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

                                   FORM 10-KSB

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

                    For the Fiscal Year Ended March 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 Number 000-27339

                             EDISON RENEWABLES, INC.
                 (Name of Small Business Issuer in its Charter)



                 Nevada                                 88-0343832
     (State or Other Jurisdiction of                 (I.R.S. Employer
     Incorporation or Organization)                 Identification No.)

       1940 Deer Park Avenue, #390
           Deer Park, New York                             11729
(Address of Principal Executive Offices)                (Zip Code)


         Issuer's telephone number, including area code: (516) 977-3425

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

                                                      Name of Each Exchange
           Title of Each Class                         on Which Registered
           -------------------                        ---------------------

                                      None
    ----------------------------------- -----------------------------------


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

                          Common Stock, $.001 par value
                                (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. Yes |X| No | |

Check if disclosure  of delinquent  filers in response to Item 405 of Regulation
S-B is not contained in this form, and no disclosure  will be contained,  to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated  by reference  in Part III of this Form 10-KSB or any  amendment to
this Form 10-KSB. [ ]

State issuer's revenues for its most recent fiscal year: $ 0.


<PAGE>

The  aggregate  market value of the common stock held by  non-affiliates,  based
upon the closing price of such stock as of June 22, 2004, was $ 48,450.

      ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS

Check  whether the issuer has filed all  documents  and  reports  required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the  distribution  of
securities under a plan confirmed by a court. Yes |_| No |_|

                    APPLICABLE ONLY TO CORPORATE REGISTRANTS

The number of shares  outstanding  of the  issuer's  common stock as of June 22,
2004 was 214,475 shares.

                    DOCUMENTS INCORPORATED BY REFERENCE: none


<PAGE>


                                     PART I

Item 1. Description of Business.

Edison Renewables,  Inc. was incorporated on August 28, 1995 in Nevada under the
name of  Professional  Mining  Consultants,  Inc. On May 15,  2000,  the company
changed its name to  AudioMonster  Online,  Inc. On March 13, 2001,  the company
changed its name to Lockwave Technologies, Inc. On May 5, 2003 the company again
changed its name to Edison Renewables,  Inc. The company currently plans to seek
opportunities  to develop  business which may include  acquisitions  or business
combinations  with operating  companies.  The company currently is not operating
and is only incurring general and administrative costs.

The corporate address of the company is 1940 Deer Park Avenue,  #390, Deer Park,
NY 11729 and its telephone and fax number is (516) 977-3425.

Since we are currently not operating we have no dependence on any customers.  We
do not have any patents, trademarks, licenses, franchises,  concessions, royalty
agreements or labor contracts.

The company files reports with the  Securities  and Exchange  Commission and the
public may read and copy any  materials we file with the SEC at the SEC's Public
Reference Room at 450 Fifth Street, N.W., Washington, D.C. 20549. The public may
obtain  information on the operation of the Public Reference Room by calling the
SEC at 1-800-SEC-0330. The SEC maintains an Internet site that contains reports,
proxy and information  statements,  and other information regarding issuers such
as the company that files  electronically  with the SEC and state the address of
that site (http://www.sec.gov).

Other than our sole director and officer Paul Steo, we currently do not have any
employees.

Item 2. Description of Property.

The company has no properties  and at this time has no agreements to acquire any
properties.  We currently use office space at our address on an "at will" basis.
We do not pay any rent for the use of this space.

Item 3. Legal Proceedings.

The company is not a party to any pending legal  proceedings and, to the best of
its  knowledge,   no  such  action  by  or  against  it  has  been   threatened.
Additionally,  to the best of our knowledge, none of our officers, directors, or
beneficial  owners  of 5% or more of our  outstanding  securities  is a party to
proceedings adverse to the company nor do any of the foregoing  individuals have
a material interest adverse to the company.

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

None


<PAGE>

                                     PART II

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

Edison  Renewables'  common stock trades in the  over-the-counter  market and is
quoted on the OTC Bulletin  Board under the trading  symbol ERNW. As of June 22,
2004, we had 214,475 shares of common stock issued and  outstanding.  There have
been no further stock transactions subsequent to May 19, 2003.

The following table sets forth, for the periods indicated,  the high and low bid
prices per share of our common  stock as quoted on the OTC Bulletin  Board.  The
quotations reflect inter-dealer  quotations without retail markup,  markdown, or
commission, and may not represent actual transactions.

Source: www.otcbb.com





                                       High    Low
                                       ----    ---


                2004 Fiscal Year
                ----------------

                First Quarter          $ .25  $ .25
                Second Quarter           .25    .25
                Third Quarter            .25    .25
                Fourth Quarter           .25    .25

                2003 Fiscal Year
                ----------------

                First Quarter          $2.00 $  .25
                Second Quarter           .44    .25
                Third Quarter           1.01    .25
                Fourth Quarter          1.01    .25




As of June 22, 2004,  the last reported sale price of the company's  stock was $
..51 per share.

                                        2

<PAGE>


Dividend Policy

No  dividends  have been paid by the  company  since  its  inception.  We do not
anticipate  paying  dividends on our common stock in the foreseeable  future but
plan  to  retain  earnings,  if any,  for the  operation  and  expansion  of our
business.

Holders

There were 327  stockholders of record of the company's  common stock as of June
19, 2004.

Securities Authorized for Issuance under Equity Compensation Plans

Edison  Renewables  adopted its 2003 Equity  Participation  Plan on February 24,
2003.  Our  Shareholders  approved the adoption of the plan by majority  written
consent on the same day. No  securities  have been  granted or issued under this
plan.

Recent  Sales  of  Unregistered  Securities;  Use of  Proceeds  from  Registered
Securities

None.

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

Forward Looking Statements

Certain  information  contained  in this  report  may  include  "forward-looking
statements" within the meaning of the Private  Securities  Litigation Reform Act
of 1995,  and is subject  to the safe  harbor  created  by that act.  We caution
readers that certain  important  factors may affect our actual results and could
cause such  results to differ  materially  from any  forward-looking  statements
which may be deemed to have been made in this information statement or which are
otherwise made by or on behalf of us. For this purpose, any statements contained
in this report that are not  statements of  historical  fact may be deemed to be
forward-looking  statements.  Without  limiting the generality of the foregoing,
words  such  as  "may",  "will",  "expect",  "believe",  "explore",  "consider",
"anticipate",  "intend",  "could",  "estimate",  "plan",  or  "continue"  or the
negative  variations  of those words or comparable  terminology  are intended to
identify  forward-looking  statements.  Factors  that  may  affect  our  results
include, but are not limited to, the risks and uncertainties associated with:

o    our ability to successfully identify, execute and implement acquisitions or
     business combinations.

o    Disruption  in the economic and  financial  conditions  primarily  from the
     impact of terrorist  attacks in the United States and overseas,  threats of
     future  attacks,  police  and  military  activities  and  other  disruptive
     worldwide political events.

We are  also  subject  to  other  risks  detailed  from  time to  time in  other
Securities and Exchange Commission filings and elsewhere in this report. Any one
or more of these  uncertainties,  risks and other  influences  could  materially
affect our results of operations and whether forward-looking  statements made by
us  ultimately  prove  to be  accurate.  Our  actual  results,  performance  and
achievements  could differ  materially  from those expressed or implied in these
forward-looking  statements.  We undertake no obligation  to publicly  update or
revise any  forward-looking  statements,  whether from new  information,  future
events or otherwise.

Critical Accounting Policy and Estimates

Our Management's  Discussion and Analysis of Financial  Condition and Results of
Operations section discusses our consolidated  financial statements,  which have
been prepared in accordance with accounting principles generally accepted in the
United States of America. The preparation of these financial statements requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities at the date of the financial  statements and the reported
amounts of revenues and expenses  during the  reporting  period.  On an on-going
basis, management evaluates its estimates and judgments, including those related
to  revenue   recognition,   accrued   expenses,   financing   operations,   and
contingencies and litigation. Management bases its

                                        3


<PAGE>


estimates and judgments on  historical  experience  and on various other factors
that are believed to be reasonable under the circumstances, the results of which
form the basis for  making  judgments  about the  carrying  value of assets  and
liabilities that are not readily apparent from other sources. Actual results may
differ from these estimates under different assumptions or conditions. There are
no significant accounting estimates inherent in the preparation of our financial
statements.

Overview

The company has a limited history of operations and no history of profitability.
It was incorporated as Professional Mining Consultants,  Inc. ("PFMC") on August
28, 1995 in the state of Nevada.  The company was  originally  organized for the
purpose of setting up a mining  consulting and engineering  office in Las Vegas,
Nevada.  In September 1999, the company abandoned its original business plan and
decided to seek a company or companies to acquire or with whom to merge.

The company's  common stock underwent a 2 for 1 split effective on May 16, 2000.
This  increased  the number of shares  outstanding  from  4,890,000 to 9,780,000
without  changing the authorized  number of shares of common stock. No change in
the rights or ownership  percentage of the holders  occurred as a result of this
split.

On May 12, 2000 the company then named PFMC, merged with a company then known as
591519 BC Ltd. (d.b.a. AudioMonster Online). The company was the legal acquirer.
Upon  completion of the  transaction,  the company changed its name from PFMC to
AudioMonster Online, Inc. For accounting purposes,  this acquisition was treated
as a recapitalization of 591519 BC Ltd. (d.b.a. AudioMonster Online).

On June 5, 2000 591519 BC Ltd. changed its name to AudioMonster  Online, Inc. As
a result, two corporations existed with the name AudioMonster Online, Inc.; one,
the company,  in Nevada, and one in British Columbia,  with the British Columbia
company as a subsidiary of the company.

On  September  25,  2000 the  company,  then  named  AudioMonster,  merged  with
Lockwave,  Inc. and Paul Steo became a director of the company.  The company had
no  assets  or  liabilities  at the time of the  merger.  This  transaction  was
accounted for as a reverse acquisition  whereby Lockwave,  Inc. was the acquirer
of the company for accounting purposes.

On  September  27, 2000 the company  abandoned  its  AudioMonster  online  music
business  plan and decided to focus all  resources on  completing  the Lockwave,
Inc.  merger and  implementing  the  Lockwave,  Inc.  business  model of seeking
opportunities to develop business in the virtual storage market.

On January 24, 2001  pursuant to the terms of the Lockwave  merger  agreement as
amended, 100% of the outstanding common stock of Lockwave,  Inc. was acquired by
the company in exchange  for  24,125,000  shares of common  stock of the company
which were  issued to Imojo  Inc.,  and cash  consideration  of  $2,000,000  was
payable to Imojo (excluding amounts  previously paid). As a result,  Imojo owned
approximately 65% of the outstanding shares of the company. This transaction was
accounted for as a reverse acquisition  whereby Lockwave,  Inc. was the acquirer
of the company for accounting  purposes.  The historical financial statements of
Lockwave,  Inc., prior to the January 24, 2001 transaction,  became those of the
company.

No payments of the  $2,000,000  cash portion of the merger were made.  They were
scheduled to be paid on the following dates:  February 1, 2001, $250,000;  March
1, 2001, $250,000;  April 1,2001, $500,000; May 1, 2001, $500,000; June 1, 2001,
$500,000.

                                        4

<PAGE>



Since Imojo lost the ability to provide  services to the  company,  an agreement
was made waiving payment of the $2,000,000.  The $2,000,000  payable was removed
from the company's books to fully reflect this transaction.

On March 31, 2001, the company changed its name to Lockwave  Technologies,  Inc.
On May 5, 2003, the company changed its name to Edison  Renewables,  Inc. On May
19, 2003 the company's  common stock  underwent a 1 for 200 reverse split.  This
decreased the number of shares  outstanding  from  42,895,000 to 214,475 without
changing the number of shares of common stock authorized for issuance or the par
value. No change in the rights or ownership  percentage of the holders  occurred
as a result of the reverse split.

The company cancelled the following shares of common stock for services:

On October 22, 2002 the company  canceled  an  aggregate  of 2,925 (post  split)
shares of its common stock that were issued as compensation for Internet related
services  to be  provided  on the  company's  behalf.  The  services  were never
completed.

As of March 31, 2004 the company had a total stockholders' deficit of $80,909.

See  Notes  to the  Financial  Statements  for a  description  of the  company's
significant accounting policies.

Results of Operations

The company had no operations  prior to October 12, 1999,  and had only incurred
minimal  start-up  expenses  as of that  date.  There  were only  administrative
operations  for the year ended March 31, 2004, in which payment was made by debt
investments by a shareholder. Net revenues for the year were $0 and net loss was
$ 20,880.  For the previous year the company had operations with net revenues of
$0 and a net income for the period of $6,164.

Liquidity and Capital Resources

As of March 31, 2004, the company had a cash balance of $0. The company's  total
deficit accumulated during the development stage was $380,099 at March 31, 2004.
The company's total liabilities are $80,909,  which represents  accrued expenses
and advances by a shareholder.

The company's cash on hand is insufficient  to fund its current  operating needs
and the company is currently not generating any revenue. The company has funded,
and plans to fund, its general operating needs by advances or investments from a
shareholder until the company finds an appropriate business opportunity. Current
debt  investments  by the  shareholder  is  $56,240  which is  represented  by a
promissory  note bearing  interest at the annual rate of 5%, payable on December
31, 2005. We currently have not  established  any terms for the repayment of any
loans.  In order to raise capital in the  foreseeable  future,  we may offer and
sell  equity  securities  or  convertible  debt.  We  expect  that  the  sale of
additional  equity  securities  or  convertible  debt will result in  additional
dilution to our stockholders.  The company can give no assurance that it will be
able to generate adequate funds from operations, that funds will be available to
us from debt or equity financing, or that if available, the company will be able
to obtain such funds on favorable  terms and  conditions.  If the company cannot
secure additional funds it will not be able to continue as a going concern.  The
company  currently  has no  definitive  arrangements  with respect to additional
financing.

Plan of Operations

The company ceased the development of the Lockwave Technologies business plan in
September,  2001 to explore other  business  opportunities  and to raise working
capital to facilitate  its plans to change its business  direction.  The company
currently  plans to seek  opportunities  to develop  business  which may include
acquisitions or business combinations with operating companies.

                                        5

<PAGE>

Item 7.   Financial Statements.

The financial statements required by this item are included in this report after
Part III Item 14, beginning after page 8.

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

None.

Item 8A.  Controls and Procedures.

Our Principal  Executive  Officer and Principal  Financial  Officer conducted an
evaluation of the effectiveness of our disclosure controls and procedures. Based
on this  evaluation,  our Principal  Executive  Officer and Principal  Financial
Officer concluded that our disclosure  controls and procedures were effective as
of March 31, 2004 in  alerting  him in a timely  manner to material  information
required  to be  included  in our SEC  reports.  In  addition,  no change in our
internal control over financial  reporting occurred during the fourth quarter of
the  fiscal  year  ended  March 31,  2004 that has  materially  affected,  or is
reasonably  likely to materially  affect,  our internal  control over  financial
reporting.

                                    PART III

Item 9. Directors, Executive Officers, Promoters and Control Persons; Compliance
With Section 16(a) of the Exchange Act.

Management

The following  table sets forth the name, age and position of our sole executive
officer and director:



                  Name                     Age     Position and Officers with
                                                     the Company
                -------------------------------------------------------------

                Paul S. Steo               27      President, Secretary,
                                                   Treasurer and Director


Paul Steo has been our sole officer and sole  director  since  January 24, 2001.
Mr. Steo currently handles the administrative  duties for the company.  Prior to
obtaining  the position with Edison  Renewables,  Mr. Steo worked as a financial
operations analyst for a division of Ambac Financial Group for approximately one
year  prior  to  joining  Edison  Renewables,  Inc.  Mr.  Steo  holds a B.S.  in
Accounting from Binghamton University.

We do not have a separate Audit Committee, and therefore, our Board of Directors
performs the duties of the audit  committee.  We are in the process of preparing
and adopting a code of ethics.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16 of the Exchange Act requires that reports of beneficial  ownership of
common  shares and changes in such  ownership be filed with the  Securities  and
Exchange  Commission by Section 16  "reporting  persons,"  including  directors,
certain officers,  holders of more than 10% of the outstanding common shares and
certain  trusts of which  reporting  persons are  trustees.  We are  required to
disclose in this Annual Report each reporting person whom we know to have failed
to file any  required  reports  under  Section 16 on a timely  basis  during the
fiscal year ended March 31, 2004. To our knowledge,  based solely on a review of
written  representations  that no reports were required,  during the fiscal year
ended March 31, 2004, our officers, directors and 10% stockholders complied with
all Section 16(a) filing requirements applicable to them.

Item 10. Executive Compensation.

No salary  compensation  has been paid to the current  officers and directors of
the company.

On January 11, 2002 the company issued 5,000 (post split) shares of common stock
to the President  valued at $10,000,  the fair value of the stock  issued,  in a
private transaction. The shares are unregistered and subject to sale limitations
under Securities Act Rule 144.

Officers and directors are eligible to receive stock options,  restricted  stock
and other grants out of the company's 2003 Equity Participation Plan.

                                        6

<PAGE>

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

The  following  table  sets forth  certain  information,  as of March 31,  2004,
regarding beneficial ownership of our common stock by

-    each  stockholder  known by us to be the beneficial owner of more than five
     percent  (5%) of the  outstanding  shares  of common  stock;

-    each of our directors;

-    each of the named  executive  officers;  and all of our  current  executive
     officers and directors as a group.


Name and Address of         Number of Shares
Beneficial Owner           Beneficially Owned            Percent of Class
----------------        ------------------------       ---------------------

Corey Morrison(1)               120,625                         55.48%
1940 Deer Park Avenue, #390
Deer Park, New York  11729

Paul S. Steo                      5,000                           2.3%
1940 Deer Park Avenue, #390
Deer Park, New York  11729

All executive Officers and
Directors as a group              5,000                           2.3%


(1) The record holder of these shares is Imojo Group,  LLC, a limited  liability
company which is wholly owned by Corey Morrison.

Item 12. Certain Relationships and Related Transactions.

During the years ended  March 31, 2004 and 2003,  a  stockholder  provided  debt
investments  in the  Company to pay  expenses  totaling  $16,854,  and  $23,711,
respectively.  These  investments and,  previous and subsequent  investments are
represented by a $56,240  promissory note bearing interest at the annual rate of
5% which is payable on December 31, 2005. The financial  statements for the year
ended  March  31,  2004  recognize  these  investments  as a note  payable  to a
stockholder.  For the year ended  March 31,  2003,  these debt  investments  are
recognized as advances from a shareholder.

The company neither owns nor leases any real or personal property. A shareholder
of the  company  provides  the  company  with the use of office  space and other
services without charge.  Such costs are immaterial to the financial  statements
and,  accordingly,  have not  been  reflected  therein.  These  individuals  are
involved in other business  activities  unrelated to the Company and may, in the
future, become involved in other business opportunities.

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

2.1  Agreement and Plan of Merger dated September 25, 2000,  including  exhibits
     (1).

                                        7

<PAGE>

2.2  Amendment to Agreement and Plan of Merger dated January 24, 2001 (1).

3.1  Articles of Incorporation (2)

3.2  Certificate of Amendment to Articles of Incorporation,  as filed on May 15,
     2000 (2).

3.3  Certificate  of Amendment to Articles of  Incorporation,  as filed on March
     13, 2001 (2).

3.4  Certificate of Amendment to Articles of  Incorporation,  as filed on May 5,
     2003 (2).

3.5  Bylaws. (3).

4    Promissory Note,  Effective as of April 19, 2004, payable by the Company to
     Corey Morrison

21   Subsidiaries

31   Rule  13a-14(a)/15d-14(a)  Certification as adopted pursuant to Section 302
     of the Sarbanes Oxley Act of 2002

32   Certification  of  Principal  Executive  Officer and  Principal  Accounting
     Officer pursuant to 18 U.S.C.  Section 1350, as Adopted Pursuant to Section
     906 of the Sarbanes-Oxley Act of 2002

Footnotes

(1)  Denotes  document  filed as an exhibit to our Current  Report filed on Form
     8-K filed on February 7, 2001 and incorporated herein by reference.

(2)  Denotes  document  filed as an exhibit to our Annual  Report on Form 10-KSB
     for the year ended March 31, 2003 and incorporated herein by reference.

(3)  Denotes  document  filed  as an  exhibit  to our  Form  10SB12G/A  filed on
     February 28, 2000 and incorporated herein by reference.

Reports on Form 8-K:

None

Item 14.  Principal Accountant Fees and Services

As of the date of this filing,  our principal  accountants,  Abrams and Company,
P.C., have billed us approximately $1,550 and $1,750,  respectively,  during the
years ended March 31, 2004 and 2003,  for the audit of our financial  statements
for each of those years and the review of our financial  statements  included in
our Quarterly Reports on Form 10-QSB during the year then ended.

Our  principal  accountants  did not bill us any fees  for tax  compliance,  tax
advice and tax planning for our fiscal years ended March 31, 2003 and 2002.

Our principal accountants did not bill us any fees for any assurance and related
services for our fiscal years ended March 31, 2004 and 2003.

                                       8

<PAGE>

                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)

                        CONSOLIDATED FINANCIAL STATEMENTS



       CONTENTS

                                                                     PAGE

INDEPENDENT AUDITORS' REPORT                                         F-1

CONSOLIDATED BALANCE SHEETS                                          F-2

CONSOLIDATED STATEMENTS OF OPERATIONS                                F-3

CONSOLIDATED STATEMENTS OF CASH FLOWS                                F-4

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT                     F-5

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS                           F-6


<PAGE>


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

TO THE BOARD OF DIRECTORS AND STOCKHOLDERS OF
EDISON RENEWABLES, INC. AND SUBSIDIARY:

We  have  audited  the  accompanying   consolidated   balance  sheet  of  Edison
Renewables, Inc. (formerly known as Lockwave Technologies,  Inc.) and Subsidiary
(a  Development  Stage  Company)  as of March 31,  2004 and 2003 and the related
consolidated statements of operations,  stockholders' deficit and cash flows for
the years then ended,  and for the period from  inception  (October 12, 1999) to
March  31,  2004.  These  financial  statements  are the  responsibility  of the
Company's  management.  Our  responsibility  is to  express  an opinion on these
financial  statements based on our audits. The Company's financial statements as
of and for the period October 12, 1999  (inception)  through March 31, 2002 were
audited by other  auditors  whose  report,  dated June 25,  2002,  expressed  an
unqualified opinion on those statements. The financial statements for the period
October 12, 1999  (inception)  through March 31, 2002 reflect total revenues and
net loss of $-0- and $365,383,  respectively,  of the related totals.  The other
auditors'  report  has been  furnished  to us,  and our  opinion,  insofar as it
relates to the amounts  included for such prior  period,  is based solely on the
report of such other auditors.

We conducted our audits in accordance  with the standards of the Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  based on our audit and the report of the other  auditors,  such
consolidated  financial  statements  referred to above  present  fairly,  in all
material  respects,  the consolidated  financial  position of Edison Renewables,
Inc. and Subsidiary as of March 31, 2004 and 2003, and the consolidated  results
of its  operations  and its cash  flows for the years  then  ended,  and for the
period from October 12, 1999  (inception)  to March 31, 2004 in conformity  with
accounting principles generally accepted in the United States of America.

The accompanying  consolidated  financial statements have been prepared assuming
that the company will continue as a going concern. As described in Note 1 to the
accompanying  consolidated financial statements,  the Company has no established
source of revenue,  has incurred  significant  operating  losses to date and has
negative  cash  flow  from  operations.  Management's  plans in  regard to these
matters are also described in Note 1. These consolidated financial statements do
not  include  any  adjustments  that  might  result  from  the  outcome  of this
uncertainty.


  /s/ Abrams and Company, P.C.
------------------------------
Abrams and Company, P.C.
Certified Public Accountants
June 4, 2004
Melville, NY

                                       F-1


<PAGE>

<TABLE>
<CAPTION>


                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                           CONSOLIDATED BALANCE SHEETS


<S>                                                                                     <C>                                     <C>

                                                                                                           March 31,
                                                                                         ---------------------------------------
                                                                                         ---------------------------------------
                                                                                                    2004               2003
                                                                                         ---------------------   ---------------
                                                                                         ---------------------   ---------------
           ASSETS
      CURRENT ASSETS
        Cash and cash equivalents                                                                $        -           $        -
                                                                                         ---------------------   ---------------
                                                                                         ---------------------
           Total assets                                                                          $        -           $        -
                                                                                         =====================   ===============
                                                                                         =====================   ===============

           LIABILITIES AND STOCKHOLDERS' EQUITY
      CURRENT LIABILITIES
        Accounts payable                                                                         $    24,669          $   20,643
        Advances from stockholder                                                                                         39,386
                                                                                         ---------------------   ---------------
            Total current liabilities                                                                 24,669              60,029

      NONCURRENT LIABILITIES
        Note payable to stockholder                                                                   56,240
                                                                                         ---------------------   ---------------
                                                                                         ---------------------   ---------------

             Total liabilities                                                                        80,909              60,029


      STOCKHOLDERS' DEFICIT
        Preferred stock, $0.001 par value;
          20,000,000 shares authorized,
          0 shares issued and outstanding
                                                                                                           -                   -
        Common stock, $0.001 par value;
          200,000,000 shares authorized,
          214,475  shares issued and outstanding                                                         214                 214
        Additional paid-in-capital                                                                   298,976             298,976
        Deficit accumulated during the development stage                                            (380,099)           (359,219)
                                                                                            -------------------- ---------------
           Total stockholders' deficit                                                              ( 80,909)           ( 60,029)
                                                                                            -------------------- ---------------
           Total liabilities and stockholders' deficit                                           $         -          $        -
                                                                                            ==================== ===============
                                                                                            ==================== ===============

</TABLE>

  The accompanying summary of significant accounting policies and notes are an
           integral part of these consolidated financial statements.


                                       F-2


<PAGE>


<TABLE>



                                                        EDISON RENEWABLES, INC.
                                                     (A Development Stage Company)
                                                    CONSOLIDATED STATEMENTS OF OPERATIONS


<S>                                                                                                                           <C>
                                                                                                                         October 12,
                                                                                                                            1999
                                                                                          Year Ended                  (inception) to
                                                                                           March 31,                      March 31,
                                                                             -----------------------------------------
                                                                             -----------------------------------------
                                                                                    2004                  2003                 2004
                                                                             --------------------  -------------------  ------------
                                                                             --------------------  -------------------  ------------

      Revenue                                                                          $       -            $       -    $       -

      Product and website development                                                          -                    -        164,130
      General and administrative expenses                                                 20,880              ( 6,164 )      215,969
                                                                             --------------------  -------------------  ------------

      (Loss) income from operations before provision for income taxes                   ( 20,880 )              6,164     ( 380,099)

                                                                             --------------------  -------------------  ------------
      Provision for income taxes                                                               -                   -             -
                                                                             --------------------  -------------------  ------------
                                                                             --------------------  -------------------  ------------

      Net (loss) profit                                                      $          ( 20,880 ) $           6,164      ( 380,099)

                                                                             ====================  ===================  ============

      Net (loss) profit per share - basic and diluted - giving
      retroactive effect to 1 for 200 reverse stock split                    $          (   0.10 ) $            0.03    $ (   2.08 )
                                                                             ====================  ===================  ============

      Weighted average number of common shares
      outstanding - giving retroactive effect to 1 for 200
      reverse stock split                                                                214,475             216,275       182,625
                                                                             ====================  ===================  ============


</TABLE>





  The accompanying summary of significant accounting policies and notes are an
            integral part of these consolidated financial statements.


                                       F-3

<PAGE>

<TABLE>
<CAPTION>


                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS


<S>                                                                     <C>                     <C>             <C>          <C>

                                                                                                                   October 12, 1999
                                                                                      Year Ended                     (Inception)
                                                                                      March 31,                      to March 31,
                                                                        ---------------------------------------
                                                                        ---------------------------------------
                                                                              2004                 2003                  2004
                                                                        ------------------   ------------------  ------------------

     CASH FLOWS FROM OPERATING ACTIVITIES
           Net (loss) profit                                            $  (    20,880 )     $           6,164   $   (  380,099 )
              Adjustments to reconcile net loss to net
              cash provided by operating activities:
              Cancellation of shares previously issued
              for services                                                                         (    17,550 )     (   17,550 )
                Expenses paid by shareholder                                    16,854                  23,711          279,761
                Stock-based compensation                                                                                 89,050
                Change in accounts payable                                       4,026             (    12,325 )         24,669
                                                                        ------------------   ------------------  ------------------
     NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES                                -                    -       (    4,169 )
                                                                        ------------------   ------------------  ------------------
                                                                        ------------------   ------------------  ------------------

     CASH FLOWS FROM FINANCING ACTIVITIES
          Sale of common stock                                                          -                    -               10
          Capital contributions                                                         -                    -            4,159
                                                                        ------------------   ------------------  ------------------

     NET CASH PROVIDED BY FINANCING ACTIVITIES                                          -                    -            4,169
                                                                        ------------------   ------------------  ------------------
                                                                        ------------------   ------------------  ------------------

     NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS                               -                    -                -

     CASH AND CASH EQUIVALENTS -
       beginning of period                                                              -                    -                -
                                                                        ------------------   ------------------  ------------------
                                                                        ------------------   ------------------  ------------------

     CASH AND CASH EQUIVALENTS -
       end of period                                                    $               -    $               -   $            -
                                                                        ==================   ==================  ==================

</TABLE>

     SUPPLEMENTAL INFORMATION:
          During the period October 12, 1999 to March 31, 2004, the Company paid
          no cash for interest or income taxes.

      The accompanying summary of significant accounting policies and notes
        are an integral part of these consolidated financial statements.


                                       F-4

<PAGE>


                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                 CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY


<TABLE>
<CAPTION>

<S>                                             <C>             <C>             <C>             <C>             <C>    <C>

                                                                                                  Deficit
                                                                                                Accumulated
                                                     Common Stock                Additional     During the
                                              -----------------------------      Paid-in        Development
                                                  Shares            Amount       Capital          Stage           Total
                                              --------------   ------------    -----------    -------------    ------------
Balance, October 12, 1999 (Inception)                      -      $       -    $         -      $         -    $          -

Sale of common stock, October 12, 1999               120,625            120           (110)               -              10
Expenses paid by shareholder                               -              -         94,101                -          94,101
Capital contribution                                       -              -          4,159                -           4,159
Net loss                                                   -              -              -          (94,101)        (94,101)
                                              --------------   ------------    -----------    -------------    ------------
Balance, March 31, 2000                              120,625            120         98,150          (94,101)          4,169

Acquisition of public shell
 corporation, January 24, 2001                        65,850             66            (66)               -               -
Cash to be paid for acquisition                            -              -     (2,000,000)               -      (2,000,000)
Capital contribution                                       -              -        129,420                -         129,420
Net loss                                                   -              -              -         (161,199)       (161,199)
                                              --------------   ------------    -----------    -------------    ------------
Balance, March 31, 2001                              186,475            186     (1,772,496)        (255,300)     (2,027,610)

Shares issued for services - July 17, 2001             3,675              4         22,046                -          22,050
Shares issued for services - August 10, 2001           6,250              6         24,994                -          25,000
Shares issued for services - November 14, 2001         6,000              6         11,994                -          12,000
Shares issued for services - January 11, 2002         15,000             15         29,985                -          30,000
Forgiveness of cash for acquisition                        -              -      2,000,000                -       2,000,000
Net loss                                                   -              -              -         (110,083)       (110,083)
                                              --------------   ------------    -----------    -------------    ------------
Balance, March 31, 2002                              217,400            217        316,523        (365,383)        (48,643)

Shares cancelled - October 22, 2002                   (2,925)            (3)       (17,547)               -         (17,550)

Net Income                                                 -              -              -            6,164           6,164
                                              --------------   ------------    -----------    --------------   ------------
Balance, March 31, 2003                              214,475            214        298,976         (359,219)        (60,029)

Net loss                                                   -               -              -         (20,880)        (20,880)
                                              --------------   ------------    -----------    --------------   -------------
Balance, March 31, 2004                              214,475         $  214     $  298,976      $   (380,099)     $ (80,909)

                                              ==============   ============    ===========    ==============   =============
</TABLE>

  The accompanying summary of significant accounting policies and notes are an
           integral part of these consolidated financial statements.

                                       F-5



<PAGE>


                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             MARCH 31, 2004 AND 2003

NOTE 1 - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation
---------------------
The accompanying financial statements include the accounts of Edison Renewables,
Inc.,  formerly  Lockwave  Technologies,  Inc. ("Edison  Renewables"),  formerly
Audiomonster  Online,  Inc., a Nevada  corporation  formed on August 28, 1995 as
Professional Mining Consultants,  Inc. and its wholly owned subsidiary Lockwave,
Inc.  ("Lockwave"),  a Delaware corporation formed on October 12, 1999. The term
"Edison  Renewables"  in these notes  refers to the company  prior to its merger
with  Lockwave.  The term "company" or "Company" in these notes refers to Edison
Renewables  and  Lockwave  following  the  merger  transaction   between  Edison
Renewables and Lockwave. All significant inter-company accounts and transactions
have been eliminated in consolidation.

The company conducts its operations from offices located in Deer Park, New York.

Effective  January 24, 2001,  Edison  Renewables  acquired all of the issued and
outstanding  common  stock  of  Lockwave.  As  a  result  of  this  transaction,
Lockwave's former shareholder obtained control of Edison Renewables which had no
operations.  For accounting  purposes,  this  acquisition  has been treated as a
recapitalization of Lockwave.

The  financial  statements  presented  include only the accounts of Lockwave,  a
development stage company,  from its inception  (October 12, 1999) through March
31, 2004, and of the Company from January 24, 2001 through March 31, 2004.

The  accompanying  financial  statements  have been prepared in conformity  with
accounting principles generally accepted in the United States of America,  which
contemplates  continuation  of the  company  as a going  concern.  However,  the
company  has no  established  source of revenue  and has  accumulated  operating
losses.  These factors raise  substantial  doubt about the company's  ability to
continue as a going concern. Without realization of additional capital, and or a
suitable  merger  partner it would be unlikely  for the company to continue as a
going concern.  The financial statements do not include any adjustments relating
to  the   recoverability  and  classification  of  recorded  asset  amounts  and
classification  of  liabilities  that might be  necessary  should the company be
unable to continue in existence.

Management's Plans
------------------
In order to raise capital in the foreseeable  future,  the Company may offer and
sell equity  securities or convertible debt. The Company currently plans to seek
opportunities  to develop  business which may include  acquisitions  or business
combinations with operating companies.

Nature of Operations
--------------------
The company is currently a development-stage company under the provisions of the
Financial  Accounting Standards Board ("FASB") Statement of Financial Accounting
Standards ("SFAS") No. 7.

The company intends to seek  opportunities to develop business which may include
acquisitions or business combinations with operating companies.

                                       F-6

<PAGE>



                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             MARCH 31, 2004 AND 2003

NOTE 1 - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Use of Estimates
----------------
The preparation of financial  statements  requires  management to make 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 and the reported amounts of revenue and expenses during the reporting
period. Actual results could differ from those estimates.

Cash and Cash Equivalents
-------------------------
The company  considers all highly  liquid  investments  purchased  with original
maturities of three months or less to be cash equivalents.

Concentration of Credit Risk
----------------------------
None.

Fair Value of Financial Instruments
-----------------------------------
The carrying  value of current  liabilities  approximates  fair value due to the
relatively short maturity of these instruments.

Income Taxes
------------
Income  taxes are  provided  for  based on the  liability  method of  accounting
pursuant to SFAS No. 109,  "Accounting for Income Taxes." Deferred income taxes,
if any,  are  recorded  to  reflect  the tax  consequences  in  future  years of
differences  between the tax bases of assets and liabilities and their financial
reporting amounts at each year-end.

Product and Website Development Costs
-------------------------------------
Product and website development costs consist principally of payroll and related
expenses for development,  editorial, systems personnel and consultants. Product
development costs are generally expensed as incurred.

The company  follows the  provisions  of  Statement  of Position  ("SOP")  98-1,
"Accounting  for the  Costs of  Computer  Software  Developed  or  Obtained  for
Internal Use," which requires the capitalization of costs incurred in connection
with  developing  or obtaining  software  for  internal  use. The useful life of
website  development costs is less than one year and,  accordingly,  these costs
are expensed as incurred  and are  included in "product and website  development
costs" in the accompanying financial statements.

                                       F-7

<PAGE>



                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             MARCH 31, 2004 AND 2003

NOTE 1 - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Start-Up and Organization Costs
-------------------------------
The company accounts for start-up costs in accordance with SOP 98-5,  "Reporting
on the Costs of  Start-up  Activities,"  issued  by the  American  Institute  of
Certified Public Accountants. SOP 98-5 requires the cost of start-up activities,
including organization costs, to be expensed as incurred.

Earnings/Loss Per Share
-----------------------
The company calculates loss per share in accordance with SFAS No. 128, "Earnings
Per Share," which requires presentation of basic earnings per share ("BEPS") and
diluted  earnings per share  ("DEPS").  The  computation  of BEPS is computed by
dividing  profit/loss  available to common  stockholders by the weighted average
number of outstanding common shares during the period.  DEPS gives effect to all
dilutive  potential common shares outstanding during the period. The computation
of  DEPS  does  not  assume  conversion,  exercise  or  contingent  exercise  of
securities that would have an anti-dilutive effect on earnings.  As of March 31,
2004 and 2003, there were no potentially dilutive securities outstanding.

Comprehensive Income
--------------------
SFAS No. 130, "Reporting  Comprehensive  Income," establishes  standards for the
reporting  and  display  of  comprehensive  income  and  its  components  in the
financial statements. The items of other comprehensive income that are typically
required to be displayed are foreign currency items,  minimum pension  liability
adjustments,  and unrealized gains and losses on certain investments in debt and
equity securities.  The company has no items of other  comprehensive  income and
has not presented a statement of comprehensive income.

Stock-Based Compensation
------------------------
The company has adopted the intrinsic value method of accounting for stock-based
compensation in accordance with Accounting  Principles Board Opinion ("APB") No.
25, "Accounting for Stock Issued to Employees" and related interpretations.  The
company has adopted only the disclosure provisions of SFAS No. 123, "Stock Based
Compensation," for equity instruments issued to employees.

Equity Participation Plan
-------------------------
On  February  24,  2003  the  Board  of   Directors   adopted  the  2003  Equity
Participation  Plan and has reserved up to 50,000,000 shares of common stock for
issuance  upon the  exercise of stock  options or as  restricted  stock  grants.
Stockholders  owning a majority of our issued and  outstanding  shares of common
stock  have  adopted  resolutions   approving  and  ratifying  our  2003  Equity
Participation  Plan.  The  following  statements  include  summaries  of certain
provisions of the plan.

Eligibility is as follows;  subject to certain limitations and conditions in the
plan,  restricted stock and options to purchase shares may be granted to persons
who, in the case of  incentive  stock  options,  are  employees  of,  either the
company or any parent or  subsidiary  of the  company  including  directors  and
officers of the company and  non-employees  to whom an offer of  employment  has
been  extended,  or in the case of  non-statutory  stock options and  restricted
stock grants,  are employees  including  directors and officers or  non-employee
directors  or certain  consultants  or  advisors  to,  either the company or any
parent  or  subsidiary  of the  company  and  non-employees  to whom an offer of
employment  has been  extended.  At March 31, 2004 one  employee was eligible to
receive options or restricted stock grants under the plan.


                                       F-8

<PAGE>



                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             MARCH 31, 2004 AND 2003

The option price of the shares  underlying an incentive  stock option may not be
less than the fair  market  value (as such term is  defined  in the plan) of the
shares  of common  stock on the date  upon  which  the  option  is  granted.  In
addition,  in the case of a recipient of an  incentive  stock option who, at the
time the  option is  granted,  owns more than 10% of the total  combined  voting
power of all  classes  of  stock of the  company  or of a parent  or  subsidiary
corporation of the company (a "10% Stockholder"), the option price of the shares
subject to that  option  must be at least 110% of the fair  market  value of the
shares of common stock on the date upon which that option was granted.

The  option  price of shares  of common  stock  underlying  non-statutory  stock
options will be determined by the Board or the committee, in its discretion,  at
the time of grant and need not be equal to or greater than the fair market value
for shares of our common stock.

The Board or the  committee  may specify the vesting  periods of the  restricted
stock grant and other terms and  conditions  which the Board or committee  deems
appropriate.

In determining  vesting  requirements of restricted  stock grants,  the Board or
committee may impose  restrictions  which it may deem advisable  including among
other  things,  length of  service of the  grantee,  corporate  performance  and
attainment of individual or group performance objectives.

RECENT ACCOUNTING PRONOUNCEMENTS
--------------------------------

In June 2001,  the FASB  issued  SFAS No. 142,  "Goodwill  and Other  Intangible
Assets".  SFAS No. 142 supersedes  Accounting  Principles  Board Opinion No. 17,
Intangible  Assets,  and requires goodwill and other intangible assets that have
indefinite useful lives to no longer be amortized; however, these assets must be
tested  at least  annually  for  impairment.  SFAS  No.  142  also  requires  an
evaluation of existing  acquired goodwill and other intangible assets for proper
classification under the new requirements. In addition, intangible assets (other
then  goodwill) that have finite useful lives will continue to be amortized over
their useful lives;  however,  the amortization period of such intangible assets
will no longer be limited  to 40 years.  SFAS No.  142 is  effective  for fiscal
years  beginning after December 15, 2001,  with early  application  permitted in
certain  circumstances.  In connection  with the adoption of this standard,  the
Company's  unamortized  goodwill  balance will no longer be  amortized  over its
useful  life;  rather  it will be  subject  to at least  annual  assessment  for
impairment  by  applying  a  fair-value-based   test.   Although  not  currently
applicable  to the Company,  this SFAS could have an impact on future  financial
statements.

In June 2001, the FASB issued SFAS No. 141,  "Business  Combinations",  which is
effective for all business combinations  initiated after June 20, 2001. SFAS No.
141  supersedes   Accounting   Principles   Board  Opinion  No.  16,   "Business
Combinations",  and eliminates the pooling-of-interests method of accounting for
business  combinations,   thus  requiring  that  all  business  combinations  be
accounted for using the purchase  method.  Also, it requires  application of the
provisions of SFAS No. 142, "Goodwill and Other Intangible Assets", for goodwill
and other intangible assets related to any business combinations completed after
June 30, 2001, but prior to the adoption date of SFAS No. 142. Additionally,  in
applying the purchase method,  SFAS No. 141 changes the criteria for recognizing
intangible  assets apart from  goodwill and states the  following  criteria that
should be considered in determining  the recognition of intangible  assets:  (1)
the  intangible  asset arises from  contractual or other legal rights or (2) the
intangible assets is separable or dividable from the acquired entity and capable
of being sold, transferred, licensed, rented, or exchanged. The adoption of SFAS
No. 141 may have a material effect on the Company's future financial statements.

In April 2002, the FASB issued SFAS No. 145,  "Rescission of FASB Statements No.
4, 44, and 64,  Amendment of FASB Statement No. 13, and Technical  Corrections."
SFAS No.145 rescinds SFAS No. 4, "Reporting Gains and Losses from Extinguishment
of Debt", and an amendment of that Statement,  SFAS No. 64,  "Extinguishments of
Debt Made to Satisfy  Sinking-Fund  Requirements,"  and SFAS No. 44, "Accounting
for  Intangible  Assets  of  Motor  Carriers".   This  Statement,   among  other
provisions,  amends  SFAS No. 13,  "Accounting  for  Leases,"  to  eliminate  an
inconsistency  between the required  accounting for sale-leaseback  transactions
and the required  accounting for certain lease  modifications that have economic
effects that are similar to  sale-leaseback  transactions.  The Company does not
expect the adoption of any of these  pronouncements to have a material impact on
the Company's financial position or results of operations.


                                       F-9

<PAGE>





                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             MARCH 31, 2004 AND 2003

In June 2002,  the FASB issued SFAS No. 146,  "Accounting  for Costs  Associated
with Exit or Disposal  Activities".  SFAS No.146 requires companies to recognize
costs associated with exit or disposal  activities when they are incurred rather
than at the date of a  commitment  to an exit or disposal  plan,  as  previously
required  under  Emerging  Issues Task Force  ("EITF") Issue 94-3. A fundamental
conclusion reached by the FASB in this statement is that an entity's  commitment
to a plan, by itself,  does not create a present obligation to others that meets
the definition of a liability.  SFAS No. 146 also establishes that fair value is
the objective for initial  measurement of the liability.  The provisions of this
statement are effective for exit or disposal activities that are initiated after
December 31,  2002.  The Company does not expect the adoption to have a material
impact on the Company's financial position or results of operations.

In December  2002,  the FASB issued SFAS No. 148,  "Accounting  for  Stock-Based
Compensation--Transition and Disclosure", which amends SFAS No. 123, "Accounting
for Stock-Based Compensation",  to provide alternative methods of transition for
a voluntary  change to the fair value based method of accounting for stock-based
employee  compensation.  In  addition,  this  Statement  amends  the  disclosure
requirements of SFAS No. 123 to require prominent disclosures in both annual and
interim  financial  statements  about the method of accounting  for  stock-based
employee compensation and the effect of the method used on reported results. The
transition  guidance  and  annual  disclosure  provisions  of SFAS  No.  148 are
effective  for fiscal  years  ending  after  December  15,  2002,  with  earlier
application   permitted  in  certain   circumstances.   The  interim  disclosure
provisions are effective for financial reports containing  financial  statements
for interim  periods  beginning  after  December 15, 2002.  The adoption of this
statement did not have a material impact on the Company's  financial position or
results of operations as the Company has not elected to change to the fair value
based method of accounting for stock-based employee compensation.

In January  2003,  the FASB  issued  Interpretation  No. 46,  "Consolidation  of
Variable Interest Entities." Interpretation No. 46 changes the criteria by which
one company includes another entity in its  consolidated  financial  statements.
Previously,  the  criteria  were  based  on  control  through  voting  interest.
Interpretation  No. 46 requires a variable interest entity to be consolidated by
a company if that  company is subject to a majority of the risk of loss from the
variable interest  entity's  activities or entitled to receive a majority of the
entity's residual returns or both.

A company that  consolidates  a variable  interest  entity is called the primary
beneficiary of that entity. The consolidation requirements of Interpretation No.
46 apply  immediately to variable  interest  entities  created after January 31,
2003. The consolidation requirements apply to older entities in the first fiscal
year or interim period beginning after June 15, 2003.  Certain of the disclosure
requirements  apply in all financial  statements  issued after January 31, 2003,
regardless of when the variable  interest  entity was  established.  The Company
does  not  expect  the  adoption  to have a  material  impact  on the  Company's
financial position or results of operations.

In May 2003,  the  Securities  and  Exchange  Commission  ("SEC")  issued  Staff
Accounting  Bulletin  No.  103,  "Update  of  Codification  of Staff  Accounting
Bulletins"  (SAB  103).  This staff  accounting  bulletin  revises  or  rescinds
portions of the  interpretive  guidance  included in the  codification  of staff
accounting bulletins in order to make this interpretive guidance consistent with
current  authoritative  accounting  and  auditing  guidance  and SEC  rules  and
regulations.  The principal  revisions  relate to the  rescission of material no
longer necessary because of private sector developments in accounting principles
generally  accepted  in the  United  States of  America,  as well as  Commission
rulemaking. Management believes the Company is in compliance with SAB 103.

In May 2003,  the FASB issued SFAS No. 150,  "Accounting  for Certain  Financial
Instruments  with  Characteristics  of Both  Liability and Equity" ("SFAS 150").
SFAS 150 establishes standards for how a company classifies and measures certain
financial  instruments with characteristics of both liabilities and equity. SFAS
150 is effective for financial  instruments  entered into or modified  after May
31, 2003,  and  otherwise is  effective  at the  beginning of the first  interim
period  beginning  after June 15, 2003. The Company has determined that SFAS 150
does not  effect  the  classification  or  measurement  of any of its  financial
instruments.

In March 2004, the SEC issued Staff Accounting Bulletin No. 105, "Application of
Accounting  Principles to Loan  Commitments"  ("SAB 105"). This staff accounting
bulletin  summarizes  the  views  of the  staff  regarding  the  application  of
generally accepted  accounting  principles to loan commitments  accounted for as
derivative  instruments.  The Company does not believe that SAB 105 will have an
impact on its consolidated financial position and results of operations.

                                      F-10

<PAGE>



                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             MARCH 31, 2004 AND 2003

NOTE 2 - CORPORATE REORGANIZATION AND MERGER

On January 24,  2001,  Edison  Renewables  and  Lockwave  amended  their  merger
agreement.  The agreement,  as amended,  provided that Edison  Renewables  would
acquire  all  of the  issued  and  outstanding  common  stock  of  Lockwave.  In
connection with the transaction,  the sole  shareholder of Lockwave  received an
aggregate  of 120,625 ( post stock  split)  shares of Edison  Renewables  common
stock for its 1,000 shares of Lockwave.  Additionally,  the  shareholder  was to
receive a cash payment of $2,000,000.  Payments of $500,000 had previously  been
paid prior to the final amendment.  Payments of the $2,000,000 cash portion were
scheduled as follows: February 1, 2001, $250,000; March 1, 2001, $250,000; April
1, 2001, $500,000; May 1, 2001, $500,000;  June 1, 2001, $500,000. None of these
scheduled  payments  were made and the required  payments  were  forgiven by the
stockholder during the year ended March 31, 2002.

As a result of this transaction,  the former shareholder of Lockwave acquired or
controlled  a majority  of the  shares of Edison  Renewables.  Accordingly,  the
transaction has been treated for accounting  purposes as a  recapitalization  of
Lockwave;  therefore, these financial statements represent a continuation of the
accounting acquirer, Lockwave, not Edison Renewables, the legal acquirer.

In accounting for this transaction:

i) Lockwave is deemed to be the purchaser and surviving  company for  accounting
purposes. Accordingly, its net assets are included in the balance sheet at their
historical book values;

ii) Control of the net assets and business of Lockwave  was  acquired  effective
January 24, 2001 (the "Effective Date"). This transaction has been accounted for
as a purchase of the assets and liabilities of Edison Renewables by Lockwave. At
the effective date, Edison Renewables had no assets, liabilities or operations.

iii) The consolidated statements of operations and cash flows include Lockwave's
results of  operations  and cash flows from October 12, 1999 (date of inception)
and the company's results of operations from January 24, 2001.

                                      F-11

<PAGE>



                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             MARCH 31, 2004 AND 2003


NOTE 3 - INCOME TAXES

The components of the provision for income taxes are as follows:

The current tax benefit is negligible.  The effective rate, which is negligible,
differs  from the  expected  tax rate of 34% as a result  of the  effect  of the
variable tax structure.

At March 31,  2004,  the company had net  carryforward  losses of  approximately
$1,009,000  Because of the current  uncertainty of realizing the benefits of the
tax carryforward,  a valuation  allowance equal to the tax benefits for deferred
taxes has been established.  The full realization of the tax benefit  associated
with the  carryforward  depends  predominantly  upon the  company's  ability  to
generate taxable income during the carryforward periods.


                                      F-12

<PAGE>



                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             MARCH 31, 2004 AND 2003

NOTE 3 - INCOME TAXES (Continued)

Net operating loss carryforwards  expire principally ratably starting in 2015 to
2024. The utilization of the net operating  losses may be limited as provided by
Section 382 of the Internal Revenue Code



                                                  March 31,
                                          -----------------------
                                             2004           2003
                                          ----------    ---------
Deferred Tax Assets
 Loss Carryforwards                       $  343,000   $  336,000

 Less:  Valuation Allowance                ( 343,000)  (  336,000)
                                          ----------   ----------
 Net Deferred Tax Assets                  $        -   $        -
                                          ==========   ==========



NOTE 4 - RELATED PARTY TRANSACTIONS

The company neither owns nor leases any real or personal property. A shareholder
of the company  provides office space and other services  without  charge.  Such
costs are immaterial to the financial statements and, accordingly, have not been
reflected therein.  These individuals are involved in other business  activities
unrelated  to the  Company,  and may,  in the future,  become  involved in other
business opportunities.

During the years ended  March 31, 2004 and 2003,  a  stockholder  provided  debt
investments  in the  Company to pay  expenses  totaling  $16,854,  and  $23,711,
respectively.   These  debt  investments,   and  previous  and  subsequent  debt
investments,  are represented by a promissory note for $56,240 bearing  interest
at the annual  rate of 5% which is  payable  on  December  31,  2005.  This note
payable, dated April 19, 2004, is classified in the financial statements for the
year ended  March 31, 2004 as a note  payable to a  stockholder.  The  financial
statements for the year ended March 31, 2003 recognizes  these debt  investments
as advances from a stockholder.



                                      F-13

<PAGE>



                                   SIGNATURES

Pursuant to the  requirements  of Section 12 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.

                                                  Edison Renewables, Inc.


                                               By: /s/ Paul Steo
                                                  ------------------------------
                                                  Paul Steo,
                                                  President/Secretary/Treasurer