U. S. SECURITIES AND EXCHANGE COMMISSION

Washington, D. C.

FORM 10-K

Annual Report Under Section 13 or 15(d)
Of the Securities and Exchange Act of 1934

For the Year Ended Commission File Number
- ------------------ ----------------------
December 31, 2004 000-29605

(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, 2004

[ ] Transition report under Section 13 or 15(d) of the Securities Exchange Act
of 1934 (No fee required) for the transition period from to

Appian, Inc.
----------------------------------------------
(Name of Small Business Issuer in Its Charter)

Nevada 88-0356052
- -------------------------------- -------------------
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)

4014 Splendor Way, Salt Lake City, Utah 84124
(Address of Principal Executive Offices) (Zip Code)

(801) 243-4498
(Issuer's Telephone Number, Including Area Code)

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

Title of Each Class Name of each Exchange on Which Registered
- ------------------- ------------------------------------------
Common Stock None
($0.001 Par Value)

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

Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B not 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 [X].

The issuer's total consolidated revenues for the year ended December 31, 2004
were $ 0.

At December 31, 2004, the number of shares outstanding of the registrant's
Common Stock, $0.001 par value (the only class of voting stock), was 11,598,118.

TABLE OF CONTENTS

PART I
Page
----

Item 1. Description of Business......................................1

Item 2. Description of Property......................................5

Item 3. Legal Proceedings............................................5

Item 4. Submission of Matters to a Vote of Security-Holders..........5

PART II

Item 5. Market for Common Equity and Related Stockholder Matters.....5

Item 6. Management's Discussion and Analysis or Plan of Operation....6

Item 7. Financial Statements.........................................7

Item 8. Changes in and Disagreements With Accountants on
Accounting and Financial Disclosure..........................8

PART III

Item 9. Directors and Executive Officers.............................8

Item 10. Executive Compensation.......................................9

Item 11. Security Ownership of Certain Beneficial Owners
and Management..............................................10

Item 12. Certain Relationships and Related Transactions..............10

Item 13. Exhibits and Reports on Form 8-K............................10

Signatures..................................................11

-2-

PART I

ITEM 1. DESCRIPTION OF BUSINESS

History
- -------

Appian, Inc. formerly Funnlecloud, Inc. and Cyberexcellence, Inc. (the
"Company") was formed as a Nevada corporation on February 15, 1996, for the
purpose of specializing in Internet "virtual mall" development. The Company
changed its name to Funnelcloud, Inc. in April 2003 and to Appian, Inc. May 10,
2004. The Company was one of over 40 related companies whose plan was to create
a virtual mall with theme based stores to sell merchandise over the Internet.
The Company's former parent, Axia Group, Inc. (f/k/a CyberAmerica Corporation),
a fully reporting company under the Exchange Act of 1934, through its now
defunct subsidiary CyberMalls, Inc. was in the process of developing a
specialized search engine. This search engine was designed to assist consumers
in the purchase of products by narrowing the number of responses received when
searching for a specific product. However, due to a lack of necessary funding
CyberMalls, Inc.'s plans to create the search engine were dis continued.
Consequently, the plans to create a virtual mall with at least 40 theme based
stores with the 40 related companies including the Company's theme based virtual
store were abandoned. The Company became a "blank check" or "shell" company
during the last quarter of 1996 as a result of the inability of the Company's
then parent to sufficiently fund the Company's planned operations and is
currently seeking a business or businesses to acquire.

General
- -------

The Company is a "blank check" or "shell" corporation that seeks to identify and
complete a merger or acquisition with a private entity whose business presents
an opportunity for Company shareholders. The Company's management will review
and evaluate business ventures for possible mergers or acquisitions. The Company
has not yet entered into any agreement, nor does it have any commitment or
understanding to enter into or become engaged in a transaction, as of the date
of this filing. Further, the business objectives discussed herein are extremely
general and are not intended to restrict the discretion of the Company's
management.

A decision to participate in a specific business opportunity will be made based
upon a Company analysis of the quality of the prospective business opportunity's
management and personnel, asset base, the anticipated acceptability of business'
products or marketing concepts, the merit of a business plan, and numerous other
factors which are difficult, if not impossible, to analyze using any objective
criteria.
-3-
Selection of a Business
- -----------------------

The Company anticipates that potential business opportunities will be referred
from various sources, including its officers and directors, professional
advisors, securities broker-dealers, venture capitalists, persons involved in
the financial community, and others who may present unsolicited proposals. The
Company will not engage in any general solicitation or advertising for a
business opportunity. Management's reliance on "word of mouth" may limit the
number of potential business opportunities identified.

Acquisition of a Business
- -------------------------

On June 16, 2005, Appian, Inc. purchased all the stock of Tolga Media Group,
Inc., a Nevada corporation. There will be no impact on the financial statements
of Appian, Inc. as Tolga Media Group, Inc. has no operating history and
currently there are no operations in Tolga Media Group, Inc. This stock purchase
agreement brings the knowledge and experience of Tolga Katas and Christine Marie
to Appian, Inc. as they both will serve as directors of Appian, Inc.

Government Regulation
- ---------------------

It is impossible to anticipate government regulations, if any, to which the
Company may be subject until it has acquired an interest in a business. The use
of assets to conduct a business which the Company may acquire could subject it
to environmental, public health and safety, land use, trade, or other
governmental regulations and state or local taxation. In selecting a business in
which to acquire an interest, management will endeavor to ascertain, to the
extent of the limited resources of the Company, the effects of such government
regulation on the prospective business of the Company. In certain circumstances,
however, such as the acquisition of an interest in a new or start-up business
activity, it may not be possible to predict with any degree of accuracy the
impact of government regulation. The inability to ascertain the effect of
government regulation on a prospective business activity will make the
acquisition of an interest in such business a higher risk.

Competition
- -----------

The Company will be involved in intense competition with other business
entities, many of which will have a competitive edge over the Company by virtue
of their stronger financial resources and prior experience in business. There is
no assurance that the Company will be successful in obtaining suitable business
opportunities.

Employees
- ---------

The Company is a development stage company and currently has no employees.
Executive officers will devote only such time to the affairs of the Company as
they deem appropriate, which is estimated to be approximately 5 hours per month.
Management of the Company expects to use consultants, attorneys, and accountants
as necessary, and does not anticipate a need to engage any full-time employees
so long as it is identifying and evaluating businesses. The need for employees
and their availability will be addressed in connection with a decision whether
or not to acquire or participate in a specific business venture.

-4-

ITEM 2. DESCRIPTION OF PROPERTY

The Company currently maintains its offices at 4014 Splendor Way, Salt Lake
City, Utah 84124. The Company pays no rent for the use of this address. The
Company does not believe that it will need to maintain an office at any time in
the foreseeable future in order to carry out the plan of operation described
herein.

ITEM 3. LEGAL PROCEEDINGS

The Company is currently not a party to any legal proceedings.

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

No matter was submitted during the fiscal year covered by this report to a vote
of security holders, therefore rendering this item inapplicable.

PART II

ITEM 5. MARKET PRICE OF AND DIVIDENDS ON THE REGISTRANT'S COMMON
EQUITY AND OTHER SHAREHOLDER MATTERS

The Company currently has no public trading market. The Company intends to have
Form 15c-(2)(11) filed on its behalf once a suitable business acquisition or
merger has been completed in an effort to obtain a listing on the NASD over the
counter bulletin board and create a public market. Management believes that the
creation of a public trading market for the Company's securities would make the
Company a more attractive acquisition or merger candidate. However, there is no
guarantee that the Company will obtain a listing on the NASD over-the-counter
bulletin board or that a public market for the Company's securities will develop
or, if such a market does develop, that it will continue, even if a listing on
the NASD over the counter bulletin board is obtained.

Recent Sales of Unregistered Securities
- ---------------------------------------

There were no sales of unregistered securities during the calendar year 2004.
There as an issuance of 75,000 shares of common stock for services.

Record Holders
- --------------

As of December 31, 2003, there were Eighty-one (81) shareholders of record
holding a total of 11,598,118 shares of Common Stock. The holders of the Common
Stock are entitled to one vote for each share held of record on all matters
submitted to a vote of stockholders. Holders of the Common Stock have no
preemptive rights and no right to convert their Common Stock into any other
securities. There are no redemption or sinking fund provisions applicable to the
Common Stock.

-5-
Dividends
- ---------

The Company has not declared any dividends since inception and does not
anticipate paying any dividends in the foreseeable future. The payment of
dividends is within the discretion of the Board of Directors and will depend on
the Company's earnings, capital requirements, financial condition, and other
relevant factors. There are no restrictions that currently limit the Company's
ability to pay dividends on its Common Stock other than those generally imposed
by applicable state law.

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

Plan of Operations
- ------------------

The Company's plan of operation for the coming year, is to identify and acquire
a favorable business opportunity. The Company does not plan to limit its options
to any particular industry, but will evaluate each opportunity on its merits.
The Company anticipates that its owners, affiliates, and consultants will
provide it with sufficient capital to continue operations until the end of the
year 2004, but there can be no assurance that this expectation will be fully
realized.

Results of Operations
- ---------------------

The Company had no revenue from continuing operations from inception through
period ended December 31, 2004.

The Company worked on developing security related software during 2003. It was
determined at the end of the year that the project was not viable and was
abandoned. Most of the expenses incurred during 2003 were software development
costs and consultant costs totaling $130,201. Other general and administrative
expenses for the period ended December 31, 2003 were $15,003. General and
administrative expenses of $17,249 for 2004 consisted of expenses to keep the
Company in good corporate standing, fees to Transfer Agents, and minimal
expenses for office.

The Company had a net loss of $17,249 and $145,204 for the periods ending
December 31, 2004 and December 31, 2003 respectively .

-6-

The Company does not expect to generate any meaningful revenue or incur
operating expenses unless and until it acquires an interest in an operating
company.

Liquidity and Capital Resources
- -------------------------------

As of December 31, 2004, the Company had no major assets. The Company is
currently authorized to issue 100,000,000 shares of common stock, of which
11,598,118 shares are issued and outstanding, and 5,000,000 shares of preferred
stock, none of which is outstanding as of December 31, 2003. Management is
hopeful that becoming a reporting company will increase the number of
prospective business ventures that may be available to the Company. Management
believes that the Company has sufficient resources to meet the anticipated needs
of the Company's operations through at least the calendar year ending December
31, 2005. The Company anticipates that its major shareholders will contribute
sufficient funds to satisfy the cash needs of the Company through calendar year
ending December 31, 2005. However, there can be no assurances to that effect, as
the Company has no revenues and the Company's need for capital may change
dramatically if it acquires an interest in a business opportunity during that
period. Further, the Company has no plans to raise additional capital through
private placements or public registration of its securities until a merger or
acquisition candidate is identified. Upon consummation of a merger, the Company
may decide to file the necessary and appropriate registration statements to
register the affiliates' shares. In addition, it is the position of the small
business division the securities and exchange commission that promoters or
affiliates of blank check companies, as well as their transferees, are deemed to
be "underwriters" of the securities issued both before and after any business
combination.

The Company projects that its operating requirements will not exceed $15,000
over the next twelve months. If no acquisition candidate is found for the
Company during this time, shareholders will loan the Company sufficient funds to
cover these costs over the next twelve months. Management will provide their
expertise in preparing the necessary documentation to keep the Company current
with its reporting requirements with the Securities & Exchange Commission and
those costs will accrue on the Company's balance sheet. In the event that a
merger or acquisition occurs over the next twelve months, the target company
will be responsible for paying these costs back to the major shareholders, or
the major shareholders may waive these costs depending on the nature of the
acquisition or merger transaction.

ITEM 7. FINANCIAL STATEMENTS

The Company's audited financial statements for the fiscal year ended December
31, 2004 are attached hereto as F-1 through F-9.

-7-

Appian, Inc

Financial Statements and Report

of Independent Certified Public Accountants

December 31, 2004

F-1

INDEX TO FINANCIAL STATEMENTS
Page

Audited Balance Sheet as of December 31, 2004 ..............................F-3

Audited Statement of Operations for the years ended December 31, 2004 and 2003
and February 15, 1996 (Date of Inception) to December 31, 2004...............F-4

Audited Statement of Cash Flows for the year ended December 31, 2004 and 2003
and February 15, 1996 (Date of Inception) to December 31, 2004...............F-5

Audited Statement of Stockholder's Equity for the year ended December
31, 2004.....................................................................F-6

Notes to Condensed Financial Statements......................................F-7

F-2

Madsen & Associates CPAs, Inc.
684 EAST Vine Street, SUITE 3
SALT LAKE CITY, UTAH 84107
PHONE: 801-268-2632
FAX: 801-262-3978

REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

Board of Directors of
Appian, Inc.
Salt Lake City, Utah

We have audited the accompanying balance sheet of Appian, Inc. (a development
stage company) at December 31, 2004 and the related statements of operations,
stockholders' equity and cash flows for the years ended December 31, 2004 and
2003, the period from February 15, 1996 (date of inception) to December 31,
2004. These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these financial
statements based on our audit.

We conducted our audit in accordance with generally accepted auditing standards
of the Public Company Accounting Oversight Board (PCAOB).

Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the 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 audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Appian, Inc. (a development
stage company) as of December 31, 2004, and the results of its operations and
its cash flows for the years ended December 31, 2004 and 2003, and the period
from February 15, 1996 (date of inception) to December 31, 2004 in conformity
with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. The Company has suffered recurring
operating losses from operations from its inception and has very limited working
capital. These conditions raise substantial doubt about its ability to continue
as a going concern. Management's plans regarding those matters are also
described in Note 4. These financial statements do not include any adjustments
that might result from the outcome of this uncertainty.

June 15, 2005
Salt Lake City, Utah

/s/ Madsen $ Associates, CPAs, Inc.
- ------------------------------------
F-3

Appian, INC.
(A Development Stage Company)
Balance Sheet
As of December 31, 2004

Assets

Current Assets:
Cash in bank $ 32
-----------

Total Assets $ 32
===========

Liabilities and Stockholders' Equity

Current liabilities:
Accounts payable $ 11,670
Accounts payable - related parties 6,036
----------

Total Current Liabilities 17,706
----------

Stockholders' deficit
Preferred stock, $.001 par value; authorized 5,000,000 shares; --
no shares issued
Common stock, $.001 par value; authorized 100,000,000 shares; 11,598
shares issued and outstanding: 11,598,118
Additional paid-in capital 152,225
Stock subscriptions received 7,000

Deficit accumulated during development stage (181,497)
-----------

Total Stockholders' Deficit (7,674)
-----------

Total Liabilities and Stockholders' Deficit $ 32
===========

The accompanying notes are an integral part of these
financial statements

F-4

Appian, INC.
(A Development Stage Company)
Statement of Operations
Years ended December 31, 2004 and 2003 and
Period From February 15, 1996 (Date of Inception) to
December 31, 2004

Inception
through Dec. 31,
2004 2003 2004
---------- ---------- ---------

Revenues:
None $ -- $ -- $ --
---------- ---------- ---------
-- $ -- $ --
---------- ---------- ---------
Expenses:
Consultants 7,500 98,130 105,630
Software development costs - 32,071 32,071
Administrative costs 9,749 15,003 43,796
---------- ---------- ---------
17,249 145,204 181,497
---------- ---------- ---------

Net Loss $ 17,249) (145,204) (181,497)
========== ========== =========

Net Loss Per Common Share - basic $ -- (.01)
========== ==========

Average Outstanding Shares 11,456 9,707
(stated in thousands) ========== ==========

The accompanying notes are an integral part of these financial statements

F-5

Appian, INC.
(A Development Stage Company)
Statement of Cash Flows
Years ended December 31, 2004 and 2003 and
Period From February 15, 1996 (Date of Inception) to
December 31, 2004

Inception
through Dec.
2004 2003 31, 2004
-------- -------- ----------

Cash flows from operating activities:

Net loss $ (17,204) $(145,204) $ (181,497)

Adjustments to reconcile net loss to net cash used in operating activities:

Changes in accounts payable 2,781 (1,753) 17,706
Issuance common capital stock - expenses 7,500 1,429 9,935
-------- -------- ----------

Net Change in Cash Flow From operations (6,968) (145,528) (153,856)
-------- -------- ----------

Cash Flows From Investing Activities:

Proceeds from issuance of common stock 7,000 138,528 153,888
Stock subscriptions Received -- 7,000 --
-------- -------- ----------

Net Change in Cash 32 -- 32

Cash at Beginning of Period -- -- --
-------- -------- ----------

Cash at End of Period $ 32 -- 32
======== ======== ==========

Non Cash Flows From Operating Activities:

Issuance of 3,018,000 common shares for expenses - 1999 $ 1,006
Issuance of 4,285,950 common shares for services - 2003 1,429
Issuance of 75,000 common shares for services - 2004 7,500

The accompanying notes are an integral part of these financial statements

F-6

Appian, INC.
(A Developmental Stage Company)
Statement of Changes In Stockholders' Equity
Period From February 15, 1996 (Date of Inception) to December 31, 2003

Capital in
Common Stock Excess of Accumulated
Shares Amount Par Value Deficit
---------- --------- ---------- ---------

Issuance of common stock to for cash
- - April 9, 1996 at $0.001 3,000,000 $ 3,000 $(2,000) $ -

Net loss for the period from February 15, 1996 - - - (1,000)
(date of inception) to December 31, 1997
Issuance of shares for services - Dec.16, 1999 at $0.001: 3,018,000 3,018 2,012 -
Net operating loss for the year ended December 31, 1999 - - - (1,006)
Issuance of Common Stock for Cash
February 3, 2000 108,000 108 252 -
Net Operating Loss for the year ended December 31, 2000 - - - (2,931)
Net Operating Loss for the year ended December 31, 2001 - - - (4,763)
Net Operating Loss for the year ended December 31, 2002 - - - (9,344)
--------- --------- ------ --------
Balance December 31, 2002 6,126,000 6,126 (3,760) (19,044)
Issuance of common stock for cash @ $.167 2003 831,168 831 137,697 -
Issuance of common stock for services - 2003 4,285,950 4,286 (2,857) -
Net operating loss for the year ended December 31, 2003 - - - (145,248)
---------- --------- ------- --------
Balance December 31, 2003 11,243,118 11,243 131,080 (164,248)
Issuance of common stock for cash @ $.046 2004 260,000 260 11,740 -
Issuance of common stock for services @ $.10 2004 75,000 75 7,425 -
Issuance of common stock for cash @ $.01 2004 20,000 20 1,980 -
Net operating loss for the year ended December 31, 2004 - - - (17,249)
---------- --------- ------- ---------
Balance December 31, 2004 11,598,118 $ 11,598 $152,225 $(181,497)
========== ========= ======= =========

The accompany notes are an integral part of these financial statements

F-7

Appian, INC.
(A Development Stage Company)
Notes to Financial Statements

1. ORGANIZATION

The Company was incorporated under the laws of the State of Nevada on February
15, 1996 with the name of "Cyberexcellence, Inc." with authorized common stock
of 20,000,000 shares at $0.001 par value, and authorized preferred stock of
5,000,000 shares at $0.001 par value. The Company changed its name to
Funnelcloud, Inc. and on May 10, 2004 changed its name to Appian, Inc. On May
10, 2004 the authorized common capital stock was increased to 100,000,000 shares
with the same par value. Ther terms of the preferred capital stock has not been
determined by management.

The Company is in the development stage and has not commenced any significant
operations.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Accounting Methods

The Company recognized income and expenses based on the accrual method of
accounting.

Dividend Policy

The Company has not adopted a policy regarding payment of dividends.

Income Taxes

The Company utilizes the liability method of accounting for income taxes. Under
the liability method, deferred tax assets and liabilities are determined based
on the differences between financial reporting and tax bases of the assets and
liabilities and are measured using the enacted tax rates and laws that will be
in effect when the differences are expected to reverse. An allowance against
deferred tax assets is recognized when it is more likely than not that such tax
benefits will not be realized.

On December 31, 2004, the Company had a net operating loss carryforward of
$164,248. The tax benefit of approximately $49,000 form the loss carryforward
has been fully offset by a valuation reserve because the use of the future tax
benefit is doubtful since the Company has no operations. The net operating loss
will expire starting in 2013 through 2024.

Basic and Diluted Net Income (Loss) Per Share

Basic net income (loss) per share amounts are computed based on the weighted
average number of shares actually outstanding. Diluted net income (loss) per
share amounts are computed using the weighted average number of common shares
and common equilivent shares outstanding as if shares had been issued on the
exercise of any common or preferred share rights unless the exercise becomes
antidilutive and then only the basic per share amounts are shown in the report.

Financial and Concentration Risk

The Company does not have any concentration or related financial credit risk.

Revenue Recognition

Revenue will be recognized on the sale and delivery of a product or the
completion of a service provided.

Advertising and Market Development

The company will expense advertising and market development costs as incurred.

Estimates and Assumptions

Management uses estimates and assumptions in preparing financial statements in
accordance with accounting principles generally accepted in the United States of
America. Those estimates and assumptions affect the reported amounts of the
assets and liabilities and the disclosure of contingent assets and liabilities,
and the reported revenues and expenses. Acutal results could vary from the
estimates that were assumed in preparing those financial statements.

Financial Instruments

The carrying amounts of financial instruments are considered by management to be
their estimated fair values.

Recent Accounting Pronouncements

The Company does not expect that the adoption of other recent accounting
pronouncements will have a material impact on its financial statements.

F-8

Appian, INC.
(A Development Stage Company)
Notes to Financial Statements

3. CAPITAL STOCK

During 2003 then Company completed private placement offerings of after split
common shares of 831,168 for cash and 4,285,950 shares for services. During
November 2003 the Company received $7,000 for the purchase of 70,000 common
shares. The stock was issued in 2004. On May 5, 2004 the Company completed a
forward common stock split of one outstanding share for three shares. This
report has been prepared showing post split shares from inception.

4. SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES

Officers-directors have acquired 72% of the common capital stock issued and have
made no interest demand on loans to the Company of $14,944.

5. GOING CONCERN

The Company intends to acquire interests in various business opportunities
which, in the opinion of management, will provide a profit to the Company.
However there is sufficient working capital for any future planned activity and
to service its debt. Continuation of the Company as a going concern is dependent
upon obtaining working capital for any future planned activity and management of
the Company will be required to develop a strategy which will accomplish this
objective. There can be no assurance that the Company can be successful in this
effort.

F-9

ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS

The Company's auditors changed their name during 2003 from Sellers & Andersen to
Madsen & Associates, CPAs, Inc. The Company has had no disagreements with its
independent accountants.

PART III

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, AND CONTROL PERSONS

The following individuals constitute the Company's Executive Officers and
Directors.

Name Age Position
---- --- --------
F. Briton McConkie, Jr. 57 President and Director
Steven R. Fey 56 Secretary, Treasurer and Director

F. Briton McConkie, Jr., Age 59. Mr. McConkie was appointed president and a
director of the Company in January, 2002, and will serve until his successor is
duly elected and qualified. Mr. McConkie graduated from the University of Utah
with a degree in Political Science and Marketing in 1972. Mr. McConkie has
served as Director of Wasatch Capital, Inc. in Salt Lake City, Utah since 1993.

Steven R. Fey graduated from Brigham Young University with a B.S. in accounting.
He received an MBA degree from the University of Southern California. Along with
Mr. McConkie, Mr. Fey served as a Director of Venture Capital/Funding with
Wasatch Capital, Inc. in Salt Lake City, Utah since 1993.

No other persons are expected to make any significant contributions to the
Company who are not executive officers or directors of the Company.

All executive officers are elected by the Board and hold office until the next
Annual Meeting of stockholders and until their successors are elected and
qualify.

Compliance with Section 16(a) of the Exchange Act

During the fiscal year ended December 31, 2004, no Officers or Directors of the
Company, or owners of in 10% or more of the outstanding shares of the Company
failed to file reports required by Section 16(a) on a timely basis.

ITEM 10. EXECUTIVE COMPENSATION

No cash compensation was paid to any officers of the company during the fiscal
years ended December 31, 2004 or 2003. The Company in 1996 also issued Axia
Group, Inc. (f/k/a CyberAmerica Corporation) 1,000,000 shares for the
organizational cost of the Company valued at $1,000. There is currently no
policy in place that prevents the Company from compensating its present or any
future officer, director or affiliate in the form of the Company's shares of
common stock or other non-cash compensation. The Company has no current plans to
compensate any of the aforementioned entities in this manner in the foreseeable
future. However, the Company may agree to register the shares pursuant to an
appropriate registration statement on or after the Company effects a merger or
acquisition.

The Company has no agreement or understanding, express or implied, with any
officer, director or principal stockholder, or their affiliates or associates,
regarding employment with the Company or compensation for services. The Company
has no plan, agreement, or understanding, express or implied, with any officer,
director or principal stockholder, or their affiliates or associates, regarding
the issuance to such persons of any shares of the Company's authorized and
unissued common stock. There is no understanding between the Company and any of
its present stockholders regarding the sale of a portion or all of the common
stock currently held by them in connection with any future participation by the
Company in a business. There are no other plans, understandings, or arrangements
whereby any of the Company's principal stockholders, or any of their affiliates
or associates, would receive funds, stock, or other assets in connection with
the Company's participation in a business. No advances have been made or
contemplated by the Company to any of its principal stockholders, or any of
their affiliates or associates.

There is no policy that prevents management from adopting a plan or agreement in
the future that would provide for cash or stock based compensation for services
rendered to the Company.

Upon the merger or acquisition of a business, it is possible that current
management will resign and be replaced by persons associated with the business
acquired, particularly if the Company participates in a business by effecting a
stock exchange, merger, or consolidation. In the event that Richard Surber
remains after effecting a business acquisition, his time commitment and
compensation will likely be adjusted based on the nature and location of such
business and the services required, which cannot now be foreseen.

No compensation in excess of $100,000 was awarded to, earned by, or paid to any
executive officer of the company during the years 1999 to 2001. The following
table provides summary information for each of the last three fiscal years
concerning cash and non-cash compensation paid or accrued by Richard Surber, the
Company's chief executive officer for the past three years.

SUMMARY COMPENSATION TABLE

Annual Compensation Long Term Compensation
------------------------------- -------------------------------------------------------------
Awards Payouts
--------------------------- ------------
Securities
Restricted Underlying
Other Annual Stock Options LTIP All Other
Name and Principal Salary Bonus Compensation Award(s) SARs payouts Compensation
Position Year ($) ($) ($) ($) (#) ($) ($)
- --------------------- -------- --------- --------- ------------ ---------- ----------- ------------ ------------

F. Briton McConkie 2003 0 - - -

Steven R. Fey 2003 0 - - -

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

Compensation of Directors

Currently there are no plans to compensate the Directors of the Company for
their services.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT

The following table sets forth, as of April 8, 2001, the number and percentage
of outstanding shares of common stock which, according to the information
supplied to the Company, were beneficially owned by (i) each current director of
the Company, (ii) each current executive officer of the Company, (iii) all
current directors and executive officers of the Company as a group, and (iv)
each person who, to the knowledge of the Company, is the beneficial owner of
more than 5% of the Company's outstanding common stock. Except as otherwise
indicated, the persons named in the table below have sole voting and dispositive
power with respect to all shares beneficially owned, subject to community
property laws (where applicable).

Name and Address of Beneficial Amount and Nature of
Title of Class Ownership Beneficial Ownership Percent of Class
-------------- ------------------------------ -------------------- ----------------

Common Stock F. Briton McConkie 4,000,000 36%
4114 Splendor Way
Salt Lake City, Utah

Common Stock Stephen Fey 4,000,000 36%

Common Stock All Executive Officers and 8,000,000 72%
Directors as a Group

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

During the past two years the Company has not been a party to any material
transaction or series of transactions with any Director or Executive Officer of
the Company, any nominee for election as a Director of the Company or any
beneficial owner of 5% or more of the Company's outstanding common stock, nor is
the Company involved in any such proposed transactions.

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits Exhibits required to be attached by Item 601 of Regulation S-B
are listed in the Index to Exhibits on page 12 of this Form 10-KSB, and
are incorporated herein by this reference.

(b) Reports on Form 8-K. No reports on Form 8-K were filed during the
period covered by this Form 10-KSB.

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, this 13rd day of July, 2005.

Cyberexcellence, Inc.

/s/ F. Briton McConkie, Jr.
---------------------------------------
F. Briton McConkie, President

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.

Signature Title Date
- --------- ----- ----

/s/ F. Briton McConkie, Jr.
- -----------------------------
F. Briton McConkie, Jr. President, Director July 13, 2005

/s/ Steven R. Fey
- -----------------------------
Steven R. Fey Secretary, Director July 13, 2005

INDEX TO EXHIBITS

Exhib. Page No. Description
- ------ -------- -----------

3(i) * Articles of Incorporation of Cyberexcellence, Inc.,
a Nevada corporation, filed with the State of Nevada
on February 15, 1996

3(ii) * By-laws of the Company adopted on December 31, 1999.

4 * Employee Benefit Plan adopted on December 14, 1999.

* Incorporated by reference from Form 10-SB filed February 18, 2000.