US Securities and Exchange Commission
                              Washington, DC 20549

                                   FORM 10-QSB

             QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                 For the Quarterly period ended September 30, 2004.


                        Commission File Number 000-50764


                  ACROSS AMERICA REAL ESTATE DEVELOPMENT CORP.
                  --------------------------------------------
                 (Name of small business issuer in its charter)




                Colorado                                   20-0003432
           ----------------                              ---------------
    (State or other jurisdiction of                     (IRS Employer
     incorporation or organization)                    Identification No.)




              1440 Blake Street, Suite 310, Denver, Colorado 80202
              ----------------------------------------------------
                    (Address of principal executive offices)



                  Registrant's telephone number: (303) 468-3974


     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 [ ]

     As of November1, 2004, registrant had outstanding 16,036,625 shares of the
registrant's common stock, and the aggregate market value of such shares held by
non-affiliates of the registrant (based upon the closing bid price of such
shares as listed on the Pink Sheets on November 1,2004) was approximately
$2,397,000.


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






<PAGE>





                                TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

        Condensed consolidated balance sheet, September 30, 2004 (unaudited).. 3
        Condensed consolidated statements of operations, for the three
           months ended September 30, 2004 and 2003 and nine months
           ended September 30, 2004 and from April 22, 2003
          (inception) through September 30, 2003 ...........................   4
        Condensed consolidated statements of cash flows, nine months ended
          ended September 30, 2004 (unaudited) and from April 22, 2003
          (inception) through September 30, 2003 (unaudited)................   5
        Notes to unaudited condensed consolidated financial statements......   6

Item 2. Management's Discussion and Analysis and Plan of Operation..........   9

Item 3. Controls and Procedures............................................   11

PART II.OTHER INFORMATION

Item 1. Legal Proceedings..................................................   11

Item 2. Changes in Securities..............................................   11

Item 3. Defaults Upon Senior Securities....................................   12

Item 4. Submission of Matters to a Vote of Security Holders................   12

Item 5. Other Information..................................................   12

Item 6. Exhibits and Reports on Form 8-K...................................   12

        Signatures.........................................................   12










<PAGE>



PART I.  FINANCIAL INFORMATION

     All references to "us", "we", or "the Company" refer to ACROSS AMERICA REAL
ESTATE DEVELOPMENT CORP., and its subsidiaries.


ITEM 1.  FINANCIAL STATEMENTS


                  ACROSS AMERICA REAL ESTATE DEVELOPMENT CORP.
                      Condensed Consolidated Balance Sheet
                                  (Unaudited)

                              September 30, 2004



                                     Assets
Current assets:
    Cash ...........................................................    $264,422
    Accounts receivable ............................................       7,141
    Note receivable (Note 4) .......................................     100,000
                                                                        --------
                                                                         371,563

Deferred offering costs ............................................       5,500
                                                                        --------

                                                                        $377,063
                                                                        ========

                     Liabilities and Shareholders' Equity
Current liabilities:
    Accounts payable and accrued liabilities .......................    $  6,280
    Indebtedness to related party (Note 2) .........................     111,593
    Income tax liability (Note 5) ..................................      18,752
                                                                        --------
                  Total current liabilities ........................     136,625
                                                                        --------

Minority interest (Note 1) .........................................          --

Shareholders' equity:
    Preferred stock, $.10 par value; 1,000,000 shares authorized,
       -0- shares issued and outstanding ...........................          --
    Common stock, $.001 par value; 50,000,000 shares authorized,
       16,036,625 shares issued and outstanding ....................      16,037
    Additional paid-in capital .....................................     161,938
    Retained earnings ..............................................      62,463
                                                                        --------
                  Total shareholders' equity .......................     240,438
                                                                        --------

                                                                        $377,063
                                                                        ========




     See accompanying notes to condensed consolidated financial statements



                                       3
<PAGE>

<TABLE>
<CAPTION>
                  ACROSS AMERICA REAL ESTATE DEVELOPMENT CORP.
                Condensed Consolidated Statements of Operations
                                  (Unaudited)



                                                                                               April 22, 2003
                                                     Three Months Ended          Nine Months     (Inception)
                                                        September 30,               Ended          Through
                                               -----------------------------    September 30,   September 30,
                                                    2004            2003            2004            2003
                                               -------------    ------------    ------------    ------------
<S>                                             <C>             <C>                <C>          <C>
Revenue:
    Sales ...................................   $  1,078,090    $         --       1,765,231    $         --
    Rental income ...........................          9,981              --          15,570              --
    Management fees .........................             --              --           6,866              --
                                                ------------    ------------    ------------    ------------
            Total revenue ...................      1,088,071              --       1,787,667              --

Operating expenses:
    Cost of sales ...........................        828,714              --       1,446,270              --
    Selling, general and administrative .....         33,842          10,273          91,770          12,272
    Rent, related party (Note 2) ............            750             750           2,250           1,750
                                                ------------    ------------    ------------    ------------
            Total operating expenses ........        863,306          11,023       1,540,290          14,022
                                                ------------    ------------    ------------    ------------
            Income/(loss) from operations ...        224,765         (11,023)        247,377         (14,022)

Non-operating income:
    Interest income .........................            153              --             599              --
                                                ------------    ------------    ------------    ------------
            Income/(loss) before income taxes
              and minority interest .........        224,918         (11,023)        247,976         (14,022)

Income tax provision (Note 5) ...............        (18,752)             --         (18,752)             --
                                                ------------    ------------    ------------    ------------
            Income/(loss) before
              minority interest .............        206,166         (11,023)        229,224         (14,022)

Minority interest in income of
    consolidated subsidiaries (Note 1) ......       (129,678)             --        (144,713)             --
                                                ------------    ------------    ------------    ------------

                  Net income/(loss) .........   $     76,488    $    (11,023)         84,511    $    (14,022)
                                                ============    ============    ============    ============

Basic and diluted income/(loss) per share ...   $       0.00    $      (0.00)           0.01    $      (0.00)
                                                ------------    ------------    ------------    ------------

Basic and diluted weighted average common
    shares outstanding ......................     16,036,625      16,036,625      16,036,625      15,967,975
                                                ============    ============    ============    ============
</TABLE>





     See accompanying notes to condensed consolidated financial statements


                                       4
<PAGE>

<TABLE>
<CAPTION>

                  ACROSS AMERICA REAL ESTATE DEVELOPMENT CORP.
                Condensed Consolidated Statements of Cash Flows
                                  (Unaudited)


                                                                     April 22, 2003
                                                        Nine Months    (Inception)
                                                           Ended         Through
                                                       September 30,   September 30,
                                                           2004            2003
                                                       ------------   --------------

<S>                                                     <C>            <C>
                      Net cash provided by (used in)
                         operating activities .......   $   109,745    $   (13,773)
                                                        -----------    -----------

Cash flows from investing activities:
    Issuance of promissory note receivable (Note 4) .      (100,000)            --
                                                        -----------    -----------
                      Net cash used in
                         investing activities .......      (100,000)            --
                                                        -----------    -----------

Cash flows from financing activities:
    Proceeds from related party loans (Notes 2 and 3)     1,470,127             --
    Repayment of related party loans (Notes 2 and 3)     (1,370,127)            --
    Proceeds from the sale of common stock ..........            --        188,475
    Payments for deferred offering costs ............        (5,500)       (10,500)
                                                        -----------    -----------
                      Net cash provided by
                         financing activities .......        94,500        177,975
                                                        -----------    -----------

                         Net change in cash .........       104,245        164,202

Cash, beginning of period ...........................       160,177             --
                                                        -----------    -----------

Cash, end of period .................................   $   264,422    $   164,202
                                                        ===========    ===========

Supplemental disclosure of cash flow information:
    Income taxes ....................................   $        --    $        --
                                                        ===========    ===========
    Interest ........................................   $        --    $        --
                                                        ===========    ===========


</TABLE>






     See accompanying notes to condensed consolidated financial statements


                                       5


<PAGE>
                  ACROSS AMERICA REAL ESTATE DEVELOPMENT CORP.
              Notes to Condensed Consolidated Financial Statements
                                   (Unaudited)


(1)  Nature of Business and Presentation

Basis of Presentation

The interim financial statements presented herein have been prepared pursuant to
the rules and regulations of the Securities and Exchange Commission ("SEC").
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted pursuant to such rules and regulations. The
interim financial statements should be read in conjunction with the Company's
annual financial statements for the year ended December 31, 2003, notes and
accounting policies thereto included in the Company's Form 10-SB as filed with
the SEC.

The accompanying condensed consolidated financial statements include the
accounts of Across America Real Estate Development Corp. (the "Company"), our
wholly owned subsidiary CCI Southeast, LLC ("CCISE"), our 80 percent owned
subsidiary Cross Country Properties II, LLC ("CCPII"), and our 50 percent owned
subsidiary Cross Country Partners III, LLC ("CCPIII"). All significant
intercompany accounts and transactions have been eliminated in consolidation.

Management changed the manner in which it presents the Company's operating
results and cash flows during the three months ended June 30, 2004. Management
no longer considers the Company in the development stage as defined by the FASB
Statement of Standards No. 7, "Accounting and Reporting by Development Stage
Enterprises." As a result, cumulative operating results and cash flow
information are no longer presented in the accompanying financial statements.
This change does not affect our operating results or financial position.
Accordingly, no pro forma financial information is necessary.

In the opinion of management, all adjustments (consisting only of normal
recurring adjustments) which are necessary to provide a fair presentation of
operating results for the interim periods presented have been made. The results
of operations for the periods presented are not necessarily indicative of the
results to be expected for the year.

Interim financial data presented herein are unaudited.

Nature of Business

The Company was incorporated under the laws of Colorado on April 22, 2003. The
Company finances and develops built-to-suit real estate projects for specific
retailers who sign long-term leases for use of the property. The Company creates
each project such that it will generate income from the placement of the
construction loan, rental income during the period in which the property is
held, and capital appreciation upon sale of the facility. Affiliates,
subsidiaries and management of the Company develop the construction and
permanent financing for the benefit of the Company.

(2)  Real Estate Development Projects

CCPII

On June 5, 2003, the Company finalized an agreement to begin funding its first
real estate development project. The project was with CCPII, a Georgia limited
liability company, to build an 8,000 square foot retail building to be occupied
by Family Dollar Stores ("FDS"). The Company holds an 80 percent ownership
interest in CCPII and had an 80 percent profit-participation interest in the
project. Family Dollar Stores signed a ten-year lease and occupied the new
building on May 3, 2004 and on June 1, 2004 CCPII closed the sale of the
building for a price of $687,141. The cost of construction including the cost of
land for this building project was $617,556. The Company arranged a construction



                                       6
<PAGE>

                  ACROSS AMERICA REAL ESTATE DEVELOPMENT CORP.
              Notes to Condensed Consolidated Financial Statements
                                   (Unaudited)




loan from GDBA Investments, LLLP ("GDBA"), an affiliate and principal
shareholder of the Company, to fund the construction of the building for FDS.
The construction loan from GDBA Investments, LLLP, which totaled $592,252, was
subject to a 1.0 percent origination fee and a 4.0 percent interest rate.
Following the sale, CCPII paid off all principal, interest and fees related to
the outstanding debt. Interest expense (including the origination fee) on the
project totaled $10,929.

CCPIII

On March 30, 2004, the Company entered into an agreement to fund a second real
estate development project. This project is with CCPIII to build a 7,000 square
foot retail building to be occupied by Advance Auto Parts Stores ("AAP"). The
Company holds a 50 percent ownership interest in CCPIII and has a 50 percent
profit-participation interest in the project. On March 30, 2004, AAP signed a
fifteen-year lease to occupy the new building and on August 10, 2004 CCPIII
closed the sale of the building for a price of $1,078,090. The cost of
construction including the cost of land for this building project was $828,714.
The Company arranged a construction loan from GDBA to fund the construction of
the building for AAP. The construction loan from GDBA Investments, LLLP, which
totaled $777,875, was subject to a 1.25 percent origination fee and an interest
rate of one-half of one percent (.5%) over the prime rate, as published by the
Wall Street Journal on the date the interest was paid. Following the sale,
CCPIII paid off all principal, interest and fees related to the outstanding
debt. Interest expense (including the origination fee) on the project totaled
$8,054.

(3)  Related Party Transactions

The Company signed a noncancellable operating lease to rent office space from
its majority shareholder (GDBA). The term of the lease commenced June 1, 2003
and expired December 31, 2003. The Company has exercised an option to extend the
lease through December 31, 2004 on the same terms. Payments required under the
operating lease are $250 per month. Future minimum rental payments required
under the lease total $4,750. As of September 30, 2004, the Company owed the
shareholder $4,000 for unpaid lease payments. This balance is included in the
accompanying condensed consolidated financial statements as "Indebtedness to
related party".

During the nine months ended September 30, 2004, GDBA performed financing
services on behalf of the Company. The services were valued at $7,500 and were
not paid as of September 30, 2004. This balance is included in the accompanying
condensed consolidated financial statements as "Indebtedness to related party".

During the nine months ended September 30, 2004, GDBA loaned CCPII and CCPIII
$592,252 and $777,875, respectively, for real estate development projects (see
Note 2). Both loans were repaid in full as of September 30, 2004.

On September 30, 2004, GDBA loaned the Company $100,000 to be used toward a
deposit on another real estate project. The loan incurs interest at the prime
rate, as published by Wells Fargo, and matures on January 19, 2005. The $100,000
balance is included in the accompanying consolidated financial statements as
"Indebtedness to related party".

(4)  Note Receivable

On September 30, 2004, the Company paid $100,000 to Charmar Property
Acquisitions, Inc. ("Charmar") in exchange for a promissory note. The note
matures on October 31, 2004 and carries no interest rate unless the note becomes




                                       7

<PAGE>

                  ACROSS AMERICA REAL ESTATE DEVELOPMENT CORP.
              Notes to Condensed Consolidated Financial Statements
                                   (Unaudited)





in default. If Charmar defaults on the note, the note will accrue interest at a
rate of 5 percent. The note is secured by a second deed of trust on real
property located in Corona, California.

The Company plans for the note's funds to be used as forward funding for another
real estate development project; however, the Company had not entered into an
operating agreement for the project as of September 30, 2004.

(5)  Income Taxes

The provision for income taxes consists of the following:

                                                       September 30,
                                                           2004
                                                       -------------
               Current income taxes payable:
                 Federal.............................  $     14,941
                 State...............................         3,811
                                                       ------------
                                                       $     18,752
                                                       ============


A reconciliation of the U.S. statutory federal income tax rate to the effective
tax rate is as follows:


                                                          Nine Months
                                                             Ended
                                                         September 30,
                                                             2004
                                                         ------------
           U.S. Federal statutory graduated rate.......        19.03%
           State income tax rate,
             net of federal benefit....................         3.75%
           Net operating loss for which no tax                  0.22%
           Net operating loss carryforward.............        -4.84%
                                                         ------------
                                                               18.16%
                                                         ============





                                       8

<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS AND PLAN OF OPERATION

     The following discussion of our financial condition and results of
operations should be read in conjunction with, and is qualified in its entirety
by, the consolidated financial statements and notes thereto included in Item 1
in this Quarterly Report on Form 10-QSB. This item contains forward-looking
statements that involve risks and uncertainties. Actual results may differ
materially from those indicated in such forward-looking statements.

Forward-Looking Statements

     This Quarterly Report on Form 10-QSB and the documents incorporated herein
by reference contain forward-looking statements that have been made pursuant to
the provisions of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements are based on current expectations, estimates, and
projections about our industry, management beliefs, and certain assumptions made
by our management. Words such as "anticipates," expects," "intends," "plans,"
"believes," "seeks," "estimates," variations of such words, and similar
expressions are intended to identify such forward-looking statements. These
statements are not guarantees of future performance and are subject to certain
risks, uncertainties, and assumptions that are difficult to predict; therefore,
actual results may differ materially from those expressed or forecasted in any
such forward-looking statements. Unless required by law, we undertake no
obligation to update publicly any forward-looking statements, whether as a
result of new information, future events, or otherwise. However, readers should
carefully review the risk factors set forth in other reports and documents that
we file from time to time with the Securities and Exchange Commission,
particularly the Report on Form 10-SB, and future Annual Reports on Form 10-KSB
and any Current Reports on Form 8-K.

Overview and History

     ACROSS AMERICA REAL ESTATE DEVELOPMENT CORP. was incorporated under the
laws of the State of Colorado on April 22, 2003.

     In 2003, we completed a registered offering of our common shares under the
provisions of the Colorado securities laws and under an exemption from the
federal securities laws. We raised a total of $34,325 in this offering.

     Our principal business address is 1440 Blake Street, Suite 310, Denver,
Colorado 80202. We are in the business of financing and developing built-to-suit
real estate projects for specific retailers who sign long-term leases for use of
the property. We create each project such that it will generate income from the
placement of the construction loan, rental income during the period in which the
property is held, and capital appreciation upon sale of the facility. Our
affiliates, subsidiaries and management develop the construction and permanent
financing for our benefit.

     We have not been subject to any bankruptcy, receivership or similar
proceeding.



                                       9
<PAGE>
Results of Operations

     We had a total of $1,088,071 in revenues for the three months ended
September 30, 2004, compared to no revenues for the three months ended September
30, 2003. For the nine months ended September 30, 2004, we had total revenues of
$1,787,667. We had no revenues from inception through September 30, 2003. The
principal source of our revenues in the periods ended September 30, 2004 were
the sales of real estate projects.

     Our total operating expenses for the three months ended September 30, 2004
were $863,306. Our total operating expenses for the three months ended September
30, 2003 were $11,023. For the nine months ended September 30, 2004, we had
total operating expenses of $1,540,290. We had $14,022 in total operating
expenses from inception through September 30, 2003. The major components of
operating expenses are cost of sales, salaries, payroll taxes and professional
fees. Operating expenses include all direct costs incurred in our operations.
The difference between our gross revenues and total operating expenses is our
income (loss) before income taxes.

     We had net income of $76,488 for the three months ended September 30, 2004,
compared to a net loss of $11,023 for the three months ended September 30, 2003.
Our net income for the nine months ended September 30, 2004 was $84,511. We had
a net loss of $14,022 from inception through September 30, 2003. We closed our
first transaction in June, 2004 and our second transaction in August, 2004.

     We have begun to generate revenues from our real estate development
projects and are no longer in the development stage. We are actively seeking
additional projects but cannot guarantee that these activities may result in
additional revenues. In the fourth quarter of the fiscal year, we anticipate
seeing increased activity, which should correspond to development of revenues in
the next fiscal year. It is too early to know whether or not we will be
profitable this year.

Liquidity and Capital Resources

     Cash at September 30, 2004 was $264,422.

     Our net cash provided by operating activities was $109,745 for the nine
months ended September 30, 2004. Our net cash used by operating activities was
$13,773 from inception through September 30, 2003.

     Our net cash used in investing activities was $100,000 for the nine months
ended September 30, 2004. We used no cash for investing activities from
inception through September 30, 2003. The cash used for investing activities was
related entirely to an investment in a real estate project. We took a promissory
note in connection with this investment.

     Our net cash provided by financing activities was $94,500 for the nine
months ended September 30, 2004. Our net cash provided by financing activities
was $177,975 from inception through September 30, 2003. In 2004, we received
loans for our construction projects under our loan agreement with one of our
shareholders.

     We have recently become profitable. Nevertheless, we attempt to operate
with minimal overhead. Our primary activity will be to develop a revenue stream
through various real estate projects. If we succeed in this effort and generate
sufficient revenues, we can become profitable. We cannot guarantee that we will
continue to be profitable

     We feel that we have inadequate working capital to pursue any business
opportunities other than seeking real estate projects in accordance with our
business plan. We do not intend to pay dividends in the foreseeable future.
Otherwise, we have made no current capital or purchase commitments.

Recently Issued Accounting Pronouncements

     We do not expect the adoption of any recently issued accounting
pronouncements to have a significant impact on our net results of operations,
financial position, or cash flows.



                                       10
<PAGE>
Seasonality

     We do not expect our revenues to be impacted by seasonal demands for our
products or services.

Critical Accounting Policies

     The preparation of consolidated financial statements in conformity with
accounting principles generally accepted in the United States of America
requires us to make a number of estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements. Such estimates and
assumptions affect the reported amounts of revenues and expenses during the
reporting period. On an ongoing basis, we evaluate estimates and assumptions
based upon historical experience and various other factors and circumstances. We
believe our estimates and assumptions are reasonable in the circumstances;
however, actual results may differ from these estimates under different future
conditions.

     We believe that the estimates and assumptions that are most important to
the portrayal of our financial condition and results of operations, in that they
require our most difficult, subjective or complex judgments, form the basis for
the accounting policies deemed to be most critical to us. These critical
accounting policies relate to bad debts, impairment of intangible assets and
long lived assets, contractual adjustments to revenue, and contingencies and
litigation. We believe estimates and assumptions related to these critical
accounting policies are appropriate under the circumstances; however, should
future events or occurrences result in unanticipated consequences, there could
be a material impact on our future financial conditions or results of
operations.

ITEM 3. CONTROLS AND PROCEDURES

     Within the 90 days prior to the date of this report, our Chief Executive
Officer and our Chief Financial Officer evaluated the effectiveness of the
design and operation of our disclosure controls and procedures pursuant to Rule
13a-15b under the Securities Exchange Act of 1934. Based on their review of our
disclosure controls and procedures, they have concluded that our disclosure
controls and procedures are effective in timely alerting each of them to
material information relating to us that is required to be included in our
periodic SEC filings. Further, there were no significant changes in the internal
controls or in other factors that could significantly affect these disclosure
controls after the evaluation date and the date of this report. Nor were there
any significant deficiencies or material weaknesses in such disclosure controls
and procedures requiring corrective actions. As a result, no corrective actions
were taken.

PART II.  OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

     There are no legal proceedings, to which we are a party, which could have a
material adverse effect on our business, financial condition or operating
results.

ITEM 2. CHANGES IN SECURITIES

         None.



                                       11
<PAGE>

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

         None.

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

         None.


ITEM 5. OTHER INFORMATION

         Not Applicable.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

Exhibits
--------

31.1 Certification of Chief Executive Officer pursuant to Rule
     13a-14(a)/15(d)-14(a)

31.2 Certification of Chief Financial Officer pursuant to Rule
     13a-14(a)/15(d)-14(a)

32.1 Certification of Chief Executive Officer pursuant to 18 U.S.C. Section
     1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2 Certification of Chief Financial Officer pursuant to 18 U.S.C. Section
     1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002


Reports on Form 8-K
-------------------
We filed no current reports on Form 8-K during the fiscal quarter.





                                   SIGNATURES

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


                                   ACROSS AMERICA REAL ESTATE DEVELOPMENT CORP.



Dated: November 12, 2004                By: /s/  Alexander V. Lagerborg
      ------------------                    ---------------------------
                                            Alexander V. Lagerborg
                                            President, Chief Executive Officer,
                                            and Director


Dated: November 12, 2004               By:  /s/  Joni K. Troska
       -----------------                    ---------------------------
                                            Joni K. Troska
                                            Treasurer, Chief Financial Officer





                                       12

<PAGE>