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

                                   Form 10-KSB


[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

                        For the transition period from to
                  ---------------------- ----------------------

                         Commission File No.: 000-49612

                         SECURED FINANCIAL NETWORK, INC.
                ------------------------------------------------
                 (Name of small business issuer in its charter)

             Nevada                                      86-0955239
--------------------------------------------------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)


                              7951 S.W. 6th Street
                                   Suite #210
                              Plantation, FL 33324
         --------------------------------------------------------------
          (Address, including zip code, of principal executive offices)


                   Issuer's telephone number : (954) 556-5292

                               12 To 20 PLUS, INC.
                    ---------------------------------------
                     (Former name of small business issuer)

                            3450 Broad St. Suite 103
                            San Luis Obispo, CA 93401
      ( Former address, including zip code, of principal executive offices)


<PAGE>



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

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

                     Common Stock, Par Value $.001 Per Share


                                       1
<PAGE>

                                (Title of class)

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. [ X ]Yes[ ]No

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. [ X ]

State issuer's revenues for its most recent fiscal year. $

As of December 31, 2004, we had 1,012,765  shares of our $0.001 par value common
stock issued and  outstanding.  On December 31, 2004, the aggregate market value
of our common stock held by non-affiliates was approximately $506,383.

                       DOCUMENTS INCORPORATED BY REFERENCE
                                      None

Transitional Small Business Disclosure Form (Check one): Yes [ ] No [X]

To simplify the language in this Form 10-KSB, Secured Financial Network, Inc., a
Nevada corporation, is referred to herein as the "Company" or "We."


                                       2
<PAGE>


Table of Contents                                                        Page

PART I

ITEM 1. DESCRIPTION OF BUSINESS ........................................... 3

ITEM 2. DESCRIPTION OF PROPERTY ........................................... 5

ITEM 3. LEGAL PROCEEDINGS ................................................. 6

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS ............... 6

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS .......... 6

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

ITEM 7. FINANCIAL STATEMENTS .............................................. 8

ITEM  8.  CHANGES  IN  AND  DISAGREEMENTS   WITH  ACCOUNTANTS  ON
          ACCOUNTING AND FINANCIAL DISCLOSURE ............................. 21

PART II

ITEM 9.  DIRECTORS,  EXECUTIVE  OFFICERS.  PROMOTERS  AND CONTROL
         PERSONS; COMPLIANCE WITH SECTION 16(a) ........................... 22

ITEM 10. EXECUTIVE COMPENSATION ........................................... 24

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT ... 24

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS ............. 25

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K ................................ 26

ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES ...........................26

SIGNATURES ................................................................ 26

                                       3
<PAGE>

                                     PART I

This  report on Form  10-KSB  and  documents  incorporated  herein by  reference
contain  certain   "forward-looking   statements"  as  defined  by  the  Private
Securities  Litigation  Reform Act of 1995 which involve  substantial  risks and
uncertainties.  When  used in this  report  and in  other  reports  filed by the
Company, the forward-looking  statements are often identified by the use of such
terms and phrases as "anticipates,"  "believes,"  "intends," "plans," "expects,"
"seeks," "scheduled," "foreseeable future' and similar expressions. Although the
Company believes the understandings and assumptions on which the forward-looking
statements  in this  report  are  based are  reasonable,  the  Company's  actual
results,  performance and achievements  could differ materially from the results
in, or implied by, these forward-looking statements.  Certain factors that could
cause or contribute to such differences include those discussed in "Management's
Plan of Operations" and elsewhere herein.

ITEM 1.  DESCRIPTION OF BUSINESS.

                                   The Company

The Company was originally incorporated in the State of Nevada on April 29, 1996
as  "Loughran/Go  Corporation".  On April 12, 2002, the Company  entered into an
Agreement  and Plan of Merger  with 12 to 20 Plus,  Incorporated  (12 to 20),  a
Delaware  corporation,  whereby 12 to 20 was merged  into the  Company,  and the
Company was the  surviving  company.  The Articles of Merger were filed with the
Secretary  of State of Nevada on May 8, 2002.  The  Company  filed  Articles  of
Amendment to Charter amending its Articles of  Incorporation  with the Secretary
of  State  of  Nevada  to  change  the  Company's   name  to  "12  to  20  Plus,
Incorporated."

Immediately  prior to the effective date of the merger,  the Company had 500,000
shares of its common  stock  issued  and  outstanding.  Pursuant  to the Plan of
Merger,  the Company issued an additional  950,000 shares to the shareholders of
12 to 20 Plus.  Thus,  upon the  consummation  of the  merger,  the  Company had
1,450,000  shares of its common stock issued and  outstanding  out of 25,000,000
shares authorized.

On June 20, 2002,  a majority of the  shareholders  of the Company  authorized a
forward  stock split of three (3) shares of the common  stock of the Company for
every one (1) share of the common stock of the Company held by  shareholders  of
the  Company at the date of the  merger.  Immediately  prior to the stock  split
there  were  4,450,000   shares  of  the  Company's   common  stock  issued  and
outstanding. Upon the date, and as a result, of the stock split, the Company had
13,350,000 shares of issued and outstanding common stock.

On October 30, 2002, a majority of the shareholders of the Company  authorized a
forward  stock split of six (6) shares of common  stock of the Company for every
one (1) share of the common stock of the Company held by shareholders as of that
date. Three (3) shareholders  also returned  8,400,000 shares of common stock to
the  treasury of the  Company.  Immediately  prior to the stock split there were
4,950,000   shares  of  the  Company's  common  stock  issued  and  outstanding.
Immediately  after the stock  split the  Company  had  29,700,000  shares of its
common stock issued and outstanding.

On October 28, 2004, a majority of the shareholders of the Company  authorized a
reverse  stock split of one (1) share for every  fifty-seven  (57) shares of the
common stock of the Company held by  shareholders  as of that date.  Immediately
prior to the stock split there were  57,721,460  shares of the Company's  common
stock issued and outstanding.  Immediately after the stock split the Company had
1,012,765 shares of its common stock issued and outstanding.

                                       4
<PAGE>

ITEM 1.  DESCRIPTION OF BUSINESS - continued

On December 10, 2004, a majority of our  stockholders  approved a merger between
the Company and Secured Financial Network,  Inc., a Nevada corporation,  whereby
the Company would be the surviving company.

Effective  January  11,  2005,  Secured  Financial   Network,   Inc.,  a  Nevada
corporation,  pursuant  to  Articles  and Plan of Merger  filed  with the Nevada
Secretary of State on January 11, 2005, merged into the Company. The name of the
Surviving Corporation was changed to "Secured Financial Network, Inc."

On January 19,  2005,  Carol  Slavin  resigned  her  position  as  Director  and
President of the  Surviving  Corporation  and was replaced by Jeffrey L. Schultz
who shall serve as a director and President of the Surviving  Corporation  until
his resignation or removal.

On January 19, 2005,  Linda Hannon resigned her position as Director,  Secretary
and Treasurer of the Surviving  Corporation and was replaced by Brian N. Schultz
who shall serve as Secretary and Treasurer of the  Surviving  Corporation  until
his resignation or removal. The vacant directorship  resulting from Ms. Hannon's
resignation  was filled by George Weast who shall serve until his resignation or
removal.

On January 19, 2005,  Elizabeth  Yaeger resigned her position as Director of the
Surviving Corporation and was replaced by Stephen F. Burg. Weast who shall serve
until his resignation or removal.

                                  The Business

Our predecessor,  12 to 20 Plus,  Incorporated was previously in the business of
researching and developing an innovative Acne Therapy System(TM),  driven by the
market  void for  effective  over-the-counter  products  that  treat  acne  skin
conditions  without  irritation.  During  the  fiscal  year  2004,  the  Company
conducted minimal operations and generated insignificant revenues.

Secured Financial Network,  Inc. is a financial services company specializing in
short term  high-margin  business  capital  markets,  sometimes  referred  to as
"Opportunity   Financing."  The  company  primarily  engages  in  the  types  of
transactions that include, but are not limited to Container Financing and Bridge
Financing.   The  Company's   investment   criteria  for  such  transactions  is
characterized    by    rapid     turnaround,     and    limited    risks    with
high-profit-participation objectives.

                                    Employees

During the period  covered by this report,  Carol Slavin and Linda  Hannon,  the
Company's two officers, were the Company's only employees.

ITEM 2.  DESCRIPTION OF PROPERTY.

                                Office Facilities

During the period  covered by this Report,  we leased office space at 3450 Broad
Street, #103, San Luis Obispo, California 93401. The monthly rent was $4,419.80,
and the lease  expires on March 31,  2009 and was  assumed  by prior  management
subsequent to the merger.

                                       5
<PAGE>

ITEM 3.  LEGAL PROCEEDINGS.

We were not a party to any legal proceedings during the reporting period, and we
know of no legal proceedings  pending or threatened or judgments entered against
any director or officer of the Company in his or her capacity as such.

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

On October 28, 2004, a majority of the shareholders of the Company  authorized a
reverse  stock split of one (1) share for every  fifty-seven  (57) shares of the
common stock of the Company held by  shareholders  as of that date.  Immediately
prior to the stock split there were  57,721,460  shares of the Company's  common
stock issued and outstanding.  Immediately after the stock split the Company had
1,012,765 shares of its common stock issued and outstanding.

On December 10, 2004, a majority of our  shareholders  approved (i) Articles and
Plan of Merger whereby Secured  Financial  Network,  Inc., a Nevada  corporation
merged into the Company in accordance with Articles and Plan of Merger, and (ii)
an amendment to the Company's Articles of Incorporation changing the name of the
Company to "Secured Financial Network, Inc."

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

                           Principal Market or Markets

Our common stock is listed on the  Over-the-Counter  Electronic  Bulletin Board.
Our trading symbol was formerly "TTTP" and is now "SFNL."

                   Approximate Number of Common Stock Holders

As of December 31, 2004,  we had 1,012,765  shares of common stock  outstanding,
held by approximately 172 shareholders.

                                 Dividend Policy

We have never declared or paid cash dividends on our common stock and anticipate
that future earnings, if any, will be retained for development of our business.

                     Recent Sales of Unregistered Securities

                                      None

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

The  following  discussion  is intended to provide an analysis of the  Company's
financial condition and Plan of Operation and should be read in conjunction with
the Company's  financial  statements and the notes thereto set forth herein. The
matters  discussed in this section that are not historical or current facts deal
with potential  future  circumstances  and  developments.  The Company's  actual
results   could   differ   materially   from  the  results   discussed   in  the
forward-looking  statements.  Factors  that could  cause or  contribute  to such
differences include those discussed below.

                                Plan of Operation

Following the merger with Secured Financial Network, Inc., the business has been
refocused on conducting short-term,  high-participation  financial transactions.
These are business instruments that offer  higher-than-average  returns, without
experiencing higher risk factors.  Such contracts include "container  financing"
that enable  manufacturers  and shippers to complete  trade  transactions,  with


                                       6
<PAGE>

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

maturities  averaging  45 days.  In such  agreements,  working with a network of
qualified agents, the Company obtains a secured  positioned with  professionally
valued collateral assets and personal guarantees.

Similarly,  "bridge  financings" fall into the short-term  category of providing
business capital  primarily for Corporate,  Production and Real Estate purposes.
These customers  require  additional  working  capital,  for a limited period of
time.  The need may exist  until the closing of new equity  financing,  or for a
variety of manufacturing  and construction  project delays.  The Company targets
the shortest term  contracts in this  category,  30-60 days,  and with positions
secured by free trading  stock,  inventories of production  materials,  finished
products, buildings, land or other resalable assets.

The Company has a low-operating-cost philosophy to employ a small skilled staff,
occupy  modest  office space,  and use  technology to achieve high  performance.
Working through a network of agents and referral sources, the Company is able to
control  its   cost-of-transactions,   and  utilize   in-house   due   diligence
professionals to minimize risk in every financing transaction.

              Results of Operation for Year Ended December 31, 2004

The Company  generated $0 in revenue  during the period  covered by this Report.
Net losses for the year ending  December 31, 2004, of $(39,493)  were  primarily
attributable to research, development and marketing costs. The Company had total
assets of $305,508 and total  liabilities  of  $299,669.  The Company had $30 in
working  capital.  The  Company  expects to  continue  to incur  losses at least
through  fiscal year 2005,  and there can be no assurance  that the Company will
achieve or maintain profitability, generate revenue or sustain future growth.

                         Liquidity and Capital Resources

At December 31, 2004,  the  Company's  total assets of $305,508  exceeded  total
liabilities  of  $299,669.  We had  working  capital  of $30.  We  believe  that
additional  working  capital in the amount of $500,000 will need to be raised in
the form of debt,  equity or some other financing to meet our  anticipated  cash
needs for at least the next 12 months.  In the event  financing is needed in the
future, there can be no assurance that it will be available to the Company in an
amount and on terms acceptable to us.


                                       7
<PAGE>

ITEM 7.  FINANCIAL STATEMENTS.



Financail Table of Contents                                              Page


Report Of Independent Certified Public Accountant ........................ 9

Balance Sheets ........................................................... 10

Statements of Operations ................................................. 11

Statements of Stockholders' Equity ....................................... 12

Statements of Cash Flows ................................................. 13

Notes To Financial Statements ....................................... 14 - 21


                                       8
<PAGE>


               REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANT
               --------------------------------------------------

To the Board of Directors/Audit Committee
12 TO 20 Plus, Incorporated

We have audited the accompanying balance sheet of 12 TO 20 Plus, Incorporated (a
Nevada  corporation) as of December 31, 2004 and 2003 and the related  statement
of operations,  stockholders' equity, and cash flows for years then ended. These
financial  statements are the  responsibility of the Company's  management.  Our
responsibility  is to express an opinion on these financial  statements based on
my audit.

We conducted our audit in accordance  with the auditing  standards of the Public
Company  Accounting  Oversight  Board in the (United  States).  Those  standards
require that we plan and perform the audits 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 12 TO 20 Plus,  Incorporated as
of December 31, 2004 and 2003 and the results of its  operations  and cash flows
for the years then ended,  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.  As  discussed in the Note 1 to the
financial  statements,  the  Company has  sustained  a loss in the period  ended
December 31, 2004. This raises  substantial doubt about the Company's ability to
continue  as a going  concern.  The  financial  statements  do not  include  any
adjustments that might result from this uncertainty.

Shelley International CPA




May 13, 2005
Mesa, Arizona


                                       9
<PAGE>


                         SECURED FINANCIAL NETWORK, INC.
                                BANALANCE SHEETS
                                ----------------

                                     ASSETS
                                     ------
                                                     December 31, December 31,
                                                            2004         2003
                                                        ---------    ---------
CURRENT ASSETS
     Cash                                               $      31    $   6,960
     Inventory                                                          24,401
     Lease Deposits                                                      2,869
     Prepaid Expenses                                                   67,826
                                                        ---------    ---------

     Total Current Assets                                      31      102,056
                                                        ---------    ---------

PROPERTY AND EQUIPMENT (NET)                                4,033        7,172
                                                        ---------    ---------
OTHER ASSETS
     Investment in Subsidiary                             240,000
     Trademarks, Formulae and Client Files (Net)           61,445       79,296
                                                        ---------    ---------

     Total Other Assets                                   301,445       79,296
                                                        ---------    ---------

TOTAL ASSETS                                            $ 305,509    $ 188,524
                                                        =========    =========

                      LIABILITIES AND STOCKHOLDERS' EQUITY
                      ------------------------------------
LIABILITIES
     Accounts Payable                                   $  76,438    $  60,275
     Notes Payable                                        223,233       66,038
                                                        ---------    ---------

TOTAL LIABILITIES                                         299,671      126,313
                                                        ---------    ---------
STOCKHOLDERS' EQUITY
     Common Stock authorized is 100,000,000
     shares at $0.001 par value.  Issued and
     outstanding on December 31, 2004 is 1,012,765
     and December 31, 2003 is 572,213 shares                1,013          572
     Additional Paid in Capital                           779,210      443,530
     Stock Subscribed                                       3,000        3,000
     Retained Earnings (Loss)                            (777,385)    (384,891)
                                                        ---------    ---------

     Total Stockholders' Equity                             5,838       62,211
                                                        ---------    ---------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY                                    $ 305,509    $ 188,524
                                                        =========    =========

The accompanying notes are an integral part of these statements


                                       10
<PAGE>

                        SECURED FINANCIAL NETWORK, INC.
                            Statements of Operations
                            ------------------------

                                                      Year        Year
                                                      Ended       Ended
                                                  December 31,  December 31,
                                                      2004         2003
                                                    ---------    ---------

INCOME
      Sales                                           $    --     $    159
                                                    ---------    ---------


EXPENSES
      Administrative Expenses                         232,659       81,428
      Professional and Consulting                     134,807      194,905
      Depreciation and Amortization                    21,428        1,697
      Interest Expense                                  3,600        3,572
                                                    ---------    ---------

      Total Expenses                                  392,494      281,602
                                                    ---------    ---------

Net (Loss) before Income Taxes                       (392,494)    (281,602)
                                                    ---------    ---------

      Provision for Income Taxes

NET (LOSS)                                          $(392,494)   $(281,602)
                                                    =========    =========

Primary and Diluted
      Net (Loss) per Common Share                   $   (0.46)   $   (0.54)
                                                    ---------    ---------

Weighted Average Number of Shares
      Common Shares Outstanding                       846,944      523,380
                                                    ---------    ---------


The accompanying notes are an integral part of these statements

                                       11
<PAGE>


                         SECURED FINANCIAL NETWORK, INC.
                       Statements of Stockholers' Equity
                       ----------------------------------
<TABLE>
<CAPTION>

                                                 Common Stock
                                         ------------------------      Paid in      Stock     Accumulated       Total
                                            Shares        Amount       Capital   Subscribed      (Loss)        Equity
                                         ----------    ----------    ----------   ----------   ----------    ----------
<S>                                           <C>           <C>          <C>           <C>          <C>           <C>
Balance, December 31, 2002                  521,108    $      521    $   64,496   $    3,000   $ (103,289)   $  (35,272)

Common Stock Issued for Cash                 15,207            15       122,985                                 123,000
Common Stock Issued for Service              32,389            32       234,068                                 234,100
Common Stock Issued to retire Debt            3,509             4        21,981                                  21,985

 Net (Loss)                                                                                      (281,602)     (281,602)
                                         ----------    ----------    ----------   ----------   ----------    ----------

 Balance, December 31, 2003                 572,213           572       443,530        3,000     (384,891)       62,211

Common Stock Issued for Services            140,717           141        67,126                                  67,267
Common Stock Issued to acquire
     Subsidiary                              52,637            53       239,947                                 240,000
Common Stock Issued to retire Debt          247,198           247        33,607                                  33,854

 Net (Loss)                                                                                      (392,494)     (392,494)
                                         ----------    ----------    ----------   ----------   ----------    ----------

 Balance, September 30, 2004              1,012,765    $    1,013    $  784,210   $    3,000   $ (777,385)   $   10,838
                                         ==========    ==========    ==========   ==========   ==========    ==========
</TABLE>

On November 3, 2004 the Company had a 1 to 57 reverse stock split.  This reverse
split has been retroactively applied to the schedule above.

The accompanying notes are an integral part of these statements

                                       12
<PAGE>



                         SECURED FINANCIAL NETWORK, INC.
                            Statement of Cash Flows
                            -----------------------

                                                        Year          Year
                                                       Ended         Ended
                                                    December 31, December 31,
                                                        2004         2003
                                                     ---------    ---------
OPERATING ACTIVITIES

Net Income (Loss)                                    $(392,494)   $(281,602)

Adjustments to Net Income
     Common Stock for Services                          62,267      229,100
     Common Stock to Retire Debt                        33,854       21,985
     Common Stock for Acqusition                       240,000
     Depreciation                                           22        1,697
     Amortization                                       20,968        4,743
Changes in Assets and Liabilities
     Inventory                                          24,401      (20,959)
     Prepaid Expense                                    70,695      (70,695)
     Accounts Payables                                  16,163       41,691
                                                     ---------    ---------

Cash (Used) in Operations                               75,876      (74,040)
                                                     ---------    ---------
INVESTING ACTIVITIES
     Purchase of Equipment                                           (6,369)
     Trademarks, Formulae, Client Files                             (60,289)
     Investment in Subsidiary                         (240,000)
                                                     ---------    ---------

Cash (Used) for Investing                             (240,000)     (66,658)
                                                     ---------    ---------
FINANCING ACTIVITIES
     Principal Received on Notes                       157,195       23,571
     Proceeds from the sale of Common Stock                         123,000
                                                     ---------    ---------

Cash Provided by Financing                             157,195      146,571
                                                     ---------    ---------

Net Change in Cash                                      (6,929)       5,873
                                                     ---------    ---------

Beginning Cash Balance                                   6,960        1,087
                                                     ---------    ---------

Ending Cash Balance                                  $      31    $   6,960
                                                     =========    =========

Significant Non-Cash Transactions
     See Stockholders' Equity note

Additional Disclosures
     Taxes                                           $       -    $       -
     Interest                                        $   3,600    $   3,572

The accompanying notes are an integral part of these statements

                                       13
<PAGE>

                           12 To 20 Plus, Incorporated

                      NOTES TO AUDITED FINANCIAL STATEMENTS
                           December 31, 2004 and 2003

Note 1. OVERVIEW OF OPERATIONS AND ACCOUNTING POLICIES

12  TO  20  PLUS  INCORPORATED   (originally   Loughran/Go   Corporation),   was
incorporated  in April 26, 1996.  The Company was organized to  manufacture  and
market  over-the-counter  medical  remedies and similar  products through retail
establishments.

Going Concern
-------------

The  accompanying  financial  statements  have been  prepared  assuming that the
company will continue as a going concern.  The Company has a substantial deficit
in retained earnings from losses for the previous years. This raises substantial
doubt about the Company's ability to continue as a going concern.  The financial
statements  do  not  include  any  adjustments   that  might  result  from  this
uncertainty

Product Development
-------------------

The Company holds the trademarks Zit Stick,  QuitSystem,  ChemoKare,  VisionKare
and Anaplex. The Company holds the rights to manufacture and market the products
Zit Stick, Zit Stick Patch, Pimple Pencil, Zit Stick Facial Wash, Body Cleansing
Bar,  Blemish-Free  Lotion,  QuitSystem  (Smokers Recovery Formula),  QuitSystem
(Alcohol Abuse Recovery Formula), QuitSystem (Stimulant Abuse Recovery Formula),
Anaplex (Natural  Antidepressant  Formula),  VisionKare  (Supplement for Macular
Degeneration),  ChemoKare  (Natural  Cancer  Fighting  Compound),  Male Virility
(Natural  Alternative  to Viagra) and Trim-A-Way  (Weight  Control & Body Shaper
Supplement).

Marketing Strategy
------------------

The Company  plans to market its products  through an animated web site designed
by an  illustrator  who  creates  special  effects for the movie  industry.  The
Company may also sell to Drugstore.com  and other Internet  retailers.  Magazine
advertising will direct potential customers to retail Internet sites.

Revenue Recognition
-------------------

The Company will recognize revenue upon shipment to the web site purchaser.


Research and Development
------------------------

The  Company  expenses  product  research  and  development  costs  as they  are
incurred.  The Company  does not expect to have much  research  and  development
costs.

                                       14
<PAGE>

Note 1. OVERVIEW OF OPERATIONS AND ACCOUNTING POLICIES - continued

Advertising
-----------

Advertising costs are expensed as incurred.  No advertising expense was incurred
for the years December 31, 2004 and 2003.


Inventory
---------

The Company  contracts  with a third party to  manufacture  products  and is not
billed nor obligated for any  work-in-process  costs.  Inventory is all finished
goods and is stated at lower of cost or market on a FIFO basis.  On February 25,
2003 the Company  purchased  inventory  through  the  purchase of the assets and
liabilities of NRC  Corporation.  On June 30, 2004 the company  expensed $24,401
inventory cost as obsolete. Detail for the inventory follow:

Year Ended December 31                     2004       2003
----------------------                  -------     -------
                  Inventory at Cost      $    0     $24,401
                                        =======     =======
Equipment

Equipment  is  depreciated  using the  straight-line  method over the  estimated
useful lives, which is five years. The Company acquired  Leasehold  Improvements
through  the  purchase of the assets and  liabilities  of NRC  Corporation.  The
company  abandoned  Leasehold  Improvements  through  relocation.  Fixed  assets
consist of the following:

Year Ended December 31                              2004       2003
---------------------                              ------   -------
                  Leasehold Improvements                     $3,741
                  Office equipment                 $7,628     7,628
                                                  -------   -------
                  Total fixed assets                7,628    11,369
                  Less: Accumulated depreciation   (3,595)   (4,197)
                                                  -------   -------
                  Total                            $4,033    $7,172
                                                  =======   =======
Trademark and Formulae

         Formulae                                 $ 5,000   $ 5,000
         Trademark                                 18,750    18,750
         Accumulated Amortization or Impairment    (9,365)   (1,188)
                                                  -------   -------
         Net Trademark and Formulae               $14,385   $22,562
                                                  =======   =======

                                       15
<PAGE>

Note 1. OVERVIEW OF OPERATIONS AND ACCOUNTING POLICIES - continued

The Company  purchased the rights to five formulae on July 23, 1996.  These were
purchased with stock.

                                                      Pre-split       Post-split
         Name                         Value            Shares           Shares
         -------------------         -------          ---------       ----------
         Zit Stick trademark          $1,000            10,000           66,742
         Zit Stick formula             1,000            10,000           66,742
         Facial Wash                   1,000            10,000           66,742
         Body Cleansing Bar            1,000            10,000           66,742
         Blemish-Free Lotion           1,000            10,000           66,740
                                     -------            ------         --------
         Total                        $5,000            50,000          333,708

On June 10, 2002 the Company  purchased the trademark  registration  "Zit Stick"
(#1,314,233),  from its owner, Daniel Tennant, for 750,000 pre-split,  5,005,618
post-split shares of stock. Value was placed at $18,750. The previous owner is a
company  controlled by a major  shareholder.  No  amortization or impairment has
been taken against this value during the year 2002.

Trademark, Formulae and Client Files (NRC)
------------------------------------------

On February 25, 2003 the Company purchased the following trademark registration,
formulae  and client  files from  Neurochemical  Research  Corporation  (NRC) by
assuming an equal amount of NRC's  liabilities.  The previous owner is a company
controlled by a major shareholder.  No amortization or impairment has been taken
against  this  value  during  the  year  2002  and the  period  ending  6/30/03.
Amortization has been taken beginning 7/1/03. On 12/31/03 $59,488 of the assumed
NCR liabilities was forgiven  therefore,  the value of the corresponding  assets
was adjusted.

Summary for Year Ended December                               2004
-------------------------------                            --------
         Trademark                                          $18,548
         Formulae                                            37,104
         Client Files                                         4,637
         Accumulated Amortization or Impairment             (13,230)
                                                           --------
         Net Trademark, Formulae and Client Files           $47,059
                                                           ========
                  Trademarks and Trade Names:
                                                             Value
                                                           --------
                  QuitSystem, Trademark                      $4,637
                  ChemoKare, Trade name                       4,637
                  VisionKare, Trade name                      4,637
                  Anaplex, Trade name                         4,637
                                                           --------
                  Total                                     $18,548
                                                           ========

                                       16
<PAGE>

Note 1. OVERVIEW OF OPERATIONS AND ACCOUNTING POLICIES - continued

                  Formulae and Client Files:

  Name                                                       Value
 ---------------                                           --------
 QuitSystem, Smokers Recovery Formula                        $4,638
 QuitSystem, Stimulant and Alcohol Abuse Recovery Formula     4,638
 AnaplexD, Antidepressant drug alternative Formula            4,638
 AnaplexSD, Short Term Anxiety Formula                        4,638
 VisionKare, Macular degeneration Formula                     4,638
 ChemoKare, Natural Cancer Fighting Compound, Formula         4,638
 Male Virility, Natural Alternative to Viagra, Formula        4,638
 Trim-A-Way, Weight Control & Body Shaper Formula             4,638
 Client List                                                  4,637
                                                           --------
 Total                                                      $41,741

Use of Estimates
----------------

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

Earnings per Share
------------------

The basic (loss) per share is  calculated  by dividing the  Company's net income
available to common shareholders by the weighted average number of common shares
during the year.

The Company has no potentially dilutive securities outstanding at the end of the
statement  periods.  Therefore,  the  basic  and  diluted  (loss)  per share are
presented on the face of the statement of operations as the same number.

Stock Based Compensation
------------------------

The Company accounts for its stock based  compensation  based upon provisions in
SFAS No. 123, Accounting for Stock-Based  Compensation.  In this statement stock
based  compensation is divided into two general  categories,  based upon who the
stock receiver is, namely: employees/directors and non-employees/directors.  The
employees/directors  category is further divided based upon the particular stock
issuance plan, namely compensatory and non-compensatory.  The employee/directors
non-compensatory  securities  are  recorded at the sales price when the stock is
sold. The compensatory  stock is calculated and recorded at the securities' fair
value at the time  the  stock is  given.  SFAS  123  also  provides  that  stock
compensation  paid to non-employees be recorded with a value which is based upon
the fair  value of the  services  rendered  or the  value  of the  stock  given,
whichever is more reliable. The common stock paid to non-employees was valued at
the value of the services rendered.

Warranty and Right of Return

The Company  currently does not have a warranty or right of return  policy.  The
Company  plans to secure  product  liability  insurance  as soon as it commences
shipment of goods.

                                       17
<PAGE>

Note 2. NOTES PAYABLE:

Notes payable and capital lease obligations consist of the following:

Year Ended December 31                               2004      2003
-----------------------------                   ---------  ---------
Demand Note from shareholder
Interest at 8%                                 $   35,000    $35,000
Demand note from shareholder
Interest at 8%                                     10,000     10,000
Demand note from shareholder
Interest at 8%                                     10,000     10,000
Demand note from shareholder
No Interest                                         8,000
Demand note from shareholder
No Interest                                       145,865

Accrued Interest                                   14,368     11,038
                                               ----------  ---------
Total  Notes Payable                             $223,233    $66,038


Note 3.           STOCKHOLDERS' EQUITY

The Company  (Loughran/Go  Corporation) was  incorporated  April 29, 1996 in the
state of Nevada.  The Company had 100,000,000 shares of common stock authorized.
Two forward stock splits,  one stock retirement and one reverse stock split have
been retroactively and ratably applied to all share amounts listed below.

Par value is $0.001 per common share.

As of December 31, 2002 the Company had 521,108  post-split common shares valued
at $65,017 issued and outstanding.  Afterward,  15,207  post-split common shares
were issued for the $123,000;  173,106  post-split common shares were issued for
services  valued at $301,367;  250,707  post-split  common shares were issued to
retire $55,839 of debt and accumulated  interest;  and 52,637  post-split common
shares were issued to acquire subsidiary valued at $240,000.

Note 4.           MERGER WITH LOUGHRAN/GO

On April 12,  2002 the  Company  merged with  Loughran/Go  Corporation  a Nevada
corporation.  Loughran/Go Corporation was the surviving corporation.  The merger
was a re-capitalization accounted for as a reverse acquisition.  This means that
the  historical  numbers  of 12 TO 20  PLUS,  INCORPORATED  are to be  used  for
comparative  purposes.  The  Company  name  was then  changed  to 12 TO 20 PLUS,
INCORPORATED.  The purpose of the merger was to make the Company more attractive
to  investors.  The raising of  additional  capital  would enable the Company to
continue to promote its products.

The balance sheet of Loughran/Go prior to the merger was as follows.

         Assets                             $          0
         Payables                                 16,970
                                             -----------
         Negative Net Worth                     $(16,970)


                                       18
<PAGE>

Note 5.           INCOME TAXES:

The Company  provides for income taxes under  Statement of Financial  Accounting
Standards No. 109, Accounting for Income Taxes. SFAS No. 109 requires the use of
an asset and  liability  approach in accounting  for income taxes.  Deferred tax
assets  and  liabilities  are  recorded  based on the  differences  between  the
financial statement and tax bases of assets and liabilities and the tax rates in
effect currently.

SFAS No. 109  requires  the  reduction  of  deferred  tax assets by a  valuation
allowance if, based on the weight of available evidence,  it is more likely than
not that some or all of the  deferred  tax assets will not be  realized.  In the
Company's opinion, it is uncertain whether they will generate sufficient taxable
income in the future to fully utilize the net deferred tax asset. Accordingly, a
valuation allowance equal to the deferred tax asset has been recorded. The total
deferred  tax  asset is  $171,025,  which is  calculated  by  multiplying  a 22%
estimated  tax rate by the  cumulative  NOL of  $777,385.  The  total  valuation
allowance is a comparable $177,025. Details for the last three years follow:

Year Ended December 31              2004      2003      2002
------------------------        --------- --------- ---------
         Deferred Tax Asset        86,349   $61,952    $4,602
         Valuation Allowance      (86,349)  (61,952)   (4,602)
         Current Taxes Payable       0.00      0.00      0.00
                                --------- --------- ---------
         Income Tax Expense     $    0.00 $    0.00 $    0.00

Below is a chart showing the  estimated  corporate  federal net  operating  loss
(NOL) and the year in which it will expire.

         Year                               Amount     Expiration
         --------------                    --------   -----------
         1999 and prior                   $  23,832          2011
         2000                                29,873          2020
         2001                                28,668          2021
         2002                                20,916          2022
         2003                               281,602          2023
         2004                               392,494          2024
                                           --------
         Total NOL                         $777,385

The Company  has filed no income tax  returns  since  inception.  Management  is
planning to complete these during 2004.


Note 6. LEASES AND OTHER COMMITMENTS:

The office  rent is month to month.  The  numbers  shown  below  assume that the
Company will remain in its current office space.

                 Year 1   Year 2   Year 3   Year 4   Year 5
Office Lease      7,213    7,213    7,213    7,213    7,213


                                       19
<PAGE>

Note 7. THE EFFECT OF RECENTLY ISSUED ACCOUNTING STANDARDS

Below is a listing of the most  recent  accounting  standards  SFAS  146-150 and
their effect on the Company.

Statement  No.  150   Accounting   for  Certain   Financial   Instruments   with
Characteristics of both Liabilities and Equity (Issued 5/03)

This Statement  establishes  standards for how an issuer classifies and measures
certain  financial  instruments  with  characteristics  of both  liabilities and
equity.

Statement No. 151 Inventory  Costs-an amendment of ARB No. 43, Chapter 4 (Issued
11/04)

This statement amends the guidance in ARB No. 43, Chapter 4, Inventory  Pricing,
to  clarify  the  accounting  for  abnormal  amounts of idle  facility  expense,
freight, handling costs, and wasted material (spoilage).  Paragraph 5 of ARB 43,
Chapter 4, previously stated that "under some circumstances,  items such as idle
facility expense,  excessive spoilage,  double freight and re-handling costs may
be so  abnormal  ass to require  treatment  as  current  period  charges."  This
Statement  requires  that those items be recognized  as  current-period  charges
regardless  of whether they meet the  criterion of "so  abnormal."  In addition,
this Statement  requires that  allocation of fixed  production  overheads to the
costs  of  conversion  be  based  on  the  normal  capacity  of  the  production
facilities.

Statement  No. 152  Accounting  for Real Estate  Time-Sharing  Transactions  (an
amendment of FASB Statements No. 66 and 67)

This  Statement  amends  FASB  Statement  No. 66,  Accounting  for Sales of Real
Estate,  to reference the financial  accounting and reporting  guidance for real
estate time-sharing transactions that is provided in AICPA Statement of Position
(SOP) 04-2, Accounting for Real Estate Time-Sharing Transactions.

This  Statement  also amends FASB  Statement  No. 67,  Accounting  for Costs and
Initial Rental Operations of Real Estate Projects,  states that the guidance for
(a) incidental  operations  and (b) costs incurred to sell real estate  projects
does not apply to real estate  time-sharing  transactions.  The  accounting  for
those operations and costs is subject to the guidance in SOP 04-2.

Statement No. 153 Exchanges of Non-monetary  Assets (an amendment of APB Opinion
No. 29)

The guidance in APB Opinion No. 29, Accounting for Non-monetary Transactions, is
based on the principle that exchanges of non-monetary  assets should be measured
based on the fair value of the assets  exchanged.  The guidance in that Opinion,
however,  includes  certain  exceptions to the principle.  This Statement amends
Opinion 29 to eliminate  the  exception  for  non-monetary  exchanges of similar
productive  assts and  replaces it with a general  exception  for  exchanges  of
non-monetary  assets  that do not  have  commercial  substance.  A  non-monetary
exchange  has  commercial  substance  if the future cash flows of the entity are
expected to change significantly as a result of the exchange.

The adoption of these new  Statements is not expected to have a material  effect
on the Company's  current  financial  position,  results or operations,  or cash
flows.

                                       20
<PAGE>

Note 8. SUBSEQUENT EVENT

On November 22, 2004 the company  entered into a share  exchange  agreement with
Secured Financial Network,  Inc, (SFNI) a Nevada corporation wherein the Company
is to issue 15,750,000  post-split common shares on a one for one basis with the
shareholders  of SFNI on the effective  date. The company is also to receive the
balance of the 25,000,000 authorized SFNI common shares.

The effective date of this reverse  acquisition is January 11, 2005. The company
is the surviving  entity with SFNI becoming the merging entity.  The Company has
changed its name to Secured Financial Network, Inc. as of the effective date and
the  accounting  for this merger will be  reported  in the first  quarter  2005.
Details  of the  described  transaction  has  been  reported  to the  SEC on the
Company's 8-K filing dated January 24, 2005.


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

We have had no  disagreement  with,  resignation  or dismissal of, our principal
independent  accountant.  Our  principal  accountant  since  inception  has been
Shelley Int'l, CPA.

ITEM 8A. CONTROLS AND PROCEDURES

                Evaluation of Disclosure Controls and Procedures

Disclosure  controls  and  procedures  are  designed to ensure that  information
required to be  disclosed in the reports  filed or submitted  under the Exchange
Act of 1934 is recorded,  processed,  summarized  and reported,  within the time
periods  specified  in the  rules  and  forms  of the  Securities  and  Exchange
Commission.  Disclosure  controls and procedures  include,  without  limitation,
controls  and  procedures  designed  to ensure that  information  required to be
disclosed  in the reports  filed under the  Securities  Exchange  Act of 1934 is
accumulated  and  communicated  to  management,  including  our Chief  Executive
Officer,   as  appropriate,   to  allow  timely  decisions   regarding  required
disclosure.

Within the 90 days prior to the filing  date of this  report,  we carried out an
evaluation of the  effectiveness  of the design and operation of our  disclosure
controls and procedures  pursuant to Exchange Act Rule 13a-14.  This  evaluation
was done  under the  supervision  and with the  participation  of our  Principal
Executive Officer. Based upon that evaluation,  he concluded that our disclosure
controls and  procedures  are effective in gathering,  analyzing and  disclosing
information needed to satisfy our disclosure obligations under the Exchange Act.

                          Changes in Internal Controls

There were no significant  changes in our internal  controls or in other factors
that could significantly  affect those controls since the most recent evaluation
of such controls.

                                       21
<PAGE>

                                     PART II

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS. PROMOTERS AND CONTROL PERSONS; COMPLIANCE
        WITH SECTION 16(a)

The following table sets forth the names and ages of the directors and executive
officers of the Company through the date of this Report,  as well as the current
officers and  directors;  the principal  offices and positions  with the Company
held by each  person and the date such  person  became a director  or  executive
officer  of the  Company.  Each  serves  until the next  annual  meeting  of the
stockholders.

Names of Former Executive
Officers and Directors       Age  Position                Date of Appointment
--------------------------  ----  ---------------------  -----------------------
Carol Slavin                 61   Director/President      April 12, 2002
Linda Hannon                 61   Director/Secretary      April 12, 2002
Elizabeth Jaeger             31    Director               April 12, 2002

Carol Slavin, 61,  Director/President has 26 years experience encompassing every
phase of consumer  product  development  from  labeling  requirements  to source
components  and  suppliers.  In addition,  Ms.  Slavin has been  involved in all
aspects of the  nutritional  supplement  products  business for over 10 years. A
former fashion editor, she also has an extensive public relations, promotion and
media writing  background.  Special assignments she created on a freelance basis
include initiating a liason with the White House to obtain then First Lady Betty
Ford as  honored  guest  for a City of  Hope  Medical  Center  fund  raiser  and
successful  execution of extensive broadcast and print coverage for the National
Father's Day Council and the International  Fashion Group programs,  Los Angeles
chapter.  Ms. Slavin has completed courses in Journalism and English at Cerritos
College,  and was previously employed by Neurochemical  Research Corporation for
the past 5 years.

Linda  Hannon,  61,  Director/Secretary,  has  served  for the past 5 years as a
Customer  Service  Supervisor  for  AutoDoc  Software,  a producer of Palm Pilot
software for physicians.  Previously,  she worked in customer  service for LabCo
Pharmaceuticals' hospital,  clinical market segment and industrial accounting in
the nutritional supplement and energy industries,  as well as with Eagle Energy,
a petroleum  business.  Ms Hannon has studied  business and accounting at Cuesta
College. and spent several years

Elizabeth  Jaeger,  31, Director,  is Vice President and Marketing  Director for
Cannon  Associates,  a civil engineering and planning firm whose major client is
UNOCAL and has served in that  capacity for the past 5 years.  She is a graduate
of the University of Washington with a B.A. degree in communications.

Names of Current Executive
Officers and Directors      Age Position                  Date of Appointment
-------------------------- ---- ------------------------- ----------------------
Jeffrey L. Schultz         54   Director/CEO//President   January 19, 2005
Brian N. Schultz           25    COO/Secretary/Treasurer  January 19, 2005
George Weast               72   Director                  January 19, 2005
Stephen F. Burg            67   Director                  January 19, 2005


Jeffrey L. Schultz is  President/CEO/Director,  54, most recently served as Vice
President of Sales and Marketing for InteleTech Corporation from January through
November of 2004.  From July of 2002 until December of 2003 Mr. Schultz acted as
a  consultant  to various  companies  involved in the plastic  printing and card
issuance  industries.  From February of 2001 until July of 2002 Mr.  Schultz was


                                       22
<PAGE>

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS. PROMOTERS AND CONTROL PERSONS; COMPLIANCE
        WITH SECTION 16(a) - continued

Director of Business  Development for Continental  Plastic Card Co. coordinating
the  financial  and sales  restructuring  of the company and setting in motion a
business plan for 2002 which made Continental  Plastic  profitable.  Continental
Plastic was in the top 10 plastic  card  printers in the USA.  Prior to 2001 Mr.
Schultz was the President of Strategic  Funding,  Inc. which since its inception
in 1996, had been  instrumental  in providing  consulting to various private and
public companies and raised in excess of $20 million in capital. From 1990 until
1996 Mr. Schultz was the founder, an officer, and director of Aqua Care Systems,
Inc., a manufacture  of  residential,  commercial,  industrial,  and  wastewater
treatment  plants.  Aqua Care  Systems  became a public  company in October 1993
after a successful  NASDAQ  offering.  Mr. Schultz  graduated with a B.A. Degree
from Wayne State University in Detroit, Michigan in 1972.

Brian N. Schultz,  25, Chief Operating  Officer/Secretary/Treasurer  for Secured
Financial Network,  Inc.. From February 2004 until November 2004 Mr. Schultz was
Operations  manager  for  Inteletech  Corporation  of America  coordinating  all
internal operations of Inteletech's stored value Debit MasterCard(R) program. As
operational  manager he oversaw the operations,  customer  service,  information
technology, shipping/fulfillment,  and compliance departments of Inteletech. Mr.
Schultz managed  Inteletech's card management system  development team. Prior to
his employment at Inteletch Mr. Schultz was President of Copasetic  Productions,
LLC, and Chair of the University of Florida's Student Government Productions. In
these  capacities  Mr.  Schultz  managed  marketing,  finance,  forcibility  and
operations  for large  venue  entertainment  production  companies.  His list of
produced acts includes,  but is not limited to Stone Temple  Pilots,  Snoop Dog,
Busta Rhymes,  and a 3-day outdoor  festival.  Mr. Schultz graduated with a B.A.
degree from The University of Florida in Gainesville in 2003.

George Weast, 72, Director,  Since 1992 till present is President and Founder of
Washington  Capital  Corporation.  This company has served consultants to banks,
investment  banking Firms,  and  professional  money  managers.  Washing Capital
Corporation also secures equity and debt financing for corporate and real estate
developer. The company also acted as a consultant to public shell corporation in
areas of reverse  merger and  corporate  debt  reorganization  and  updating  of
reporting status. From 1973 until 1991 Mr. Weast has also been the President and
Founder of American Investors, Inc. and Subsidiaries.  These companies developed
and syndicated  commercial real estate in the Washington  metropolitan  area. It
also  syndicated  and  leased  equipments  to banks and  Fortune  500  companies
throughout  the United  States.  Starting from 1970 to 1972 he was President and
Founder of Weston  Leasing  Company,  a publicly  traded  leasing  company which
expanded through acquisitions and mergers in the auto leasing,  premium finance,
and  association  travel  fields.  From 1962 until  1969 he was Chief  Financial
Officer  of  Jonker  Business  Machines,   Inc.,  which  was  a  public,  traded
information  retrieval  company.  Commencing 1959 to 1961 Mr. Weast was Internal
Auditor of Government  Employees  Insurance  Company and its  Subsidiaries.  Mr.
Weast was also the former  Director of Two National  Banks.  He served in the US
Army and was Honorable  Discharge.  Mr. George Weast  attended the University of
Maryland and graduated with a B.S. Accounting Degree.

Stephen F.  Burg,  age 67,  Director,  has been  chief  executive  officer of SB
Corporate Consulting,  Inc., which offers corporate growth strategies for public
and private  companies,  nationally and  internationally,  from 1986 to present.
From 1978 to 1986, Mr. Burg was Vice President-Corporate  Acquisitions for Evans
Products  Company,  a New York Stock  Exchange  company  with over $2 billion in
annual revenues, and from 1973 to 1978 was Corporate  Director-Acquisitions  and
Human  Services for Jack August  Enterprises.  Mr. Burg has been a director of a
pharmaceutical company, Xechem International,  Inc. and Xechem Nigeria, Inc. for


                                       23
<PAGE>

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS. PROMOTERS AND CONTROL PERSONS; COMPLIANCE
        WITH SECTION 16(a) - continued

the past 11 years. He also serves as a consultant to a number of growth oriented
companies, both public and private. Mr. Burg is a graduate of Boston University.
He is a licensed pilot, an avid boater, and holds various certifications in Real
Estate.

ITEM 9B: COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT

Section  16(a) of the  Securities  Exchange Act of 1934  requires our  officers,
directors  and person who own more than 10% of our Common  Stock to file reports
of  ownership  and  changes  in  ownership  with  the  Securities  and  Exchange
Commission.  All of the  aforesaid  persons are  required by SEC  regulation  to
furnish us with copies of all Section  16(a) forms they file.  No changes in the
holdings of any officer,  director or other person took place and therefore,  no
other reports were required to be filed.

ITEM 10.  EXECUTIVE COMPENSATION

The following table sets forth certain  information  concerning the compensation
paid by the Company for services  rendered in all capacities to the Company from
January 1,  2004,  through  the fiscal  year ended  December  31,  2004,  of all
officers and directors of the Company.

                                                                 Securities
Name and Principal                                               Underlying
Positions at 12/31/03      Salary     Bonus      Compensation     Options
------------------------ --------- ---------- ----------------- -----------
Carol Slavin                -0-        -0-            -0-            -0-
Director/President

Linda Hannon                -0-        -0-            -0-            -0-
Director/Secretary

Elizabeth Jaeger            -0-        -0-            -0-            -0-
Director


ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

The following  table sets forth,  as of December 31, 2004,  certain  information
with  respect  to the  beneficial  ownership  of our  common  stock  by (i) each
director and officer of the Company, (ii) each person known to the Company to be
the beneficial  owner of 5% or more of the  outstanding  shares of common stock,
with such  person's  address,  and (iii) all of the  directors and officers as a
group. Unless otherwise  indicated,  the person or entity listed in the table is
the beneficial owner of the shares and has sole voting and investment power with
respect to the shares indicated.


                                       24
<PAGE>

ITEM 11.  SECURITY  OWNERSHIP  OF CERTAIN  BENEFICIAL  OWNERS AND  MANAGEMENT  -
          continued

Name of Beneficial Owner                   Shares Beneficially
or Name of Officer or Director                   Owned              Percent
--------------------------------------- ------------------------- ------------
Carol Slavin                                   70,003                 6.91%
Director/President
P.O. Box 260 Santa Margarita, CA 93453

Linda Hannon                                    9,475                 0.94%
Director/Secretary
33 Villa Santa Barbara
Paso Robles, CA 93446

Elizabeth Jaeger                                9,475                 0.94%
Director/Secretary
132 Broad Street
San Luis Obispo, CA 93405

Daniel Tenant                                 227,705                22.48%
P.O. Box 260
Santa Margarita, CA 93453  ___________________________________________________
Total Director/Officer/                       316,658                31.27%
5% Owners

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS.

None

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K.

         (a) Exhibits

Exhibit No.    Description and Method of Filing
-------------  ----------------------------------------
23.1           Consent of Independent Auditor

31.1           Certificate  of Principal  Executive  Officer as Required by Rule
               13a-14(a)/15d-14

31.2           Certificate of Principal  Accounting  Officer as Required by Rule
               13a-14(a)/15d-14

32.1           Certificate  of Principal  Executive  Officer as Required by Rule
               13a-14(b) and Rule 15d- 14(b) (17 CFR  240.15d-14(b)) and Section
               1350 of Chapter 63 of Title 18 of the United States Code

32.1           Certificate of Principal  Accounting  Officer as Required by Rule
               13a-14(b) and Rule  15d-14(b) (17 CFR  240.15d-14(b)  and Section
               1350 of Chapter 63 of Title 18 of the United States Code

         (b) Reports On Form 8-K

 Form 8-K filed on March 26, 2004.

                                       25
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ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES

Our Board of Directors  reviews and  approves  audit and  permissible  non-audit
services performed by its independent  accountants,  as well as the fees charged
for such services.  In our review of non-audit  service fees and its appointment
of Shelley  International  CPA., as our  independent  accountants,  our Board of
Directors  considered  whether the provision of such services is compatible with
maintaining  independence.  All of the  services  provided  and fees  charged by
Shelley International CPA, in fiscal year ended December 31, 2004, were approved
by our board of directors.

Audit Fees

The aggregate fees billed by Shelley International CPA for professional services
for the audit of our annual financial statements and the review of the financial
statements included in our quarterly reports on Form 10-QSB for fiscal 2004 were
$13,000 net of expenses.

Audit-Related Fees

None

Tax Fees

None

                                   SIGNATURES

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

                                            SECURED FINANCIAL NETWORK, INC.


Date: May 12, 2005                          By /s/ Jeffrey L. Schultz
                                            -----------------------------------
                                            Jeffrey L. Schultz, CEO/President


Date: May 12, 2005                          By /s/ JBrian Schultz
                                            -----------------------------------
                                             Brian Schultz, Principal Accounting
                                             Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report
has been signed by the following persons on behalf of the Registrant and in the
capacities and on the dates indicated.

Date: May 12, 2005                          By /s/ Jeffrey L. Schultz
                                            -----------------------------------
                                            Jeffrey L. Schultz, Director

Date: May 12, 2005                          By /s/ George Weast
                                            -----------------------------------
                                                 George Weast, Director

Date: May 12, 2005                          By /s/ Stephen F. Burg
                                            -----------------------------------
                                                 Stephen F. Burg, Director

                                       26
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