UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   Form 10-QSB



[X]   QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
      OF 1934. For the quarterly period ended September 30, 2004



[ ]   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
      OF 1934. For transition period from _______________ to _________________



                        Commission file number 000-30244


                                 CYCO.NET, INC.
                 (Name of small business issuer in its charter)

                   Nevada                                      13-3389415
(State or other jurisdiction of incorporation)         (IRS Employer ID Number)



 400 Gold SW, Suite 1000, Albuquerque, NM                          87102
(Address of principal executive offices)                         (Zip code)

                    Issuer's telephone number (505) 248-0000


Check whether the registrant (1) filed all reports required to be filed by
Section 13 or 15 (d) of the Securities and Exchange Act of 1934 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

The number of shares of Common Stock outstanding as of November 9, 2004 was
100,821,336.


<PAGE>


                                  CYCO.NET,INC.
                                   FORM 10-QSB
                                      INDEX
                               September 30, 2004


 PART I  FINANCIAL INFORMATION

         Consolidated Balance Sheet (unaudited)                                3

         Consolidated Statements of Operations (unaudited)                     4

         Consolidated Statements of Cash Flows (unaudited)                     5

         Notes to Consolidated Financial Statements (unaudited)                6

         Management's Discussion and Analysis of Financial
          Condition and Results of Operations                                 10


PART II OTHER INFORMATION

         Legal Proceedings                                                    13

         Changes in Securities and Use of Proceeds                            14

         Controls and Procedures                                              15

         Defaults Upon Senior Securities                                      15

         Submission of Matters to a Vote of Security Holders                  15

         Other Information                                                    15

         Exhibits and Reports on Form 8-K                                     16


<PAGE>





                                 CYCO.NET, INC.
                           CONSOLIDATED BALANCE SHEET
                               September 30, 2004
                                   (UNAUDITED)

                                     ASSETS
CURRENT ASSETS
  Cash                                                             $    308,021
  Receivables - Trade                                                    97,605
  Receivables - AIC                                                      78,767
  Receivables - Pluto                                                    45,081
  Inventory                                                              85,007
                                                                   ------------
     Total current assets                                               614,481
                                                                   ------------
PROPERTY AND EQUIPMENT, net of
  accumulated depreciation of $8,131                                     20,163
                                                                   ------------
OTHER ASSETS
   Stock investment                                                     147,851
   Deposit                                                               13,109
                                                                   ------------
                                                                        160,960
                                                                   ------------
                                                                   $    795,604
                                                                   ============

                    LIABILITIES AND STOCKHOLDERS' (DEFICIT)

CURRENT LIABILITIES
  Accounts payable and accrued expenses                            $    629,599
  Notes payable Cornell Partners                                        200,000
  Notes and interest payable - related party                             21,167
  Accrued expenses - related party                                      585,880
  Deferred gain                                                          61,555
                                                                   ------------
     Total current liabilities                                        1,498,201
                                                                   ------------
CONVERTIBLE DEBENTURES                                                  475,000
                                                                   ------------

STOCKHOLDERS' (DEFICIT)
   Common Stock, $0.001 par value, 500,000,000 shares
      authorized, 100,637,512 issued and outstanding                    100,638
   Additional paid in capital                                        10,961,904
   Deferred stock compensation                                         (794,949)
   Stock subscription receivable                                     (2,800,000)
   Accumulated (deficit)                                             (8,645,190)
                                                                   ------------
                                                                     (1,177,597)
                                                                   ------------
                                                                   $    795,604
                                                                   ============


   The accompanying notes are an integral part of the consolidated financial
                                  statements.



                                       3
<PAGE>






                                              CYCO.NET, INC.
                                  CONSOLIDATED STATEMENTS OF OPREATIONS
                                               (UNAUDITED)

<TABLE>
<CAPTION>

                                                  THREE MONTHS ENDED               NINE MONTHS ENDED
                                                     SEPTEMBER 30,                    SEPTEMBER 30,
                                             ----------------------------    ----------------------------
                                                 2004            2003            2004            2003
                                             ------------    ------------    ------------    ------------
<S>                                          <C>             <C>             <C>             <C>
Revenues                                     $    623,320    $         --    $    623,320    $         --
                                             ------------    ------------    ------------    ------------
Operating expenses:
Cost of goods sold                                226,616              --         226,616              --
General and administrative expenses               385,126          37,275       1,598,315         319,584
Research and development                           75,253              --         140,179              --
Non-cash stock compensation                     1,152,392              --       1,615,908              --
                                             ------------    ------------    ------------    ------------
                                                1,839,927          37,275       3,581,018         319,584
                                             ------------    ------------    ------------    ------------
(Loss) from operations                         (1,216,607)       (37,275)      (2,957,698)       (319,584)
                                             ------------    ------------    ------------    ------------

Other income (expense):
   Gain on sale of discontinued operations         31,800          24,309          61,086          24,309
   Interest income                                  1,533           2,358           5,580           2,358
   Interest (expense)                              (7,934)             --          (9,083)             --
                                             ------------    ------------    ------------    ------------
                                                   25,399          26,667          57,583          26,667
                                             ------------    ------------    ------------    ------------
Net (loss) before income taxes                 (1,191,208)        (10,608)     (2,900,115)       (292,917)
Income taxes                                           --              --              --          97,000
                                             ------------    ------------    ------------    ------------
(Loss) before discontinued operations          (1,191,208)        (10,608)     (2,900,115)       (389,917)

Discontinued operations
Net income from operations of discontinued
 subsidiary,net of income taxes of
 $97,000 in 2003                                       --              --              --         346,405
                                             ------------    ------------    ------------    ------------
Net (loss)                                   $ (1,191,208)   $    (10,608)   $ (2,900,115)   $    (43,512)
                                             ============    ============    ============    ============
Per share information:

Weighted average shares
  outstanding - basic and diluted              96,351,180      34,715,931      93,108,586      32,847,029
                                             ============    ============    ============    ============
Net income (loss) per common share
   (Loss) from operations                    $      (0.01)   $      (0.00)   $      (0.03)   $      (0.00)
   Discontinued operations                             --              --              --            0.01
                                             ------------    ------------    ------------    ------------
                                             $      (0.01)   $      (0.00)   $      (0.03)   $       0.01
                                             ============    ============    ============    ============



          The accompanying notes are an integral part of the consolidated financial statements.

</TABLE>

                                                    4
<PAGE>



                                      CYCO.NET, INC.
                           CONSOLIDATED STATEMENTS OF CASH FLOWS
                                        (UNAUDITED)

<TABLE>
<CAPTION>

                                                                    NINE MONTHS ENDED
                                                                       SEPTEMBER 30,
                                                                --------------------------
                                                                    2004           2003
                                                                -----------    -----------
<S>                                                             <C>            <C>
Cash flows from operating actvities:
Net cash (used in) operating activities                         $  (781,590)   $   (84,217)
                                                                -----------    -----------

Cash flows from investing activities:
   Stock investment                                                (147,851)
   (Acquisition) disposal of propery and equipment                  (12,960)        76,295
                                                                -----------    -----------
          Net cash (used in) provided by investing activities      (160,811)        76,295
                                                                -----------    -----------
Cash flows from financing activities
   Proceeds from sale of common stock                               622,800          4,350
   Proceeds from note payable                                       250,000             --
   Proceeds from convertible debentures                             369,323             --
   Payment of note payable to shareholder                            (1,000)            --
                                                                -----------    -----------
          Net cash provided by financing activities               1,241,123          4,350
                                                                -----------    -----------

          Net increase (decrease) in cash                           298,722         (3,572)
Beginning cash balance                                                9,299          5,635
                                                                -----------    -----------
Ending cash balance                                             $   308,021    $     2,063
                                                                ===========    ===========

  The accompanying notes are an integral part of the consolidated financial statements.

</TABLE>


                                            5
<PAGE>


                                      CYCO.NET, INC.
                        NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                        (Unaudited)
                                    SEPTEMBER 30, 2004

(1)   BASIS OF PRESENTATION

The accompanying  unaudited consolidated financial statements have been prepared
in accordance with accounting principles generally accepted in the United States
of  America  ("GAAP")  for  interim  financial  information  and Item  310(b) of
Regulation  S-B.  They  do not  include  all of the  information  and  footnotes
required  by  GAAP  for  complete  financial  statements.   In  the  opinion  of
management,  all adjustments  (consisting only of normal recurring  adjustments)
considered necessary for a fair presentation have been included.  The results of
operations  for the periods  presented  are not  necessarily  indicative  of the
results to be expected for the full year. For further information,  refer to the
audited financial  statements of the Company as of December 31, 2003 and for the
two years then ended,  including  notes thereto,  included in the Company's Form
10-KSB.

The accompanying  consolidated  financial statements include the accounts of the
Company and its  subsidiary.  Intercompany  transactions  and balances have been
eliminated in consolidation.

(2)   RECLASSIFICATIONS

Certain  amounts from the  September  30, 2003  financial  statements  have been
reclassified to conform to current period presentation.

(3)   INVENTORY

Inventory is stated at the lower of cost or market,  cost being  determined on a
first-in, first-out basis, and consists principally of finished goods.

(4)   GOING CONCERN

The Company's financial statements are presented on a going concern basis, which
contemplates  the  realization of assets and  satisfaction of liabilities in the
normal course of business.

The Company has experienced losses from operations as a result of its investment
necessary to achieve its operating plan, which is long-range in nature.  For the
nine  months  ended  September  30,  2004 the  Company  incurred a net (loss) of
($2,900,115). At September 30, 2004, the Company had a working capital (deficit)
of ($883,720) and stockholders' (deficit) of ($1,177,597). The Company's ability
to  continue  as a going  concern  is  contingent  upon its  ability  to  secure
financing  and attain  profitable  operations.  As of September  30,  2004,  the
Company  has  yet  to  achieve  profitable  operations,   however  has  obtained
commitments for future funding requirements, as discussed in Note 9.

The financial  statements do not include any adjustments to reflect the possible
future effects on the recoverability and classification of assets or the amounts
and classification of liabilities that may result from the possible inability of
the Company to continue as a going concern.

(5)   EARNINGS PER SHARE

The Company  calculates  net income (loss) per share as required by Statement of
Financial  Accounting  Standards No. 128,  "Earnings per Share." Basic  earnings
(loss) per share is  calculated  by dividing  net income  (loss) by the weighted
average number of common shares  outstanding  for the period.  Diluted  earnings
(loss) per share is  calculated  by dividing  net income  (loss) by the weighted
average  number  of  common  shares  and  dilutive   common  stock   equivalents
outstanding.  During the periods  presented,  common stock  equivalents were not
considered, as their effect would be anti-dilutive.


                                       6
<PAGE>


(6)   STOCKHOLDERS' (DEFICIT)

During the nine months ended  September 30, 2004, the Company  issued  6,193,748
shares of  common  stock  for cash  consideration  of  $622,800.  An  additional
8,727,833 shares were issued in exchange for services valued at $2,656,057,  the
fair  market  value of the  shares on the date the  Company  agreed to issue the
stock.  Included in those issued for services  were  3,800,000  shares issued to
employees of the Company at a value of $760,000.  Deferred stock compensation at
September 30, 2004 was $794,949 and will be amortized  over the terms of certain
consulting agreements discussed in Note 9.

On June 10, 2004, the Company filed a registration  statement on Form SB-2 under
the  Securities Act of 1933, for the  registration  of 69,513,810  shares of the
Company's  common stock,  60,513,810  shares are offered pursuant to the Standby
Equity  Distribution  Agreement  discussed in Note 9 and  9,000,000  are for the
Secured  Debentures  discussed  in Note 9.  The  registration  statement  became
effective on August 11, 2004.

(7)   DISCONTINUED OPERATIONS

Effective  July 1, 2003 the Company  reached an  agreement  to sell its Internet
tobacco products division.  The Company agreed to dispose of the division due to
the lack of working capital required to resolve the litigation as stated in Note
8.

Operating  results  of  discontinued  operations  for the three  months and nine
months  ended  September  30,  2004  and  2003  are  shown   separately  in  the
accompanying   statements  of   operations.   Net  sales  and  net  income  from
discontinued operations are as follows:


                        THREE MONTHS ENDED             NINE MONTHS ENDED
                           SEPTEMBER 30,                 SEPTEMBER 30,
                   ----------------------------   ------------------------
                       2004            2003           2004          2003
                   ------------   -------------   -----------   ----------
Net sales          $         --   $          --   $        --   $2,873,065
                   ============   =============   ===========   ==========
Net income         $         --   $          --   $        --   $  346,405
                   ============   =============   ===========   ==========


(8)   CONTINGENT LIABILITIES

On January 28, 2003,  the Company was named in a civil suit filed by the City of
New York as one of  approximately a dozen defendants who engaged in the business
of internet on-line cigarette sales. The suit alleges that the Company failed to
report the names and  addresses  of its  customers  to taxing  authorities.  The
extent of the City's damages is to be determined at trial.

On April 1, 2003,  the State of California  filed a civil action in the Superior
Court of  California,  County of San Diego,  against the  Company's  subsidiary,
alleging  sales of cigarettes to minors,  deceptive  failure to file Jenkins Act
reports  and inform  California  consumers  that they are  required to pay sales
taxes to California.  Based on these factual assertions, the suit's three counts
allege false or misleading  advertising under California Business and Profession
Code 17500:  failure to notify California  purchasers of their obligations under
California  Revenue and  Business  and  Professions  Code 17200.  The suit seeks
injunctive  relief  and  assessment  of  civil  penalties  of  $2,500  for  each
violation,  amounting to no less than $100,000,  plus costs and attorneys' fees.
The case has been  consolidated  with several  other pending suits against other
online tobacco retailers. The State of California has settled for $25,000 in May
2004.

On April 1, 2003,  the State of Washington  filed a civil action in the State of
Washington, King County Superior Court against the Company's subsidiary alleging
sales of cigarettes to minors, deceptive failure to file Jenkins Act reports and
inform  Washington  consumers  that they are  required to pay sales taxes to the
State of  Washington.  Based on the factual  assertions,  the suit's four counts
allege   unfair   business   practice,   unfair  method  of   compensation   and
misrepresentation.  The suit sought injunctive relief restraining Cyco.net, Inc.
from  continuing  to engage in unlawful  conduct,  restitution  to consumers and
civil  penalties of up to $2,000 per violation,  plus attorneys' fees and costs.
In March of 2004,  the parties  agreed to settle for  $10,000,  which funds were
released from escrow on April 15, 2004.

On April 1,  2003,  the  State of  Oregon  filed a civil  action in the State of
Oregon,  Marion County against the Company's subsidiary alleging the sale of one
carton of  cigarettes  to a minor using her mother's  name and credit  card,  in
violation of State Unlawful  Trade  Practices Act. The suit sought to enjoin the
Company from doing business in Oregon,  and was settled out of court in the fall
of 2003 for $2,000.


                                       7
<PAGE>


On July 10,  2003,  the State of  Vermont,  filed a civil  action in  Chittenden
County  against the Company's  subsidiary,  alleging the sale of cigarettes to a
minor in violation of seven Vermont Statutes,  deceptive failure to file Jenkins
Act reports and inform the Vermont  consumers  they are  required to pay Vermont
sales  taxes.  The suit seeks to enjoin the Company  from doing  business in the
State of Vermont,  pay civil  damages of up to $10,000 for each sale to a minor,
plus  attorney's  fees and  expenses.  This suit was  settled  in April 2004 for
$4,000.

During 2003, the State  District Court of Travis County,  Texas alleged that the
Company did not take effective  measures to prevent the sale of tobacco products
to minors,  in  violation  of the Texas  Deceptive  Trade  Practices  - Consumer
Protection Act. This suit was settled in September 2004 for $3,000.

In the remaining case, the Company has contested the allegations and believes it
has meritorious  defenses in the case. It is uncertain what affect the Company's
sale of its Internet tobacco products will have on the pending lawsuit.  Outside
counsel for the Company has advised that at this stage in the  proceedings  they
cannot offer an opinion as to the probable outcome of the case.


(9)   COMMITMENTS

EMPLOYMENT AGREEMENTS

As a condition  precedent to the merger agreement with Orion Security  Services,
Inc.  ("OSSI"),  effective  January 1,  2004,  the  Company  has  negotiated  an
employment  agreement with the CEO/President of OSSI. The agreement provides for
an annual salary of $225,000 through December 31, 2008.

Effective  January 1, 2004, the Company entered into employment  agreements with
Richard Urrea,  the President /CEO of Cyco.net,  at an annual salary of $120,000
and with Daniel Urrea, CFO of Cyco.net, at an annual salary of $90,000. In total
the agreements call for aggregate annual salaries of $210,000,  through December
31, 2008. $75,880 is accrued at September 30, 2004 pursuant to these agreements.

DISTRIBUTOR AGREEMENT

Effective  January 1, 2004,  the Company,  through its  wholly-owned  subsidiary
OSSI, entered into an exclusive  distributor agreement with a foreign entity. As
per the  terms  of the  agreement,  OSSI is  granted  an  exclusive  license  to
distribute, promote, sell, install, service and otherwise maintain and reproduce
by its own means, certain surveillance equipment for the U.S. government as well
as non-exclusive rights to certain equipment for both the U.S.  governmental and
commercial entities.  The term of the agreement extends to December 31, 2007 and
provides for an automatic  two-year renewal period.  The agreement calls for the
sale of a minimum of $3,800,000 in equipment and $940,000 in support  contracts.
In connection with this agreement, on May 18, 2004, the Company purchased 58,845
shares of the  manufacturer's  common stock,  representing 2.5% of that entity's
issued and outstanding common stock.

OPERATING LEASE

On January 29, 2004, the Company  entered into an operating  lease agreement for
office space for its subsidiary,  OSSI. The term commences  February 1, 2004 and
continues through April 30, 2007. Future minimum lease payments pursuant to this
agreement are:

                YEAR ENDED
                DECEMBER 31                          AMOUNT
                -----------                       -----------
                     2004                         $    61,485
                     2005                              68,920
                     2006                              70,981
                     2007                              24,253
                                                  -----------
                                                  $   225,639
                                                  ===========


                                       8
<PAGE>



STANDBY EQUITY DISTRIBUTION AGREEMENT

On March 23,  2004,  the  Company  entered  into a Standby  Equity  Distribution
Agreement  ("Standby  Agreement")  with Cornell  Capital  Partners  ("Cornell"),
pursuant to which the Company  may, at its  discretion,  periodically  issue and
sell to Cornell,  up to $20,000,000 of the Company's  common stock. The previous
equity line of credit has been terminated.

As a condition precedent to the execution of the Standby Agreement,  the Company
and Cornell entered into a Registration  Rights  Agreement,  whereby the Company
has agreed to provide  certain  registration  rights under the Securities Act of
1933,  as amended,  relating to the shares of common  stock  issuable  under the
Standby  Agreement.  The  commitment  period for the Standby  Agreement  extends
through  the  earlier of such time as Cornell  has made  aggregate  advances  of
$20,000,000 or two years from the effective date of the registration statement.

The Company is obligated to pay a cash commitment fee to Cornell, equal to 5% of
each advance,  payable  directly from the gross proceeds of each advance,  to be
held in escrow pursuant the Escrow Agreement entered into with Cornell. Upon the
execution of the Standby  Agreement,  the Company agreed to issue 490,000 shares
of its  common  stock  to  Cornell,  plus an  additional  $10,000  worth  of the
Company's common stock to Newbridge Securities Corporation,  as a placement fee,
per the Placement Agent Agreement,  valued at the fair market value of the stock
as of the date of execution of the agreement.

On June 10, 2004, the Company filed a registration  statement on Form SB-2 under
the  Securities Act of 1933, for the  registration  of 69,513,810  shares of the
Company's common stock.  The  registration  statement became effective on August
11, 2004.

As of September 30, 2004,  the Company has issued  513,833 shares to Cornell and
Newbridge  Securities  Corporation  with  an  aggregate  value  of  $255,200  in
connection with these agreements.

The  Company  cannot  predict  the number of shares to be  issued,  or the gross
proceeds  to be derived  from the sale of such  shares  pursuant  to the Standby
Agreement,  as the  purchase  price of the shares  will  fluctuate  based on the
prevailing market  conditions.  During the quarter ended September 30, 2004, the
Company received advances totaling $250,000 pursuant to this agreement.

DEBENTURE AGREEMENT

In May 2004, the Company entered into a Secured Debenture Agreement,  whereby up
to $500,000  of 5% secured,  convertible  debentures  may be issued.  During the
period ended  September 30, 2004, the Company  received net proceeds of $369,323
after  payment of expenses in the amount of $130,677,  from the sale of $500,000
worth of debentures.  The Company  converted $25,000 worth of the debentures for
148,809  shares of its common stock.  At September 30, 2004,  the balance of the
debentures was $475,000 and accrued  interest was $7,360.  The  debentures  bear
interest  at 5% per annum  and are  secured  by a  security  agreement  covering
substantially  all business  assets.  Principal plus accrued interest are either
payable  in full two  years  after  the date of  issue,  or  convertible  at the
Holder's  option,  into shares of the  Company's  common stock.  The  conversion
provision entitles the Holder at any time, and from time to time, to convert all
or any part of the  principal  into the  Company's  $.001 par value common stock
(the "Conversion Shares"), at a per share price equal to the lesser of an amount
equal to (i) 120% of the  quoted  closing  bid price of the stock on the date of
the  debenture  agreement,  or (ii) 80% of the lowest  quoted  closing bid price
during the five trading days immediately preceding the conversion date. Interest
is payable at maturity or conversion,  either in cash or shares of the Company's
common stock, at the Holder's option. If payment of interest is made in the form
of common stock,  the value will be calculated  based on the quoted  closing bid
price on the day the payment is due,  or the day of  payment,  if later than the
due date.

The  Company,  at its  option,  may redeem  all or a portion of the  outstanding
debentures at a rate of 120% of the amount redeemed plus interest.  In the event
of  redemption,  the Holder will receive a warrant to purchase  50,000 shares of
the Company's  common stock for every $100,000  redeemed,  on a pro-rata  basis.
Such warrants will be exercisable on a cash basis, at 120% of the quoted closing
bid price on the closing  date.  The warrants  will have "piggy back" and demand
registration  rights and will  remain in effect for two years  after the closing
date.  The Company is required to register the resale of the  Conversion  Shares
under  the  Securities  Act of 1933,  as  amended,  pursuant  to the terms of an
Investor  Registration Rights Agreement,  attendant to the Debenture  Agreement.
Any discounts from the fair market value related to the above  conversions  will
be charged to interest expense at the time of conversion.


                                       9
<PAGE>


CONSULTING AGREEMENTS

Effective  June 1, 2004,  the Company  entered into an agreement  for  financial
consulting  services.  As  consideration  for the services,  the Company  issued
3,000,000 shares of its restricted  common stock to this individual.  The shares
were valued at the fair market value of the stock on the  effective  date of the
agreement,  and will have piggy-back  registration  rights for a period of three
years. As of September 30,2004, $380,000 has been expensed as stock compensation
and $760,000 is  reflected  as deferred  stock  compensation.  In addition,  the
Company has agreed to issue  1,500,000  and 1,500,000  additional  shares to the
consultant  at  September  1,  2005 and  2006,  respectively,  at  prices  to be
determined in the future, based on the then fair market value of the stock.

Effective  June 14,  2004,  the Company  entered into a one year  agreement  for
research and public relations  services to be provided through June 15, 2005. As
consideration  for these  services,  the Company  issued  186,000  shares of its
restricted  common stock. The shares were valued at the fair market value of the
stock on the effective date of the agreement.  As of September 30, 2004, $18,991
has been  expensed as stock  compensation  and $34,949 is  reflected as deferred
stock compensation.


(10)  SUBSEQUENT EVENTS

On November  15, 2004,  Cyco.net,  Inc.  (the  "Company")  purchased  all of the
outstanding common stock of Pluto Communications  International,  AS ("Pluto") a
Norwegian company,  that provides a range of billing and customer care solutions
for telecommunication carriers and service providers via their "Charon " billing
and customer care real-time,  client/server system. Pursuant to a Share Exchange
Agreement  between the Company and Pluto,  Inc., dated June 16, 2004 and amended
on  November  15,  2004 to change the date of Closing  to the date  hereof,  the
Company issued  5,010,496 shares of common stock to Pluto in exchange for all of
the issued and  outstanding  common stock of Pluto,  which consists of 2,385,950
shares of common stock.  Pluto will  continue its  operations in Norway and will
operate as a 100% wholly owned subsidiary of the Company.

On October  11,  2004,  183,824  shares of common  stock were  issued to convert
$25,000 worth of Convertible Debentures.



                                 CYCO. NET, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

Effective July 1, 2003,  Cyco.net,  Inc. sold its tobacco operations to American
Indian CigCo, LLC. In conjunction with this sale American Indian CigCo agreed to
purchase  2,000,000  shares of the Company's  common stock.  The purchase  price
aggregated $3,000,000 in the form of 2 notes payable as follows: (1) payment for
the  assets of the  business  in the form of a note in the  amount  of  $200,000
payable in 12 equal monthly installments of $16,667 commencing on August 1, 2003
and (2)  payment  for the  2,000,000  common  shares is payable in the form of a
$2,800,000  note with interest at 7% per annum,  on an interest only basis.  The
interest payments are due annually commencing on July 31, 2004 and the principal
balance is due on July 31,  2008.  The  payment due on July 31, 2004 has not yet
been made.  Accrued  interest  receivable at September 30, 2004, of $193,000 has
not been reflected in the accompanying financial statements, as recognition will
occur as proceeds  are  received.  Effective  August  2004,  the Stock  Purchase
Agreement was amended to reflect  interest  only  payments at 4.223%  commencing
December  2004,  with  principal due December 2009 or earlier,  at the Company's
option.  The Asset  Purchase  Agreement  was also  amended  to  reflect  monthly
payments of $16,000, commencing August 2004.

Because  the sale of the  business  and the common  shares were made to a thinly
capitalized   entity  and  significant   uncertainties   exist  related  to  the
collectibility  of the amounts due, the gain from the sale of the business  will
be deferred  until such time as the proceeds are collected or until such time as
the cash flows from the operating activities of the business sold are sufficient
to fund the debt  service.  The deferred  portion of the gain on the sale of the
business  aggregating  $61,555 at  September  30, 2004 is  reflected as deferred
revenue.


                                       10
<PAGE>


On a go forward basis, revenues and expenses from tobacco sales will be shown as
operating  results of  discontinued  operations and are shown  separately in the
accompanying statements of operations.

On November 19, 2003,  Cyco.net,  Inc.  purchased Orion Security  Systems,  Inc.
(OSSI),  a corporation in the development  stage,  that provides secure computer
network and management  solutions,  and video surveillance systems via satellite
communication.  The business  combination  has been accounted for as a purchase.
The  results  of  operations  of OSSI have  been  included  in the  accompanying
financial statements since the effective date of the acquisition.


GOING CONCERN

The Company's financial statements are presented on a going concern basis, which
contemplates  the  realization of assets and  satisfaction of liabilities in the
normal course of business.

The Company has experienced losses from operations as a result of its investment
necessary to achieve its operating plan, which is long-range in nature.  For the
nine  months  ended  September  30,  2004 the  Company  incurred a net (loss) of
($2,900,115). At September 30, 2004, the Company had a working capital (deficit)
of ($883,720) and stockholders' (deficit) of ($1,177,597). The Company's ability
to  continue  as a going  concern  is  contingent  upon its  ability  to  secure
financing  and attain  profitable  operations.  As of September  30,  2004,  the
Company  has  yet  to  achieve  profitable  operations,   however  has  obtained
commitments for future funding requirements, as discussed in Note 9.

The financial  statements do not include any adjustments to reflect the possible
future effects on the recoverability and classification of assets or the amounts
and classification of liabilities that may result from the possible inability of
the Company to continue as a going concern.

THREE  MONTHS  ENDED  SEPTEMBER  30, 2004  COMPARED  WITH THE THREE MONTHS ENDED
SEPTEMBER 30, 2003

Sales of OSSI's  products  during the three months ended September 30, 2004 were
$623,320.  Cost of goods sold for the three months were  $226,616.  Revenues and
expenses for the same period last year were  attributable to the sale of tobacco
products and as discussed above have been included in discontinued operations.

General and  administrative  expenses for the three months ended  September  30,
2004 were  $385,126 as  compared  to $37,275 for the same period last year.  The
increase  of  $347,851  was  primarily  due an  increase  in payroll  expense of
$184,606  due  to the  addition  of six  employees  in  OSSI,  an  increases  in
professional fees of $42,365, and an increase of $95,088 in travel expense.

During the three  months  ended  September  30, 2004,  the major  components  of
general  and  administrative  expenses  were  $5,669  in  advertising  expenses,
$192,937 in payroll expenses,  $57,871 in professional  fees,  $17,500 in rent,
$1,213 in depreciation,  $95,088 in travel, $4,824in telephone utilities, office
supplies and small equipment and other miscellaneous expenses.

General and  administrative  expenses for the quarter  ended  September 30, 2003
were $37,275,  which primarily consisted of payroll expense of $8,331, legal and
professional fees of $25,530,  rent expense of $1,314,  depreciation  expense of
$133 and miscellaneous expense of $1,967.

During the three months ended September 30, 2004, the Company incurred  research
and  development  costs of  $75,253  to  enhance  its  SatSecure  and  ComSecure
products.

During the three  months  ended  September,  30 2004,  the Company had  expensed
$1,152,932 in non-cash  stock  compensation.  The Company issued common stock as
consideration  for services  valued at the fair market value of the stock on the
date the Company agreed to issue the stock.

The Company had a net loss of  $1,191,208  for the three months ended  September
30, 2004,  compared to a net loss of $10,608 for the same period last year.  The
increase  in net  loss  was  primarily  attributable  to cost of  goods  sold of
$226,616 increased general and administrative expenses of $347,851, research and
development costs of $75,253,  non-cash compensation of $1,152,932,and  interest
expense of $7,934 off set by revenues of $623,320,  gain on sale of discontinued
operations  of $31,800 and  interest  income of $1,533 in the three months ended
September 30, 2004.


                                       11
<PAGE>


NINE MONTHS  ENDED  SEPTEMBER  30,  2004  COMPARED  WITH THE NINE  MONTHS  ENDED
SEPTEMBER 30, 2003

Sales of OSSI's  products  during the nine months ended  September 30, 2004 were
$623,320.  Cost of goods sold for the nine months were  $226,616.  Revenues  and
expenses for the same period last year were  attributable to the sale of tobacco
products and as discussed above have been included in discontinued operations.

General and administrative expenses for the nine months ended September 30, 2004
were  $1,598,315  as  compared to  $319,584  for the same period last year.  The
increase of $1,378,731  was primarily due to increases in  professional  fees of
$594,625,  an increase in payroll expense of $233,920 due to the addition of six
employees in OSSI, an increase of $75,855 in travel, $6,054 in insurance, $8,601
in  telephone  and an  increase  of $11,825 in  utilities,  telephone  and other
miscellaneous expenses.

During the nine months ended September 30, 2004, the major components of general
and  administrative  expenses were $16,322 in  advertising,  $567,167 in payroll
expenses,   $728,994  in  professional   fees,   $47,296  in  rent,   $3,772  in
depreciation,  $181,219  in  travel,  $18,404  in  telephone,  $6,054 in general
liability  insurance  and  $29,087  in  utilities,  office  supplies  and  small
equipment and other miscellaneous expenses.

During the nine months ended September 30, 2003, the major components of general
and  administrative  expenses were $10,060 in  advertising,  $120,594 in payroll
expenses,   $115,932  in  professional   fees,   $13,836  in  rent,  $10,878  in
amortization and depreciation, $3,895 in travel, $4,904 in telephone and $39,485
in  utilities,  office  supplies  and small  equipment  and other  miscellaneous
expenses.

During the nine months ended September 30, 2004, the Company  incurred  research
and  development  costs of  $140,179 to enhance  it's  SatSecure  and  ComSecure
products.

During the nine months  ended  September,  30 2004,  the  Company  had  expensed
$1,615,908 in non-cash  stock  compensation.  The Company issued common stock as
consideration  for services  valued at the fair market value of the stock on the
date the Company agreed to issue the stock.

The Company had a net loss of $2,900,115 for the nine months ended September 30,
2004,  compared  to a net loss of $43,512  for the same  period  last year.  The
increase  in net  loss  was  primarily  attributable  to cost of  goods  sold of
$226,616, increased general and administrative expenses of $1,378,731,  research
and  development  costs of $140,179,  non-cash  compensation  of $1,615,908  and
interest  expense of $9,083 off set by  revenues  of  $623,320,  gain on sale of
discontinued operations of $61,086 and interest income of $5,580.

FINANCIAL RESOURCES AND LIQUIDITY

For the quarter ended  September 30, 2004, cash used in operations was $781,590,
cash used in investing  activities  was $160,811 and cash  provided by financing
activities was  $1,241,123.  This resulted in a net increase in cash of $298,722
in the nine months ended September 30, 2004. Cyco.net had cash of $308,021 as of
September 30, 2004.

Cyco.net's  primary  need for cash  during  the next 12  months  are to  satisfy
current  liabilities of  $1,498,201,  as well as to support  Cyco.net's  current
operations. Cyco.net's current operations are expected to be $170,000 per month,
including payroll,  rent,  utilities and litigation costs.  Cyco.net in the next
twelve  months  expects  to  receive  the  balance  of  $78,767  of the  current
receivable  from AIC and  hopes to  attain  profitable  operations  through  its
SatSecure System and ComSecure Controller sales. However,  Cyco.net will need to
raise  additional  capital to finance  growth.  Such capital is expected to come
from the sale of  securities,  including  the sale of  common  stock  under  the
Standby Equity Distribution Agreement.


                                       12
<PAGE>


In March 2004,  Cyco.net  entered into a Standby Equity  Distribution  Agreement
with Cornell Capital  Partners,  LP. This agreement  replaces the Standby Equity
Distribution  Agreement  entered  into  in  September  2001.  Pursuant  to  this
agreement, Cyco.net may, at its discretion for up to 2 years, periodically issue
and sell shares of common stock for a total purchase price of $20.0 million.  If
Cyco.net  requests an advance under the Standby Equity  Distribution  Agreement,
Cornell Capital  Partners,  L.P. will purchase shares of common stock for 99% of
the volume  weighted  average price on the  Over-the-Counter  Bulletin  Board or
other  principal  market on which  our  common  stock is  traded  for the 5 days
immediately following the notice date. Cornell Capital Partners, L.P. intends to
sell any shares purchased under the Standby Equity Distribution Agreement at the
market price.  The Company cannot predict the number of shares to be issued,  or
the gross  proceeds to be derived  from the sale of such shares  pursuant to the
Standby  Agreement,  as the purchase price of the shares will fluctuate based on
the prevailing market  conditions.  During the quarter ended September 30, 2004,
the Company received advances totaling $250,000 pursuant to this agreement.

In May 2004, the Company entered into a Secured Debenture Agreement,  whereby up
to $500,000  of 5% secured,  convertible  debentures  may be issued.  During the
period ended  September 30, 2004, the Company  received net proceeds of $369,323
after  payment of expenses in the amount of $130,677,  from the sale of $500,000
worth of debentures.  The Company  converted $25,000 worth of the debentures for
148,809  shares of its common stock.  At September 30, 2004,  the balance of the
debentures was $475,000 and accrued interest was $7,360.

FORWARD-LOOKING STATEMENTS

Information  included or  incorporated  by  reference in this filing may contain
forward-looking  statements.  This  information  may  involve  known and unknown
risks,  uncertainties  and other  factors  which may cause our  actual  results,
performance or achievements to be materially  different from the future results,
performance  or  achievements   expressed  or  implied  by  any  forward-looking
statements.  Forward-looking statements,  which involve assumptions and describe
our future plans, strategies and expectations, are generally identifiable by use
of the  words  "may",  "will",  "should",  "expect",  "anticipate",  "estimate",
"believe",  "intend",  or  "project",  or the  negative  of these words or other
variations on these words or comparable terminology.

This filing contains forward-looking statements, including statements regarding,
among other things,  (a) our projected sales and  profitability,  (b) our growth
strategies,  (c) anticipated  trends in our industry,  (d) our future  financing
plans and (e) our anticipated needs for working capital. These statements may be
found under  "Management's  Discussion and Analysis or Plan of  Operations"  and
"Business",  as well as in this filing  generally.  Actual events or results may
differ materially from those discussed in forward-looking statements as a result
of various  factors,  including,  without  limitation,  the risks outlined under
"Risk Factors" and matters described in this filing generally. In light of these
risks and  uncertainties,  there can be no  assurance  that the  forward-looking
statements contained in this filing will in fact occur.


PART II

ITEM 1.  LEGAL PROCEEDINGS

On January 28, 2003,  the Company was named in a civil suit filed by the City of
New York as one of  approximately a dozen defendants who engaged in the business
of internet on-line cigarette sales. The suit alleges that the Company failed to
report the names and  addresses  of its  customers  to taxing  authorities.  The
extent of the City's damages is to be determined at trial.

On April 1, 2003,  the State of California  filed a civil action in the Superior
Court of  California,  County of San Diego,  against the  Company's  subsidiary,
alleging  sales of cigarettes to minors,  deceptive  failure to file Jenkins Act
reports  and inform  California  consumers  that they are  required to pay sales
taxes to California.  Based on these factual assertions, the suit's three counts
allege false or misleading  advertising under California Business and Profession
Code 17500:  failure to notify California  purchasers of their obligations under
California  Revenue and  Business  and  Professions  Code 17200.  The suit seeks
injunctive  relief  and  assessment  of  civil  penalties  of  $2,500  for  each
violation,  amounting to no less than $100,000,  plus costs and attorneys' fees.
The case has been  consolidated  with several  other pending suits against other
online tobacco retailers. The State of California has settled for $25,000 in May
of 2004.


                                       13
<PAGE>


On April 1, 2003,  the State of Washington  filed a civil action in the State of
Washington, King County Superior Court against the Company's subsidiary alleging
sales of cigarettes to minors, deceptive failure to file Jenkins Act reports and
inform  Washington  consumers  that they are  required to pay sales taxes to the
State of  Washington.  Based on the factual  assertions,  the suit's four counts
allege   unfair   business   practice,   unfair  method  of   compensation   and
misrepresentation.  The suit sought injunctive relief restraining Cyco.net, Inc.
from  continuing  to engage in unlawful  conduct,  restitution  to consumers and
civil  penalties of up to $2,000 per violation,  plus attorneys' fees and costs.
In March of 2004,  the parties  agreed to settle for  $10,000,  which funds were
released from escrow on April 15, 2004.

On April 1,  2003,  the  State of  Oregon  filed a civil  action in the State of
Oregon,  Marion County against the Company's subsidiary alleging the sale of one
carton of  cigarettes  to a minor using her mother's  name and credit  card,  in
violation of State Unlawful  Trade  Practices Act. The suit sought to enjoin the
Company from doing business in Oregon,  and was settled out of court in the fall
of 2003 for $2,000.

On July 10,  2003,  the State of  Vermont,  filed a civil  action in  Chittenden
County  against the Company's  subsidiary,  alleging the sale of cigarettes to a
minor in violation of seven Vermont Statutes,  deceptive failure to file Jenkins
Act reports and inform the Vermont  consumers  they are  required to pay Vermont
sales  taxes.  The suit seeks to enjoin the Company  from doing  business in the
State of Vermont,  pay civil  damages of up to $10,000 for each sale to a minor,
plus attorney's fees and expenses. This suit was settled in April for $4,000.

During 2003, the State  District Court of Travis County,  Texas alleged that the
Company did not take effective  measures to prevent the sale of tobacco products
to minors,  in  violation  of the Texas  Deceptive  Trade  Practices  - Consumer
Protection Act.  Settlement  negotiations are ongoing.  This suit was settled in
September for $3,000.

In the remaining case, the Company has contested the allegations and believes it
has meritorious  defenses in the case. It is uncertain what affect the Company's
sale of its Internet tobacco products will have on the pending lawsuit.  Outside
counsel for the Company has advised that at this stage in the  proceedings  they
cannot offer an opinion as to the probable outcome of the case.


ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

During the nine months ended  September 30, 2004, the Company  issued  6,193,748
shares of  common  stock  for cash  consideration  of  $622,800.  An  additional
8,727,833 shares were issued in exchange for services valued at $2,656,057,  the
fair  market  value of the  shares on the date the  Company  agreed to issue the
stock.  Included in those issued for services  were  3,800,000  shares issued to
employees of the Company at a value of $760,000.  Deferred stock compensation at
September 30, 2004 was $794,949 to be amortized over the next 9 months.

On March 23,  2004,  the  Company  entered  into a Standby  Equity  Distribution
Agreement with Cornell Capital  Partners,  pursuant to which the Company may, at
its discretion, periodically issue and sell to Cornell, up to $20,000,000 of the
Company's common stock. This agreement replaces the agreement entered into as of
September 2001. Upon the execution of the Standby Agreement,  the Company agreed
to issue  490,000  shares of its common  stock to  Cornell,  plus an  additional
$10,000 worth of the Company's common stock to Newbridge Securities Corporation,
as a placement fee, per the Placement Agent Agreement, valued at the fair market
value of the stock as of the date of execution of the agreement. As of September
30,  2004,  the Company has issued  513,833  shares with an  aggregate  value of
$255,200 in connection with this agreement.

In May 2004, the Company entered into a Secured Debenture Agreement,  whereby up
to $500,000  of 5% secured,  convertible  debentures  may be issued.  During the
three months ended  September  30,  2004,  the Company  received net proceeds of
$369,323  after payment of expenses in the amount of $130,677,  from the sale of
$500,000  worth  of  debentures.  The  Company  converted  $25,000  worth of the
debentures  for 148,809  shares of its common stock.  At September 30, 2004, the
balance of the debentures was $475,000. Interest accrued on the debentures as of
September 30, 2004 was $7,360.  The debentures bear interest at 5% per annum and
are secured by a security agreement covering  substantially all business assets.
Principal  plus accrued  interest are either payable in full two years after the
date of  issue,  or  convertible  at the  Holder's  option,  into  shares of the
Company's  common stock.  The  conversion  provision  entitles the Holder at any
time,  and from time to time, to convert all or any part of the  principal  plus
accrued   interest  into  the  Company's  $.001  par  value  common  stock  (the
"Conversion  Shares"),  at a per share  price  equal to the  lesser of an amount


                                       14
<PAGE>


equal to (i) 120% of the  quoted  closing  bid price of the stock on the date of
the  debenture  agreement,  or (ii) 80% of the lowest  quoted  closing bid price
during the five trading days immediately preceding the conversion date. Interest
is payable at maturity or conversion,  either in cash or shares of the Company's
common stock, at the Holder's  option.  If payment is made in the form of common
stock, the value will be calculated based on the quoted closing bid price on the
day the payment is due, or the day of payment, if later than the due date.

Effective  June 1, 2004,  the Company  entered into an agreement  for  financial
consulting  services.  As  consideration  for the services,  the Company  issued
3,000,000 shares of its restricted  common stock to this individual.  The shares
were valued at the fair market value of the stock on the  effective  date of the
agreement,  and will have piggy-back  registration  rights for a period of three
years.  As  of  September  30,  2004,   $380,000  has  been  expensed  as  stock
compensation  and  $760,000 is  reflected  as deferred  stock  compensation.  In
addition,  the Company has agreed to issue  1,500,000 and  1,500,000  additional
shares to the consultant at June 1, 2005 and 2006, respectively, at prices to be
determined in the future, based on the then fair market value of the stock.

Effective  June 14,  2004,  the Company  entered into a one year  agreement  for
research and public relations  services to be provided through June 15, 2005. As
consideration  for these  services,  the Company  issued  186,000  shares of its
restricted  common stock. The shares were valued at the fair market value of the
stock on the effective date of the agreement.  As of September 30, 2004, $18,991
has been  expensed as stock  compensation  and $34,949 is  reflected as deferred
stock compensation.



ITEM 3.  CONTROLS AND PROCEDURES

(a)   Evaluation of Disclosure Controls and Procedures:

At the end of the  current  quarter  we  carried  out an  evaluation,  under the
supervision and with the  participation of our Chief Executive Officer and Chief
Financial  Officer,  of the  effectiveness  of the design and  operation  of our
disclosure  controls  and  procedures.  Based  on  this  evaluation,  our  Chief
Executive  Officer and Chief  Financial  Officer  concluded  that our disclosure
controls  and  procedures  are  effective  in timely  alerting  them to material
information  required to be included in our periodic reports that are filed with
the  Securities and Exchange  Commission.  It should be noted that the design of
any  system of  controls  is based in part upon  certain  assumptions  about the
likelihood of future events,  and there can be no assurance that any design will
succeed in achieving  its stated goals under all  potential  future  conditions,
regardless of how remote.

(b)   Changes in Internal Controls:

There were no significant changes in the Company's internal controls or in other
factors that could significantly affect these controls during the period covered
by this report or from the end of the reporting  period to the date of this Form
10-QSB.


ITEM 4.  DEFAULTS UPON SENIOR SECURITIES

         None

ITEM 5.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

On June 9, 2004,  a majority of the  security  holders of the  Company  voted to
amend the Company's  Articles of  Incorporation to increase the number of shares
of authorized  common stock from  100,000,000  to  500,000,000.  Those voting in
favor of the amendment were 57,476,000. There were no dissentions.


ITEM 6.  OTHER INFORMATION

         None



                                       15
<PAGE>


ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K


<TABLE>
<CAPTION>

EXHIBIT NO.   DESCRIPTION                                              LOCATION
-----------   -----------------------------------------------------    -----------------------------------------------
<S>           <C>                                                      <C>
2.1           Acquisition Agreement between Ave and DMI                Incorporated by reference to Exhibit 2.1 to
                                                                       the Company's Annual Report on Form 10-KSB as
                                                                       filed with the Securities and Exchange
                                                                       Commission on April 16, 2001

2.2           Letter of Intent between Ave and Cyco.net dated          Incorporated by reference to Exhibit 2.2 to
              July 9, 1999                                             the Company's Annual Report on Form 10-KSB as
                                                                       filed with the Securities and Exchange
                                                                       Commission on April 16, 2001

3.1           Certificate of Amendment to Change name to Ave, Inc.     Incorporated by reference to Exhibit 2.7 to
              dated 5/7/90                                             the Company's Annual Report on Form 10-KSB as
                                                                       filed with the Securities and Exchange
                                                                       Commission on April 16, 2001

3.2           Certificate of Agreement of Merger of DeLuxe Onyx        Incorporated by reference to Exhibit 2.8 to
              Company dated January 23, 1987                           the Company's Annual Report on Form 10-KSB as
                                                                       filed with the Securities and Exchange
                                                                       Commission on April 16, 2001

3.3           Certificate and Agreement of Merger of DeLuxe dated      Incorporated by reference to Exhibit 2.9 to
              1/23/87                                                  the Company's Annual Report on Form 10-KSB as
                                                                       filed with the Securities and Exchange
                                                                       Commission on April 16, 2001

3.4           Certificate Amending Certificate of Incorporation        Incorporated by reference to Exhibit 2.10 to
              dated January 23, 1987                                   the Company's Annual Report on Form 10-KSB as
                                                                       filed with the Securities and Exchange
                                                                       Commission on April 16, 2001

3.5           Ave, Inc. By Laws                                        Incorporated by reference to Exhibit 3.0 to
                                                                       the Company's Annual Report on Form 10-KSB as
                                                                       filed with the Securities and Exchange
                                                                       Commission on April 16, 2001

3.6           Articles in Incorporation of Cyco.net, Inc. the Wholly   Incorporated by reference to Exhibit 21.1 to
              Owned Subsidiary Cyco.net, Inc. (formerly Ave, Inc.)     the Company's Annual Report on Form 10-KSB as
                                                                       filed with the Securities and Exchange
                                                                       Commission on April 16, 2001

3.7           Certificate of Amendment to Articles of Cyco.net, Inc.   Incorporated by reference to Exhibit 21.2 to
              to change name from Ave, Inc. to Cyco.net, Inc.          the Company's Annual Report on Form 10-KSB as
                                                                       filed with the Securities and Exchange
                                                                       Commission on April 16, 2001

3.8           Certificate of Amendment of Cyco.net, Inc.               Incorporated by reference to Exhibit 21.3 to
                                                                       the Company's Annual Report on Form 10-KSB as
                                                                       filed with the Securities and Exchange
                                                                       Commission on April 16, 2001
</TABLE>



                                       16
<PAGE>


<TABLE>
<CAPTION>

EXHIBIT NO.   DESCRIPTION                                              LOCATION
-----------   -----------------------------------------------------    -----------------------------------------------
<S>           <C>                                                      <C>
3.9           By-Laws of Cyco.net, Inc.                                Incorporated by reference to Exhibit 21.5 to
                                                                       the Company's Annual Report on Form 10-KSB as
                                                                       filed with the Securities and Exchange
                                                                       Commission on April 16, 2001

3.10          Articles of Amendment and Restatement to Articles of     Incorporated by reference to Exhibit 3.10 to
              Incorporation of AVE, Inc.                               Cyco.net's Registration Statement on Form SB-2
                                                                       filed with the Securities and Exchange
                                                                       Commission on September 13, 2001

3.11          Certificate of Amendment to Articles of Incorporation    Incorporated by reference to Exhibit 3.11 to
              of Cyco.net, Inc. filed with Nevada Secretary of State   Cyco.net's Registration Statement on Form SB-2
              on August 9, 2001                                        filed with the Securities and Exchange
                                                                       Commission on September 13, 2001

4.1           Stock Specimen                                           Incorporated by reference to Exhibit 2.4 to
                                                                       the Company's Annual Report on Form 10-KSB as
                                                                       filed with the Securities and Exchange
                                                                       Commission on April 16, 2001

10.8          Warrant dated as of August 2001 given by Cyco.net to     Incorporated by reference to Exhibit 10.8 to
              Cornell Capital Partners, L.P.                           the Company's 10-QSB for the quarter ended
                                                                       September 30, 2001 filed with the Securities
                                                                       and Exchange Commission on November 12, 2001

10.11         Asset Purchase and Investment agreement dated            Incorporated by reference to Exhibit 10.11 to
              June 13, 2003 between Cyco.net, Inc. and                 the Company's Quarterly Report on Form 10QSB
              American Indian Cigco, LLC.                              as filed with the Securities and Exchange
                                                                       Commission on August 19, 2003.

10.12         One Year Installment Note dated June 13, 2003,           Incorporated by reference to Exhibit 10.12 to
              between Cyco.net, Inc. and American Indian Cigco, LLC.   the Company's Quarterly Report on Form 10QSB
                                                                       as filed with the Securities and Exchange
                                                                       Commission on August 19, 2003

10.13         Five Year Capital Note dated June 13, 2003,              Incorporated by reference to Exhibit 10.13 to
              among Cyco.net, Inc., American Indian Cigco, LLC         the Company's Quarterly Report on Form 10QSB
              and CigCo-Epic Venture.                                  as filed with the Securities and Exchange
                                                                       Commission on August 19, 2003

10.14         Purchase Agreement dated November 19, 2003 between       Incorporated by reference to Exhibit 10.14 to
              Cyco.net, Inc. and Orion Security Services, Inc.         the Company's 8K dated November 19, 2003 filed
                                                                       with the Securities and Exchange Commission on
                                                                       December 4, 2003.

10.15         Standby Equity Distribution Agreement dated as March     Incorporated by reference to Exhibit 10.15 to
              2004 between Cyco.net and Cornell Capital Partners, LP   the Company's Annual Report on Form 10KSB as
                                                                       filed with the Securities and Exchange
                                                                       Commission on April 13, 2004

10.16         Registration Rights Agreement dated as of March 2004     Incorporated by reference to Exhibit 10.16 to
              between Cyco.net and Cornell Capital Partners, LP        the Company's Annual Report on Form 10KSB as
                                                                       filed with the Securities and Exchange
                                                                       Commission on April 13, 2004
</TABLE>



                                       17
<PAGE>


<TABLE>
<CAPTION>

EXHIBIT NO.   DESCRIPTION                                              LOCATION
-----------   -----------------------------------------------------    -----------------------------------------------
<S>           <C>                                                      <C>
10.17         Placement Agent Agreement dated as of March 2004         Incorporated by reference to Exhibit 10.17 to
              between Cyco.net and Cornell Capital Partners, LP        the Company's Annual Report on Form 10KSB as
                                                                       filed with the Securities and Exchange
                                                                       Commission on April 13, 2004

10.18         Employment Agreement dated as of January 1, 2004         Incorporated by reference to Exhibit 10.18 to
              between Cyco.net and Richard Urrea                       the Company's Annual Report on Form 10KSB as
                                                                       filed with the Securities and Exchange
                                                                       Commission on April 13, 2004

10.19         Employment Agreement dated as of January 1, 2004         Incorporated by reference to Exhibit 10.19 to
              between Cyco.net and Daniel Urrea                        the Company's Annual Report on Form 10KSB as
                                                                       filed with the Securities and Exchange
                                                                       Commission on April 13, 2004

10.20         Securities Purchase Agreement dated as of May 2004       Incorporated by reference to Exhibit 10.20 to
              between Cyco.net and Cornell Capital Partners, LP        the Company's Quarterly Report on Form 10QSB
                                                                       as filed with the Securities and Exchange
                                                                       Commission on May 18, 2004

10.21         Secured Debenture dated as of May 2004 given by          Incorporated by reference to Exhibit 10.21 to
              Cyco.net to Cornell Capital Partners, LP                 the Company's Quarterly Report on Form 10QSB
                                                                       as filed with the Securities and Exchange
                                                                       Commission on May 18, 2004

10.22         Investor Registration Rights Agreement dated as of       Incorporated by reference to Exhibit 10.22 to
              May 2004 between Cyco.net and Cornell Capital            the Company's Quarterly Report on Form 10QSB
              Partners, LP                                             as filed with the Securities and Exchange
                                                                       Commission on May 18, 2004

10.23         Irrevocable Transfer Agent Instructions                  Incorporated by reference to Exhibit 10.23 to
                                                                       the Company's Quarterly Report on Form 10QSB
                                                                       as filed with the Securities and Exchange
                                                                       Commission on May 18, 2004

14.1          Code of Ethics                                           Incorporated by reference to Exhibit 14.1 to
                                                                       the Company's Annual Report on Form 10KSB as
                                                                       filed with the Securities and Exchange
                                                                       Commission on April 13, 2004

31.1          Certification re: Section 302 (CEO)                      Provided herewith

31.2          Certification re: Section 302 (CFO)                      Provided herewith

32.2          Certification re: Section 906 (CEO)                      Provided herewith

32.2          Certification re: Section 906 (CFO)                      Provided herewith
</TABLE>


(b)   There were no reports on Form 8-K filed under the Securities  Exchange Act
of 1934 during the quarter ended September 30, 2004.


                                       18
<PAGE>


                                   SIGNATURES

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



CYCO.NET, INC.


By:  /s/  Richard A. Urrea    November 22, 2004
  --------------------------
  Richard A. Urrea
  President and Chief Executive
  Officer (Principal Executive Officer)


By:  /s/   Daniel  Urrea      November 22, 2004
  --------------------------
  Daniel Urrea
  Chief Financial Officer
 (Principal Accounting Officer)


                                       19