QualTek Services Inc (fka QTEKQ)

[thepennyking]

Changes in Securities

Common Stock Transactions

During the six month period ending December 31, 2003, we issued 1,987,987 shares
of our common stock in the transactions summarized below:

(a) In August 2003 we issued 200,000 shares of common stock pursuant to a
registration statement on Form S-8 to a company as compensation for consulting
services related to sales of our products. The stock had a market value of
$15,000.

(b) In October 2003 we issued 1,773,695 shares of restricted common stock to one
individual in return for converting to equity the principal ($89,200) and
accrued interest ($17,222) of a convertible bond. The convertible bond had been
held for over 2 years and this caused the shares issued on the principal amount
to become immediately eligible for legend removal under Rule 144(k).

(c) In October 2003 we issued 14,291 shares of restricted common stock to one
individual as a late fee incurred during a purchase order financing transaction.
The stock had a market value of $1,372.


Unless otherwise noted, the sales set forth above involved no underwriter's
discounts or commissions and are claimed to be exempt from registration with the
Securities and Exchange Commission pursuant to Section 4 (2) of the Securities
Act of 1933, as amended, as transactions by an issuer not involving a public
offering. The issuance and sale by the Company of shares of its common stock was
to financially sophisticated individuals who are fully aware of the Company's
activities, as well as its business and financial condition, and who acquired
said securities for investment purposes and understood the ramifications of
same.

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On January 14, 2004, our Class J Warrants expired.

http://www.sec.gov/Archives/edgar/data/1107714/000093173104000036/quintek-10qsb123103.txt