the financial services area the firm prepares S-1, SB2, S-4, and S-18,
Registration Statements, 15c2-11 filings, Regulation D 504, 505, and 506
Private Placement memorandums with regulatory filings, and other SEC reports
such as Form 10 and Form 10SB, 8K and related filings. In addition the Company
prepares Plan of Reorganization for Internal Revenue Code, Rule 368 (a)(1)(a),
369(a)(1)(b) and 369c (a)(1)(c) for business combinations. The firm also
prepares and files Articles of Incorporation, By Laws, Officer and Director
filings, State reports, business plans, and does general accounting for client
firms. The Company arranges for independent auditing and legal services to be
performed for clients. The Company functions in the Public Relations areas
including, but not limited to shareholder letters, corporate profiles, press
releases based on client information. The company also performs resident agent
services for outside clients

         Healthcare Resource Management, Inc. 100% owned

           Healthcare Resource Management, Inc., is a Nevada corporation
that resulted from the business combination of Healthcare Resources and RB
Capital and Equities, Inc. Healthcare Resource Management, Inc. is
designed to be a medical management company, however; it is presently inactive.

Employees

           Including its officers and directors the consolidated operations
employ 4 full time employees. There are four full time employees in the
financial services sector (RB Capital & Equities, Inc. and Corporate Capital
Formation, Inc.). The companies also use independent consultants for a variety
of tasks.

Competition

RB Capital & Equities, Inc., and Corporate Capital Formation, Inc., have
large-scale competition in the financial services industry. Some of the same
functions of the Company are provided by accounting firms, legal firms,
brokerage firms, and individual

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<PAGE>

consultants. However, the management of the
Company feels that they have a competitive advantage over these companies, which
is due to the fact that the Company offers all the services their competition
does (except legal and auditing) under one roof. Most of the competition is
fragmented and only provides one aspect of these services.

Item 2.  Description of Property

           Triad  Industries,  Inc.,  and  RB  Capital  &  Equities,  Inc.,
occupy approximately 600  square feet of  general  office  space at 122 E.
Grand Ave, Escondido, CA 92025. The Company uses space provided by its President
 and does not pay rent.

    Corporate Capital Formation, Inc., occupies a 320 square foot office located
at 6565 Spencer Street, Las Vegas,  NV 89119,  which is  rented from Devton
International Inc., on a month to month, lease at the rate of $660 per month.

Item 3.  Legal Proceedings

         The Company is named in a legal proceeding that was filed on October 5,
2004, in the Superior Court of California, County of San Diego, Central
Division, case number 836664. The principal parties to this action are the
plaintiffs, Kevin Smith and Canyon Capital Marketing, an entity controlled by
Smith, and the defendants, Triad Industries, Inc., Golden Age Homes, Inc.,
Robert M. Bryson and Signature Stock Transfer, Inc.

         The alleged facts underlying the proceeding as they relate to Triad
Industries, Inc., are as follows. The plaintiffs allege that Triad Industries,
Inc., interfered with a contract between the plaintiffs and Louis Montulli for
the sale of Golden Age Homes, Inc., stock by buying the stock for itself. Triad
contends that it did not interfere with the contract and it has never purchased
any preferred Golden Age Homes such stock for itself. Triad further contends
that the certificates were never tendered to it as alleged due to the
certificate being cancelled fifteen months prior to the date it was allegedly
tendered to the Company.

         The plaintiffs have claimed general damages from the interference with
contract claim of $1,000,000, and an unspecified amount of punitive damages.

         The Company believes the alleged claims are baseless. Management
believes the Company will be successful in defending itself. Therefore, no
accrual or charge has been made in the Company's financial statements to reflect
these proceedings. The Company did pay $11,000 to Kevin Smith to settle part of
the original complaint pertaining to the re-issuance of stock without it's
restrictive legend.


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<PAGE>


Item 4.  Submission of Matters to Vote of Security Holders

         There were no matters voted on this year by the shareholders.

                                                      Part II

Item 5.  Market for Registrants Common Equity and Related Matters

     All share issuances, including share issuance and share issue prices have
been retroactively restated to reflect a reverse stock split of one for twenty.

     The Companies common stock is traded in the NASD Electronic Pink Sheets
under the symbol TDII. The company stock has, during the fiscal year ending
December 31, 2004, traded between $.10 and $.50 per share. The number of shares
of record of common stock, $.001 par value, of the Company was 578,135 as of
December 31, 2004. The Company has not yet adopted any policy regarding payment
of dividends. It should be noted that the Company declared a one for twenty
reverse stock split, which was effective on February 28, 2003.

The high and low bid price quotations for the common stock, as reported NASDAQ
are as follows for the periods indicated:

                                             Low              High
Qtr Ended 3-31-03                             $.06               $.60
Qtr Ended 6-30-03                             $.16               $.30
Qtr Ended 9-30-03                             $.16               $.30
Qtr Ended 12-31-03                            $.16               $.30
Qtr Ended 3-31-04                             $.08               $.12
Qtr Ended 6-30-04                             $.08               $.30
Qtr Ended 9-30-04                             $.10               $.50
Qtr Ended 12-31-04                            $.10               $.25

     As of December 31, 2004, the Company has issued and outstanding 587,135
shares of common stock outstanding to 449 shareholders of record, which figure
does not take into account those shareholders whose certificates that are held
in the name of broker-dealers.

     The ability of an individual shareholder to trade their shares in a
particular state may be subject to various rules and regulations of that state.
A number of states require that an issuers securities be registered in their
state or approximately exempted from registration before the securities are
permitted to trade in that state, Presently, the Company has no plans to
register its securities in any particular state. Further, most likely the Common
Stock will be subject to the provisions of Section 15(g) and Rule

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15g-9 of the
Securities Exchange Act of 1934, as amended (the Exchange Act), commonly
referred to as the penny stock rule. Section 15(g) sets forth certain
requirements for transactions in penny stock and Rule 15g-9 (d)(1) incorporates
the definition of penny stock as that term is used in Rule 3a51-1 of the
Exchange Act.

     The Securities and Exchange Commission (the Commission) generally defined
penny stock to be any equity security that has a market price less than $5.00
per share, subject to certain exceptions. Rule 3a51-1 provides that an equity
security is considered to be a penny stock unless that security is: registered
and traded on a national securities exchange meeting specified criteria set by
the Commission; authorization for quotation on The NASDAQ Stock Market; issued
by a registered investment Company; excluded from the definition on the basis of
price (at least $5.00 per share) or the issuers net tangible assets; or exempted
from the definition by the Commission. If the Companys shares are deemed to be
penny stock, trading in the shares will be subject to additional sales practice
requirements on broker-dealers who sell penny stocks to persons other than
established customers and accredited investors, generally persons with assets in
excess of $1,000,000 or annual income exceeding $200,000, or $300,000 together
with their spouse.

     For transactions covered by these rules, broker-dealers must make special
suitability determination for the purchase of such securities and must have
received the purchasers written consent to the transaction prior to the
purchase. Additionally, for any transaction involving penny stock, unless
exempt, the rules require the delivery, prior to the first transaction, of a
risk disclosure document relating to the penny stock market. A broker dealer
must also disclose the commissions payable to both the broker dealer and the
registered representative, and current quotations for the securities. Finally,
monthly statements must be sent disclosing the recent price information for the
penny stock held in the account and information on the limited market in penny
stock and/or maintain a market in the Company's Common Stock and may affect the
ability of shareholders to sell their shares.

        Recent Sales of Unregistered Securities

In accordance with Item 701 of Regulation SB the Company considers recent sales
of securities to be transactions which have occurred in the last three years.

     On January 1, 2002, Northwest Medical Clinic, Inc., was sold back to its
original shareholders in exchange for the 73,165 shares of common stock that was
issued to purchase the assets and liabilities. Due to the Company's common stock
decreasing from $19.20 per share at the time of the acquisition, to $.40 at the
time of the sale back, the Company recognized a $1,542,394 loss on the sale of
this discontinued operation.

     On October 15, 2002, Health Systems, Inc., converted on a two for
one basis 35,000 shares of preferred stock it had held. Therefore, the Company
issued 70,000 shares of common stock for this conversion.

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     On January 24, 2003, the company issued 27,500 shares of common stock at
$.20 per share to retire accrued services rendered of $5,500 that were officers
and directors fees for the year ended December 31, 2002.

    On January 26, 2004, the Company issued 45,835 shares of common stock to its
officers and directors for services that were accrued on the Company's financial
statements as of December 31, 2002. Each of the three directors received 4,167
shares of common stock at $.12 per share or directors fees of $500. Each of the
two officers received 16,667 common shares at $.12 per share or officers fees of
$2000. Total consideration was $5,500.

     All of the above issued shares were issued in accordance with section 4(2)
of the 1933 Securities Act and bear a restrictive legend.

    As of December 31, 2004, the Company has a total of 578,135 shares of common
stock outstanding.

     It should be noted that the Company declared a one for twenty reverse stock
split, which was effective on February 28, 2003. The above transactions have
been retroactively restated to bear the effects of the reverse.

Description of Securities

     All shares of Common Stock have equal rights and privileges with respect
voting liquidation and dividend rights. All shares of Common Stock entitle the
holder thereof to (i) one non-cumulative vote for each share held of record on
all matters submitted to a vote of the stockholders; (ii) to participate equally
and to receive any and all such dividends as may be declared by the Board of
Directors out of funds legally available therefore; and (iii) to participate pro
rata in any distribution of assets available for distribution upon liquidation
of the Company. Stockholders of the Company have no preemptive rights to acquire
additional shares of Common Stock or any other securities. The Common Stock is
not subject to redemption and carries no subscription or conversion rights. All
outstanding shares of Common Stock are fully paid and non-assessable. There are
no provisions in Triad Industries, Inc., charter or bylaws that would prevent,
delay or defer a change in control.

     As of December 31, 2004, there are no warrants outstanding. The only
convertible securities that are outstanding consist of 7,500 shares of preferred
stock, which convert on a two for one basis.

     No common stock has been proposed to be offered publicly by the Company.

     The preferred stock is (1) non- voting stock, (2) convertible at the second
anniversary from issuance on a two for one (2:1) basis to common stock, (3) has
a preference over common stock to be paid $1.00 per share as a preferential
liquidation.

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Dividend Policy

     The Company has not declared or paid dividends or made distributions in the
past, and the Company does not anticipate that it will pay cash dividends or
make distributions in the foreseeable future.


Item 6.  Managements Discussion and Analysis or Plan of Operation

     The following discussion pertains to the Company's results of operations as
of the years ended December 31, 2004 and 2003. The Company consolidates the
operations of RB Capital and Equities, Inc., Corporate Capital Formation, Inc.

     On July 31, 2003, Triad Industries, Inc., sold the commercial property
located at 350 West Ninth Avenue, Escondido, CA 92025. The Company sold the
property for $1,680,000 and recognized approximate proceeds from the sale in the
amount of $835,000. This was the Company's last real estate holding. Triad
Industries, Inc. currently is not active in any business activities. It operates
through its wholly owned subsidiaries. Therefore, Triad Industries Inc., is a
holding company.

     RB Capital & Equities Inc., and Corporate Capital Formations, Inc., had
substantially decreased revenues when compared to the prior year. Management
attributes this to further weak capital markets for small and emerging companies
and investors looking for more secure investments than micro cap equities. This
affects RB Capital & Equities, Inc., and Corporate Capital Formations, Inc.,
greatly, due to the fact that the Company derives its revenues from performing
consulting work for companies that wish to soon trade publicly and derive their
operating capital from public investment. In the opinion of management, a
downtrodden stock market, a decrease in initial public offerings, and the public
keeping their money out of equities all had a negative affect on the financial
services subsidiaries.

    Management is confident that current cash on hand will satisfy the Company's
cash requirements for the next twelve months.

    The Company does not expect to purchase any significant equipment during the
next twelve months.

    Management does not intend to hire additional employees; the only hiring
would be to replace a vacated position. In such cases, compensation to
management and employees will be consistent with prevailing wages for services
rendered.

Results of Operations

     Revenues totaled $92,713 as of December 31, 2004, compared to $221,171 as
of December 31, 2003; this is a decrease of approximately 60%. The decrease can
be mostly be explained by the decrease in real estate revenues from $86,371 in
2003, to $0 for the

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same period of 2004, due to the property being sold in 2003.
Further contributing to the decrease in revenues was the poor performance of the
financial services sector.

         Revenue for the years ended December 31, 2004 and 2003:

                               2004         2003

RB Capital                    $ 74,435   $125,766
Corporate Capital Formation     18,278     13,114
Triad Industries, Inc.               -     88,291


    For the year ended December 31, 2004, the Company had a net loss of $184,490
compared to a net loss of $684,860 for the same period of 2003.

     The major factor contributing to the drop in revenues for the financial
services sector is weak capital markets for small and emerging companies and
investors looking for more secure investments than micro cap equities. This
affects RB Capital & Equities, Inc., and Corporate Capital Formations, Inc.,
greatly, due to the fact that the Company derives its revenues from performing
consulting work for companies that wish to soon trade publicly and derive their
operating capital from public investment.

     The Company had a net loss from continuing operations for the year ended
December 31, 2004, of $184,490, compared to income from continuing operations of
$250,483 for the same period the year before. This decrease can largely be
attributed to the $573,014 gain the Company recognized from the sale of the
commercial property in 2003. There was a $9,510 decrease in depreciation and
amortization, which can mostly again be attributed to the commercial property
sale. General and administrative costs decreased $153,279 when comparing 2004 to
2003. This again can be mostly explained by the sale of the property. It should
be noted that costs of sales as a percentage of revenue was consistent when
comparing 2004 to 2003. The Company recognized a loss of $2,272 in 2004 compared
to a loss of $5,721 from an investment in another company that is accounted for
under the equity method. The Company realized a gain f $11,211on the sale of
securities compared to a loss of $6,588 in the prior year.

     Bad Debt also decreased significantly from $14,605 for fiscal 2003 to $0
for fiscal 2004. The reason for the decrease in bad debt expense was the Company
not being very active in the financial services area. The Company would normally
perform services then bill for these services, with the potential for non
payment. However, with the decreased activity in the financial services sector
the bad debt possibility was decreased.

     Interest expense also decreased from $60,560 for the year ended December
31, 2003 to $588 for the year ended December 31, 2004. This can also be
attributed to the commercial property sale. Interest income increased from $818
for the year ended December 31, 2003, to $6,468 for the year ended December 31,
2004.


     The Company had other income of $55,323 in 2003 compared to $0 in 2004
which was earned from the elimination of a debt that was cancelled by another
party.


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                                             Income Statement Summary
                                                    December 31

                                         2004        2003

Revenues                             $  92,713    $ 227,171

Total Operating Costs                  292,022      540,829

Income (Loss) from Operations         (199,309)    (313,658)

Other Income/ (Expense)                 14,819      561,141

Net Income / (Loss) From
Continuing Operations Before Taxes    (184,490)     250,843


Recent Accounting Pronouncements

     In November 2004, the Financial Accounting Standards Board (FASB) issued
SFAS 151, Inventory Costs - an amendment of ARB No. 43, Chapter 4. This
Statement amends the guidance in ARB No. 43, Chapter 4, "Inventory Pricing," to
clarify the accounting for abnormal amounts of idle facility expense, freight,
handling costs, and wasted material (spoilage). Paragraph 5 of ARB 43, Chapter
4, previously stated that "... under some circumstances, items such as idle
facility expense, excessive spoilage, double freight, and rehandling costs may
be so abnormal as to require treatment as current period charges..." This
Statement requires that those items be recognized as current-period charges
regardless of whether they meet the criterion of "so abnormal." In addition,
this Statement requires that allocation of fixed production overheads to the
costs of conversion be based on the normal capacity of the production
facilities. This Statement is effective for inventory costs incurred during
fiscal years beginning after June 15, 2005. Management does not believe the
adoption of this Statement will have any immediate material impact on the
Company.

In December 2004, the FASB issued SFAS No. 152, "Accounting for Real Estate
Time-Sharing Transactions--an amendment of FASB Statements No. 66 and 67" ("SFAS
152) The amendments made by Statement 152 This Statement amends FASB Statement
No. 66, Accounting for Sales of Real Estate, to reference the financial
accounting and

                                       14
<PAGE>

reporting guidance for real estate time-sharing transactions that
is provided in AICPA Statement of Position (SOP) 04-2, Accounting No. 67,
Accounting for Costs and Initial Rental Operations of Real Estate Projects, to
state that the guidance for (a) incidental operations and (b) costs incurred to
sell real estate projects does not apply to real estate time-sharing
transactions. The accounting for those operations and costs is subject to the
guidance in SOP 04-2. This Statement is effective for financial statements for
fiscal years beginning after June 15, 2005, with earlier application encouraged.
The Company does not anticipate that the implementation of this standard will
have a material impact on its financial position, results of operations or cash
flows.

On December 16, 2004, the Financial Accounting Standards Board ("FASB")
published Statement of Financial Accounting Standards No. 123 (Revised 2004),
Shared-Based Payment ("SFAS 123R). SFAS 123R requires that compensation cost
related to share-based payment transactions be recognized in the financial
statements. Share-based payment transactions within the scope of SFAS 123R
include stock options, restricted stock plans, performance-based awards, stock
appreciation rights, and employee share purchase plans. The provisions of SFAS
123R are effective as of the first interim period that begins after June 15,
2005. Accordingly, the Company will implement the revised standard in the third
quarter of fiscal year 2005. Currently, the Company accounts for its share-based
payment transactions under the provisions of APB 25, which does not necessarily
require the recognition of compensation cost in the financial statements.
Management is assessing the implications of this revised standard, which may
materially impact the Company's results of operations in the third quarter of
fiscal year 2005 and thereafter.

On December 16, 2004, FASB issued Statement of Financial Accounting Standards
No. 153, Exchanges of Nonmonetary Assets, an amendment of APB Opinion No. 29,
Accounting for Nonmonetary transactions ("SFAS 153"). This statement amends APB
Opinion 29 to eliminate the exception for nonmonetary exchanges of similar
productive assets and replaces it with a general exception of exchanges of
nonmonetary assets that do not have commercial substance. Under SFAS 153, if a
nonmonetary exchange of similar productive assets meets a commercial-substance
criterion and fair value is determinable, the transaction must be accounted for
at fair value resulting in recognition of any gain or loss. SFAS 153 is
effective for nonmonetary transactions in fiscal periods that begin after June
15, 2005. The Company does not anticipate that the implementation of this
standard will have a material impact on its financial position, results of
operations or cash flows.

Inflation

     In the opinion of management, inflation will not have a material effect on
the operations of Triad Industries, Inc.

Liquidity and Capital Resources

                                       15
<PAGE>

    The Company has approximately an 5:1 current ratio. As of December 31, 2004,
the Company has $504,856 in current assets compared to $707,912 for the same
period of 2003. For the year ended December 31, 2004, cash decreased $215,170,
primarily to support operations. Accounts receivable decreased $26,576, due to
collections, marketable securities decreased $44,286, primarily due to the
writing down of available for sale securities and other current assets increased
$82,976 due to an increase in prepaid expenses and note receivable.

    Current liabilities increased from $85,022 for the year ended December 31,
2003 to $97,742 for the year ended December 31, 2004. The Company's line of
credit decreased $2,361, when comparing 2004 to 2003. Other significant
increases in liabilities included a $10,976 increase in accounts payable, due to
an accrual for legal fees in conjunction with the Company's lawsuit.


                                               Balance Sheet Summary
                                                    December 31

                             2004      2003

Total Current Assets        504,856   707,912
Property (net)               31,124    35,128

Total Assets                656,345   866,901

Current Liabilities          97,742    85,022

Long Term Liabilities             -         -

Total Liabilities            85,022    85,022

Total Stockholders Equity   558,603   781,879

Total Liabilities and
Stockholders Equity         656,345   866,901

     The Company no longer has access to a credit line it had established. This
is due to the prior Company president Gary DeGano leaving the Company. Mr.
DeGano was the guarantor of the line of credit. Due to his retiring, the line of
credit was no longer available for use. However, the Company can pay down the
remaining balance over approximately nine years. As of December 31, 2004 there
was $1,993 outstanding on this line of credit.

     Triad Industries, Inc., has $ 504,856 in current assets including $ 196,444
in cash. The Company believes the $163,873 it holds in available for sale and
trading securities to be very liquid. The marketable securities can be converted
to cash in under three days. The

                                       16
<PAGE>

Company holds $ 61,566 in accounts receivable.
This is also liquid, however; this liquidity depends on the party the amount is
due from. Allowances for bad debt have been made where appropriate. The Company
holds $ 73,989 in notes receivable. Due to the fact Triad Industries is a
consolidated parent holding company, Triad Industries, Inc., will use free cash
flow if available from RB Capital & Equities, Inc. and Corporate Capital
Formation, Inc. to satisfy Triads short- term cash requirements.

     In the event, outside funding is necessary; the Company will investigate
the possibility of interim financing, either debt or equity, to provide capital
..Although, management has not made any arrangements or definitive agreements,
the Company would consider private funding or the private placements of its
securities and/or public offering.

Net Operating Losses

     The Company has accumulated $(3,313,156) of net operating losses and other
comprehensive losses of $(697,371) as of December 31, 2004, which may used to
reduce taxes in future years through 2024. The use of these losses to reduce
future income taxes will depend on the generation of sufficient taxable income
prior to the expiration of the net operating loss carryforwards. It should be
noted that the company has expensed a deferred tax benefit on the books in the
amount of $935,343 as of December 31, 2003. Therefore, no tax benefit is any
longer presented on the Company's books.

     In the event of certain changes in control of the Company, there will be an
annual limitation on the amount of the net operating loss carryforwards which
can be used. The potential tax benefit of the net operating loss carryforwards
have been offset by a valuation allowance of the same amount.

Risk Factors and Cautionary Statements

     Forward-looking statements in this report are made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995. The
Company wished to advise readers that actual result may differ substantially
from such forward-looking statements, forward-looking statements involve risks
and uncertainties that could cause actual results to differ materially from
those expressed in or implied by the statements, including, but not limited to,
the following: the ability of the Company to successfully market its services if
and other risks detailed in the Companys periodic report filings with the
Securities and Exchange Commission.


Item 7.  Financial Statements and Supplementary Data


                                       17
<PAGE>


To the Board of Directors
Triad Industries, Inc.
(Formerly RB Capital & Equities, Inc.)


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We have audited the accompanying consolidated balance sheets of Triad
Industries, Inc. (Formerly RB Capital & Equities, Inc.) as of December 31, 2004
and 2003 and the related consolidated statements of operations, changes in
stockholders' equity and cash flows for the years then ended. 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 audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amount and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

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

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in Note 2e, the Company
in the past has shown significant operating losses that raise substantial doubt
about its ability to continue as a going concern. The accompanying financial
statements do not include any adjustments that might result from the outcome of
this uncertainty.

/S/ Armando C. Ibarra
----------------------------------
ARMANDO C. IBARRA, C.P.A. - APC

October 21, 2005 (revised)
March 22, 2005
Chula Vista, California

                                       18
<PAGE>


                     TRIAD INDUSTRIES, INC.
             (Formerly RB Capital & Equities, Inc.)
                    Consolidated Balance Sheets
                              ASSETS
                                  As of          As of
                                December 31,   December 31,
                                  2004            2003
CURRENT ASSETS
Cash                              $196,444   $411,614
Accounts receivable                 61,566     88,142
Available for sale
securities (see note 8)             42,102     72,949
Trading securities (see note 9)    121,768    135,207
Prepaid expenses                     8,987          -
Loan receivable                     73,989          -
Total Current Assets               504,856    707,912
NET PROPERTY & EQUIPMENT            31,124     35,128
OTHER ASSETS
Investment in other
companies (see note 10)            120,365    122,637
Security deposits                        -      1,224
Total Other Assets                 120,365    123,861
TOTAL ASSETS                      $656,345   $866,901
                                                    -


                                       19
<PAGE>


                           TRIAD INDUSTRIES, INC.
                   (Formerly RB Capital & Equities, Inc.)
                        Consolidated Balance Sheets
                     LIABILITIES AND STOCKHOLDERS' EQUITY
                                             As of          As of
                                          December 31,   December 31,
                                             2004          2003
CURRENT LIABILITIES
Accounts payable                       $    31,432    $    20,456
Loans payable                               63,717         59,612
Line of credit                               1,993          4,354
Client deposits                                600            600
Total Current Liabilities                   97,742         85,022
TOTAL LIABILITIES                           97,742         85,022
STOCKHOLDERS' EQUITY
Preferred stock ($1.00 par value,
10,000,000 shares
authorized 7,500 shares issued
and outstanding for
December 31, 2004 and 2003)                  7,500          7,500
Common stock ($0.001 par value,
50,000,000 shares authorized
578,135 and 532,300 shares
issued and outstanding
as of December 31, 2004
and 2003, respectively)                        578            532
Additional paid-in capital               4,626,552      4,621,098
Stock subscription receivable              (62,500)       (62,500)
Accumulated other comprehensive loss      (697,371)      (653,085)
Retained earnings (deficit)             (3,316,156)    (3,131,666)
Total Stockholders' Equity                 558,603        781,879
TOTAL LIABILITIES
& STOCKHOLDERS' EQUITY                 $   656,345    $   866,901



                                       20
<PAGE>


                          TRIAD INDUSTRIES, INC.
                  (Formerly RB Capital & Equities, Inc.)
                  Consolidated Statements of Operations
                                        Year Ended     Year Ended
                                       December 31,    December 31,
                                           2004             2003
REVENUES
Consulting income                       $  92,713    $ 140,800
Rental income                                   -       86,371
Total Revenues                             92,713      227,171
Costs of revenues                         (51,128)    (122,541)
GROSS PROFIT                               41,585      104,630
OPERATING COSTS
Bad debt expense                                -       14,605
Depreciation expense                        4,004       13,514
Administrative expense                    236,890      390,169
Total Operating Costs                     240,894      418,288
OPERATING INCOME (LOSS)                  (199,309)    (313,658)
OTHER INCOME & (EXPENSES)
Interest income                             6,468          818
Other income                                    -       55,323
Net realized gain (loss) on
sale of marketable securities              11,211       (6,588)
Gain on valuation of
trading securities                              -        7,855
Loss in investment                         (2,272)      (5,721)
Net gain (loss) on disposable assets            -      573,014
Interest expense                             (588)     (60,560)
Total Other Income & (Expenses)            14,819      564,141
INCOME (LOSS) BEFORE TAXES               (184,490)     250,483
INCOME TAX (PROVISION) BENEFIT                  -     (935,343)
NET INCOME (LOSS) AFTER TAXES           $(184,490)   $(684,860)
BASIC EARNINGS (LOSS) PER SHARE         $   (0.32)   $   (1.29)
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING                 576,831      530,567



                                       21
<PAGE>


                   TRIAD INDUSTRIES, INC.
            (Formerly RB Capital & Equities, Inc.)
     Consolidated Statement of Comprehensive Income (Loss)
                             Year Ended     Year Ended
                             December 31,   December 31,
                                2004           2003
Net Income (Loss)            $(184,490)   $(684,860)
Other Comprehensive
Income (Loss) :
Unrealized gain (loss)
on securities                  (44,286)     (12,471)
Total Other Comprehensive
Income (Loss)                  (44,286)     (12,471)
Other Comprehensive Income
(Loss) Before Income Taxes     (44,286)     (12,471)
Income Tax (Provision)
Benefit
related to Items of
omprehensive Income (Loss)           -            -
Total Other Comprehensive
Income (Loss)                $ (44,286)   $ (12,471)
Total Other Comprehensive
(Loss)                       $(697,371)   $(653,085)


                                       22
<PAGE>



     TRIAD INDUSTRIES, INC.
                 (Formerly RB Capital & Equities, Inc.)
            Consolidated Statements of Stockholders' Equity
                  From December 31, 2000 through December 31, 2004

                                  PreferredPreferred  Common     Common
                                   Shares    Stock    Shares     Stock

 Balance, December  31, 2000        42,500    42,500   433,972       433

 Stock issued on January 15, 2001
 for consulting fees @ $3.40 a share                     2,500         3

 Stock issued on January 18, 2001 for
 management fees @ $4.19 a share                         7,238         7

Stock issued on February 21, 2001
 for consulting fees @ $2.98 a share                     1,255         1

 Stock issued on March 1, 2001  to
 management fees @ $3.40 a share                        35,000        35

 Stock issued on June 6, 2001
 for the purchase of Corporate Capital
 Formation, Inc. @ $2.13 per share                      45,000        45

 Stock issued on June 22, 2001
to Directors @ $0.60 a share                           18,000        18

 October 1, 2001 cancellation of
stock subscription                                    (35,000)      (35)

 Other comprehensive loss December 31, 2001

Net income for the year ended
December 31, 2001

 Balance,  December 31, 2001        42,500    42,500   507,965       507

 January 1, 2002 sale of Northwest
 Medical Clinic, Inc. @ $0.40 a share                  (73,165)      (73)

On October 15, 2002 preferred stock
 converted to common stock at 2 for(35,000)  (35,000)   70,000        70

Other comprehensive loss December 31, 2002

Net loss for the year ended
 December 31, 2002

 Balance,  December 31, 2002         7,500     7,500   504,800       504

 Stock issued on January 24, 2003 for
accrued services rendered @ $0.20 a share              27,500        28

Other comprehensive loss December 31, 2003

 Net loss for the year ended
 December 31, 2003

 Balance,  December 31, 2003         7,500     7,500   532,300       532

Stock issued on January 26, 2004 for
 accrued services rendered @ $0.12 a share              45,835        46

 Other comprehensive loss December 31, 2004

 Net loss for the year ended
December 31, 2004

 Balance,  December 31, 2004         7,500   $ 7,500   578,135     $ 578










                              Additional    Stock                  Accmulated
                                Paid-in   Subscription   Retained      Other
                                Capital   Receivable     Earnings  Comprehensive
                                                                Income / (Loss)
Balance, December
31, 2000                    4,460,599       (62,500)   (1,045,230)    (27,122)

Stock issued on January 15, 2001
for consulting fees @ $3.40 a
share                           8,497             -           -             -

Stock issued on January 18, 2001 for
management fees @ $4.19 a
share                         30,317             -         -             -

Stock issued on February 21, 2001
for consulting fees @ $2.98 a
share                          3,739             -          -             -

Stock issued on March 1, 2001 to
management fees @ $3.40 a
 share                       118,965      (119,000)         -             -

Stock issued on June 6, 2001
for the purchase of Corporate Capital
Formation, Inc. @ $2.13
 per share                    95,955             -           -             -

Stock issued on June 22, 2001
to Directors @ $0.60 a
 share                        10,782             -           -             -

October 1, 2001 cancellation of
stock subscription           (118,965)      119,000          -             -

Other comprehensive loss
December 31, 2001                 -             -             -       (83,991)

Net income for the year ended
December 31, 2001                 -             -         56,249             -

Balance, December
 31, 2001                 4,609,889       (62,500)      (988,981)     (111,113)

January 1, 2002 sale of Northwest
Medical Clinic, Inc.
 @ $0.40 a share            (29,193)            -             -             -

On October 15, 2002 preferred stock
converted to common
stock at 2 for               34,930             -             -             -

Other comprehensive loss
December 31, 2002                 -             -             -      (529,501)

Net loss for the year ended
December 31, 2002                  -             -            -    (1,457,825)

Balance, December 31, 2002   4,615,626     (62,500)     (2,446,806)  (640,614)

Stock issued on January 24, 2003 for
accrued services rendered
 @ $0.20 a share                5,472             -          -             -

Other comprehensive loss
December 31, 2003                   -             -           -       (12,471)

Net loss for the year ended
December 31, 2003                   -             -       (684,860)          -

Balance, December 31, 2003    4,621,098       (62,500)  (3,131,666)   (653,085)

Stock issued on January 26, 2004 for
accrued services rendered
@ $0.12 a share                  5,454             -           -             -

Other comprehensive loss
December 31, 2004                    -             -           -       (44,286)

Net loss for the year ended
December 31, 2004                    -             -      (184,490)         -

Balance, December 31, 2004       $ 4,626,552 $ (62,500)$(3,316,156) $ (697,371)















                                                 Total

Balance, December 31, 2000                     3,760,152

Stock issued on January 15, 2001
for consulting fees @ $3.40 a share                8,500

Stock issued on January 18, 2001 for
management fees @ $4.19 a share                   30,324

Stock issued on February 21, 2001
for consulting fees @ $2.98 a share                3,740

Stock issued on March 1, 2001 to
management fees @ $3.40 a share                        -

Stock issued on June 6, 2001
for the purchase of Corporate Capital
Formation, Inc. @ $2.13 per share                 96,000

Stock issued on June 22, 2001
to Directors @ $0.60 a share                      10,800

October 1, 2001 cancellation of
stock subscription                                     -

Other comprehensive loss December 31, 2001       (83,991)

Net income for the year ended
December 31, 2001                                 56,249

Balance, December 31, 2001                     3,490,302

January 1, 2002 sale of Northwest
Medical Clinic, Inc. @ $0.40 a share             (29,266)

On October 15, 2002 preferred stock
converted to common stock at 2 for                     -

Other comprehensive loss December 31, 2002      (529,501)

Net loss for the year ended
December 31, 2002                             (1,457,825)

Balance, December 31, 2002                     1,473,710

Stock issued on January 24, 2003 for
accrued services rendered @ $0.20 a share          5,500

Other comprehensive loss December 31, 2003       (12,471)

Net loss for the year ended
December 31, 2003                               (684,860)

Balance, December 31, 2003                       781,879

Stock issued on January 26, 2004 for
accrued services rendered @ $0.12 a share          5,500

Other comprehensive loss December 31, 2004       (44,286)

Net loss for the year ended
December 31, 2004                               (184,490)

Balance, December 31, 2004                   $   558,603






                                       23
<PAGE>







                     TRIAD INDUSTRIES, INC.
              (Formerly RB Capital & Equities, Inc.)
               Consolidated Statements of Cash Flows
                                                 Year Ended       Year Ended
                                                December 31,      December 31,
                                                    2004             2003
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)                               $  (184,490)   $  (684,860)
Depreciation expense                                  4,004         13,514
Common stock issued
for services                                          5,500          5,500
Adjustments to reconcile net loss to net cash
used in operating activities:
(Increase) decrease in
accounts receivable                                  26,576              -
(Increase) decrease in
advances                                                  -         (5,830)
(Increase) decrease in
prepaid expenses                                     (8,987)             -
(Increase) decrease in
loan receivable                                     (73,989)             -
(Increase) decrease in
escrow account                                            -         10,102
(Increase) decrease in
income tax benefit                                        -        935,343
Increase (decrease) in
accounts payable                                     10,976         (4,631)
Increase (decrease) in
security deposits                                     1,224         (5,711)
Increase (decrease) in
taxes payable                                             -         (6,251)
Valuation of trading
securities                                                -         (7,855)
Net (gain) / loss on
investments                                               -          5,721
Bad debt expense                                          -         14,612
Purchase of trading
securities                                                -       (127,352)

Net Cash Provided by (Used in)
Operating Activities                               (219,186)       142,302
CASH FLOWS FROM INVESTING ACTIVITIES
Net sale (purchase)
of fixed assets                                           -      1,026,258
Net Cash Provided by (Used in)
Investing Activities                                      -      1,026,258
CASH FLOWS FROM FINANCING ACTIVITIES
Borrowings from line of
credit net of payments                               (2,361)        (2,684)
Proceeds form loan
fees                                                      -          6,902
Proceeds from loan
payable                                               6,377              -
Borrowings from
loans payable                                             -        (46,188)
Proceeds from notes and
mortgages payable                                         -       (734,808)
Net Cash Provided by (Used in)
Financing Activities                                  4,016       (776,778)
Net Increase (Decrease)
in Cash                                            (215,170)       391,782
Cash at Beginning of Year                           411,614         19,832
Cash at End of Year                             $   196,444    $   411,614
Supplemental Cash
Flow Disclosures:
Cash paid during period
for interest                                    $       588    $    60,560
Cash paid during period
for taxes                                 $             $                -
Schedule of Non-Cash
Activities:
Common stock issued
for accured services                            $     5,500    $     5,500




                                       24
<PAGE>

NOTE 1.  ORGANIZATION AND DESCRIPTION OF BUSINESS

Triad Industries, Inc. (the Company) was incorporated under the laws of the
State of Utah on November 25, 1985. The Company was originally known as
Investment Marketing, Inc. Investment Marketing, Inc. was originally
incorporated for the purpose of buying, selling, and dealing in real property.
At a special meeting of the shareholders held June 6, 1990 the Company name was
changed to Combined Communication, Corp. On June 7, 1990 the Company completed
the merger and became a Nevada Corporation. On October 17, 1997, the Company met
to amend the Articles of Incorporation and change the name of the Company to RB
Capital & Equities, Inc.

All stock transactions have been retroactively restated to reflect a one for
twenty reverse stock split.

On March 15, 1999, at a special meeting of the shareholders, Healthcare Resource
Management (HRM) reversed its common stock on a one for ten (1:10) from 262,836
to 26,334 shares outstanding. Also, at the meeting of shareholders, HRM ratified
a plan of reorganization whereby HRM would acquire 100% of the outstanding
shares of common stock of RB Capital and its subsidiaries (Gam Properties and
Miramar Road Associates) for 23,408 shares of HRM post split common stock and
35,000 shares of $1.00 preferred stock. The only significant shareholder was
American Health Systems, Inc. who owned 18,667 of common shares before the
merger and 56,000 of common stock after the merger. The 35,000 shares of
preferred stock were issued to American Health Systems, Inc. for the note
payable and the 99% interest RB Capital had acquired in Miramar Road Associates.
56,000 shares of common stock of the 253,408 shares issued to RB Capital &
Equities, Inc. went to American Health Systems, Inc. in exchange for the 18,667
originally received from RB Capital & Equities, Inc. as consideration for 100%
of Gam Properties. This 56,000 represents a 3 for 1 forward split of the 18,667
shares of RB Capital & Equities common stock. The acquisition was accounted for
as a recapitalization of RB Capital because the shareholders of RB Capital &
Equities, Inc. controlled HRM after the acquisition. Therefore, RB Capital &
Equities, Inc. was treated as the acquiring entity for accounting purposes and
HRM was the surviving entity for legal purposes.

On March 15, 1999 the shareholders also approved an amendment to the Articles of
Incorporation changing the corporate name to Triad Industries, Inc.

On June 30, 2000, Triad Industries, Inc. acquired certain assets subject to
certain liabilities of Northwest Medical Clinic, Inc., acquired certain assets
of Amerimed of Georgia, Inc. (a Georgia Corporation) and acquired certain assets
of Florimed of Tampa, Inc. (a Florida Corporation). These certain assets subject
to the certain liabilities were combined and put into a newly formed and
capitalize corporation operating under the name Northwest Medical Clinic, Inc.
The acquisition was recorded as a purchase in accordance with Accounting
Principles Board Opinions No. 16 (APB No. 16). Northwest Medical Clinic, Inc.
operates in the personal injury area and also performs sleep apnea procedures.


                                       25
<PAGE>


NOTE 1.  ORGANIZATION AND DESCRIPTION OF BUSINESS (CONTINUED)

On June 6, 2001 the Company  issued  45,000  shares  where by Triad  Industries
would  acquire  100% of  Corporate Capital Formation,  Inc. The acquisition was
recorded as a purchase in accordance with Accounting  Principles Board Opinions
No. 16 (APB No. 16).  Corporate Capital Formation,  Inc. operates in the
corporate business  consulting as well as business formation.

In October 2001, Gam Properties  and Triad  Industries  combined  operations.
Gam Properties  Corporation is to be dissolved.

On January 1, 2002 the Company sold Northwest Medical Clinic, Inc. for a net
loss of $1,542,394.

On July 31, 2003 the Company closed escrow on the sale of their commercial
property located at 350 West 9th Avenue Escondido, Ca. 92025. The sales price on
the commercial property was $1,680,000 dollars with the Company netting $835,000
in proceeds. However, the gain on the sale of property was $573,014 before any
tax implications.

The Company has authorized 50,000,000 shares of $0.001 par value common stock.

The Company operates through its three subsidiaries:

1.    RB Capital and Equities, Inc. is a financial services corporation that
      operates a merger and acquisition consulting business. The company does
      corporate filing and capital reorganization business for small emerging
      private and public corporations.
2.    HRM, Inc. is presently inactive in the healthcare industry.
3.    Corporate Capital Formation, Inc. is a financial services corporation that
      operates a merger and acquisition consulting business.

Triad Industries, Inc. (the parent company) is now a holding company.


NOTE 2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a.   Accounting Method

The Company's policy is to use the accrual method of accounting to prepare and
present financial statements, which conforms to generally accepted accounting
principles ("GAAP'). The company has elected a December 31, year end.





                                       26
<PAGE>



NOTE 2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

b.       Basis of Consolidation

The  consolidated  financial  statements of Triad  Industries,  Inc.  include
those accounts of RB Capital & Equity Inc.,  Healthcare  Resource  Management
Inc., and Corporate Capital Formation,  Inc. Triad Industries owns title to
all  of  the  assets  and  liabilities  of the  consolidated  financial
statement.  All  significant  intercompany transactions have been eliminated.

c.   Cash Equivalents

The Company considers all highly liquid investments with a maturity of three
months or less when purchased to be cash equivalents.

d.   Estimates and Adjustments

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. In accordance with FASB 16 all
adjustments are normal and recurring. See note 2i regarding the Companies
revenue recognition policy.

e.       Basis of Presentation and Considerations Related to Continued Existence
 (going concern)

The Company's financial statements have been presented on the basis that it is a
going concern, which contemplates the realization of assets and the satisfaction
of liabilities in the normal course of business.

The Company's management intends to raise additional operating funds through
operations, and debt or equity offerings. Management has yet to decide what type
of offering the Company will use or how much capital the Company will raise.
There is no guarantee that the Company will be able to raise any capital through
any type of offerings.



                                       27
<PAGE>




NOTE 2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

f.   Accounts Receivable

The Company considers accounts receivable to be fully collectible; accordingly,
no allowances for doubtful accounts are required. If amounts become
uncollectable, they will be charged to operations when that determination is
made.

g.  Concentration of Credit Risk

The Company maintains credit with various financial institutions. Management
performs periodic evaluations of the relative credit standing of the financial
institutions. The Company has not sustained any material credit losses for the
instruments. The carrying values reflected in the balance sheet at December 31,
2004 reasonable approximate the fair values of cash, accounts payable, and
credit obligations. In making such assessment, the Company, has utilized
discounted cash flow analysis, estimated, and quoted market prices as
appropriate in accordance with paragraph 9 of SFAS 107.

h.  Investments in Securities

The Company's marketable securities and investments in securities available for
sale are classified as available for sale securities in the accordance with SFAS
115. They are classified as available for sale due to the fact that they are not
bought or held principally for the purpose of selling them in the near term,
they are not actively and frequently bought and sold, nor are they generally
used with the objective of generating profits on short-term differences in
price. Unrealized gains on available for sale securities are being classified
under the requirements of SFAS No. 130. Under such statement, the Company's
securities are required to be reflected at fair market value. Changes in the
fair value of investments or valuation of securities are reflected in the
statement of comprehensive income or (loss) in accordance with SFAS 130.

i.  Revenue Recognition and Deferred Revenue

Revenue  includes the following:  RB Capital & Equities,  Inc.  revenue
consists of consulting  income.  Corporate Capital Formation Inc. revenue
consists of consulting  income.  Corporate Capital  recognizes revenue when
services on contracts are provided.

RB Capital & Equities,  Inc. has various  consulting  contracts  outstanding in
which the Company performs a set of various financial services.  RB Capital
recognizes revenue when services on contracts are provided.



                                       28
<PAGE>





NOTE 2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

j.  Line of Credit

The Company has a $50,000 line of credit. The line of credit is an adjustable
rate loan. The loan is open revolving line of credit, and annual interest terms
of prime plus 3.65%. There are no restrictions on the use of this line of
credit. There was an outstanding balance of $1,993 and $4,354 as of December 31,
2004 and 2003, respectively.

k.   Principles of Consolidation

The consolidated financial statements include the accounts of Triad Industries,
Inc., the parent Company, Healthcare Management Resources, a Nevada corporation,
RB Capital & Equities Inc, and Corporate Capital Formation Inc., a Nevada
corporation. All subsidiaries are wholly owned subsidiaries. All significant
intercompany balances and transactions have been eliminated in consolidation.

l.  Income Taxes

The Company accounts for income taxes using the asset and liability method.
Under the asset and liability method, deferred income taxes are recognized for
the tax consequences of "temporary differences" by applying enacted statutory
tax rates applicable to future years to differences between the financial
statement carrying amounts and the tax bases of existing assets and liabilities.
Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management, it is more likely than not that some portion or all of the deferred
tax assets will not be realized.

NEW ACCOUNTING PRONOUNCEMENTS:

In November 2004, the Financial Accounting Standards Board (FASB) issued SFAS
151, Inventory Costs - an amendment of ARB No. 43, Chapter 4. This Statement
amends the guidance in ARB No. 43, Chapter 4, "Inventory Pricing," to clarify
the accounting for abnormal amounts of idle facility expense, freight, handling
costs, and wasted material (spoilage). Paragraph 5 of ARB 43, Chapter 4,
previously stated that "... under some circumstances, items such as idle
facility expense, excessive spoilage, double freight, and rehandling costs may
be so abnormal as to require treatment as current period charges..." This
Statement requires that those items be recognized as current-period charges
regardless of whether they meet the criterion of "so abnormal." In addition,
this Statement requires that allocation of fixed production overheads to the
costs of conversion be based on the normal capacity of the production
facilities. This Statement is effective for inventory costs incurred during
fiscal years beginning after June 15, 2005. Management does not believe the
adoption of this Statement will have any immediate material impact on the
Company.



                                       29
<PAGE>


NOTE 2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

NEW ACCOUNTING PRONOUNCEMENTS:

In December 2004, the FASB issued SFAS No. 152, "Accounting for Real Estate
Time-Sharing Transactions--an amendment of FASB Statements No. 66 and 67" ("SFAS
152) The amendments made by Statement 152 This Statement amends FASB Statement
No. 66, Accounting for Sales of Real Estate, to reference the financial
accounting and reporting guidance for real estate time-sharing transactions that
is provided in AICPA Statement of Position (SOP) 04-2, Accounting No. 67,
Accounting for Costs and Initial Rental Operations of Real Estate Projects, to
state that the guidance for (a) incidental operations and (b) costs incurred to
sell real estate projects does not apply to real estate time-sharing
transactions. The accounting for those operations and costs is subject to the
guidance in SOP 04-2. This Statement is effective for financial statements for
fiscal years beginning after June 15, 2005, with earlier application encouraged.
The Company does not anticipate that the implementation of this standard will
have a material impact on its financial position, results of operations or cash
flows.

On December 16, 2004, the Financial Accounting Standards Board ("FASB")
published Statement of Financial Accounting Standards No. 123 (Revised 2004),
Shared-Based Payment ("SFAS 123R). SFAS 123R requires that compensation cost
related to share-based payment transactions be recognized in the financial
statements. Share-based payment transactions within the scope of SFAS 123R
include stock options, restricted stock plans, performance-based awards, stock
appreciation rights, and employee share purchase plans. The provisions of SFAS
123R are effective as of the first interim period that begins after June 15,
2005. Accordingly, the Company will implement the revised standard in the third
quarter of fiscal year 2005. Currently, the Company accounts for its share-based
payment transactions under the provisions of APB 25, which does not necessarily
require the recognition of compensation cost in the financial statements.
Management is assessing the implications of this revised standard, which may
materially impact the Company's results of operations in the third quarter of
fiscal year 2005 and thereafter.

On December 16, 2004, FASB issued Statement of Financial Accounting Standards
No. 153, Exchanges of Nonmonetary Assets, an amendment of APB Opinion No. 29,
Accounting for Nonmonetary transactions ("SFAS 153"). This statement amends APB
Opinion 29 to eliminate the exception for nonmonetary exchanges of similar
productive assets and replaces it with a general exception of exchanges of
nonmonetary assets that do not have commercial substance. Under SFAS 153, if a
nonmonetary exchange of similar productive assets meets a commercial-substance
criterion and fair value is determinable, the transaction must be accounted for
at fair value resulting in recognition of any gain or loss. SFAS 153 is
effective for nonmonetary transactions in fiscal periods that begin after June
15, 2005. The Company does not anticipate that the implementation of this
standard will have a material impact on its financial position, results of
operations or cash flows.



                                       30
<PAGE>


NOTE 3. PROPERTY & EQUIPMENT

Property is stated at cost. Additions, renovations, and improvements are
capitalized. Maintenance and repairs, which do not extend asset lives, are
expensed as incurred. Depreciation is provided on a straight-line basis over the
estimated useful lives ranging from 27.5 years for commercial rental properties,
5 years for tenant improvements, and 5 - 7 years on furniture and equipment.

                            December 31,   December 31,
                              2004          2003

                     --------------------------------
Equipment
                                        $           $
                                      811         811
Computer
                                   20,438      20,438
Furniture
                                   16,688      16,688
Tenant Improvements                     0
                                                    0
                     --------------------------------
                     --------------------------------
$                                $ 37,937
                                               37,937
Less Accumulated Depreciation      (6,813)     (2,809)
                     --------------------------------
Net Property and Equipment       $ 31,124    $ 35,128
                     ================================

On July 31, 2003 the Company sold their commercial property located at 350 West
9th Avenue Escondido, Ca. 92025. The sales price on the commercial property was
$1,680,000 dollars with the Company netting $835,000 in proceeds.


NOTE 4.  OPERATING LEASE

Corporate  Capital  Formation,  Inc.  operate its facility  under an operating
lease  agreement  with an unrelated party. The Base rent for Corporate Capital
Formation,  Inc. is $375 per month.  Corporate Capital  Formation,  Inc.
is on a month to month basis.  Rent expense for 2004 was $4,480.

Triad Industries neither owns nor leases any real or personal property. The
Company is currently provided office space from an officer without charge. Such
costs are immaterial to the financial statements and accordingly, have not been
reflected therein. The officers and directors of the Company are involved in
other business activities and may, in the future, become involved in other
business opportunities as they become available, such persons may face a
conflict in selecting between the Company and their other business interests.
The Company has not formulated a policy for the resolution of such conflicts.





                                       31
<PAGE>







NOTE 5. BASIC & DILUTED INCOME / (LOSS) PER COMMON SHARE

Basic gain (loss) per common share has been calculated based on the weighted
average number of shares of common stock outstanding during the period. Diluted
gain (loss) per common share has been calculated based on the weighted average
number of shares of common and preferred stock outstanding during the period.
The variance between basic and diluted weighted average is the addition of
preferred stock in the calculation of diluted weighted average per share.

                                                   December 31,   December 31,
                                                        2004         2003


Net income (loss) from operations              $         (184,490)  $(684,860)

Basic income / (loss) per share                $                            $
                                                            (0.32)      (1.29)
                                             ==================================
                                             ==================================

Weighed average number of shares outstanding       576,831           530,567

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

As of December 31, 2004 there have not been any preferred dividends issued that
would reduce earnings available to common shareholders. Due to the Company
having a loss carryforward available to common shareholders the calculation of
diluted earnings per share was omitted due to being antidilutive.


NOTE 6. INCOME TAXES

Income taxes are provided in accordance with Statement of Financial Accounting
Standards No. 109 (SFAS 109), Accounting for Income Taxes. A deferred tax asset
or liability is recorded for all temporary differences between financial and tax
reporting and net operating loss carryfowards. Deferred tax expense (benefit)
results from the net change during the year of deferred tax assets and
liabilities.

At December 31, 2004 the Company has significant operating and capital losses
carryfoward. The tax benefits resulting for the purposes have been estimated as
follows:



                                       32
<PAGE>





NOTE 6. INCOME TAXES (CONTINUED)

December 31, 2004
             --------------------------

Beg. Retained Earnings      $(3,784,751)
Net Income (Loss) for
Year ended 12/31/04            (228,776)
             --------------------------
             --------------------------
Ending Retained Earnings    $(4,013,527)

Gross income tax benefit    $ 1,364,599
Valuation allowance
                             (1,364,599)
             --------------------------
             --------------------------
Net income tax benefit
                        $             -
             ==========================

The net operating loss expires twenty years from the date the loss was incurred.
The retained earning balance includes accumulated comprehensive income (loss).
In accordance with SFAS 109 paragraph 18 the Company has reduced its deferred
tax benefit asset by a valuation allowance due to negative evidence that has
caused the Company to feel it is more likely than not that some portion or all
of the deferred tax asset will not be realized. No portion of the valuation
allowance will be allocated to reduce goodwill or other noncurrent intangible
asset of an acquired entity. There are no temporary differences or carryforward
tax effects that would significantly effect the Companies deferred tax asset.

Utilization of the net operating losses and credit carryforwards may be subject
to a substantial annual limitation due to the "change in ownership" provisions
of the Internal Revenue Code of 1986. The annual limitation may result in the
expiration of net operating losses and credits before utilization. None of the
valuation allowance recognized was allocated to reduce goodwill or other
noncurrent intangible assets of an acquired entity or directly to contributed
capital.


NOTE 7.  ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

                                                   Accumulated other
                     Unrealized gain (loss) on     comprehensive income
                            securities                  (loss)
                      ----------------------------------------
                      ----------------------------------------

Beginning balance           $                        $(653,085)
                                                            (0)
Current-period change                     (44,286)     (44,286)
                      ----------------------------------------
                      ----------------------------------------
Ending Balance              $             (44,286)   $(697,371)
                      ========================================

Accumulated other comprehensive income (loss) has been reported in accordance
with FASB 130 paragraph 26.



                                       33
<PAGE>



NOTE 8.  AVAILABLE FOR SALE SECURITIES

At December 31, 2004, the Company held available for sale securities of the
following companies:

                         Trading  Trading  Number of  Mkt. Price      FMV
                          Symbol  Market    Shares    At Year End   At Year End
                                  ----------------------------------------------
                                  ----------------------------------------------

Atlantic Syndication         asni   otc     11,000       0.02           220
American Steller Energy      amrs   pink   240,000       0.08        19,200
Chimera Tech.                cnoc   otc    100,000       0.11        11,000
Diversified Thermal S.       dvts   otc        920       0.30           276
Nicholas Inv.                nivi   otc    138,383       0.02         2,958
Oasis Infor. Systems, Inc.   ossi   otc    769,817       0.04         7,698
Millenium Plastics           mpco   pink    30,000       0.01             0
Global Energy, Inc.          geng   otc      5,000       0.15           750

--------------------------------------------------------------------------------
================================================================================


The Company is in accordance with SFAS 130 when reporting the unrealized gains
and losses of available for sale securities. All gains and losses are reported
in the statement of comprehensive income (loss) as unrealized gains or (losses).
Available for sale securities are reported at market value as of December 31,
2004 in accordance with SFAS 115.



                                       34
<PAGE>




NOTE 9.  TRADING SECURITIES

At December 31, 2004, the Company held trading securities in the following
companies:

                                          Number of   Value Price      FMV
                                           Shares     At Year End   At Year End
                                             -----------------------------------

American Online                                200           17.99  3,598
Anheuser Busch                                 100           52.68  5,268
Cisco                                          100           24.23  2,423
Citibank                                       100           48.54  4,854
Coca Cola                                      100           21.87  2,187
Corinthian                                     100           55.51  5,551
Cypress                                        200           21.36  4,272
Dell                                           100           33.98  3,398
Dow Chemical                                   100           41.57  4,157
Ebay                                           100           64.61  6,461
Flowserve                                      100           20.88  2,088
General Electric                               100           30.98  3,098
General Electric                               100           26.12  2,612
Harley Davidson                                100           47.53  4,753
Home Depot                                     100           35.49  3,549
IGN                                            100           27.61  2,761
Intel Corp.                                    200           32.05  6,410
ISHARES                                        300            9.64  2,892
Lowes                                          100           55.39  5,539
Michaels                                       100           44.20  4,420
Microsoft                                      100           27.37  2,737
Newmont                                        100           48.61  4,861
Nike                                           100           68.46  6,846
Nokia                                          100           17.00  1,700
Pepsi                                          100           46.62  4,662
Pfizer                                         100           35.33  3,533
Proctor & Gamble                               100           99.88  9,988
US Bank                                        100           29.78  2,978
Viasat                                         100           19.14  1,914
Walmart                                        100           53.05  5,305
Wells Fargo                                    100           58.89  5,889
Yahoo                                          100           45.03  4,503
  ------------------------------------------------------------------------------
Total                                                          $  121,768
  ==============================================================================

In accordance with SFAS 115 the Company records unrealized gains and losses for
trading securities in the statement of operations. Also, in accordance with SFAS
115 the Company's trading securities are reported at market value as of December
31, 2004.


                                       35
<PAGE>




NOTE 10.  INVESTMENTS IN OTHER COMPANIES

At December 31, 2004, the Company held investments in the following companies:

                                        Number of      Value Price     FMV
                                         Shares        At Year End  At Year End
                                      ------------------------------------------

Advanced Interactive Inc.                  5,125             0.97    4,979
American Eagle Financial                  55,000             0.10    5,500
Atlantic & Pacific Guarantee           1,000,000             0.01   18,000
Blue Gold                                125,000             0.01      125
Carrara                                  325,000             0.00      371
Escondido Capital                        629,810             0.06   41,041
International Sports Marketing, Inc.     100,000             0.01    1,000
Love Calendar (Nevada)                   100,000             0.01    1,000
Love Calendar (Utah)                      25,000             1.00   25,000
Love Concepts                            100,000             0.01    1,000
Noble Onie                                25,000             0.10    2,500
Quantum Companies                        110,000             0.01    2,621
Resume Junction                           20,000             0.10    2,000
Spa International                        245,146             0.00        0
Sterling Electronic Commerce             300,000             0.05   15,000
The Shops Network                          5,000             0.10      500
Thunder Mountain                         100,000             0.01    1,000
Trans Pacific Group                      100,000             0.01    1,000

                                    --------------------------------------------
Total                                                            $  120,365
                                    ============================================

The Company owns less than 5% in each of these companies with the exception of
Quantum Companies. Quantum Companies is recorded on the equity method. The
Company records unrealized gains or losses of Quantum securities in their
statement of operations. The companies are nonmarketable equities and are
recorded at cost. The Company records unrealized holding gains and loss (with
the exception of Quantum) in accordance with paragraph 26 of SFAS 130.





                                       36
<PAGE>







NOTE 11.  ACQUISITIONS

All stock transactions have been retroactively restated to reflect a one for
twenty reverse stock split.

On May 27, 2001, Triad Industries, Inc. acquired the assets subject to the
liabilities of Corporate Capital Formation, Inc. The acquisition was recorded as
a purchase in accordance with Accounting Principles Board Opinions No. 16 (APB
No. 16). Corporate Capital Formation, Inc. operates in the corporate business
consulting as well as business formation. There were no significant assets or
liabilities acquired from Corporate Capital Formation, Inc. Triad Industries,
Inc. will acquired 100% of the equity interest of from Corporate Capital
Formation, Inc. in return for voting common stock, and that from Corporate
Capital Formation, Inc. will become a wholly owned subsidiary of Triad
Industries, Inc. As per agreement Triad Industries, issued 45,000 shares of
common stock on June 6, 2001 for the purchase of Corporate Capital Formation,
Inc. All shares issued for the acquisition of Corporate Capital Formation, Inc.
was valued at market price.

The operating results of the acquired entities are included in the Company's
consolidated financial statements from the date of acquisition.


NOTE 12.  STOCK TRANSACTIONS

Transactions, other than employees' stock issuance, are in accordance with
paragraph 8 of SFAS 123. Thus issuances shall be accounted for based on the fair
value of the consideration received. Transactions with employees' stock issuance
are in accordance with paragraphs (16-44) of SFAS 123. These issuances shall be
accounted for based on the fair value of the consideration received or the fair
value of the equity instruments issued, or whichever is more readily
determinable.

On January 15, 2001 the Company issued 2,500 shares of common stock for
consulting fees valued at $3.40 per share.

On January 18, 2001 the Company issued 7,238 shares of common stock for
management fees valued at $4.19 per share.

On February 21, 2001 the Company issued 1,255 shares of common stock to its
president for services rendered valued at $2.98 per share.

On March 1, 2001 the Company issued 35,000 shares of common stock under the
employee stock option plan valued at $ 3.40 per share.

On June 6, 2001 the Company issued 45,000 shares of common stock for the
purchase of Corporate Capital Formation Inc. valued at $2.13 per share.


                                       37
<PAGE>


NOTE 12.  STOCK TRANSACTIONS (CONTINUED)

On June 22, 2001 the Company issued 18,000 shares of common stock to Directors
for services rendered valued at $0.60 per share.

On October 1, 2001 the Company rescinded the March 1, 2001 issuance of 35,000
shares of common stock.

On January 1, 2002 the Company cancelled the stock issuance of 73,165 shares of
common stock issued in the purchase of Northwest Medical Clinic, Inc.

On October 15, 2002 the Company converted 35,000 of its preferred stock to
70,000 shares of common stock.

On January 24, 2003 the Company issued 27,500 shares of common stock for
services valued at $0.20 a share.

On January 26, 2004 the Company issued 45,835 shares of common stock for
services valued at $0.12 a share.

As of December 31, 2004 the Company had 578,135 shares of common stock issued
and outstanding.


NOTE 13.  STOCKHOLDERS' EQUITY

The stockholders' equity section of the Company contains the following classes
of capital stock as of December 31, 2004.

(A)  Preferred stock, nonvoting, $ 1.00 par value; 10,000,000 shares authorized;
     7,500 shares issued and outstanding.

(B)      Common stock, $ 0.001 par value; 50,000,000 shares authorized; 578,135
shares issued and outstanding.

The holders of preferred stock are entitled to receive dividends calculated
using an "Available Cash Flow" formula as prescribed by the Certificate of
Designation of Preferred Stock. There have not been any dividends declared as of
December 31, 2004.

The preferred stock is (1) non-voting; (2) convertible at the second anniversary
from issuance on a two for on (2:1) basis to common stock; (3) has a preference
over common stock to be paid $1.00 per share as a preferential liquidation.





NOTE 14.  ISSUANCE OF SHARES FOR SERVICES - STOCK OPTIONS

The company has a nonqualified stock option plan, which provides for the
granting of options to key employees, consultants, and nonemployee's directors
of the Company. These issuances shall be accounted for based on the fair value
of the consideration received or the fair value of the equity instruments
issued, or whichever is more readily determinable. The Company has elected to
account for the stock option plan in accordance with paragraph 30 of SFAS 123
were the compensation to employees should be recognized over the period(s) in
which the related employee services are rendered. In accordance with paragraph
19 of SFAS 123 the fair value of a stock option granted is estimated using an
option-pricing model.

As of December 31, 2004 there were no stock options issued or outstanding.


NOTE 15.  RESTATED FINANCIAL STATEMENTS

The Company's financial statements have been restated to address comments issued
by United States Securities and Exchange Commission on September 29, 2005.










                                     38
<PAGE>



Item 8.  Changes and Disagreements with Accountants on Accounting and Financial
 Disclosure

         None

Item 8a. Controls and Procedures

         As of December 31, 2004, the Company carried out an evaluation under
the supervision of the Company's President and Chief Financial Officer of the
effectiveness of the design and operation of the Company's disclosure controls
 and procedures pursuant to the Securities Exchange Act Rules 13a-15(e) and
15d-15(e).  Based on this evaluation, the Company's President and Chief
Financial Officer concluded that the Company's disclosure controls and were
effective at such time.  However, prior to the date of the filing of this Form
10-KSB/A and as a result of the Company's decision to amend this filing as
described under the "Explanatory Note" in this Form 10-KSB/A above, the Company
completed a second evaluation under the supervision of the Company's President
and Chief Financial Officer of the effectiveness of the design and operation of
the Company's disclosure controls and procedures as of December 31,
2004.  In connection with this second evaluation and based upon the Company's
decision to amend this filing for the fiscal year ended December 31, 2004, the
Company's President and Chief Financial Officer concluded that the Company's
disclosure controls and procedures were not effective as of December 31, 2004.
In the design and evaluation of our disclosure controls and procedures,
management has recognized that risks of misstatements due to error, failures
in compliance, or changes in conditions are inherent in any cost-effective
control system. Thus, management can provide only reasonable assurance that its
controls and procedures will achieve their stated goals under all potential
future conditions.

The Company determined during the evaluation that a more thorough review of the
Company's financial statements and periodic filings needs to occur before these
items are filed with the SEC. The more thorough review process will be
effective for the first filing after February 15, 2006.

During the quarter ended December 31, 2004, there was no change in the
Company's internal controls over financial reporting that has materially
affected, or that is reasonably likely to materially affect, the Company's
internal control over financial reporting.



                                                               Part III

Item 9.  Directors, Executive Officers, Control Persons

     The following table sets forth information, to the best of the Companies
knowledge as of December 31, 2004, with respect to each director, officers,
management as a group and principal shareholders of the Issuer who are
shareholders of record or own beneficially, 5% or more of any class of the
corporation's common stock. As of December 31, 2004, there were 578,135 shares
outstanding.

                                      39
<PAGE>

                                             Title of     Amount
Name                             Position      Class     of Shares    Percentage
Linda Bryson,                    President /   Common     62,252(D)        11%
9980 Scripps Vista Way           Director                 44,433 (I)**     7.5%
# 96
San Diego, CA 92131

Michael Kelleher                 Secretary     Common     55,272(D)       9.5%
122 E. Grand Ave                 Director
Escondido, CA 92025

Roger Coleman Jr.*               Director      Common      6,667(D)         1%
2175 Zion Park Blvd                                       22,500 (I)        4%
Springdale, UT 84747

Management as a Group Directly                             124,191         21.5%
                                             Indirectly     66,933         11.5%


Others owning more than 5%

Escondido Capital, Inc**                     Common         28,903           5%
PO Box 506748
San Diego, CA 92150


     The above percentages are based on 578,135 shares of common stock
outstanding on December 31, 2004.

     *Mr. Coleman is the President of Coleman Capital that owns 22,500 shares of
common stock of Triad Industries, Inc.

      ** Ms. Bryson is an officer and director of Escondido Capital, Inc. which
holds 28,903 shares or 5% of Triad Industries, Inc. common stock.

     All directors hold office until the next annual meeting of stockholders or
until their successors have been duly elected and qualified. Directors will be
elected at the annual meetings to serve for one-year terms. There are no
agreements with respect to the election of directors. Each executive officer is
appointed by and serves at the discretion of the Board of Directors. It should
be noted that the Company has not held an annual meeting in the last year.

     None of the officers and/or directors of Triad Industries, Inc are officers
or directors of any other publicly traded corporation, nor have any of the
affiliates or promoters of Triad Industries Inc. filed any bankruptcy petition,
been convicted in or been the subject

                                       40
<PAGE>

of any pending criminal proceedings, or the subject or any order, judgment, or
decree involving the violation of any state or federal securities laws within
the past five years.

     The directors will provide their time to Triad Industries affairs on an as
needed basis, the exact amount of which is undetermined at this time.

     The business experience of each of the persons listed above during the past
five years is as follows:

         Linda M. Bryson, 46, President / Director

Since 2002, Ms. Bryson, has been the President of Triad Industries, Inc. From
1996 to 2002, Ms. Bryson was the President of RB Capital & Equities, Inc., a
corporation  in the  financial  services  field,  which  is  owned
by  Triad Industries,  Inc.  Currently, she is now the Vice President
of RB Capital & Equities, Inc. She has served on the board of Spa International,
 Inc. and is currently the President of Escondido Capital Inc.

         Michael W. Kelleher, 30, Treasurer/ CFO/ Director

Mr. Kelleher received his B.S. degree in accounting from San Diego State
University. He is currently the President of RB Capital & Equities, a
corporation in the financial services field, which is owned by Triad Industries,
Inc.

         Roger Coleman Jr., 52, Director

Mr. Coleman has spent the last twenty - five years in the construction business,
framing, finishing and remodeling. He also built, opened and sold three
restaurants in the Salt Lake City area of Utah. Mr. Coleman established two Bed
and Breakfast Inns in Springdale, Utah and currently resides in Springdale, Utah
with his wife. Mr. Coleman holds a B.A. from the University of Utah and a M.B.A.
from the University of Phoenix.

Compliance with 16(a) of the Exchange Act

     The Securities Exchange Act of 1934 requires all executive officers and
directors to report any changes in the ownership of common stock of the Company
to the Securities & Exchange Commission and the Company. Management revising and
representations indicate by date filing of holdings as of December 31, 2003 in
compliance to 16(a). The officers and directors of the Company filed these
reports in March of 2005, in compliance with 16(a) of the exchange act.

Item 10.  Executive Compensation

     The following table shows the amount of all compensation earned or services
in all capacities to the Company for the last two fiscal years for the executive
officers as of December 31, 2004.


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                                                   Restricted
                                                      Stock
Name                      Year   Salary     Bonus    Awards


Linda Bryson, President    2004   54,000    1,000    2,500*
Director                   2003   54,000   41,000    2,500

Michael Kelleher, Treas.   2004   59,469    1,000    2,500*
Director                   2003   55,920   31,000    2,500


Roger Coleman Jr.**        2004        -        -      500*
Director                   2003        -        -      500


     *Directors received $500 for the year ended December 31, 2004. The amount
was accrued on the Company's books at year - end and subsequently was retired
via a common stock issuance of 3,125 shares of common stock at $.16 to each
director.

     *Officers received $2000 for the year ended December 31, 2004. The amount
was accrued on the Company's books at year - end and subsequently was retired
via a common stock issuance of 12,500 shares of common stock at $.16 to each
officer.

Item 11.  Security Ownership of Beneficial Owners and Management

     The following table sets forth, as of December 31, 2004*, based upon our
records and information obtained from the persons named below, certain
information concerning beneficial ownership of our shares of Common Stock with
respect to (I) each person known to own or more than 5% of our understanding
shares of Common Stock, (II) each of our executive officers and directors, and
(III) all of our executive officers and directors as a group:

                                               Amount  Approximate
                             And Nature      Percentage
                             Of Beneficial    of Common
Identity                      Ownership      Stock Owned
Escondido Capital, Inc.**         28,903      5%(I)
Linda Bryson*/**                 106,685     18.5%(II)
Michael Kelleher *                55,272      9.5%(II)


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Roger Coleman Jr.*                29,167      5%(II)

Management as a Group Directly   124,191     21.5%(III)
                 Indirectly       66,933     11.5%(III)

    *the above table does not include the stock that was issued in 2005 for
    officer and director fees that were accrued on the Company's books as of
    December 31,2004.

    ** Ms. Bryson is an officer and director of Escondido Capital, Inc.

Item 12.  Certain Relationships and Related Transactions


     On, January 24, 2003, the company issued 27,500 shares of common stock at
$.20 per share to retire the accrued directors and officers fees for the year
ended December 31, 2002.

On January 26, 2004, the Company issued 45,835 shares of common stock to its
officers and directors for services that were accrued on the Company's financial
statements as of December 31, 2002. Each of the three directors received 4,167
shares of common stock at $.12 per share or directors fees of $500. Each of the
two officers received 16,667 common shares at $.12 per share or officers fees of
$2000. Total consideration was $5,500.

The above issuances of common stock was issued under section 4(2) of the 1933
Securities Act and bears a restrictive legend.

     Triad Industries, Inc. pays a management fee to RB Capital & Equities in
 the amount of $15,000 per month.

Item 13.  Exhibits and Reports on 8-K
23.1             Consent Letter
31.1             Certification
31.2             Certification
99.1             Section 906 Certification of Linda Bryson
99.2             Section 906 Certification of Michael Kelleher

                           List of documents filed as part of this report:
                           (a) Exhibits

June 30, 2003 10QSBA filed by reference on 3/2/2004

December  31, 2003 10KSBA filed by reference on 4/6/2004

March 31, 2004 10QSB filed reference on 5/14/2004

June 30, 2004 10QSB filed by reference on 8/13/2004

September 30, 2004 10QSB filed by refernce on 11/15/2004


ITEM 14.  Principal Accountant Fees and Services

Audit Fees.

     The aggregate fees billed for each of the last two fiscal years for
professional services rendered by Armand C. Ibarra, CPA for the audit of the
 Registrant's annual financial statements, and review of financial statements
included in the company's SEC filings is as follows: 2003: $5,275; and 2002:
 $9,782.

Audit-Related Fees.

     The aggregate fees billed in each of the last two fiscal years for
assurance and related services by Armando C. Ibarra, CPA, that are reasonably
related to the performance of the audit or review of the Registrant's financial
statements and are not reported under Audit Fees above: $0.

Tax Fees.

     The aggregate fees billed in each of the last two fiscal years for
professional services rendered by Armando C. Ibarra, CPA, for tax compliance,
tax advice, and tax planning is as follows: 2004 $1,500 and 2003: $1,500.

All Other Fees.

     The aggregate fees billed in each of the last two fiscal years for products
and services provided by Armando C. Ibarra, CPA, other than the services
reported above: $0.





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                                                                Part IV

                                                              Signatures

     Pursuant to the Requirements of Section 13 or 15(d) of the Securities Act
of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorize.

                                                     TRIAD INDUSTRIES, INC.

                                                     By:/s/ Linda Bryson
                                                         Linda Bryson, President


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



Signature                            Title                        Date


by: /S/ Linda Bryson                 President                   3/30/2005
    Linda Bryson


by: /S/ Michael Kelleher             Sec. / Treas. / CFO         3/30/2005
    Michael W. Kelleher








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