UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   Form 10-KSB


(Mark One)

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

                   For the fiscal year ended December 31, 2005

[ ]   TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
      ACT OF 1934

               For the transition period from ________ to ________

                        Commission file number 001-32528

                      SITEWORKS BUILDING & DEVELOPMENT CO.
                 (Name of small business issuer in its charter)

<TABLE>
<CAPTION>
<S>                                                                    <C>
                          Florida                                                   58-2590047
     (State or other jurisdiction of incorporation or                  (I.R.S. Employer Identification No.)
                       organization)
</TABLE>

                  6464 NW 5th Way, Ft Lauderdale Florida 33309
               (Address of principal executive offices) (Zip Code)

Issuer's telephone number (954) 489-2961 fax 954 489 2962


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

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

                     Common Stock, $.001 par value per share
                     ---------------------------------------
                                (Title of class)

      Check  whether  the issuer is not  required  to file  reports  pursuant to
Section 13 or 15(d) of the Exchange Act. [ ]

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

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

<PAGE>

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

      The  issuer's  revenues  for the fiscal year ended  December 31, 2005 were
$130,000.00.

      As of _January 30,_, 2006,  [WITHIN 60 DAYS OF MARCH 30, 2005, THE DATE OF
FILING FORM  10-KSB] the  aggregate  market  value of the voting and  non-voting
common  equity  held  by   non-affiliates   of  the  issuer  was   approximately
[$5,128,000.00].

      As of _March 29_, 2006,  [THE LATEST  PRACTICABLE  DATE PRIOR TO MARCH 30,
2006] the number of shares  outstanding of the issuer's common stock,  $.001 par
value per share, was [207,295,706].

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

<PAGE>



                                EXPLANATORY NOTE

      In this filing of its annual  report for the period  ending Dec 31,  2005,
SiteWorks  Building &  Development  Co. will make changes ,  including,  but not
limited  to,  changes to the  financial  statements  for the  fiscal  year ended
December 31,  2004,  and to make certain  changes  correcting  the format of the
cover page of the Form 10-KSB.  The company will also add exgibits including but
not  limited  to  copies  of  construction   agreements,   business  development
contracts, listing of any subsidiaries.



<PAGE>


                                TABLE OF CONTENTS

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                                                                                                               Page

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

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

   ITEM 2.        DESCRIPTION OF PROPERTY........................................................................13

   ITEM 3.        LEGAL PROCEEDINGS..............................................................................14

   ITEM 4.        SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS............................................14

PART II..........................................................................................................15

   ITEM 5.        MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND SMALL
                  BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES.................................................15

   ITEM 6.        MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION......................................16

   ITEM 7.        FINANCIAL STATEMENTS...........................................................................18

   ITEM 8.        CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE...........13

   ITEM 8A.       CONTROLS AND PROCEDURES........................................................................13

   ITEM 8B.       OTHER INFORMATION..............................................................................14

PART III.........................................................................................................15

   ITEM 9.        DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE WITH
                  SECTION 16(a) OF THE EXCHANGE ACT..............................................................15

   ITEM 10.       EXECUTIVE COMPENSATION.........................................................................16

   ITEM 11.       SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
                  STOCKHOLDER MATTERS............................................................................19

   ITEM 12.       CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.................................................20

   ITEM 13.       EXHIBITS.......................................................................................20

   ITEM 14.       PRINCIPAL ACCOUNTANT FEES AND SERVICES.........................................................21

SIGNATURES.......................................................................................................23

EXHIBIT INDEX....................................................................................................24
</TABLE>

                                       i

<PAGE>

                                     PART I

ITEM 1. DESCRIPTION OF BUSINESS

Forward-Looking Statements

      Statements  contained  in this  annual  report on Form  10-KSB  (the "Form
10-KSB")  that are not  purely  historical  are  forward-looking  statements  of
SiteWorks  Building &  Development  Co.  (the  "Company")  within the meaning of
Section 27A of the  Securities Act of 1933, as amended (the  "Securities  Act"),
and  Section  21E of the  Securities  Exchange  Act of  1934,  as  amended  (the
"Exchange Act").  Examples of forward-looking  statements  include,  but are not
limited to:

      o     projects  of  revenues,  capital  expenditures,  growth,  prospects,
            dividends, capital structure and other financial matters;

      o     statements  of  strategic  plans  and  objectives  of the  Company's
            management or board of directors;

      o     statements regarding the Company's future economic performance;

      o     statements of assumptions underlying other statements and statements
            about the Company and its business relating to the future; and

      o     any statements  using such words as  "anticipate,"  expect,"  "may,"
            "project," "intend" or similar expressions.

      These  forward-looking  statements  are  based  on the  Company's  current
expectations  and beliefs  concerning  future  developments  and their potential
effects on the  Company.  There can be no  assurance  that  future  developments
affecting  the  Company  will be  those  that  the  Company  anticipates.  These
forward-looking  statements  involve a number of risks,  uncertainties  (some of
which are beyond the Company's control) or other assumptions that may affect the
Company's  ability to  achieve  its  anticipated  results  and may cause  actual
results or  performance  to be  materially  different  from those  expressed  or
implied  by such  forward-looking  statements.  These  risks  and  uncertainties
include,  but are not limited to, the validity of the Company's issued shares of
stock; the Company's ability to continue as a going concern; the availability of
financing  on terms  acceptable  to the  Company;  the  management's  ability to
implement  the  Company's  business  and growth  strategy;  the  validity of the
underlying  assumptions  and  estimates  of  projected  costs and  revenues on a
contract;  and the  management's  ability to  maintain  an  effective  system of
internal   control  over  financial   reporting  and  disclosure   controls  and
procedures.  For additional  information  regarding risks and  uncertainties  to
which the  Company is  subject,  see "Risk  Factors"  included in Part I, Item I
"Description  of  Business"  of this Form  10-KSB.  The  Company  files  annual,
quarterly and current  reports and other  information  with the  Securities  and
Exchange  Commission  (the  "SEC").  The Company  undertakes  no  obligation  to
publicly update or revise any  forward-looking  statements included in this Form
10-KSB, whether as a result of new information, future events or otherwise.

      Given the nature of the stock  issued by the  Company,  the Company may be
unable to rely on the safe harbor created by Section 21E of the Exchange Act.

General

      SiteWorks   Building  &  Development  Co.,  a  Florida   corporation  (the
"Company"),  was  incorporated on August 8, 2001The Company started its business
operations  in  September  of 2002  and  did  not  have  significant  assets  or
liabilities until those reflected in the annual report for the period ending Dec
31, 2004.


<PAGE>

      The Company merged with RealTimeCars, Inc., a Nevada corporation ("RTCI"),
on March 27, 2002. At the time of the merger,  SiteWorks was a Florida privately
held  company  and RTCI was a "pink  sheet"  listed  company  with no  assets or
liabilities,  and the value of each  party to the merger was deemed to be equal.
As a result of the  merger,  each share of RTCI's  stock was  exchanged  for one
share of the Company's  common stock ("Common  Stock").  Siteworks  Building and
Development.  The Florida company  originally  incorporated  with 7500 shares of
which the only issued  shrares were 100 shares were issued to Carl Nurse amended
its authorized  shares to 20,000,000  shares of common to accommodate the merger
with RTCI , a Nevada  Corporation at the time.In addition  Siteworks amended its
share  structure  to allow for the  issuance  of  preffered  stock and  passed a
corporate  resolution  wherein Carl Nurse and /or his  nominiees  were to be 51%
shareholders  in Siteworks  Building and  Development  Co.This was done prior to
Siteworks  Florida  becoming  public via the merger with RTCi and this condition
survived the merger.It was contemplated  that by having the company certified as
a minority held company,  the company would be able to capitalize on contracting
opportunities  only  afforded to minority  companies  at the State  ,Federal and
Local levels.

      The  ownership  of RTCI prior to the merger was the subject of  litigation
between Mr. Nurse and RTCI related to the merger and exchange  agreement,  dated
November 21, 2000,  between Automated  Management  Resources Ltd., which changed
its name to RTCI on December 12, 2000,  and  RealTimeCars.Com,  Inc., a Delaware
corporation.  The  terms  of the  merger  were  negotiated  by Mr.  Nurse as the
President and director of the Company, as indicated in the Company's Articles of
Incorporation,  and _Robert  Kelly as  president_of  RTCI  Delaware..  Mr. Nurse
prevailed in the litigation and assumed control of RTCI in September of 2002.

      In October 25 of 2002 , RTCI  reversed it stock by 200 to one. At the time
RTCI had an  estimated  12,454,  459 common  shares  issued and 500,000  class A
shares  outstanding.  After the  reverse the amount of shares  outstanding  were
reduced to 62, 272 approximately .

      In November of 2002, new shares of Siteworks  Florida stock were issued to
shareholders of the  predecessor  corporation to RTCI,  Automated  Management in
amounts  consistant  with the  original  holdings  and in amounts to satisfy the
condition  that the company be 51 % minority  held.  Consequently  as of Dec 31,
2002,  Carl Nurse and or his nominees  owned  approximately  5,960,000  out of a
total  of 12,  311,000  issued.  (3,980,000  of the  total  issuance  had a stop
transfer  applied  or  were  cancelled  leaving  a  voting  shareholder  base of
8,331,525.00  )shares of all  issues  shares of the  merged  company,  Siteworks
Building  and  Development,  Co.  These  shares  were  all  issued  under  Reg D
exemption. (see attached shecdule of issuances for 2002)

      The Company and Cork Acquisition Corp., a Delaware  corporation  ("Cork"),
entered  into the Stock  Exchange  Agreement  dated as of  September  12,  2003,
pursuant to which the Company was obligated to issue 1,675,000  shares of Common
Stock in exchange for 500,000 shares of Cork common stock, which constituted all
of the issued and  outstanding  shares of Cork common stock.  On March 19, 2004,
Cork  merged  with the  Company  Pursuant  to the Plan of Merger  filed with the
Florida  Secretary of State,  shareholders of Cork received  2,000,000 shares of
Common Stock in exchange for all issued and outstanding shares of Cork. Prior to
the merger, the Company and Cork also entered into a verbal agreement, according
to which Cork was entitled to receive 10% of the  outstanding  Common Stock as a
result of the merger with full anti-dilution  protection through September 2005.
Pursuant to the anti-dilution  protections  stipulated in that verbal agreement,
the  Company  issued  additional  8,000,000  shares  of  Common  Stock  to  Cork
stockholders on September of 2004_. At the time of the merger, Cork was a public
shell company with no assets or  liabilities , and the Company  entered into the
merger in order to succeed to Cork's  reporting  obligations  under the Exchange
Act. At the time SiteWorks had no significant  assets , liabilities or operatons
.. The terms of the merger were  negotiated  by Mr.  Nurse as the  President  and
director  of  the  Company,   as  indicated   in  the   Company's   Articles  of
Incorporation,  and Mr.  Cacciamatta,  Chairman and Chief  Executive  Officer of
Cork.

                                       2
<PAGE>

      On March 29, 2005, the Company  changed its name from  SiteWorks,  Inc. to
SiteWorks Building & Development Co.

      The  Company  was formed to engage in real  estate  development  and offer
general  contracting,   preconstruction  planning  and  construction  management
services.  to  residential  and  commercial  customers in South  Florida.  Since
inception,  the  Company  has  expanded  its  market  area  to  include  certain
subcontracted  projects  and  projects  beyond its domestic  market  area,.  The
Company is  currently  managing  projects  in West Palm Beach,  central  Florida
Miami,  as well as in the  intial  stages of  developing  projects  in  overseas
markets  including  Thailand.  The  Company  also  intends  to  be  involved  in
infrastructure work, including  installation of electric and gas utilities.  The
Company has an operating competence in the installation of underground utilities
and has a trenching  machine and other  equipment  which enables it to carry out
trenching projects.

General Contracting Services

      The Company's  approach to  professional  general  contracting is based on
tradition  and uses  all the  skill  sets  and  modern  tools  available  to the
construction  professional.  The Company  uses  scheduling  software,  automated
estimating, integrated construction management tools to plan, manage and operate
its  construction  projects.  The  Company  provides  hard bid  numbers  from an
extensive, qualified subcontractor database.

      The Company intends to provide its customers with the following:

      o     a listing of possible value engineering ideas with each hard bid;

      o     staging and sequencing plans;

      o     project specific safety plan; and

      o     resource loaded scheduling,  which indicates the cash flow, manpower
            and equipment for the project at any given point.

Preconstruction Planning Services

      As  part  of  its   preconstruction   services,   the  Company   offers  a
preconstruction package that includes:

      o     establishment of a realistic budget;

      o     design and permitting assistance;

      o     value engineering alternatives;

      o     weekly meetings with all parties;

      o     schedules for both preconstruction and construction stages;

      o     subcontractor pricing;

      o     recommendations regarding the purchase of long lead items; and

      o     calculation of a guaranteed maximum price.


                                       3

<PAGE>

      The Company did not provide any  preconstruction  planning services during
the fiscal years ended December 31, 2002, 2003 and 2004, respectively.

Construction Management Services

      The  Company  offers  construction   management  services  throughout  the
building cycle and such services include, but are not limited to:

      o     assistance in all phases of permit processing;

      o     preparation of all subcontractors' and/or suppliers' purchase orders
            required in connection with the work;

      o     scheduling,   coordination   and   supervision   of   the   physical
            construction;

      o     establishment of a realistic budget;

      o     monitoring of compliance with assigned responsibilities;

      o     preparation and submission of all necessary documentation;

      o     preparation and maintenance of the project schedule; and

      o     training of the owner in mechanical and other systems operation.

      With respect to providing  construction  management services,  the Company
strives to ensure  that all  parties'  roles and  responsibilities  are  clearly
defined and that all parties are focused on completing the project. Depending on
the  customer's  needs,  some of the  preconstruction  planning  services  to be
offered by the Company may overlap with the  Company's  construction  management
services.

      The Company did not provide any  construction  management  services during
the fiscal years ended December 31, 2002, 2003 and 2004, respectively.

Strategic Plan

      The Company intends to pursue a strategy of:

      o     bidding  on  contracts  to act as a general  contractor  or  project
            manager on construction projects;

      o     performing general construction services as a general contractor on
            third party contracts

      o     securing  long-term  contractual  relationships  via partnering with
            major institutions and governmental agencies on all levels;

      and

      o     becoming  an  efficient   producer  of  high  quality   construction
            services.

Construction Projects

      Generally,  the Company submits bids through the "competitive bid" method,
in which  the price is the  major  determining  factor,  or  through  submitting
proposals to potential  customers  and the  contracts  are awarded  based on the
combination  of  technical  capability  and  competitive  price.  If the Company
submits  the  winning  bid or  proposal,  the  Company  will then  enter  into a
definitive agreement regarding the construction project which was the subject of
the bid or the proposal, as applicable.

                                       4

<PAGE>

      The  Company bid on several  projects  but it was not the  successful  low
bidder. During the fiscal year ended December 31, 2005, the Company was involved
a few minor and some medium sized construction projects

      On January 20, 2004, the Company and Vertical Associates,  Inc. executed a
letter of  intent to form a joint  venture  to  engage in the  construction  and
marketing of 10 houses located at Norwich,  Connecticut.  However, no definitive
agreement was entered into with respect to this project and the construction was
not commenced.

Acquisitions

      On July 31, 2003, the Company  purchased an undeveloped  parcel of land in
Jupiter,   Florida(the  "Jupiter  Lot")  for  $105,000  with  the  intention  of
developing a housing model on the property.

      On July 24, 2003, the Company entered into the Construction  Bridge Loan &
Note (with Balloon  Payment) with Phillip  Baretti , an individual  investor not
affiliated  with the company.  The  principal  amount of the note was  $150,000,
payable over 12 months at the annual  interest  rate of 12%. The Jupiter Lot and
150,000   shares  of  Common  Stock  served  as  collateral  for  the  Company's
obligations under the Note. The loan could be prepaid without penalty

      On March 22, 2004, in consideration  for $10.00,  Mr. Baretti released all
of his right, title and interest in the Jupiter Lot to the Company.

      On May 14,  2004,  the  Company  executed an  adjustable  rate note in the
principal amount of $65,000 payable to Sound Mortgage Corporation. Starting from
July 1, 2004, the Company was obligated to pay initial  monthly  payments in the
amount of $698.10. The maturity date of the note was June 1, 2019. The note bore
an interest  rate of 9.99% per year until June 1, 2005, on which date and on the
first day of each month thereafter,  the interest could be adjusted based on the
index by adding  4.5% to the current  index.  Under the note,  the term  "index"
means the highest Prime Rate  published in the "Money Rates" section of the Wall
Street  Journal each business  day, and the term "current  index" means the most
recent index figure available as of the day before the first date of each month.
The  interest  rate on the note could  never be  greater  than 18% and less than
9.99%.  The Company could prepay the note subject to the  prepayment  penalty of
5%,  as  computed  on the  amount of the  partial  prepayment  or on the  unpaid
principal  balance and accrued  interest due at the time of the full prepayment,
during  the first  three  years of the loan  term.  The loan was  secured by the
mortgage deed with respect to the Jupiter Lot.

      Due to the  significant  appreciation  in the  value of the  property,  on
September  28, 2004,  the Company and Mr. Nurse sold this property for $220,000.
The Company paid  $27,998.20 to Sound  Mortgage  Corporation  and  $69,256.14 to
Smart  Mortgage  Corporation  to pay off the  mortgage[s]  with  respect  to the
Jupiter Lot.

Competition

      The  construction  industry is highly  competitive,  and  numerous  large,
well-financed  companies with established brand names and significantly  greater
capabilities and resources  provide similar services in the markets in which the
Company  operates.  The Company competes with a variety of national and regional
contractors,  including,  but not  limited  to,  Centex  Corporation  and Lennar
Corporation  on a national  scale and locally with Scott  Robbins  Construction,
Inc. and The Related Group of Florida.  The Company  expects  competition  to be
intense  for  available   opportunities.   The  Company   believes  that  price,
responsiveness  and  customer  relationships  are key  factors in the  Company's
competition with larger companies providing general contracting, preconstruction
planning and construction management services.

                                       5
<PAGE>

Regulation

      The Company must comply with federal, state and local laws and regulations
relating to, among other things,  zoning,  construction permits or entitlements,
construction material  requirements,  density requirements,  building design and
property elevation,  building codes and handling of waste.  [CONFIRM] These laws
and regulations  are subject to frequent change and often increase  construction
costs.  The  Company is also  subject to a variety of local,  state and  federal
statutes,  ordinances, rules and regulations concerning the protection of health
and the environment.  [CONFIRM] These  environmental  laws include such areas as
storm  water and  surface  water  management,  soil,  groundwater  and  wetlands
protection,  subsurface  conditions and air quality  protection and enhancement.
Environmental  laws and existing  conditions  may result in delays and may cause
the Company to incur substantial  compliance and other costs and may prohibit or
severely restrict homebuilding activity in environmentally  sensitive regions or
areas.

Employees

      As of December 31, 2005, the Company had four employees,  Carl Nurse,  the
Company's  President,  Chief Executive Officer and Chief Financial Officer,  and
Lisa Konrath,  Commerical Manager , Katherine Arroyave, an accountant John Tawse
, Project  Manager and an accountant.  To deliver the  construction  projects on
hand , management  subcontracts  some of the projects in their  entirety.and  on
others hires field personnel as is required.

Recent Developments

      In March 2005,  the Company  entered into a strategic  alliance  agreement
with Ubuy Development Corporation.  Because the strategic alliance agreement has
not  resulted  in any  construction  contracts  for  the  Company,  the  Company
abandoned the agreement .

      In June 2005, the company acquired a property in Chiefland from Munch LLc.
The  property is a 33,000  square foot former  Walmart  Store.  The property was
acquired  for stock  valued at 2,  100,000.  In march  2006,  the  property  was
refinanced  and  due to a  condition  of the  funding  placed  in a  subsidiary,
Integral  Inc.  Current  Plans for call for the property to be  subdivided  into
smaller stores and leased initially. Plans are also being developed for a 20,000
sf addition to the property.  Siteworks will be the general  contractor for this
$1,200,000 addition. Construction is planned to start later in the year.

      In the third quarter of 2005, the company retained Prestige  Marketing and
an affiliated Company Knightsbridge Law, business development companies based in
Thailand  to  assist it in  securing  projects  in  Thailand.  This  arrangement
resulted in the company  being  introduced  to the Thai market . Some  contracts
were entered into,  but these  contracts have to be reassigned to a Thai company
since only thai  companies  can  execute  construction  companies  in  Thailand.
Consequently a Thai subsidiary was formed , SiteWorks  (Thailand)  which is 49 %
owned by  SiteWorks  USA.  Further  the  business  model  was  modified  wherein
SiteWorks  Thailand  would  function as a developer  and Builder for  affordable
housing in Thailand. Therefore the contracts previously secured by SiteWorks USA
are  being  changed  to  SiteWorks  Thailand  and are  being  modified  to allow
Siteworks  Thailand to own the  projects it plans to build  there.  The first of
these projects is now in the due diligence  stage.  Baker and MCKensie,  Bangkok
Office , Siteworks  Thailand  attorneys  are  performing  title  searches on the
properties.  When their work is completed,  SteWorks  Thailand  intendt to enter
into purchase  contracts  for the  properties on which the intent is to build in
the first instance up to 1200 units of affordable housing.

                                       6
<PAGE>

Risk Factors

      Unless the context  indicated  otherwise,  all  references  to "we," "us,"
"our" or the "Company" in this  subsection  "Risk Factors" refer to the Company.
We are subject to a number of risks  listed  below,  which could have a material
adverse  effect on our financial  condition,  results of operations and value of
our Common Stock.


Risks Relating to Our Business

Certain  shares of our stock issued by us since  incorporation  may be invalidly
issued  under  the  Florida  Business  Corporation  Act and,  as a  result,  our
shareholders  may have rescission  rights under federal and/or state  securities
laws.

      As  of  December  31,  2005,  207,069,021_  shares  of  Common  Stock  and
6,200,000_  shares of preferred  stock were issued and  outstanding.  We may not
have had the  necessary  authority to issue  shares of our common and  preferred
stock under the Florida  Business  Corporation  Act. We were an inactive company
with no operations  from our  incorporation  in August 2001 and until our merger
with RTCI in March 2002. Due to the loss of certain  corporate  records,  we are
unable to determine  whether the merger with RTCI was  properly  approved by the
stockholders  of  RTCI  and by  our  shareholders  under  the  applicable  state
corporate laws.  Subsequent to the merger with RTCI, we made several  amendments
to our articles of incorporation,  including  changes to our authorized  capital
stock,  which  may  have  been  adopted  without  the  proper  approval  by  our
shareholders. Our merger with Cork in March 2004 may also have not been properly
approved by  stockholders of Cork and by our  shareholders  under the applicable
state  corporate  laws.  As a result,  shares of our Common Stock and  preferred
stock  issued  by  us  in  connection   with   amendments  to  the  articles  of
incorporation  and/or mergers may be invalid due to the lack of the  appropriate
shareholders'  approval under applicable  state corporate law.  Invalidly issued
shares  would be  considered  void which  means that they have the effect of not
having been issued at all.  Holders of such invalidly issued shares may not have
voting or other rights that the shareholders are generally entitled to under the
Florida  Business  Corporation  Act.  However,  such holders may have rescission
rights under the federal and/or state securities law.

Because of losses incurred by us to date and our general financial condition, we
received a going concern  qualification  in the auditors'  report related to our
financial  statements  for the fiscal year ended  December  31, 2004 that raises
doubt about our ability to continue our operations during the next 12 months.

      We had net losses of  approximately  $1.5 million and $2.6 million for the
fiscal  years ended  December  31, 2004 and 2003,  respectively,  and  generated
$220,000 and $13,355 in revenues during the fiscal years ended December 31, 2004
and 2003,  respectively.  Our auditors included a going concern qualification in
their report on our financial  statements for the fiscal year ended December 31,
2004.  We cannot assure you that we will be able to generate  enough  revenue or
raise sufficient  capital to operate our business during the next 12 months. Our
existence  is  dependent  upon our  management's  ability to develop  profitable
operations and resolve our liquidity problems. We cannot assure you that we will
ever achieve  profitable  operations or generate  significant  revenues.  We may
continue to have operating losses in the foreseeable future. If we are unable to
continue as a going concern,  we may cease to operate and our investors may lose
some or all of their investment.

                                       7
<PAGE>

We may be unable to obtain  adequate  financing to implement our business  plan,
which  will  negatively  impact  our  liquidity  and  ability  to  continue  our
operations.

      We have very limited financial  resources.  We will need to obtain funding
for our working  capital needs and business  development.  Our ability to obtain
financing depends, in part, upon prevailing capital market conditions as well as
our operating results which may impact our efforts to arrange financing on terms
satisfactory to us. Moreover,  we may not be able to obtain additional financing
by the issuance of  additional  shares of our capital stock due to the fact that
our  authorized  capital  stock  may not  have  been  properly  approved  by our
shareholders.   See   "--Certain   shares  of  our  stock  issued  by  us  since
incorporation may be invalidly issued under the Florida Business Corporation Act
and, as a result,  our  shareholders  may have  rescission  rights under federal
and/or state securities  laws." If adequate funds are not available,  or are not
available on acceptable  terms,  we may not be able to make future  investments,
take  advantage  of other  opportunities,  or otherwise  respond to  competitive
challenges.  Our  failure  to  obtain  capital  on  acceptable  terms  will also
negatively  impact our liquidity and our ability to continue our operations.  We
received our initiall from Carl Nurse.

We depend on the services of our  President to implement  our business  strategy
and the loss of his services will have an adverse effect on our business.

      The extensive experience and contacts of our President,  Mr. Nurse, within
the construction industry are a critical component of our business strategy. The
growth of our operations is dependent upon the personal efforts and abilities of
our President to evaluate and pursue our business opportunities. The loss of the
services of our President, for any reason, will adversely affect our business.

We may be unable  to hire and  retain  qualified  employees  which  will have an
adverse effect on our financial condition and result of operations.

      We believe that our business strategy is substantially  dependent upon our
ability to attract,  hire, retain and motivate  qualified  employees.  We cannot
assure you that we will be  successful  in hiring or  retaining  the services of
qualified managerial, technical or administrative personnel necessary to support
our business.  Our inability to hire and retain qualified employees will have an
adverse effect on our financial condition and results of operations.

Since we have had limited operations, we may be considered a shell company under
the federal securities laws which may have an adverse effect on our business.

      Under the federal  securities  laws,  we can be considered a shell company
because,  at December 31, 2004, we had nominal  operations and assets of $31,864
consisting of cash and cash  equivalents  and nominal  other assets.  Our future
operating results depend on many factors,  including,  but not limited to demand
for our  services  and the  level of  competition.  As a result  of our  limited
operating history and

      the  competitive  nature of the  services  that we intend to  provide,  we
anticipate  that we will  operate as a shell  company  until such time as we can
develop stable and revenue-generating  operations. Our status as a shell company
may have an adverse effect on our business.

                                       8
<PAGE>

We will  encounter  intense  competition  from  substantially  larger and better
financed  companies  which may have a negative  impact on our ability to achieve
profitable operations.

      Our success  depends upon our ability to penetrate  the market for general
contracting,  pre-construction  management and construction management services.
Our company will compete with more established  entities with greater  financial
resources,  longer operating  histories and more recognition in the market place
than we do. It is also possible that  previously  unidentified  competitors  may
enter the market place and decrease our chance of acquiring the requisite market
share.  Our future  success will depend upon our ability to penetrate the market
quickly and  efficiently.  Our ability to respond to the evolving demands of the
marketplace will play a key role in our success. If we are unable to respond and
compete in these markets,  it will have a material adverse effect on our results
of operations and financial  condition and will negatively impact our ability to
achieve profitable operations.

If we fail to maintain an effective  system of internal  control over  financial
reporting and disclosure controls and procedures, we may be unable to accurately
report our financial  results and comply with the reporting  requirements  under
the  Exchange  Act. As a result,  current and  potential  shareholders  may lose
confidence in our financial reporting and disclosure required under the Exchange
Act,  which  could  adversely  affect  our  business  and we could be subject to
regulatory scrutiny.

      Pursuant to Section 404 of the Sarbanes-Oxley Act of 2002 ("Section 404"),
we will be  required,  beginning  with our annual  report on Form 10-KSB for the
fiscal year ending  December 31, 2007, to include in our annual  reports on Form
10-KSB, our management's report on internal control over financial reporting and
the registered public accounting firm's  attestation  report on our management's
assessment  of our internal  control  over  financial  reporting.  We are in the
process  of  preparing  an  internal  plan of  action  for  compliance  with the
requirements of Section 404 [CONFIRM].  As a result, we cannot guarantee that we
will not have any "significant  deficiencies" or "material  weaknesses" reported
by our  independent  registered  public  accounting  firm.  Compliance  with the
requirements of Section 404 is expected to be expensive and  time-consuming.  If
we fail to complete this  evaluation in a timely manner,  or if our  independent
registered  public  accounting firm cannot timely attest to our  evaluation,  we
could be subject to regulatory  scrutiny and a loss of public  confidence in our
internal control over financial reporting. In addition, any failure to establish
an  effective  system of  disclosure  controls  and  procedures  could cause our
current and  potential  shareholders  and  customers to lose  confidence  in our
financial  reporting and disclosure required under the Exchange Act, which could
adversely affect our business.

We may be unable to  implement  our  business  and  growth  strategy  which will
negatively impact our financial condition and results of operations.

      Our growth strategy and ability to generate  revenues is largely dependent
upon  our   ability  to:  (i)   develop   and   provide   general   contracting,
pre-construction planning and construction management services; (ii) hire highly
skilled  subcontractors;  (iii) obtain adequate financing on acceptable terms to
fund our growth  strategy;  (iv) develop and expand our customer  base;  and (v)
negotiate  agreements on terms that will permit us to generate  adequate  profit
margins.  Our failure with respect to any or all of these  factors  could impair
our ability to successfully  implement our growth  strategy,  which will have an
adverse effect on our financial condition and results of operations.

If we are unable to accurately estimate the overall risks,  revenues or costs on
a  contract,  we may incur a loss on the  contract  which  will have an  adverse
effect on our financial condition and results of operations.

                                       9
<PAGE>

      We expect that will mostly enter into fixed price  contracts which require
us to perform the contract for a fixed price  irrespective  of our actual costs.
As a result,  we may realize a profit on these contracts only if we successfully
control  our costs and avoid  cost  overruns.  We may also  enter into cost plus
award fee contracts  which provide for  reimbursement  of the costs  required to
complete a project,  but  generally  have a lower base fee and an incentive  fee
based on cost and/or  schedule  performance.  If our costs  exceed the  revenues
available under such a contract or are not allowable under the provisions of the
contract, we may not receive  reimbursement for these costs.  Guaranteed maximum
price  contracts that we may enter into provide for a cost plus fee  arrangement
up to a maximum agreed-upon price. These contracts also place the risk on us for
cost  overruns  that  exceed  the  guaranteed  maximum  price.  Pre-construction
planning and construction management contracts are those under which we agree to
manage a project for the customer for an agreed upon fee,  which may be fixed or
may  vary  based  upon  negotiated  factors.  Profitability  on  these  types of
contracts  is driven by changes  in the scope of work,  which  could  cause cost
overruns beyond our control and limit profits on these contracts. Cost overruns,
whether due to inefficiency,  faulty estimates or other factors, result in lower
profit or a loss on a project.  We expect that our contracts  will be based,  in
part,  on cost  estimates  that are subject to a number of  assumptions.  If our
estimates  of  the  overall  risks,   revenues  or  costs  prove  inaccurate  or
circumstances  change,  we may incur a lower  profit  or a loss on the  contract
which will negatively impact our financial condition and results of operations.

We may fail to meet schedule requirements of our contracts which could adversely
affect our reputation and/or expose us to financial liability.

      The  construction  services  industry  is highly  schedule  driven and our
contracts are likely to be subject to specific completion schedule  requirements
with liquidated  damages charged to us in the event the  construction  schedules
are not achieved. [CONFIRM] Failure to meet any such schedule requirements could
cause us to suffer damage to our reputation within the construction industry and
customer base, as well as pay significant  liquidated damages which will have an
adverse effect on our financial condition and results of operation.

Compliance  with  regulations  affecting  our  business  could cause us to incur
substantial costs both in time and money.

      We are subject to extensive and complex laws and  regulations  that affect
the construction industry,  including,  but not limited to, laws and regulations
related to zoning,  permitted  land uses,  levels of density,  building  design,
warranties,  storm water and use of open spaces. We generally may be required to
obtain  permits and approvals  from local  authorities  to commence and complete
various   construction   projects.   Such  permits  and   approvals   may,  from
time-to-time,  be  opposed  or  challenged  by  local  governments,  neighboring
property owners or other interested parties,  adding delays,  costs and risks of
non-approval  to the process.  This process is further  complicated  by the fact
that certain of our projects may be located in foreign countries where we may be
unfamiliar with all regulatory requirements and approvals established by foreign
governments.  See "-- Economic,  political and other risks  associated  with our
international operations

      involve  risks that could  adversely  affect our  financial  condition and
results of  operations."  Our obligation to comply with the laws and regulations
under which we  operate,  and the  obligation  of our  subcontractors  and other
agents to comply  with these and other  laws and  regulations,  could  result in
delays in the  performance  of our  service,  and cause us to incur  substantial
costs.

We could incur  significant  costs as a result of liability under  environmental
laws which will have an adverse effect on our financial condition and results of
operations.

                                       10
<PAGE>

      Our  operations  are  subject  to   environmental   laws  and  regulations
governing,  among other matters, the discharge of pollutants into air and water,
the handling, storage and disposal of solid or hazardous materials or wastes and
the remediation of contamination, sometimes associated with leaks or releases of
hazardous  substances.  Various federal,  state and local environmental laws and
regulations  may impose  liability  for the  entire  cost of  investigation  and
clean-up  of  hazardous  or toxic  substances.  These laws may impose  liability
without regard to ownership at the time of the  contamination  or whether or not
we caused the presence of contaminants.  Violations of these  environmental laws
and regulations could subject us and our management to fines, civil and criminal
penalties,  cleanup  costs and third party  property  damage or personal  injury
claims which will have an adverse affect on our financial  condition and results
of operations.

Work  stoppages and other labor problems  could  adversely  affect our financial
condition and results of operations.

      We intend to rely  mostly  on  subcontractors  in  providing  our  general
contracting  services.  Certain  subcontractors in the construction industry are
members of various labor unions.  If the unionized workers engage in a strike or
other  work  stoppage,  or  other  subcontractors  become  unionized,  we  could
experience a disruption of our operations and higher ongoing labor costs,  which
could adversely affect our financial condition and results of operations.

Timing of the award of a new contract and performance of a new contract may have
an adverse  effect on our  financial  condition  and results of  operation  in a
particular fiscal quarter.

      It is generally very difficult to predict whether and when we will receive
an award of a new contract as these contracts  frequently  involve a lengthy and
complex bidding and selection  process which is affected by a number of factors,
including,  but not limited to, market  conditions,  financing  arrangements and
governmental approvals.  Our results of operations can fluctuate from quarter to
quarter depending on the timing of new contract awards.

      In  addition,  timing of the revenues and cash flows from our projects can
be  delayed by a number of  factors,  including,  but not  limited  to,  weather
conditions,  delays in receiving material and equipment from vendors and changes
in the scope of work to be performed.  Such delays, if they occur, could have an
adverse effect on our financial condition and operating results for a particular
fiscal quarter.

We may not be able to fully  realize the revenue  reported in our backlog  which
will have an adverse affect on our financial condition and results of operation.

      We  include  a  construction  project  in our  backlog  at such  time as a
contract is awarded or a firm letter of commitment is obtained and funding is in
place. The revenue projected in our backlog may not be realized or, if realized,
may not result in profits. For example, if a project reflected in our backlog is
terminated, suspended or reduced in scope, it would result in a reduction to our
backlog which would reduce,  potentially to a material  extent,  the revenue and
profit we actually  receive from contracts in backlog.  If a customer  cancels a
project,  we  may  be  reimbursed  for  certain  costs  but  typically  have  no
contractual  right to the total revenues  reflected in our backlog.  Significant
cancellations  or delays of projects in our backlog could have an adverse effect
on our financial condition and results of operations.

Deterioration in economic conditions generally or in the market regions where we
intend to operate could decrease demand and pricing in these areas and adversely
affect our financial condition and results of operations.

                                       11
<PAGE>

      The construction industry is sensitive to changes in regional and national
economic conditions such as job growth,  interest rates and consumer confidence.
Material adverse changes in any of these conditions generally,  or in the market
regions where we intend to operate,  could  decrease  demand and pricing for new
construction  projects in these areas or result in customer  defaults on pending
contracts,  which could  adversely  affect the number of  deliveries  we make or
reduce the prices we can  charge,  either of which  could  adversely  affect our
financial condition and results of operations.

Natural  disasters  and adverse  weather  conditions  could delay  deliveries or
increase costs of construction projects in affected areas.

      The occurrence of natural  disasters or adverse weather  conditions in the
areas in which we intend to operate  can delay  deliveries,  increase  costs and
negatively  impact the demand for construction  projects in affected areas. When
natural disasters such as hurricanes,  tornadoes,  earthquakes, floods and fires
affect an area in which we  intend  to  operate  or one  nearby,  there can be a
diversion  of labor  and  materials  in such  area  from  existing  construction
projects to rebuilding or repairing the buildings that were either  destroyed or
damaged in the  natural  disaster.  This can cause  delays in  construction  and
delivery of projects in which we may be  involved  and reduce our  revenues,  if
any.

Economic, political and other risks associated with our international operations
involve risks that could adversely affect our financial condition and results of
operations.

      We intend to be involved as a general contractor in non-U.S.  construction
projects. Our international  operations may expose us to risks inherent in doing
business outside the United States, including, but not limited to:

      o     political risks,  including risks of loss due to civil disturbances,
            acts of terrorism or acts of war;


      o     unstable economic, financial and market conditions;

      o     potential incompatibility with foreign joint venture partners;

      o     foreign  currency  controls and  fluctuations  in currency  exchange
            rates;

      o     trade restrictions;

      o     increases in taxes and the effect of local regulations; and

      o     changes in labor  conditions,  labor  strikes  and  difficulties  in
            staffing and managing international operations.

      Any of these factors could harm our  potential  international  operations.
Specifically,  failure to successfully manage  international growth could result
in higher operating costs than anticipated or could delay or preclude altogether
our  ability to  generate  revenues  which  will have an  adverse  effect on our
results of operations and financial condition and results of operations.

Risks Relating to Our Common Stock

Our stock  price has been and may  continue  to be  volatile  and may  result in
substantial losses for investors.

                                       12
<PAGE>

      The  trading   price  of  our  Common  Stock  could  be  subject  to  wide
fluctuations in response to:

      o     our prospects as perceived by others;

      o     our operating results;

      o     differences  between  our  reported  results  and those  expected by
            investors;

      o     announcements of new contracts by us or our competitors; and

      o     general  economic  or  stock  market  conditions  unrelated  to  our
            operating performance.

      Fluctuations  in our  stock  price  as a  result  of any of the  foregoing
factors may result in substantial losses for investors.

Limited  trading  volume  of our  Common  Stock  may  contribute  to  its  price
volatility.

      Through  December 31, 2005,  the average daily trading  volume during 2005
for our Common Stock was approximately 500,000 shares. We cannot assure you that
a more active  trading  market in our Common  Stock will  develop.  As a result,
relatively small trades may have a significant impact on the price of our Common
Stock.

We have never paid dividends and do not anticipate paying any in the foreseeable
future.

      We have never  declared  or paid a cash  dividend  and we do not expect to
have any cash with which to pay cash dividends in the foreseeable  future. If we
do have available cash, we intend to use it to grow our business.

We will be subject to the penny stock rules which may adversely  affect  trading
in our Common Stock.

      On March 29, 2006_,  the closing price of Common Stock was $_.04 cnts. Our
Common Stock is a "penny stock" security under the rules  promulgated  under the
Exchange Act. In accordance with these rules,  broker-dealers  participating  in
certain  transactions  involving  penny  stocks must first  deliver a disclosure
document that describes,  among other matters, the risks associated with trading
in  penny  stocks.  Furthermore,  the  broker-dealer  must  make  a  suitability
determination  approving the customer for penny stock  transactions based on the
customer's   financial   situation,   investment   experience  and   objectives.
Broker-dealers  must  also  disclose  these  determinations  in  writing  to the
customer and obtain specific  written  consent from the customer.  The effect of
these  restrictions  will probably decrease the willingness of broker-dealers to
make a market in our Common  Stock,  decrease  liquidity of our Common Stock and
increase  transaction  costs for  sales and  purchases  of our  Common  Stock as
compared to other securities.

ITEM 2. DESCRIPTION OF PROPERTY

      On May 30, 2003,  the Company  entered into a lease  agreement with WR Tax
Certificates,  pursuant to which the Company leases its premises located at 2534
N Miami Ave.,  Miami,  Florida  33127.  The rental charge to the Company for its
office space is $700.00 per month.

                                       13
<PAGE>

      In May of 2006,  the company  relocated its main office to 6464 NW 5th Way
in Ft.  Lauderdale  under a three year lease with 491 Cypress  Creek BP LLC. The
rent agreements calls for a payment of approximately 2857. per moth.

ITEM 3. LEGAL PROCEEDINGS

      There are no pending legal  proceedings to which the Company is a party or
to which the property of the Company is subject

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

      As of Dec 31  there  were  no  matters  submitted  to a vote  of  security
holders.













                                       14

<PAGE>



                                    PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND SMALL
         BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES

General

      As of March 30,  2005,  Common Stock was quoted on the Pink Sheets and the
OTC Bulletin Board under the symbol "SWKJE.OB and there was a limited market for
Common Stock.  The companies  stock is also quoted on the Frankfurt  exchange as
S7J.F

      The table below sets forth for the indicated  periods the high and low bid
prices for Common Stock as reported by the Pink Sheets.  These prices  represent
inter-dealer prices and do not include retail markups,  markdowns or commissions
and may not necessarily represent actual transactions.

                                2005                    2004
                       ---------------------   --------------------
                          High         Low        High         Low
                       --------     --------   --------    --------
1st Quarter......      $1.20        $.015      $.30        $.02
2nd Quarter......      $.07         $.02       $.03        $.001
3rd Quarter......      $.08         $.025      $.004       $.01
4th Quarter......      $.13         $.04       $3.10       $..004


      As of March 30, 2006,  the closing  price of a share of Common Stock was [
0.04cnts ].

      As of March 30, 2006, there were [949] record holders of Common Stock..

      The Company has not paid any cash dividends  since its  incorporation  and
does  not  contemplate  paying  dividends  in  the  foreseeable  future.  It  is
anticipated  that  earnings,  if any,  will be retained for the operation of the
Company's  business.  Under the Florida  Business  Corporation  Act, the Company
cannot make any  distributions to its shareholders if, after such  distribution:
(i) the  Company  would not be able to pay its debts as they  become  due in the
usual course of business;  or (ii) the Company's total assets would be less than
the sum of its total  liabilities  plus the amount that would be needed,  if the
Company  were to be dissolved  at the time of the  distribution,  to satisfy the
preferential  rights upon dissolution of shareholders whose preferential  rights
are superior to those receiving the distribution.

Equity Compensation Plan Information

      For the information regarding the Company's equity compensation plans, see
Part  III,  Item  11  "Security  Ownership  of  Certain  Beneficial  Owners  and
Management and Related Stockholder Matters."

Recent Sales of Unregistered Securities

            At December  31,  2005,  the Company has three  classes of stock;  a
            convertible  Series A preferred class with a par value of $.001 with
            20,000,000 shares authorized, a convertible Series B preferred stock
            with a par value of $1.00 with  20,000,000  shares  authorized and a
            common  class  with a par  value of  $.001  and  500,000,000  shares
            authorized.

                                       15
<PAGE>

            At December  31,  2004,  the Company has three  classes of stock;  a
            convertible  Series A preferred class with a par value of $1.00 with
            20,000,000 shares authorized, a convertible Series B preferred stock
            with a par value of $1.00 with  20,000,000  shares  authorized and a
            common  class  with a par  value of  $.001  and  100,000,000  shares
            authorized.

            The Company in 2005 and 2004 did  numerous  Amendments  to the share
            structure that may not have had the appropriate shareholder approval
            (See Note 9)

            The following details the share issuances in 2005 and 2004:

            Preferred Stock:

            In May 2005,  the Company  issued  5,100,000  shares of  convertible
            preferred  Series A shares with voting rights of one preferred share
            equivalent to 52 to 1 common shares of the Company.  The transaction
            was booked at par value or $5,100.

            In June 2005,  the  Company  issued  1,100,000  shares of  preferred
            Series B valued at $1.00 a share for a partial payment on land.

            There were no preferred stock issuances in 2004.

            Common Stock Transactions:

            2005

            The Company issued  35,000,000  shares of common stock at fair value
            $1,102,500 for the payment of land.  There was $102,500  recorded as
            beneficial interest.

            The Company issued during the year 10,000,000 shares of stock to the
            President of the  corporation  which was recorded as compensation at
            fair value of $570,000.

            The Company  issued  during the year  73,265,412  shares of stock to
            consultants for services rendered at fair value of $3,761,253.

            The Company issued  4,314,266  shares for debt  cancellation at fair
            value of $56,085.

            The Company issued 9,065,000 shares for cash of $55,000 and recorded
            a beneficial interest amount of $271,950 to account for fair value.

            In April  2005,  2,550,000  shares of par value  common  stock  were
            cancelled.

            The Company in 2005  provided for an allowance  against stock issued
            as subscriptions receivable of $1,187,650.

            2004


            On April 9, 2004, the Company authorized the issuances of new Series
            A Preferred  Stock.  They have authorized the issuance of 20,000,000
            shares,  and  issued  19,813,967  of these  shares to the  Company's
            President. These shares were converted in August 2004.

                                       16
<PAGE>

            On August 12, 2004, the Company approved a reverse 1 for 2,000 stock
            split.


      STOCKHOLDERS' EQUITY (DEFICIT) (CONTINUED)

            For the year ended December 31, 2004,  the Company issued  8,000,000
            shares of common  stock  pre-stock  split and 4,000 shares of common
            stock post-stock split as part of the Cork  Acquisition;  36,380,000
            shares of common stock  pre-stock  split and 18,190 shares of common
            stock post-stock split for cash ; 520,300,000 shares of common stock
            pre-stock  split and  1,059,750  shares of common  stock  post-stock
            split for subscriptions of stock; 597,000,000 shares of common stock
            pre-stock  split and  3,004,595  shares of common  stock  post-stock
            split  (which  includes  2,972,095  shares  of  common  stock  which
            converted  19,813,967 shares of preferred stock) for compensation to
            the officer;  and 102,520,000 shares of common stock pre-stock split
            and 51,260  shares of common  stock  post-stock  split for  services
            rendered.

      TEMPORARY EQUITY

            The Company has recorded on its balance sheet as a temporary  equity
            account for those  securities  issued that may not be in  compliance
            with the  registration  provisions of the Securities Act of 1933, as
            amended and for the issuance of common and preferred  stock that may
            not have been  validly  authorized.  All related  amounts  that were
            previously  included in common stock and additional  paid-in amounts
            of the permanent  stockholders'  equity (deficit)  section have been
            reclassified  to  temporary  equity as their  redemption  may not be
            solely within the control of the issuer.

            Temporary  equity at December 31, 2005 and 2004 was  $10,068,558 and
            $3,815,570, respectively.


      Total shares outstanding as of December 31, 2005 were 207,069.021.

      None of the foregoing transactions involved any underwriters, underwriting
discounts or commissions,  or any public offering.  The Company has been advised
that each  transaction  was exempt  from the  registration  requirements  of the
Securities  Act by virtue of Section 4(2) thereof and  Regulation D  promulgated
thereunder.  The recipients in such transaction  represented  their intention to
acquire the securities for investment only and not with a view to or for sale in
connection with any distribution  thereof.  Appropriate  legends were affixed to
the share certificates issued in such transactions.  All recipients had adequate
access,  through their  relationships  with the Company,  to obtain  information
about the Company.

      The company has not repurchased any of its shares.

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


Overview

      The Company was  incorporated on August 8, 2001 and started its operations
in  September  of 2002.  The Company  merged with RTCI on March 27,  2002.  As a
result of the merger,  each share of RTCI's stock was exchanged for one share of
Common Stock. On March 19, 2004, Cork merged with the Company,  and shareholders
of Cork received 2,000,000 shares of Common Stock in exchange for all issued and
outstanding shares of Cork.

                                       17
<PAGE>

On May, 1999 Automated,  Inc. of Nevada merged with Automated,  Barbados and the
assets that  existed  prior to the merger were sold to  Automated  of Nevada for
assumption of liabilities.  In November of 2001 Automated  Nevada entered a sale
agreement with RTCI whereby the assets of Automated  Barbados were  subsequently
repurchased  by Carl Nurse  pursuant  to the aborted  sale to RTCI.  The sale of
Automated Nevada, now renamed SiteWorks Building & Development Co, of Florida to
RTCI was never  successfully  concluded  (RTCI  failed to pay the full price for
control of the  company)  and on March 13, 2002 RTCI was merged in to  SiteWorks
Inc of Florida .In  September of 2002 a default  judgement  awarding  control of
RTCI  (Automated  Nevada)  was secured in Nassau  County  court in favor of Carl
Nurse and against RTCI. C Michael Nurse is currently the majority shareholder of
Automated (now SiteWorks), Inc (Barbados).

On September  29th, 2003 SiteWorks  acquired all the  outstanding  stock of Cork
Acquisition Corp, a Delaware fully reporting company in exchange for maintaining
10% of the  outstanding  shares of  SiteWorks  for a period of two years  ending
September 30, 2005.  Documents of merger were subsequently filed in Delaware and
in Florida  formalizing  the merger  with Cork , with  SiteWorks  the  surviving
Corporation.

On August 13, 2005 the company  amended its  articles to reduced its  authorized
common to 500,000,000 shares and amended the conversion of preferred A to common
to 52 to 1. The company  acquired a 33,000 sf  warehouse in  Chiefland,  Florida
from Munch LLC on June 25 2005. The property was paid for with restricted common
stock  and  Preferred  B stock for a total of 2,  100,000.  The  property  has a
current appraised value of 2,900,000 as of December 2006.

The  property  was  refinanced  in  March of 2006  with  Allied  mortgage.  As a
condition of the  refinancing was that the property must be placed in a separate
entity.  Consequently,  title was  transferred to Integral Inc, a privately held
subsidiary on closing of the refinancing,  Siteworks  Building holds 80 % of the
stock of Integral Inc.

The  company  plans to lease 10 to  14,000 sf of the  space  and  subdivide  the
balance of the space into a number of stores to be sold off individually.  Plans
are being  prepared  for the  approval  of the  subdivision.  David Wilde is the
Architect  of record  and he has been also  retained  to design a new 20,000 sf.
addition  at the  adjacent  vacant  lot  which  is  part of the  Walmart  space.
Siteworks  Building and  Development  will be the  contractor  of record for the
estimated $1,200,000 new mall space. The new space will be subdivided and rented
initially,  and later sold off as  individual  condo  units once  approvals  are
secured.

In its local market, The company has recently initiated operations as a provider
of construction services and has secured a number of construction  contracts. To
date the company has signed contract or commitments as follows:

                                       18
<PAGE>

PROJECT                                     Value       Status            % COMP

SiteWork / VA Hospital for FPL/AEI:        349,000      Jan 06,             10%

Sitework at the FAA for Gavtec/FAA         168,000      start May

Addition to the Wilson House                49,000      compl              100%

C/M  for the Kramer residence:              25,000      completed          100%

Rodriguez residence                        161,000      start summer 06

Ramirez residence                           51,000      in progress         80%

Chiefland Improvements                     400,000      DESIGN/PERMITTING

Chiefland Addition                       1,200,000      DESIGN/Permitting


Management  continues to actively bid projects and fully expects to increase its
contract backlog this year significantly.

In October 2005 and November 2005, the Company announced its intention to engage
in several contracts for construction projects in Thailand. The projects have an
estimated contract price of $35,000,000 and include the construction of 1700 low
income housing units in Lopari Province, Thailand,  construction of luxury units
in Phukett and the construction of a 24 unit apartment  complex also in Phukett.
Commencement  of these  projects  previously  scheduled to start in January 2006
have been delayed until later in the year.

Under local law,  only  majority  held Thai  companies can engage in projects in
Thailand  or own  property.  Therefore,  a local  Thai  subsidiary  was  formed,
SiteWorks (Thailand) of which Siteworks Building and Development USA owns 49% of
the  authorized  shares.  The balance of shares are held by Thai  citizens.  The
contracts  previously  issued  to  SiteWorks  USA  have  to now be  reissued  to
Siteworks Thailand.  Further,  management has modified its strategy to allow for
direct  ownership of projects  undertaken in the Thai market.  Therefore the low
income projects previously  announced as service contracts will be undertaken as
develop  build  contracts,   with  SiteWorks  Thailand  entering  into  purchase
agreements  for the  land on  which to build  the  affordable  Housing.  The due
diligence on the first of these  projects is being  undertaken and on completion
management  expects  to  enter  into a  contract  of  purchase  to  acquire  the
properties and immediately start construction. In anticipation of clean title to
these properties, management has retained a local architectural firm to complete
the design.  This "fast track"  approach  will enable  construction  to commence
immediately on closing of the contracts of purchase.

The first project will be a 1200 project outside of Bangkok.  The second project
will be an  additional  800 units also on the  outskirts of Bankgok.  Management
fully expects these projects to be onstream with sales  commencing by the end of
the fiscal year.

The other  announced  projects will be reviewed on a case by case basis,  and if
management successfully  renegotiates  SiteWorks' equity participation,  will be
undertaken over time as funding and resources allow.

                                       19
<PAGE>

The use of the careful project selection and evaluation tools,  management feels
that  demonstrably  superior  project  selection and attention to quality should
allow the Company's services to be effectively  marketed against the competition
at the  currently  established  price  points,  while  maintaining a good profit
margin.

In 2006 the company entered into a number of funding arrangements with different
entities.  In a private placement with Mercatur Associates of Italy, the company
secured  commitment  to fund  for  250,000,  secured  by  10,000,000  shares  of
restricted  stock.  Mercatur  manages or  operates  a fund  which  trades on the
Luxemburg exchange as SICAV 1, 11, & 3 To date this funding has not yet closed.

Also in the third  quarter  of 2006,  the  company  entered a  revolving  credit
arrangement  with Pan American  Associates of Florida for funding up to 450,000.
To date the company has received approximately 150,000 of the facility.

In  the  third  quarter  of  2006,   The  company   entered  an  agreement  with
Knightsbridge  Law, a Thai Firm,  wherein the firm would acquire  properties for
the company in exchange for 15,000,000 restricted stock. To date no property has
been secured and Management has requested the stock be returned.

In the  second  quarter of 2005 the  company  started  trading on the  Frankfurt
Exchange.  This step was  taken to allow for  greater  liquidity  in the  stock.
Management  continues  to  evaluate  other  exchanges  on which the  company may
benefit from having its shares listed and trading.

The Company  requires cash for working  capital and  acquisitions of income real
estate and operating construction companies.

A lack of sufficient  working capital may prevent the Company from realizing its
objectives.  Until the Company receives additional funding, it will be unable to
grow at its projected rate.

      Our  auditors  have  expressed  concerns  about the  companies  ability to
continue as a going concern

      Results of Operations

      (Year Ended  December 31, 2005 Compared to Fiscal Year Ended  December 31,
2004)

         As of Dec 31, 2005 our revenues were $130, 158. This represents a
decrease from sales of 2004 of 220,000 (59%)

      Our operating  expenses  increased  from $1,  332,393 to 6, 169, 159. This
increase  in  operating  expenses  were due to  extraordinary  cost of  business
development  services  related to our planned  operations  in  Thailand  and the
acquisition of the Chiefland  property.  These operating expenses were funded by
the issuance of common  stock.Our net loss per share  decreased from 62 cnts per
share to 5 cnts a share.  However we had an increase in the  outstanding  shares
from a  weighted  average  of 1, 965,  859 to  131,644,  678  common  shares.Our
operating profit decreased from $114,100 to $78, 588, a 68% decrease.

                                       20
<PAGE>

      Our assets increased to $2,100,000 in 2005 from $25, 440 in 2004.

Liquidity and Capital Resources

      The  company  has  limited  liquidity.  Management  has entered in to some
funding arrangements with Mercatur Associates, Pan American Funding as described
above with limited success.  Management  expects to secure funding form other as
yet unknown sources to increase liquidity.

Related Party Transactions

not applicable

Critical Accounting Policies and Estimates

      n/a

Recently Adopted Accounting Pronouncements

      N/A



                                       21
<PAGE>

FINANCIAL STATEMENTS

                                                                         PAGE(S)

Report of Independent Registered Public Accounting Firm                    F-1

Balance Sheets as of December 31, 2005 and 2004                            F-2

Statements of Operations for the Years Ended
     December 31, 2005 and 2004 with Cumulative Totals Since Inception     F-3

Statements of Changes in Stockholder's Equity (Deficit) for the
     Periods from August 8, 2001 (Inception) through December 31, 2005     F-4

Statements of Cash Flows for the Years Ended
     December 31, 2005 and 2004 with Cumulative Totals Since Inception     F-5

Notes to Consolidated Financial Statements                                 F-6





<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY

               (FORMERLY KNOWN AS SITEWORKS, INC. AND SUBSIDIARY)

                        CONSOLIDATED FINANCIAL STATEMENTS
                       PART III DECEMBER 31, 2005 AND 2004







<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY

               (FORMERLY KNOWN AS SITEWORKS, INC. AND SUBSIDIARY)

               PART IV INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

                        PART V DECEMBER 31, 2005 AND 2004



                                                                       PAGE(S)
                                                                       -------

Report of Independent Registered Public Accounting Firm                   1

Balance Sheet as of December 31, 2005                                     3

Statements of Operations for the Years Ended
   December 31, 2005 and 2004                                             4

Statements of Changes in Stockholder's Equity (Deficit) for the
   Years Ended December 31, 2005 and 2004                                 5

Statements of Changes in Temporary Equity for the
   Years Ended December 31, 2005 and 2004                                 6

Statements of Cash Flows for the Years Ended
     December 31, 2005 and 2004                                           7

Notes to Financial Statements                                            8-22



<PAGE>

                    BAGELL, JOSEPHS, LEVINE & COMPANY, L.L.C.
                          Certified Public Accountants

                               High Ridge Commons
                                 Suites 400-403
                           200 Haddonfield Berlin Road
                           Gibbsboro, New Jersey 08026
                       (856) 346-2828 Fax: (856) 346-2882

             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


To the Stockholders' of
Siteworks Building and Development Co and Subsidiary

(Formerly Known as Siteworks, Inc. and Subsidiary)

Miami, FL


We have audited the accompanying consolidated balance sheets of Siteworks
Building and Development Co and Subsidiary (Formerly Known as Siteworks, Inc.
and Subsidiary) (the "Company"), as of December 31, 2005 and the related
consolidated statements of operations, changes in stockholders' equity
(deficit), changes in temporary equity and cash flows for the years ended
December 31, 2005 and 2004. These consolidated financial statements are the
responsibility of management. Our responsibility is to express an opinion on
these consolidated financial statements based on our audits.

We conducted our audits in accordance with standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audits to obtain reasonable assurance about whether the
consolidated financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts 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 consolidated financial statements referred to above present
fairly, in all material respects, the financial position of Siteworks Building
and Development Co and Subsidiary as of December 31, 2005 and 2004, and the
results of its statements of operations, changes in stockholders' equity
(deficit), changes in temporary equity and cash flows for the years then ended
in conformity with accounting principles generally accepted in the United States
of America.

As noted in Note 13, the Company has restated its previously issued financial
statements for the year ended December 31, 2004. The Company has restated its
financial statements to record the merger with Cork Acquisition Company, and to
take into effect certain stock splits that occurred previously. This resulted in
a decrease in the net loss applicable to common shares of $240,000 and a
decrease in the accumulated deficit to $3,887,001 for the year ended December
31, 2004. Additionally, the Company reclassified $60,000 at December 31, 2003 to
reduce the deficit and paid in capital due to the Cork transaction. This did not
change the net loss in 2004.


                                       1
<PAGE>

Additionally, the Company reclassified $10,068,558 amounts from permanent equity
(deifict) to temporary equity due to the possibility of shares issued after
March 27, 2002 may not have been validly authorized by shareholder vote. The
outcome of this potential violation has not been determined.

The accompanying consolidated financial statements have been prepared assuming
the Company will continue as a going concern. As discussed in Notes (9, 10 and
11) to the consolidated financial statements, the Company has recurring
operating deficits and cash flow concerns that lead to doubt about its ability
to continue as a going concern. Management's plans in regards to these matters
are also discussed in Notes (9, 10 and 11). The consolidated financial
statements do not include any adjustments that might result from the outcome of
these uncertainties. Additionally, the Company may not have had the authority to
issue certain stock and those issuance have been classified to temporary equity
(Notes 9 and 10).



/s/ BAGELL, JOSEPHS, LEVINE & COMPANY, L.L.C.
BAGELL, JOSEPHS, LEVINE & COMPANY, L.L.C.
Gibbsboro, New Jersey

April 30, 2006








MEMBER OF:       AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS (AICPA)
                     CENTER FOR PUBLIC COMPANY AUDIT FIRMS (CPCAF)
                     NEW JERSEY SOCIETY OF CERTIFIED PUBLIC ACCOUNTANTS
                     PENNSYLVANIA INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS
                     FLORIDA STATE BOARD OF ACCOUNTANCY


                                       2
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
               (FORMERLY KNOWN AS SITEWORKS, INC. AND SUBSIDIARY)
                           CONSOLIDATED BALANCE SHEET
                                DECEMBER 31, 2005

<TABLE>
<CAPTION>
                                     ASSETS

                                                                                         2005
                                                                                     ------------
<S>                                                                                  <C>
  Cash and cash equivalents                                                          $      5,119

  Accounts receivable                                                                      11,240
                                                                                     ------------

Total current assets                                                                       16,359
                                                                                     ------------

  Property and equipment, net                                                           2,124,012
                                                                                     ------------

  Deposits                                                                                 11,950
                                                                                     ------------

TOTAL ASSETS                                                                         $  2,152,321
                                                                                     ============

            LIABILITIES, TEMPORARY AND STOCKHOLDERS' EQUITY (DEFICIT)

LIABILITIES

  Accounts payable and accrued expenses                                              $     23,000
  Mortgages payable\liens                                                               1,960,000
  Due to officer/stockholder                                                                5,135
  Note payable - related party                                                             13,200
                                                                                     ------------

      Total Current Liabilities                                                         2,001,335
                                                                                     ------------


TEMPORARY EQUITY                                                                       10,068,558

STOCKHOLDERS' EQUITY (DEFICIT)
  Convertible Preferred Stock Series A , $.001 par value, 20,000,000 shares
     authorized and 5,100,000 0 shares issued and outstanding(see Temporary
     Equity)
  Convertible Preferred Stock Series B , $1.00 par value, 20,000,000 authorized
     and 1,100,000 shares issued and outstanding(see Temporary Equity)
  Common stock, $.001 par value, 500,000,000 shares authorized; 133,251,020
    shares issued and outstanding at December 31, 2005
  Additional paid-in capital

  Deficit                                                                              (9,917,572)
                                                                                     ------------

      Total Stockholders' Equity (Deficit)                                                150,986
                                                                                     ------------

TOTAL LIABILITIES, TEMPORARY EQUITY AND STOCKHOLDERS' EQUITY (DEFICIT)               $  2,152,321
                                                                                     ============
</TABLE>

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

                                       3
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
               (FORMERLY KNOWN AS SITEWORKS, INC. AND SUBSIDIARY)
                      CONSOLIDATED STATEMENT OF OPERATIONS
                                DECEMBER 31, 2005


                                                                    RESTATED
                                                      2005             2004
                                                 -------------    -------------

SALES                                            $     130,158    $     220,000

COST OF SALES                                          (51,570)        (105,900)
                                                 -------------    -------------

GROSS PROFIT                                            78,588          114,100
                                                 -------------    -------------


OPERATING EXPENSES
         Officers' compensation                        575,100          597,000
         Advertising                                    30,681           38,041
         Auto                                            6,898            5,286
         Bad debt and other                          1,187,650            8,364
         Salaries,benefits and taxes                   142,940               --
         Professional fees and services              3,761,253          522,437
         Insurance                                      14,417           14,018
         Office expense                                  7,206          103,317
         Rent                                           11,560           12,156
         Travel and other                               30,658            6,692
         Utilities                                      20,346           14,180
         Depreciation                                    6,000            5,693
         Beneficial interest expense                   374,450            5,209
                                                 -------------    -------------
                Total Operating Expenses             6,169,159        1,332,393
                                                 -------------    -------------

         NET LOSS APPLICABLE TO COMMON SHARES    $  (6,090,571)   $  (1,218,293)
                                                 =============    =============

         NET LOSS PER BASIC AND DILUTED SHARES   $       (0.05)   $       (0.62)
                                                 =============    =============

         WEIGHTED AVERAGE NUMBER OF COMMON
             SHARES OUTSTANDING                    131,644,678        1,965,859
                                                 =============    =============


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



                                       4
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                    (FORMERLY SITEWORKS, INC. AND SUBSIDIARY)
       CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)-RESTATED
                   FOR YEARS ENDED DECEMBER 31, 2005 AND 2004

<TABLE>
<CAPTION>

                                                                  Preferred Stock               Common Stock
                                                              Shares         Amount         Shares         Amount
                                                              ------         ------         ------         ------
<S>                                                          <C>             <C>            <C>            <C>
Balance, December 31, 2003 as restated                                                        18,547             18

Reclassification of shares To Temporary equity                                               (18,547)           (18)
                                                            -----------    ------------   ------------   ------------

Balance, December 31, 2003 as reported

Net loss for the year ended December 31, 2004 as reported

Adjustment


Balance, December 31, 2004 as restated

Net loss for the year ended December 31, 2005
                                                            -----------    ------------   ------------   ------------

Balance December 31, 2005                                            0               0             0              0
                                                            ===========    ============   ============   ============
</TABLE>

<TABLE>
<CAPTION>

                                                               Stock             Additional
                                                             Subscription         Paid-In
                                                              Receivable          Capital          Deficit           Total
                                                              ----------          -------          -------           -----
<S>                                                          <C>                <C>              <C>              <C>
Balance, December 31, 2003 as restated                          (172,500)        2,727,866        (2,608,708)        (53,323)

Reclassification of shares To Temporary equity                   172,500        (2,727,866)                0      (2,555,384)
                                                               ----------       ------------     -------------    ------------

Balance, December 31, 2003 as reported                                                            (2,608,708)     (2,608,708)

Net loss for the year ended December 31, 2004 as reported                                         (1,458,293)     (1,458,293)

Adjustment                                                                                           240,000         240,000

                                                                                                 -------------    ------------
Balance, December 31, 2004 as restated                                                            (3,827,001)     (3,827,001)

Net loss for the year ended December 31, 2005                                                     (6,090,571)     (6,090,571)
                                                               ----------       ------------     -------------

Balance December 31, 2005                                              0                 0        (9,917,572)     (9,917,572)
                                                               ==========       ============     =============    ============
</TABLE>

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

                                       5
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                    (FORMERLY SITEWORKS, INC. AND SUBSIDIARY)
              CONSOLIDATED STATEMENTS OF TEMPORARY EQUITY (DEFICIT)
                   FOR YEARS ENDED DECEMBER 31, 2005 AND 2004

<TABLE>
<CAPTION>
                                                                       Preferred Stock A                 Preferred Stock B
                                                                 ----------------------------      ---------------------------
                                                                   Shares            Amount          Shares          Amount
                                                                 -----------      -----------      -----------     -----------
<S>                                                              <C>              <C>              <C>             <C>
Balance, December 31, 2003 -Tranferred from Permanent Equity              --               --

Shares issued for services                                                --               --

Shares issued for cash                                                    --               --

Shares issued for compensation                                            --               --

Shares issued for compensation                                    19,813,967          198,140

Conversion of preferred shares into common shares                (19,813,967)        (198,140)

Shares subscribed                                                         --               --

Shares issued in acquisition of Cork                                      --               --

Net loss for the year ended December 31, 2004                             --               --
                                                                 -----------      -----------      -----------     -----------

Balance, December 31, 2004 as originally reported                         --      $        --

Adjustment

Balance, December 31, 2004 as Restated

Common stock issued for cash

Common stock issued for compensation

Preferred A shares issued to Founder                               5,100,000            5,100

Preferred B shares issued for land                                                                   1,100,000       1,100,000

Common shares issued for debt cancellation

Reduction of subscription receviable

Common shares issued for land acquisition

Shares cancelled during the year

Stock issue in error

Common shares issued for services


Net loss for the year ended December 31, 2005
                                                                 -----------      -----------      -----------     -----------

Balance, December 31, 2005                                         5,100,000      $     5,100        1,100,000     $ 1,100,000
                                                                 ===========      ===========      ===========     ===========
</TABLE>

<TABLE>
<CAPTION>
                                                                                       Stock             Stock
                                                       Common Stock                 Subscription         issued
                                                  Shares            Amount           Receivable         in error
                                               ------------      -------------      -------------     -------------
<S>                                            <C>               <C>                <C>               <C>
Balance, December 31, 2003 -
  Tranferred from Permanent Equity                   18,547      $          18      $    (172,500)

Shares issued for services                           51,260                 52                 --

Shares issued for cash                               18,190                 18                 --

Shares issued for compensation                       32,500                 32                 --

Shares issued for compensation                           --                 --                 --

Conversion of preferred shares
  into common shares                              2,972,095              2,972                 --

Shares subscribed                                 1,059,750              1,060         (1,121,600)

Shares issued in acquisition of Cork                  4,000                  4                 --

Net loss for the year ended
  December 31, 2004                                      --                 --                 --
                                               ------------      -------------      -------------     -------------

Balance, December 31, 2004
  as originally reported                          4,156,342              4,156         (1,294,100)

Adjustment

Balance, December 31, 2004 as Restated            4,156,342              4,156         -1,294,100

Common stock issued for cash                      9,065,000              9,065

Common stock issued for compensation             10,000,000             10,000

Preferred A shares issued to Founder

Preferred B shares issued for land

Common shares issued for debt cancellation        4,314,266              4,314

Reduction of subscription receviable                                                    1,294,100

Common shares issued for land acquisition        35,000,000             35,000

Shares cancelled during the year                 (2,550,000)            (2,550)

Stock issue in error                                                                                     (1,960,000)

Common shares issued for services                73,265,412             73,266


Net loss for the year ended
  December 31, 2005
                                               ------------      -------------      -------------     -------------

Balance, December 31, 2005                      133,251,020      $     133,251      $          --     $  (1,960,000)
                                               ============      =============      =============     =============
</TABLE>

<TABLE>
<CAPTION>
                                                   Additional
                                                    Paid-In
                                                    Capital           Deficit           Total
                                                  ------------      ------------     ------------
<S>                                               <C>               <C>              <C>
Balance, December 31, 2003 -
  Tranferred from Permanent Equity                $  2,727,866                       $  2,555,384

Shares issued for services                             335,399                            335,451

Shares issued for cash                                 155,217                            155,235

Shares issued for compensation                         398,828                            398,860

Shares issued for compensation                              --                            198,140

Conversion of preferred shares
  into common shares                                   195,168                                 --

Shares subscribed                                    1,293,040                            172,500

Shares issued in acquisition of Cork                   239,996                            240,000

Net loss for the year ended December 31, 2004               --                                 --
                                                  ------------      ------------     ------------

Balance, December 31, 2004 as
  originally reported                                5,345,514                          4,055,569

Adjustment                                            (240,000)                          (240,000)

Balance, December 31, 2004 as Restated               5,105,514                          3,815,570

Common stock issued for cash                           317,885                            326,950

Common stock issued for compensation                   560,000                            570,000

Preferred A shares issued to Founder                                                        5,100

Preferred B shares issued for land                                                      1,100,000

Common shares issued for debt cancellation              51,771                             56,085

Reduction of subscription receviable                                                    1,294,100

Common shares issued for land acquisition            1,067,500                          1,102,500

Shares cancelled during the year                          (450)                            (3,000)

Stock issue in error                                                                   (1,960,000)

Common shares issued for services                    3,687,987                          3,761,253

Net loss for the year ended
  December 31, 2005                                                                            --
                                                  ------------      ------------     ------------

Balance, December 31, 2005                        $ 10,790,207      $         --     $ 10,068,558
                                                  ============      ============     ============
</TABLE>

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

                                       6
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                    (FORMERLY SITEWORKS, INC. AND SUBSIDIARY)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                 FOR THE YEARS ENDED DECEMBER 31, 2005 AND 2004


<TABLE>
<CAPTION>
                                                                                  Restated
                                                                   2005             2004
                                                                -----------      -----------
<S>                                                             <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES
   Net loss                                                     $(6,090,571)     $(1,218,293)
                                                                -----------      -----------

   Adjustments to reconcile net loss to net cash
     (used in) operating activities
     Bad debt subscriptions                                       1,187,650
     Depreciation and amortization                                    6,000            5,693
     Amortization of beneficial interest                            374,450
     Stock issued for compensation                                  575,100
     Stock issued for services                                    3,761,253          932,450
  Changes in assets and liabilities
     (Increase)Decrease in accounts receivable                      (11,240)           2,700
     (Increase)Decrease in inventory                                     --          105,000
     (Increase) in deposits                                         (10,750)              --
     Increase in accounts payable and other liabilities                 688            2,483
                                                                -----------      -----------
     Total adjustments                                            5,883,151        1,048,326
                                                                -----------      -----------
     Net cash (used in) operating activities                       (207,420)        (169,967)
                                                                -----------      -----------
CASH FLOWS FROM INVESTING ACTIVITIES

    Purchase of property and equipment                               (5,460)          (6,842)
                                                                -----------      -----------
    Net cash (used in) investing activities                          (5,460)          (6,842)
                                                                -----------      -----------

CASH FLOWS FROM FINANCING ACTIVITES
     Proceeds from note payable - related party                      52,262         (138,000)
     Subscriptions receivable                                       106,450               --
     Payments on notes payable - vehicle                             (6,072)          (2,548)
     Increase (decrease) in amounts due officer/stockholder           5,135           (5,246)
     Proceeds from the sale of common stock                          55,000          327,735
                                                                -----------      -----------
       Net cash provided by financing activities                    212,775          181,941
                                                                -----------      -----------
NET INCREASE IN
    CASH AND CASH EQUIVALENTS                                          (105)           5,132

CASH AND CASH EQUIVALENTS -
    BEGINNING OF YEAR                                                 5,224               92
                                                                -----------      -----------

CASH AND CASH EQUIVALENTS - END OF YEAR                         $     5,119      $     5,224
                                                                ===========      ===========
SUPPLEMENTAL DISCLOSURES:
   Cash paid during the year for interest                       $     5,209      $     5,209
                                                                ===========      ===========
SUPPLEMENTAL DISCLOSURE OF NONCASH INFORMATION:
   Common stock issued for services                             $ 3,761,253      $   932,450
                                                                ===========      ===========

Assumption of Mortgages                                         $ 1,960,000      $        --

Land acquired for stock                                         $ 2,100,000      $        --
</TABLE>

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

                                       7
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           DECEMBER 31, 2005 AND 2004


NOTE 1 -    ORGANIZATION AND BASIS OF PRESENTATION

            Siteworks,  Inc. (the  "Company"),  was incorporated in the State of
            Florida on August 8, 2001. The Company changed its name on April 15,
            2005 to Siteworks Building and Development Co.

            On March 13, 2002, the Company  merged with Real Time Cars,  Inc., a
            Nevada corporation ("RTCI") resulting in the Company existing as the
            surviving  company.  The  shareholders of RTCI received one share of
            the  Company's  common  stock in  exchange  for each share of common
            stock owned in RTCI.  The merger  with RTCI  occurred as a result of
            the  termination  of  an  acquisition  agreement  between  RTCI  and
            Automated Management  Resources,  Ltd. ("AMR"), a Nevada corporation
            that  was  controlled  by  the  Company's  management  and  founding
            stockholders.  AMR was incorporated on April 6, 1999 and was engaged
            in a similar  business  as the  Company  through  its  wholly  owned
            subsidiary, Automated Management resources, Ltd., a Barbados company
            ("AMR  Barbados").  On November 21,  2000,  AMR entered into a stock
            exchange  transaction  with RTCI,  whereby RTCI  acquired all of the
            common  stock of AMR and agreed to pay a finders' fee of $200,000 to
            the  President of AMR, and  subsequently  continued as the surviving
            corporation changing its name to Real Time Cars, Inc. RTCI defaulted
            on the finders' fee payment  resulting in  termination  of the stock
            exchange agreement and merger with the Company on March 13, 2002.

            The  Company  was  incorporated  to act as a  construction  and real
            estate  development  company,  to  acquire  operating   construction
            companies,  and income producing real estate. The Company's focus is
            on acquiring construction projects.

On September 29, 2003, the Company acquired Cork  Acquisition  Corp., a Delaware
corporation  ("Cork")  for  2,000,000  shares of its common stock for all of the
common stock of Cork. Prior to the merger, Cork was an inactive company that had
no assets or liabilities.

For accounting  purposes,  the  transaction  was been accounted for as a capital
transaction. Accordingly, the Company will be treated as a continuing entity for
accounting purposes.


                                       8
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2005 AND 2004


NOTE 1 -    ORGANIZATION AND BASIS OF PRESENTATION (CONTINUED)

      On August  13,  2005,  the  Company  amended  its share  structure  in the
      following  ways: 1) elected to change their  preferred  stock series A par
      value  from  $1.00  to  $0.001.  2)  Change  the  conversion  ratio of the
      preferred  stock  from  300:1  to 52:1 and 3)  reduce  the  common  shares
      authorized from 10,000,000,000 to 500,000,000.

NOTE 2 -    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

      Principles of Consolidation

      The consolidated  financial statements include the accounts of the Company
      and its wholly-owned subsidiary. All significant intercompany accounts and
      transactions have been eliminated in consolidation.

ITEM 6A.    USE OF ESTIMATES

            The  preparation  of  financial   statements,   in  conformity  with
            accounting  principles  generally  accepted in the United  States of
            America,  requires management to make estimates and assumptions that
            affect  the  amounts  reported  in  the  financial   statements  and
            accompanying   notes.   Actual   results  could  differ  from  those
            estimates.

ITEM 6B.    REVENUE AND COST RECOGNITION

            Currently, the Company anticipates four primary sources of revenue:

            (1) The construction of housing projects in foreign  countries;

            (2) Construction/home repairs in the United States;

            (3) The sale of undeveloped land or real estate;

                                       9
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2005 AND 2004


NOTE 2 -    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

ITEM 6C.    REVENUE AND COST RECOGNITION

            The  Company's  revenue  recognition  policy  for these  sources  of
            revenue  is as  follows.  The  Company  relies  on Staff  Accounting
            Bulletin  Topic 13,  in  determining  when  recognition  of  revenue
            occurs.  There are four  criteria  that the  Company  must meet when
            determining  when revenue is realized or realizable and earned.  The
            Company has persuasive evidence of an arrangement existing; delivery
            has   occurred  or  services   rendered;   the  price  is  fixed  or
            determinable;  and  collectibility is reasonably  assured.  Sales of
            real estate are generally  recognized  under the full accrual method
            when each of the criteria in  paragraph 5 of SFAS 66 are met.  Under
            that method,  gain is not recognized until the collectibility of the
            sales  price is  reasonably  assured  and the  earnings  process  is
            virtually  complete.  When a sale does not meet the requirements for
            income  recognition a gain is deferred until those  requirements are
            met.

            The Company  recorded the sale of property  under the cost  recovery
            method.  When this method is used,  no profit is  recognized  on the
            sales  transaction until the cost of the property sold is recovered.
            (See Note 3)

            Revenues  from  fixed-price and modified  fixed-priced  construction
            contracts    are    anticipated    to   be    recognized    on   the
            percentage-of-completion method, measured by the percentage of costs
            incurred  to  date  compared  to  estimated  total  costs  for  each
            contract.

            Contract costs will include all direct  material and labor costs and
            those  indirect  costs  related  to  contract  performance,  such as
            indirect labor, supplies,  tools, repairs and depreciation.  General
            and  administrative  costs  are  charged  to  expense  as  incurred.
            Provisions  for  estimated  losses  on  uncompleted   contracts  are
            recognized  in the  period  in which  such  losses  are  determined.
            Changes  in  job   performance,   job   conditions   and   estimated
            profitability may result in revisions to costs and income, which are
            recognized  in the  period in which the  revisions  are  determined.
            There are no costs  recognized since there were not any contracts in
            progress for the years ended December 31, 2005 and 2004.


                                       10
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2005 AND 2004


NOTE 2 -    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

ITEM 6D.    REVENUE AND COST RECOGNITION (CONTINUED)

            Revenues from time and material  contracts are recognized  currently
            as the work is performed.

      All revenues earned in 2005 were for small renovations and/or repairs that
were completed in 2005.


ITEM 6E.    CASH AND CASH EQUIVALENTS

      The  Company  considers  all  highly  liquid  debt  instruments  and other
      short-term investments with an initial maturity of three months or less to
      be cash equivalents.

            The Company  maintains cash and cash equivalent  balances at several
            financial  institutions  that are  insured  by the  Federal  Deposit
            Insurance Corporation up to $100,000.

ITEM 6F.

ITEM 6G.    FIXED ASSETS

      Fixed assets are stated at cost.  Depreciation is computed primarily using
      the straight-line method over the estimated useful life of the assets.

      Furniture and fixtures            7 Years
      Office equipment and vehicles     5 Years


                                       11
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2005 AND 2004

NOTE 2 -    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

ITEM 6H.

ITEM 6I.    INCOME TAXES

      The income tax benefit is computed on the pretax loss based on the current
      tax law.  Deferred income taxes are recognized for the tax consequences in
      future  years  of  differences   between  the  tax  basis  of  assets  and
      liabilities and their financial  reporting  amounts at each year-end based
      on enacted tax laws and statutory tax rates.

ITEM 6J.    ADVERTISING

      Costs of advertising  and marketing are expensed as incurred.  Advertising
      and marketing  costs for the years ended  December 31, 2005 and 2004,  are
      included in the consolidated statements of operations.

ITEM 6K.    FAIR VALUE OF FINANCIAL INSTRUMENTS

      The carrying amount reported in the  consolidated  balance sheets for cash
      and cash  equivalents,  accounts payable and accrued expenses  approximate
      fair value  because  of the  immediate  or  short-term  maturity  of these
      financial  instruments.  The carrying  amount  reported for notes  payable
      approximates  fair  value  because,  in  general,   the  interest  on  the
      underlying instruments fluctuates with market rates.

            Start-up Costs

      In accordance  with Statement of Position 98-5,  "Accounting  for Start-up
      Costs",  the  Company  has  expensed  all of their  costs  relating to the
      start-up in the period in which those costs related to.

      (Loss) Per Share of Common Stock

      Historical  net (loss) per common  share is  computed  using the  weighted
      average number of common shares  outstanding.  Diluted  earnings per share
      (EPS) includes additional dilution from common stock equivalents,  such as
      stock  issuable  pursuant to the exercise of stock  options and  warrants.
      Common stock  equivalents  are not included in the  computation of diluted
      earnings per share when the Company  reports a loss because to do so would
      be antidilutive for the periods presented.


                                       12
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2005 AND 2004


NOTE 2 -    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

      The following is a reconciliation of the computation for basic and diluted
EPS:

<TABLE>
<CAPTION>
                                                                             Restated
                                                           December 31,     December 31,
                                                               2005            2004
                                                          -------------    -------------
<S>                                                       <C>              <C>
Net Loss                                                  $  (6,090,571)   ($  1,218,293)
                                                          -------------    -------------

             Weighted-average common shares
               outstanding (Basic)                          131,644,678        1,965,859

             Weighted-average common stock equivalents:
                   Stock options and warrants                      --               --
                                                          -------------    -------------

             Weighted-average common shares
                 outstanding (Diluted                       131,644,678        1,965,859
                                                          =============    =============
</TABLE>

      Options and warrants  outstanding  to purchase  stock were not included in
      the  computation  of  diluted  EPS  because   inclusion  would  have  been
      antidilutive.  The Company has no options or  warrants  outstanding  as of
      December 31, 2005 and 2004.

      Reclassifications

      Certain   amounts  for  the  year  ended   December  31,  2004  have  been
      reclassified  to conform to the  presentation  of the  December  31,  2005
      amounts.  The  reclassifications  have no  effect on net loss for the year
      ended December 31, 2004.


                                       13
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2005 AND 2004


NOTE 2 -    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

            Recent Accounting Pronouncements

            In November 2004, the FASB issued Financial Accounting Standards No.
            151  (FAS  151),  "Inventory  Costs - an  amendment  of ARB No.  43,
            Chapter 4". FAS 151 clarifies the accounting for abnormal amounts of
            idle facility  expense,  freight,  handling  costs and spoilage.  In
            addition, FAS 151 requires companies to base the allocation of fixed
            production  overhead  to the  costs  of  conversion  on  the  normal
            capacity of  production  facilities.  FAS 151 is  effective  for the
            Company  in 2006.  The  Company  does not  expect  FAS 151 to have a
            material impact on its results or financial statements.

            On December 16, 2004, FASB issued Financial Accounting Standards No.
            153,  Exchanges of Non-monetary  Assets, an amendment of APB Opinion
            No. 29, Accounting for Non-monetary  Transactions  ("FAS 153"). This
            statement  amends APB  Opinion 29 to  eliminate  the  exception  for
            non-monetary  exchanges of similar productive assets and replaces it
            with a general  exception for exchanges of non-monetary  assets that
            do not have commercial  substance.  Under FAS 153, if a non-monetary
            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. FAS 153 is effective for  non-monetary  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.



                                       14
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2005 AND 2004

NOTE 2 -    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

            Recent Accounting Pronouncements (Continued)

            In December 2004, the FASB issued Financial Accounting Standards No.
            123  (revised  2004) (FAS  123R),  "Share-Based  Payment,  "FAS 123R
            replaces FAS No. 123,  "Accounting for  Stock-Based  Compenasation",
            and supersedes APB Opinion No. 25,  "Accounting  for Stock Issued to
            Employees." FAS 123R requires compensation expense,  measured as the
            fair  value  at the  grant  date,  related  to  share-based  payment
            transactions  to be recognized in the financial  statements over the
            period that an employee  provides service in exchange for the award.
            The  Company   intends  to  adopt  FAS  123R  using  the   "modified
            prospective"  transition  method as defined  in FAS 123R.  Under the
            modified  prospective  method,  companies  are  required  to  record
            compensation cost prospectively for the unvested portion,  as of the
            date of adoption,  of previously issued and outstanding  awards over
            the remaining  vesting period of such awards.  FAS 123R is effective
            January 1, 2006. The Company is evaluating the impact of FAS 123R on
            its' results and financial position.

NOTE 3-     INVENTORY

      The Company on July 31, 2003,  purchased an undeveloped  parcel of land in
      Jupiter,  Florida in the amount of $105,000. The Company has recorded this
      asset as  inventory  and this  amount  is stated  at cost  which  includes
      specifically  identifiable  costs.  The Company held this  property  until
      September 28, 2004, which at that time was sold for a price of $220,000.

ITEM 7.

ITEM 8.     NOTE 4-  PROPERTY AND EQUIPMENT

      Property and  equipment  consist of the following at December 31, 2005 and
2004:

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

Land                                $ 2,100,000             --

Furniture, fixtures and equipment        20,716    $    16,144
Vehicle                                  20,794         20,794
                                    -----------    -----------
                                      2,141,510         36,938
Less: accumulated depreciation          (17,498)       (11,498)
                                    -----------    -----------

Net book value                      $ 2,124,012    $    25,440
                                    ===========    ===========

      Depreciation  expense for the years ended  December  31, 2005 and 2004 was
$6,000 and $5,693, respectively.


ITEM 8A.

Controls and Procedures

The Company maintains disclosure controls and procedures designed to ensure that
information  required to be  disclosed  in reports  filed  under the  Securities
Exchange  Act  of  1934,  as  amended,  is  recorded,   processed,   summarized,
accumulated and  communicated to the Company's  management,  including its Chief
Executive Officer and Chief Financial Officer,  as appropriate,  to allow timely
decisions regarding required disclosure.

Based upon their  evaluation as of the end of the period covered by this report,
the Company's chief  executive  officer and chief  financial  officer  concluded
that,  the Company's  disclosure  controls and  procedures  are not effective to
ensure that  information  required to be included in the Company's  periodic SEC
filings is recorded, processed, summarized, and reported within the time periods
specified  in the SEC rules and forms.  A  material  weakness  is a  significant
deficiency or a combination  of significant  deficiencies  that result in a more
than remote  likelihood  than a material  misstatement  of the annual or interim
financial statements will not be prevented or detected.

Bagell,  Josephs,  Levine and Company,  LLC, our independent  registered  public
accounting  firm, has advised  management and the board of directors that during
their  performance of audit procedures for 2005, it had identified the following
material weaknesses in our internal controls:

A material  weakness exists as of December 31, 2005, with regard to insufficient
personnel in the accounting and financial  reporting function due to the size of
the Company which  prevents the ability to employ  sufficient  resources to have
adequate segregation of duties within the internal control system. This material
weakness affects management's ability to effectively review and analyze elements
of the financial  statement closing process and prepare  consolidated  financial
statements in accordance with U.S. GAAP.

In addition,  a material  weakness  exists as of December 31, 2005,  in controls
over  closing  procedures  due to a number of year-end  adjustments.  There were
deficiencies in the analysis and reconciliation of general ledger accounts which
were  indicative  of a material  weakness in controls  over closing  procedures,
including the (a)  recognition of expenses in appropriate  periods,  and (b) the
accounting and reporting of capital transactions.


In order to  remediate  this  material  weakness in our  internal  control  over
financial reporting,  management is in the process of designing and implementing
and continuing to enhance  controls to aid in the correct  preparation,  review,
presentation and disclosures of our Consolidated  Financial  Statements.  We are
continuing to monitor,  evaluate and test the operating  effectiveness  of these
controls.

Other than  indicated  above,  there were no changes in the  Company's  internal
control over financial  reporting  that occurred  during the last fiscal quarter
that have materially  affected,  or are reasonably likely to materially  affect,
the Company's internal control over financial reporting.


Limitations on the Effectiveness of Controls

Our  management,  including our CEO and CFO, does not expect that our disclosure
controls  or our  internal  controls  will  prevent or detect all errors and all
fraud. A control system,  no matter how well designed and operated,  can provide
only reasonable,  not absolute,  assurance that the control system's  objectives
will be met. Further,  the design of a control system must reflect the fact that
there are resource constraints,  and the benefits of controls must be considered
relative to their  costs.  Because of the  inherent  limitations  in all control
systems,  no  evaluation  of controls can provide  absolute  assurance  that all
control issues and instances of fraud,  if any,  within  Siteworks  Building and
Development Company have been detected.  These inherent  limitations include the
realities that judgments in  decision-making  can be faulty, and that breakdowns
can occur because of simple error or mistake.  Controls can also be circumvented
by the individual acts of some persons,  by collusion of two or more people,  or
by management override of the controls.  The design of any system of controls is
based in part upon certain  assumptions  about the  likelihood of future events,
and there can be no  assurance  that any design will  succeed in  achieving  its
stated goals under all  potential  future  conditions.  Over time,  controls may
become  inadequate  because of changes in  conditions  or  deterioration  in the
degree of compliance  with  associated  policies or  procedures.  Because of the
inherent  limitations in a cost-effective  control system,  misstatements due to
error or fraud may occur and not be detected.


                                       15
<PAGE>

ITEM 9.

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2005 AND 2004

NOTE 5-     NOTES PAYABLE- RELATED PARTY

      The Company had a construction  bridge loan and note payable in the amount
      of $150,000 due to a related party. The note required a balloon payment of
      principal and interest at a rate of 12% due on July 23, 2004. The note was
      collateralized  by land and 150,000 shares of the Company's  common stock.
      Interest  expense in 2004 was $5,209.  The Company  paid back  $123,000 in
      February and March 2004, and reclassified the remaining $27,000 to another
      individual who assumed the note payable,  which was subsequently paid off.
      At December 31, 2004 this balance was paid off.

NOTE 6-     DUE TO OFFICER

            The Company had  outstanding  at December 31, 2005,  of $5,135 to an
            officer/stockholder  for expenses advanced on behalf of the Company.
            There were no specific repayment terms.

ITEM 10.    NOTE 7-  PROVISION FOR INCOME TAXES

      Deferred  income taxes will be determined  using the liability  method for
      the temporary differences between the financial reporting basis and income
      tax basis of the Company's assets and  liabilities.  Deferred income taxes
      will be measured  based on the tax rates expected to be in effect when the
      temporary  differences  are  included in the  Company's  consolidated  tax
      return.  Deferred  tax  assets and  liabilities  are  recognized  based on
      anticipated  future tax consequences  attributable to differences  between
      financial  statement  carrying amounts of assets and liabilities and their
      respective tax bases.

      At  December  31,  2005 and 2004,  deferred  tax assets  approximated  the
      following:

                                                   2005              2004
                                                -----------      -----------
                  Deferred tax asset            $ 2,975,000      $1,148,100
                  Less:  valuation allowance     (2,975,000)     (1,148,100)
                                                 -----------     -----------
                                                $        -0-     $       -0-
                                                 ===========     ===========

      At December  31,  2005 and 2004,  the  Company  had  deficits  accumulated
      approximating $9,917,572 and $3,827,000 respectively,  available to offset
      future  taxable income  through 2023.  The Company  established  valuation
      allowances  equal to the full amount of the deferred tax assets due to the
      uncertainty of the utilization of the operating losses in future periods.


                                       16
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2005 AND 2004

NOTE 8-     STOCKHOLDERS' EQUITY (DEFICIT)

            At December  31,  2005,  the Company has three  classes of stock;  a
            convertible  Series A preferred class with a par value of $.001 with
            20,000,000 shares authorized, a convertible Series B preferred stock
            with a par value of $1.00 with  20,000,000  shares  authorized and a
            common  class  with a par  value of  $.001  and  500,000,000  shares
            authorized.

            At December  31,  2004,  the Company has three  classes of stock;  a
            convertible  Series A preferred class with a par value of $1.00 with
            20,000,000 shares authorized, a convertible Series B preferred stock
            with a par value of $1.00 with  20,000,000  shares  authorized and a
            common  class  with a par  value of  $.001  and  100,000,000  shares
            authorized.

            The Company in 2005 and 2004 did  numerous  Amendments  to the share
            structure that may not have had the appropriate shareholder approval
            (See Note 9)

            The following details the share issuances in 2005 and 2004:

            Preferred Stock:

            In May 2005,  the Company  issued  5,100,000  shares of  convertible
            preferred  Series A shares with voting rights of one preferred share
            equivalent to 52 to 1 common shares of the Company.  The transaction
            was booked at par value or $5,100.

            In June 2005,  the  Company  issued  1,100,000  shares of  preferred
            Series B valued at $1.00 a share for a partial payment on land.

            There were no preferred stock issuances in 2004.

            Common Stock Transactions:
            2005

            The Company issued  35,000,000  shares of common stock at fair value
            $1,102,500 for the payment of land.  There was $102,500  recorded as
            beneficial interest.



                                       17
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2005 AND 2004


NOTE 8-     STOCKHOLDERS' EQUITY (DEFICIT) (CONTINUED)

            Common Stock Transactions:
            2005 (Continued)

            The Company issued during the year 10,000,000 shares of stock to the
            President of the  corporation  which was recorded as compensation at
            fair value of $570,000.

            The Company  issued  during the year  73,265,412  shares of stock to
            consultants for services rendered at fair value of $3,761,253.

            The Company issued  4,314,266  shares for debt  cancellation at fair
            value of $56,085.

            The Company issued 9,065,000 shares for cash of $55,000 and recorded
            a beneficial interest amount of $271,950 to account for fair value.

            In April  2005,  2,550,000  shares of par value  common  stock  were
            cancelled.

            The Company in 2005  provided for an allowance  against stock issued
            as subscriptions receivable of $1,187,650.

            2004


            On April 9, 2004, the Company authorized the issuances of new Series
            A Preferred  Stock.  They have authorized the issuance of 20,000,000
            shares,  and  issued  19,813,967  of these  shares to the  Company's
            President. These shares were converted in August 2004.

            On August 12, 2004, the Company approved a reverse 1 for 2,000 stock
            split.


                                       18
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2005 AND 2004


NOTE 8-     STOCKHOLDERS' EQUITY (DEFICIT) (CONTINUED)

            For the year ended December 31, 2004,  the Company issued  8,000,000
            shares of common  stock  pre-stock  split and 4,000 shares of common
            stock post-stock split as part of the Cork  Acquisition;  36,380,000
            shares of common stock  pre-stock  split and 18,190 shares of common
            stock post-stock split for cash ; 520,300,000 shares of common stock
            pre-stock  split and  1,059,750  shares of common  stock  post-stock
            split for subscriptions of stock; 597,000,000 shares of common stock
            pre-stock  split and  3,004,595  shares of common  stock  post-stock
            split  (which  includes  2,972,095  shares  of  common  stock  which
            converted  19,813,967 shares of preferred stock) for compensation to
            the officer;  and 102,520,000 shares of common stock pre-stock split
            and 51,260  shares of common  stock  post-stock  split for  services
            rendered.

NOTE 9-     TEMPORARY EQUITY

            The Company has recorded on its balance sheet as a temporary  equity
            account for those  securities  issued that may not be in  compliance
            with the  registration  provisions of the Securities Act of 1933, as
            amended and for the issuance of common and preferred  stock that may
            not have been  validly  authorized.  All related  amounts  that were
            previously  included in common stock and additional  paid-in amounts
            of the permanent  stockholders'  equity (deficit)  section have been
            reclassified  to  temporary  equity as their  redemption  may not be
            solely within the control of the issuer.

            Temporary  equity at December 31, 2005 and 2004 was  $10,068,558 and
            $3,815,570, respectively.

NOTE 10-    CONTINGENCY/UNCERTAINTY

            The Company  during the year ended  December 31, 2005,  became aware
            that some or all of the capital  changes were not validly adopted by
            the  Company's  Board  of  Directors,   approved  by  the  Company's
            shareholders,  or filed with the  Secretary  of State as required by
            the laws of the State of Florida.  As a result,  it appears that the
            Company never has been  authorized  to issue  certain  shares of its
            common and preferred stock.

            Therefore,  these amounts have been reclassified to temporary equity
            (See  Note 9).  In  addition,  the  Company  reserved  1,187,650  of
            subscriptions receivable that may not be collected.


                                       19
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2005 AND 2004


NOTE 11-    GOING CONCERN

            As shown in the accompanying consolidated financial statements,  the
            Company incurred  substantial net losses since inception and doesn't
            have the  revenue  stream to support  itself.  There is no  guaranty
            whether the Company will be able to generate  enough  revenue and/or
            raise capital to support those  operations.  This raises doubt about
            the Company's ability to continue as a going concern.

            In addition, the Company may have issued certain shares of its stock
            that were not validly authorized (See Notes 8, 9 and 10).

            Management also states that they are confident that they can acquire
            projects and raise the  appropriate  funds needed  either  through a
            debt or equity offering to operate.

            The consolidated financial statements do not include any adjustments
            that might results from t he outcome of these uncertainties.

NOTE 12-    LAND AND MORTGAGES PAYABLE

            In June 2005, the Company issued 1,100,000 shares of preferred stock
            Series B value at $1.00 a share. The Company also issued  35,000,000
            shares of common  stock par value valued at  $1,000,000  in order to
            purchase  property  from Munich LLC. The  property was  appraised at
            $2,100,000.

            Subsequently  to the  purchase,  the  Company  discovered  that  the
            property  wasn't  free and  clear of  mortgages  and/or  liens.  The
            Company has paid  $2,100,000 for the land and recorded the deed. The
            Company purports that they are trying to recover the stock issued to
            the former seller.

            A final determination has not been finalized.


                                       20
<PAGE>

              SITEWORKS BUILDING AND DEVELOPMENT CO AND SUBSIDIARY
                (FORMERLY KNOWN AS SITEWORKS INC. AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2005 AND 2004


NOTE 13-    RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS AND
            RELATED NOTES

            The Company has restated their 2004 financial statements and related
            notes for the following reasons:

                  A.    To take  into  effect  the  reverse  stock  splits  that
                        occurred  in  both  2004  and  2003.   The  Company  has
                        retroactively  reflected the reverse stock splits in the
                        consolidated balance sheets,  consolidated  statement of
                        changes in stockholders' equity (deficit),  the earnings
                        per share calculations,  and throughout the consolidated
                        financial statements with respect to share amounts

                  B.    The company  issued 4,000 and 1,000 post split shares of
                        stock in 2004 and 2003  respectively  to Cork as part of
                        an agreement.  This was part of the capital  transaction
                        of Siteworks and Cork.

            The net effect of this restatement is as follows:

                                                          Originally
                                          Restated        Reported
                                            2004            2004
                                        ------------    -------------

Net Loss                                $ (1,218,293)   $  (1,458,293)
                                        ============    =============

Net Loss per Basic and Diluted Shares   $      (0.62)   $       (0.74)
                                        ============    =============


                                       21
<PAGE>

                         SITEWORKS, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           DECEMBER 31, 2004 AND 2003


















                                       22
<PAGE>

ITEM 11. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANCIAL DISCLOSURE

      Effective June 24, 2004,  the board of directors of the Company  dismissed
the  Company's  certified  public  accountants,  Liebman  Goldberg  & Drogin LLP
("Liebman").

      Liebman did not complete its audit,  never issued an opinion regarding the
Company's  financial  statements  for fiscal  years ended  December 31, 2003 and
2002,  respectively,  and only  provided  the  Company  with draft  opinion  and
financials.

      Consequently,  there was no  principal  accountant's  or any  accountant's
report on the  Company's  financial  statements  for either of the fiscal  years
ended  December 31, 2003 or 2002,  respectively,  and,  therefore,  there was no
opinion or disclaimer of opinion from any accountant,  nor was any  accountant's
report modified as to uncertainty, audit scope, or accounting principles.

      There were no disagreements with any accountant,  whether or not resolved,
on any  matter  of  accounting  principles  or  practices,  financial  statement
disclosure, or auditing scope or procedure, which, if not resolved to the former
accountant's satisfaction, would have caused it to make reference to the subject
matter of the disagreement(s) in connection with the fiscal years ended December
31, 2003 or 2002, respectively,  and any subsequent period preceding the date of
the dismissal.

      The Company  requested  Liebman to furnish a letter  addressed  to the SEC
stating  whether or not it agrees with the statements made by the Company in its
current  report on Form 8-K dated May 24, 2005. A copy of such letter dated July
20, 2005 was filed with the SEC as an exhibit to the Company's current report on
Form 8-K dated July 22, 2005.

      The board of directors of the Company engaged  Bagell,  Josephs & Company,
L.L.C. ("Bagell") as its independent registered public accounting firm effective
July 12,  2004.  During the  fiscal  years  ended  December  31,  2003 and 2002,
respectively,  and through June 24,  2004,  the Company has not  consulted  with
Bagell  regarding  either:  (i) the  application  of accounting  principles to a
specified  transaction,  either completed or contemplated,  or the type of audit
opinion that might be rendered on the Company's financial statements and neither
written nor oral advice was provided to the Company that was an important factor
considered by the Company in reaching a decision as to the accounting,  auditing
or  financial  reporting  issue;  or (ii) any matter  that was the  subject of a
disagreement or event identified in Item 304(a)(1)(iv) of Regulation S-B.

      CONTROLS AND PROCEDURES

      The  Company,  under the  supervision  and with the  participation  of its
management,  including its principal  executive officer and principal  financial
officer,  evaluated  the  effectiveness  of  the  design  and  operation  of its
disclosure  controls and  procedures as of the end of the period covered by this
report. Based on this evaluation,  the principal executive officer and principal
financial  officer  concluded  that  the  Company's   disclosure   controls  and
procedureswere  not  effective  as of December 31, 2005 in reaching a reasonable
level of assurance that  information  required to be disclosed by the Company in
the reports  that it files or submits  under the  Exchange  Act is  accumulated,
recorded,  processed,  summarized,  communicated to the Company's  management to
allow timely decisions  regarding the required  disclosure,  and reported within
the time period specified in the SEC's rules and forms.

      The principal executive officer and principal financial officer determined
that no changes in the Company's internal control over financial occurred during
the  quarter  (the  Company's  fourth  fiscal  quarter  in the case of an annual
report)  that  have  materially  affected  or which  are  reasonably  likely  to
materially affect the Company's internal control over financial reporting.


                                       23
<PAGE>

      A control system,  no matter how well conceived and operated,  can provide
only  reasonable,  not absolute,  assurance  that the  objectives of the control
system are met.  Further,  the design of a control  system must reflect the fact
that there are  resource  constraints,  and the  benefits  of  controls  must be
considered relative to their costs.  Because of the inherent  limitations in all
control systems,  no evaluation of controls can provide absolute  assurance that
all control issues and instances of fraud,  if any, within the Company have been
detected.  Because  of the  inherent  limitations  in a  cost-effective  control
system,  misstatements due to error or fraud may occur and not be detected.  The
Company conducts periodic evaluations to enhance, where necessary its procedures
and controls.

ITEM 11A. OTHER INFORMATION

      NONE




                                       24
<PAGE>

ITEM 12. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
         COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

      The following table sets forth information  about the Company's  directors
and executive officers.

<TABLE>
<CAPTION>
          Name             Age(1)             Position Held in the Company                Director Since
          ----             ------             ----------------------------                --------------
<S>                         <C>    <C>                                                    <C>
Carl M. Nurse               51     Chairman of the Board, Chief Executive Officer,               2001
                                   Chief Financial Officer, President, Secretary
                                   and Treasurer

Beverly Callender           49     Director                                                    [ 2003 ]
</TABLE>

------------------------
(1)      As of March 30, 2006

      [SECTION 2 OF ARTICLE III OF BYLAWS  PROVIDES THAT THE NUMBER OF DIRECTORS
SHALL BE THREE; MR. NURSE WAS DESIGNATED AS A DIRECTOR IN THE CHARTER;  ELECTION
OF MS. CALLENDER TO BE DISCUSSED.]

      The  Company's  directors  serve  until  the next  annual  meeting  of the
Company's  shareholders  and until his or her successor  shall have been elected
and  qualified,  except in the event of the  director's  earlier  resignation or
removal.  There  is no  family  relationship  between  any of the  directors  or
executive officers of the Company.


      Mr.  Nurse  founded  the  Company  in  August  2001 and has  served as the
Company's  President,  Treasurer and Secretary  since  inception.  Mr. Nurse has
served as Chairman of the Board,,  Chief  Executive  Officer and Chief Financial
Officer since inception Mr. Nurse has been Chief Executive  Officer of Automated
Management  Resources,  Ltd.  from 1999 until  2001.  Mr.  Nurse has 25 years of
varied  experience in all phases of  construction  and  construction  management
including design,  development,  construction,  administration,  marketing,  and
sales accounting.  Mr. Nurse has had over fifteen years management experience in
the management  construction companies at various levels ranging from scheduling
of construction  activities through  operations and strategic  management of the
companies. A graduate engineer from Farleigh Dickenson University,  Teaneck, New
Jersey,  Mr. Nurse has had  specialized  training in a number of relevant  areas
including:  labor relations,  production management,  quality control, and sales
and  marketing.  Mr. Nurse has held  positions of Project  Engineer,  Scheduling
Technician,  Project  Manager,  Construction  Manager,  Vice President and Chief
Executive  Officer.  Companies worked with included Titian Realty & Construction
of New York,  Pullman  Kellogg of Texas,  a builder of power  plants,  and Walsh
Construction of  Connecticut,  a division of  Hydroelectric  Plant builder Guy F
Atkinson.

      Beverly  Callender has served as a director of the Company since 2003. Ms.
Callendar  has been a  self-employed  mortgage  broker since 2005.  From 2003 to
2005, Ms. Callendar served as a mortgage processor for Bank Atlantic.  From 2002
to 2003,  Ms.  Callendar was a substitute  teacher in the Broward  County School
District.  In  2003,  Ms.  Callendar  received  her MBA  from  Florida  Atlantic
University.  From 1997 to 2001,  Ms.  Callendar  was a senior  loan  officer  at
General  Finance in Barbados.  From 1993 to 1997,  Ms.  Callendar  served as the
manager  of the  credit  cards and  collections  department  at  Mutual  Bank in
Barbados.


                                       25
<PAGE>

Audit Committee Financial Expert

      The Company does not have a  separately-designated  audit committee,  and,
therefore, the Company does not have an audit committee financial expert.

Code of Ethics

      The Company's  board of directors  adopted the Code of Ethics that applies
to the Company's  directors,  officers and employees,  including Chief Executive
Officer (i.e., the principal executive officer),  Chief Financial Officer (i.e.,
the principal financial officer),  Principal  Accounting Officer,  Controller or
any other person performing similar  functions.  A copy of the Code of Ethics is
attached as Exhibit 14.1 to this Form 10-KSB.

      The Company made no waivers from our changes to the Code of Ethics.

Section 16(a) Beneficial Ownership Reporting Compliance

      Section  16(a) of the  Exchange  Act  requires  the  Company's  directors,
officers  and  persons  who  beneficially  own  more  than 10% of  Common  Stock
(collectively,   the  "Insiders")  to  file  initial  statements  of  beneficial
ownership  and  statements  of changes in their  beneficial  ownership of Common
Stock with the SEC. The SEC regulations  require Insiders to furnish the Company
with copies of all  Section  16(a)  statements  they file.  Based  solely on the
Company's  review of the copies of such  statements  received by it, the Company
believes  that the Insiders  complied with all  applicable  Section 16(a) filing
requirements  for the  fiscal  year  ended  December  31,  2005,  except for the
replacement issuance of founding shares issued to Mr.Nurse of 10,000,000. common
stock.

      EXECUTIVE COMPENSATION

Summary Compensation Table

      The following table sets forth information regarding  compensation awarded
to, earned by or paid to the Company's chief executive  officer for all services
rendered in all capacities to the Company and its subsidiary.

<TABLE>
<CAPTION>
                                     Annual Compensation                   Long-Term Compensation
                                     -------------------                  ------------------------
                                                                          Restricted   Securities
                                                           Other Annual     Stock      Underlying     All Other
Name and Principal Position  Year    Salary      Bonus     Compensation   Awards ($)   Options (#)  Compensation
---------------------------  ----    ------      -----     ------------   ----------   -----------  ------------
<S>                          <C>   <C>             <C>        <C>          <C>        <C>                  <C>
Carl M. Nurse, CEO (1)       2005  $     0         0                       575,100     5,100,000 a          0
                                                                                      10,000,000
                             2004        0         0          $4,764       719,131     3,043,476            0
                                                              ======
                             2003        0         0               0       456,750             0            0
</TABLE>

------------------------

(1)   The Company has not paid its Chief  Executive  Officer any salary or bonus
      during fiscal years ended December 31, 2001, 2002, 2003 and 2004.

(2)   Represents the Company's  payments of the automobile  note payable of $397
      per month. [

(3)   A: 5,100,000 preffereed A, 10,000,000 shares of common (S8)


                                       26
<PAGE>

(4)   This represents the dollar value of control stock issued to Mr. Nurse.

      The Company  has not granted any options to purchase  shares of its Common
Stock since its incorporation in 2001

      Agreements Between Mr. Nurse and the Company

      The following brief summaries of the Individual  Employment Agreement (the
"Agreement") and the Indemnity Agreement (the "Indemnity Agreement") between the
Company and Mr. Nurse are not intended to be complete and are qualified in their
entirety  by  reference  to the  documents  attached  as exhibits to this Annual
Report on Form 10-KSB.

Individual Employment Agreement

      On August 9 2001 , the Company and Mr. Nurse  entered into the  Agreement,
pursuant to which Mr. Nurse is employed as President and Chief Executive Officer
of the Company.  The Agreement  provides that Mr.  Nurse's annual salary will be
$150,000, when revenues reach $4,000,000,  and thereafter the annual salary will
increase to $250,000 when revenues  reach  $10,000,000.  The salary will also be
reviewed when revenues are in excess of  $15,000,000  per year.  Generally,  the
Company agreed to review Mr.  Nurse's salary on an annual basis.  Mr. Nurse will
be eligible to receive a bonus  provided Mr. Nurse  achieves,  in the reasonable
opinion of the Company, the objectives agreed between the Company and Mr. Nurse.

      The  Agreement  states that Mr. Nurse will be provided with a car for work
purposes  and  for  his own  personal  use in non  work  time.  Pursuant  to the
Agreement,  Mr.  Nurse will be paid (i) a travel  allowance of $20,000 per year;
(ii) an  automobile  allowance of $1,500 per month;  and (iii) an  entertainment
allowance  of $12,000 per year.  Under the terms of the  Agreement,  the Company
agreed to provide Mr. Nurse and his family with medical  insurance up to a value
of $15,000  per year and to pay $1,500 per year to a club or gym that Mr.  Nurse
joins.

      Under the  Agreement,  the Company will, to the extent  permissible  under
law,  indemnify  Mr.  Nurse from and  against  all  actions,  claims and demands
brought  against Mr. Nurse by any third party relating to the performance of Mr.
Nurse's employment, provided that Mr. Nurse's actions were in good faith and did
not involve recklessness,  willful neglect or any willful failure to carry out a
lawful instruction from the Company.

      Mr. Nurse agreed not to, whether during the term of the Agreement or after
its termination for whatever reason,  use,  disclose or distribute to any person
or entity,  otherwise than as necessary for the proper performance of his duties
and  responsibilities   under  the  Agreement,   or  as  required  by  law,  any
confidential information,  messages, data or trade secrets acquired by Mr. Nurse
in the course of performing his services under the Agreement. This includes, but
is not limited to, information about the Company's  business.  All work produced
for the Company by Mr. Nurse under the  Agreement or otherwise  and the right to
the copyright and all other intellectual property in all such work is considered
to be the sole property of the Company.

      If, while performing his duties and responsibilities  under the Agreement,
Mr.  Nurse  becomes  aware of any  potential  or  actual  conflict  between  his
interests  and  those  of the  Company,  then Mr.  Nurse  will be  obligated  to
immediately inform the Company.  Where the Company believes that such a conflict
does or could exist,  it may direct Mr. Nurse to take  action(s) to resolve that
conflict.  When acting in his capacity as an employee,  Mr. Nurse agreed to not,
either  directly  or  indirectly,  receive or accept for his own  benefit or the
benefit of any person or entity other than the Company any gratuity,  emolument,
or payment of any kind from any person  having or intending to have any business
with the Company.


                                       27
<PAGE>

      Mr. Nurse agreed that for a period of one year  following the  termination
of his employment for whatever reason, he will not, either personally,  or as an
employee,  consultant  or agent for any other  entity or  employer,  solicit  or
engage  or employ  any  employee  of the  Company  with  whom Mr.  Nurse had any
dealings when employed with the Company.

      If Mr. Nurse's  employment is terminated on the basis of  redundancy,  Mr.
Nurse will be entitled to redundancy  compensation in the sum of $50,000.  Under
the Agreement,  "redundancy"  is a situation where the position of employment of
an employee  is or will  become  surplus to the  requirements  of the  Company's
business.

      The Company may terminate the Agreement  summarily and without  notice for
serious misconduct on the part of Mr. Nurse, which includes,  but is not limited
to:  (i)  theft;  (ii)  dishonesty;  (iii)  harassment  of a work  colleague  or
customer;  (iv) serious or repeated failure to follow a reasonable  instruction;
(v)  deliberate  destruction of any property  belonging to the Company;  or (vi)
actions which seriously damage the Company's reputation.

      If Mr.  Nurse was  absent  from work for three  consecutive  working  days
without any  notification  to the Company,  and the Company has made  reasonable
efforts to contact Mr. Nurse, the Agreement will automatically  terminate on the
expiry  of the  third  day  without  the  need  for  notice  of  termination  of
employment.

Indemnity Agreement

      On August 9, 2001,  the Company and Mr. Nurse  entered into the  Indemnity
Agreement.  Subject to certain exceptions set forth in the Indemnity  Agreement,
the Company will pay on behalf of Mr. Nurse,  and his executors,  administrators
or assigns,  any amount which he is or becomes legally  obligated to pay because
of any claim or claims  made  against  him  because  of any act or  omission  or
neglect  or breach of duty  which he  commits  or  suffers  while  acting in his
capacity as a director or officer of the Company. The payments which the Company
will be obligated to make under the  Indemnity  Agreement  will  include,  inter
alia,  damages,  judgments,  settlements,  costs of  investigation  and costs of
defense of legal,  criminal or  equitable  actions,  claims or  proceedings  and
appeals therefrom,  including  attorneys' fees of Mr. Nurse, costs of attachment
or similar bonds,  costs of  establishing a right to  indemnification  under the
Indemnity Agreement,  and fines,  penalties or other obligations or fees imposed
by law.

      If a claim under the Indemnity Agreement is not paid by the Company within
60 days after a written claim has been received by the Company, the claimant may
at any time  thereafter  bring suit  against  the  Company to recover the unpaid
amount of the claim and if  successful,  in whole or in part,  the claimant also
will be entitled to receive from the Company  claimant's  reasonable  attorneys'
fees and other expenses of prosecuting such claim.

      Costs and expenses  (including  attorneys'  fees) incurred by Mr. Nurse in
defending or investigating any action, suit, proceeding or investigation will be
paid by the  Company in advance of the final  disposition  of such  matter.  Mr.
Nurse  agrees to repay any such  advances  in the  event  that it is  ultimately
determined that Mr. Nurse is not entitled to indemnification  under the terms of
the Indemnity Agreement. Notwithstanding the foregoing or any other provision of
the  Indemnity  Agreement,  no  advance  will  be  made  by  the  Company  if  a
determination  is  reasonably  and promptly  made by the board of directors by a
majority vote of a quorum of  disinterested  directors or by  independent  legal
counsel,  that,  based upon the facts  known to the board or counsel at the time
such  determination is made, (i) Mr. Nurse knowingly and intentionally  acted in
bad  faith,  and (ii) it is more  likely  than not  that it will  ultimately  be
determined that Mr. Nurse is not entitled to indemnification  under the terms of
the Indemnity Agreement.


                                       28
<PAGE>

      Nothing contained in the Indemnity Agreement will be deemed to diminish or
otherwise restrict Mr. Nurse's right to  indemnification  under any provision of
the articles of incorporation or bylaws of the Company or under Florida law.

ITEM 13. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
         RELATED STOCKHOLDER MATTERS

      The  following  table sets  forth  information  as of March 30,  2006 with
respect to the  beneficial  ownership of Common Stock by: (i) each person who is
known to the Company to be the beneficial owner of more than five percent of the
Company's outstanding Common Stock, (ii) each of the Company's directors,  (iii)
the Company's  Chief Executive  Officer [and each other executive  officer whose
total  annual  salary and bonus for the  fiscal  year ended  December  31,  2005
exceeded  $100,000];  and  (iv) all of the  Company's  directors  and  executive
officers as a group.  As of March 30, 2006,  213,669,026  shares of Common Stock
were outstanding.

      The  securities  "beneficially  owned" by an  individual,  as shown in the
table below,  are  determined in accordance  with the  definition of "beneficial
ownership"  set forth in the SEC  regulations.  Accordingly,  beneficially-owned
securities  may include  securities  owned by or for,  among others,  the spouse
and/or minor  children of the individual and any other relative who has the same
home as such individual,  as well as other securities as to which the individual
has or shares  voting or  investment  power or has the  right to  acquire  under
outstanding  stock options,  warrants or convertible  securities  within 60 days
after March 30, 2006.  Shares subject to stock options,  warrants or convertible
securities,  which an individual  has the right to acquire  within 60 days after
March 30, 2006,  are deemed to be  outstanding  for the purpose of computing the
percentage of outstanding  shares of the class owned only by such  individual or
any group including such individual.  Beneficial  ownership may be disclaimed as
to some of the securities.

<TABLE>
<CAPTION>
          Name and Address of                    Amount and Nature of
          Beneficial Owner*                      Beneficial Ownership                     Percent of Class
---------------------------------------          ----------------------                   -----------------
<S>                                              <C>                                      <C>
Carl M. Nurse (1)                                     [5,100,000]                              [100.00]%
                                                      10,000,000                                 5.00%
All directors and executive officers
as a group                                     [5,100,000 Pref A]                              [100.00]%
                                                10,000,000 Common                                   5%
</TABLE>
__________________

*     The business address of the Company's  directors and executive officers if
      c/o SiteWorks Building & Development Co., 6464 N W 5th Way, Ft. Lauderdale
      Fl 33309

(1)   Restricted  Founder  l  shares  issued  to  Mr.  Nurse  in  lieu  of  cash
      compensation.

Equity Compensation Plan Information

The Company did not have any equity  compensation plans during the fiscal year
ended December 31, 2004.

      In 2005 the company  filed an  incentive  plan to for its  employees,  and
professionals  whom the company  retains  from time to time to perform  specific
tasks. The initial plan was filed on April 19,2005,  and revised on June 8, 2005
subsequently  revised  again on October  25,  2005.  The S8  filings  are hereby
incorporated by referenced,


                                       29
<PAGE>

ITEM 14. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

      During the last five years, Mr. Nurse, and/ or his designees , pursuant to
the amended  bylaws of the  corporation  maintained a 51 % equity postion in the
company.  This position was maintained either thru prefrred stock , common stock
or some combination thereof.

      Mr. Nurse,  the Company's  director and  executive  officer,  entered into
certain agreements with the Company.  For brief summaries of such agreements see
"Item  10.  Executive  Compensation  -  Agreements  Between  Mr.  Nurse  and the
Company."

ITEM 15. EXHIBITS

      The following exhibits are filed with this Form 10-KSB:

<TABLE>
<CAPTION>
<S>            <C>
2.1            Plan of Merger with RealTimeCars, Inc. dated ________.

2.2            Plan of Merger with Cork Acquisition Corp. dated ________.

3.1            Articles of Incorporation, as amended.

3.2            Bylaws.

4.1

10.1           Employee Incentive and Consultant Compensation Plan a/k/a 2005 Performance Incentive Plan.

10.2           Lease Agreement between the Company and WR Tax Certificates  and 491 Cypress Creek BP LLC and  dated.

10.3           Individual Employment Agreement between the Company and Mr. Nurse .

10.4           Indemnity Agreement between the Company and Mr. Nurse dated August 9, 2001.

10.5           Business Development Retainer Agreement between the Company and Ken Ash Jr. dated February 4, 2004.

10.6           Consulting Agreement between the Company and Nassau International Consultants Inc. dated February 4,
               2004.

10.7           Agreement between the Company and Equitilink, LLC dated April 15, 2004.

10.8           Financing Finder's Fee Agreement between the Company and Falcon Financial Consulting, LLC dated
               December 10, 2004.

10.9           Financing Finder's Fee Agreement between the Company and Kevin Carson and/or KJC Consulting dated
               December 14, 2004.
</TABLE>


                                       30
<PAGE>

<TABLE>
<CAPTION>
<S>            <C>
10.10          Management Consulting Agreement between the Company and David Gaal, Stock Focus Capital dated .

10.11          [Notes]  [SEE NOTES 5, 6, 7TO FINANCIAL STATEMENTS; NOTES RELATED TO THE JUPITER LOT]

10.12          Agreements related to construction projects,

10.13          SICAV 1/Mercatur agreement

10.14          SICAV 11/Mercatur agreement agreement

10.15          Kulka agreement

10.16          Kramer agreement

10.17          Rodriguez agreement

10.18          Chiefland agreement for renovations

10.19          Chiefland agreement for new construction

10.20          Statement regarding computation of per share earnings.

11.1           Code of Ethics and policy regarding directors and officers trading in company securities.

14.1           Prestige Agreement

20.30          Subscription agreement (typical) for

21.1           Subsidiaries of the Company.

23.1           Consent of Bagell, Josephs & Company, L.L.C.

31.1           Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(a)
               under the Exchange Act.

32.1           Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section
               1350.
</TABLE>

ITEM 16.  PRINCIPAL ACCOUNTANT FEES AND SERVICES

      The board of directors has appointed Bagell, Josephs & Company, L.L.C., an
independent  registered  public  accounting  firm,  to  serve  as the  Company's
independent  auditors  for the fiscal  years ended  December  31, 2004 and 2003,
respectively.


                                       31
<PAGE>

Audit Fees

      The  aggregate  fees  billed by  Bagell,  Josephs &  Company,  L.L.C.  for
professional  services  rendered for the audit of the Company's annual financial
statement (and the review of the Company's financial  statements included in the
Company's  quarterly reports on Form 10-QSB) for the fiscal years ended December
31, 2005 and December 31, 2004 were $21,000 and $5,000, respectively.

Audit-Related Fees

      The  aggregate  fees  billed by  Bagell,  Josephs &  Company,  L.L.C.  for
assurance and related services that are reasonably related to the performance of
the audit or review of the Company's  financial  statements for the fiscal years
ended  December 31, 2005 and December 31, 2004 and that are not disclosed in the
paragraph captioned "Audit Fees" above were $0 and $000, respectively.

Tax Fees

      The  aggregate  fees  billed by  Bagell,  Josephs &  Company,  L.L.C.  for
professional  services rendered for tax compliance,  tax advice and tax planning
for the fiscal  years ended  December 31, 2005 and December 31, 2004 were $0 and
$0, respectively.

All Other Fees

      The  aggregate  fees billed for  services  rendered  by Bagell,  Josephs &
Company,  L.L.C.,  other  than  for  services  covered  by the  preceding  three
paragraphs,  for the fiscal years ended  December 31, 2004 and December 31, 2003
were $0.00_ and $0.00, respectively. (There are no there fees.)_

Pre-Approval Policies

      [To help ensure the independence of the Company's  independent  registered
public  accounting  firm,  the board of  directors  has adopted a policy for the
pre-approval of all audit and non-audit services to be performed for the Company
by its independent  registered public accounting firm.  Pursuant to this policy,
all audit and non-audit  services to be performed by the independent  registered
public  accounting  firm must be approved in advance by the board of  directors.
The board of directors  may delegate to one or more of its members the authority
to grant the required approvals, provided that any exercise of such authority is
presented  to the  full  board of  directors  at its  next  regularly  scheduled
meeting.]


                                       32
<PAGE>

                                   SIGNATURES

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

SITEWORKS BUILDING & DEVELOPMENT CO.

/s/ Carl M. Nurse
--------------------------------------------
Carl M. Nurse, President, Chief Executive Officer and
  Chief Financial Officer

Date: ___May 9____, 2006

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

<TABLE>
<CAPTION>
NAME                       TITLE                                             DATE
<S>                        <C>                                              <C>
/s/ Carl M. Nurse          President, Chief Executive Officer, Chief         May 9 2006
------------------------   Financial Officer and Director (Principal
Carl M. Nurse              Executive Officer and Principal Financial
                           Officer)

/s/ Beverly Callender      Director                                          May 9, 2006
-----------------------
Beverly Callender
</TABLE>


                                       33
<PAGE>

                                  EXHIBIT INDEX

      The following exhibits are filed with this Form 10-KSB:

<TABLE>
<CAPTION>
<S>           <C>
2.1            Plan of Merger with RealTimeCars, Inc. dated ________.

2.2            Plan of Merger with Cork Acquisition Corp. dated ________.

3.1            Articles of Incorporation, as amended.

3.2            Bylaws.

4.1

10.1           Employee Incentive and Consultant Compensation Plan a/k/a 2005 Performance Incentive Plan.

10.2           Lease Agreement between the Company and WR Tax Certificates dated ________.

10.3           Individual Employment Agreement between the Company and Mr. Nurse dated _______.

10.4           Indemnity Agreement between the Company and Mr. Nurse dated August 9, 2001.

10.5           Business Development Retainer Agreement between the Company and Ken Ash Jr. dated February 4, 2004.

10.6           Consulting Agreement between the Company and Nassau International Consultants Inc. dated February 4,
               2004.

10.7           Agreement between the Company and Equitilink, LLC dated April 15, 2004.

10.8           Financing Finder's Fee Agreement between the Company and Falcon Financial Consulting, LLC dated
               December 10, 2004.

10.9           Financing Finder's Fee Agreement between the Company and Kevin Carson and/or KJC Consulting dated
               December 14, 2004.

10.10          Management Consulting Agreement between the Company and David Gaal, Stock Focus Capital .

10.11          [Notes]  [SEE NOTES 5, 6, 7TO FINANCIAL STATEMENTS; NOTES RELATED TO THE JUPITER LOT]

10.12          [Agreements related to construction projects

11.1           Statement regarding computation of per share earnings.

14.1           Code of Ethics.

21.1           Subsidiaries of the Company.

23.1           Consent of Bagell, Josephs & Company, L.L.C.
</TABLE>


                                       34
<PAGE>

<TABLE>
<CAPTION>
<S>           <C>
31.1           Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(a)
               under the Exchange Act.

32.1           Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section
               1350.
</TABLE>













                                       35