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

              ____________________________________________________

                                   FORM 8-K/A
                                 Amendment No. 1

                                 CURRENT REPORT
     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

       Date of Report (Date of earliest event reported): November 23, 2004


                                  ZANNWELL INC.
             (Exact name of registrant as specified in its charter)

                NEVADA                                           88-0408213
    (State or other jurisdiction of                           (I.R.S. Employer
     incorporation or organization)                          Identification No.)

 8400 NORMANDALE LAKE BLVD., SUITE 920                              55437
         BLOOMINGTON, MINNESOTA                                   (Zip Code)
(Address of principal executive offices)

                                 (952) 921-3995
              (Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

[_]  Written communications pursuant to Rule 425 under the Securities Act

[_]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act

[_]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act

[_]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act



ITEM 5.02      DEPARTURE  OF  DIRECTORS  OR  PRINCIPAL OFFICERS, RESIGNATION OF
               DIRECTORS;  APPOINTMENT  OF  PRINCIPAL  OFFICERS.

     On  November  23,  2004,  R.  Patrick  Liska  was  removed  as  a director,
president,  chairman  of  the board and chief executive officer of Zannwell Inc.
(the  "Registrant").  The  removal of R. Patrick Liska as a director and officer
of the Registrant resulted from philosophical differences between the Registrant
and  Mr.  Liska  regarding  business  operations,  policies  and practices.  The
effective  date  of  the  removal was  November  23,  2004.

     Effective  November  23,  2004,  Robert  C.  Simpson  was  elected the sole
director,  president,  chairman  of the board and chief executive officer of the
Registrant.

                                   SIGNATURES

     Pursuant  to  the  requirements of the Securities Exchange Act of 1934, the
registrant  has  duly  caused  this  amended report  to  be signed on its behalf
by  the  undersigned  hereunto  duly  authorized.

Date:  November 29, 2004                  Zannwell Inc.


                                          By /s/Robert C. Simpson
                                            ------------------------------------
                                            Robert C. Simpson, President