U.S. Securities and Exchange Commission
Washington, D. C.  20549
FORM 10-QSB
(Mark One)
[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
       EXCHANGE ACT
       For the transition period from             to

Commission file number  0-2054

 TSI, Inc.
 (Exact name of small business issuer as specified in its charter)

 Montana                          81-0267738
(State or other jurisdiction of  (IRS Employer Identification No.)
 incorporation or organization)

128 Second Street South, Great Falls, Montana   59405
(Address of principal executive offices)

(406) 727-2600
(Issuer's telephone number)

 Not Applicable
(Former name, former address and former fiscal year, if changed
since last report)

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

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant 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 ISSUERS
State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date:
Class                            Outstanding at September 30, 2004
$.05 Par Value Common Stock      10,381,739 Shares

Transitional Small Business Disclosure Format (Check One):
Yes      ; No    X
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TSI, INC.

INDEX


SEPTEMBER 30, 2004






Page Number
PART I

  Condensed Financial Statements:

Balance Sheet -
  September 30, 2004	                                2

Statements of Income and Comprehensive Income -
  Three Months and Nine Months Ended
  September 30, 2004 and 2003	                        3

Statements of Cash Flows -
  Nine Months  Ended
  September 30, 2004 and 2003	                        4

Notes to Financial Statements                         5-6

Management's Discussion and Analysis of the
      Statements of Income	                        7

Controls and Procedures                                 8

PART II

  Other Information	                             9-10

  Signatures	                                       11

  Certifications                                    13-17








1
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TSI, INC.
CONSOLIDATED BALANCE SHEET
AS OF SEPTEMBER 30, 2004
   (Unaudited)
ASSETS

Current Assets
   Cash			     	$	18,685,184
   Marketable Securities,
    at Fair Value		         4,925,318
   Receivables, Net		            58,285
   Due from Parent		           150,606
   Prepaid Expenses		            60,878
      Total Current Assets		23,880,271
Other Assets
   Note Receivable	                   200,000
   Noncurrent Investments, at Fair Value   651,752

Property, Plant and Equipment, Net       3,052,821

Total Assets	                $	27,784,844

LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
   Accounts Payable and
     Accrued Liabilities	$	   240,861
   Current Portion of
     Long Term Debt	                    50,000
   Income Taxes Payable		            37,941
   Current Deferred Income Taxes	   127,972
   Related Party Payable		    75,000
       Total Current Liabilities           531,774
Long Term Liabilities
   Provision for Estimated Title
    and Escrow Losses		           765,534
   Minority Interests 		           370,265
   Long Term Debt Payable	         1,270,930
   Long Term Deferred Income Taxes	   204,239
       Total Long Term Liabilities       2,610,968
Stockholders' Equity
   Common Stock, $.05 Par Value,
     30,000,000 shares authorized,
     10,381,739 shares issued &
     outstanding		           519,087
   Additional Paid-In Capital		18,974,061
   Retained Earnings		         4,706,549
   Accumulated Other Comprehensive Income  442,405
       Total Stockholders'Equity        24,642,102

Total Liabilities and
  Stockholders' Equity	       $	27,784,844

See Notes to Consolidated Financial Statements.

2
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TSI, INC.

CONSOLIDATED STATEMENTS OF INCOME and COMPREHENSIVE INCOME

(Unaudited)

			For The Three Months     For The Nine Months
		               Ended	               Ended
                           September 30,             September 30,
		       2004	   2003	         2004	      2003

Operating Revenues $1,025,401 	$742,451 	$2,106,899    $2,194,258

Operating Expenses

  Salaries and
     Payroll Costs    319,867    324,714 	   897,120 	 947,806

  Depreciation         15,038     19,024            56,369 	  55,837

  Other Expenses      222,947    243,289 	   643,772       734,422

  Total Expenses      557,852    587,027 	 1,597,261     1,738,065

Operating Income      467,549 	155,424            509,638       456,193


Minority Portion
   Of (Income)		(999)     (431)		    (3,362)	 (2,569)

Net Income Before
 Income Taxes	       466,550 	154,993 	    506,276 	 453,624

Income Tax (Expense)  (89,094)	(27,116)	   (75,006)	(74,171)

Net Income 	       377,456 	127,877 	    431,270      379,453

Other Comprehensive Income (Loss)
  Increase (Decrease) in
  Unrealized Holding Gains,
  Net of Income Taxes	 6,420  111,072 	      (213)	 271,628

Comprehensive
 Income	           $  383,876 	$238,949 	$  431,057 	$ 651,081

Basic Earnings
 Per Share	   $	0.04 	$  0.01 	$     0.04 	$    0.04

Weighted Average
 Shares		   10,381,640 	10,465,174 	10,413,873 	10,466,644




See Notes to Consolidated Financial Statements.

3

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TSI, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

						For The Nine Months
							Ended
				                   September 30,
						2004		2003
CASH FLOWS FROM OPERATING ACTIVITIES

Net Cash Provided by Operating Activities	$(408,464)   $  429,415
   Income Taxes Paid		                   (6,500)	(3,650)


Net Cash From Operating Activities 	        $(414,964)   $  425,765


CASH FLOWS FROM INVESTING ACTIVITIES

  Cash Received on Sales and Redemptions
    of Property, Plant and Equipment		  495,516 	 10,250

  Cash Purchases of Property,
    Plant and Equipment                        (1,156,605)      (46,025)

  Cash Used For Purchases of Marketable
    Securities Available For Sale              (5,980,435)   (1,053,645)

  Cash Received on Dispositions of Marketable
    Securities Available For Sale		2,162,572 	118,893




Net Cash Provided By (Used By)
   Investing Activities		             (4,478,952)      (970,527)

CASH FLOWS FROM FINANCING ACTIVITIES

   Cash Advanced as Note Receivable            (200,000)	   --

   Cash Advances From (To) Parent Company	310,000 	264,074

   Cash Purchases of Common Stock	       (162,032)	(9,842)

Net Cash Provided By
   Financing Activities		                (52,032)	254,232

NET (DECREASE) IN CASH		             (4,945,948)      (290,530)

CASH - BEGINNING OF PERIOD	             23,631,132      23,337,149

CASH - END OF PERIOD	                  $  18,685,184    $ 23,046,619




See Notes to Consolidated Financial Statements.

4
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TSI, INC.

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2004

Note. 1  Basis of Presentation
In the opinion of management, all adjustments necessary (consisting of only
normalrecurring accruals) have been made to the unaudited financial
statements to present fairly the Company's financial position as of
September 30, 2004 and the results of the Company's operations and cash
flows for the nine months ended September 30, 2004 and 2003.  The results
of operations for the nine months ended September 30, 2004 and 2003 are not
indicative of the results to be expected for the full year.

The consolidated financial statements include the accounts of the company,
its wholly owned subsidiaries and its majority owned subsidiaries. All
significant intercompany transactions and balances have been eliminated in
consolidation.

M Corp, Great Falls, Montana, owns approximately 93% of the Company's
issued and outstanding common stock.

Note 2.  Significant Accounting Policies
For purposes of the statements of cash flows, cash equivalents include time
deposits, certificates of deposit and money market accounts, all with
original maturities of three months or less.

The Company's investment security portfolios, current and noncurrent, are
carried at fair value in the Company's balance sheet at September 30, 2004.
The unrealized holding gain at September  30, 2004, net of the estimated
income tax effects and minority interests in the unrealized holding gains,
is included in Accumulated Other Comprehensive Income at September 30, 2004.

Basic earnings per share (EPS) is calculated by dividing net income by the
weighted number of common shares outstanding for the period.

Note 3.  Contingencies
The Board of Directors has approved the Company's participation in an
attempt to purchase a savings and loan institution.  The Company will
participate in the purchase with its parent, M Corp.  Should the purchase
take place, the liquidity of the Company will be significantly affected.











5
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TSI, INC.

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2004

Note 4.  Segment Information

Sales to outside concerns, interest revenues and segment operating
profit for the Company's reportable segments were as follows for
the quarter ended September 30, 2004:


			Sales To			Segment
			Outside		Interest 	Operating
			Concerns	Revenues      Profit(Loss)



Financial
Holding Company	       $ 47,024        $ 14,818         $ (75,998)

Title Insurance
Operations              370,510          18,187            58,485

Rental
Properties              572,643           2,219           485,051



Consolidated           $990,177        $ 35,224         $ 467,548











A loss on the sale of securities is shown as a reduction in revenue in
order to remain consistent with comparisons in previous financial statements.

Note 5.  Real Estate Transactions

During second quarter, an agreement was entered into for the sale of two
apartment complexes owned by Merritt Properties, Inc., a subsidiary of TSI,
Inc.  On July 30, 2004 the Company sold  this property.   The net proceeds of
the sale were held by Montana Exchange, Inc. pending a like-kind exchange.
Merritt Properties, Inc. identified the new property involved in the 1031
tax-deferred exchange as a tenant in common of the Avalon Apartments located
in Gresham, Oregon.  On September 16, 2004 the exchange was finalized and
TSI, Inc. realized a gain of $490,897.  Merritt Properties, Inc. paid
additional cash to invest a total $1,000,000. Merritt Properties, Inc. was
then allocated debt in the amount of  $1,320,930, resulting in an increase
in the amount of the asset to $2,320,930 and the creation of allocated debt
in the amount of $1,320,930.  Merritt Properties, Inc. owns 9.3023% of the
Avalon Apartments as a tenant in common.

On September 27, 2004 the Company signed an agreement with Dahlquist Realty
to sell property (not used as rental property) located in Monarch, Montana.
TSI, Inc. shows this building cost at $63,795, which is fully depreciated.
The price expected upon sale of the property is $465,000.  There are no
offers to-date.  The operating expenses associated with this property have
been reported in the Financial Holding Company segment.

6
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TSI, INC.

MANAGEMENT'S DISCUSSION AND ANALYSIS
       OF THE STATEMENTS OF INCOME

SEPTEMBER 30, 2004


A summary of the period to period changes in items included in the
statements of income is shown below.



      						COMPARISON OF
				      Three Months           Nine Months
      				         Ended                  Ended
  				      September 30,         September 30,
				      2004 and 2003         2004 and 2003



                                                     Increases
                                                    (Decreases)

            Revenues               $  280,894     37.7%   $   (87,359)  (4%)

            Operating Expenses     $  (31,230)    (5.3%)  $ (140,804) (8.1%)

            Net Income             $  249,578    195.2%   $   51,817   13.7%

Revenues decreased $87,359 (4%) in the first nine months of 2004 (an increase
of $280,894 for the third quarter of 2004) as compared to this time frame in
2003.  This decrease is due primarily to a decrease in title revenue of
$620,408 ($216,751 during the third quarter of 2004) offset by a $475,718
gain on the sale of securities and fixed assets during the first nine months
of 2004.  Other factors include an increase in rental income of $34,878
(11.5%), an increase in interest and dividend revenues of $11,645 (8.1%), and
an increase in other revenue of $10,808.

Operating expenses decreased $140,804 (8.1%) in the first nine months of 2004
($31,230 during the third quarter of 2004) as compared with the same period
of 2003 due primarily to a decrease of $79,650 (12.5%) in other expenses and
a decrease in salaries and payroll costs of $50,686 (5.3%).  Intercompany
charges decreased by $11,000 (11.1%), and depreciation increased by $532 (1%)
in the first nine months of 2004 compared with the first nine months of 2003.
The provision for income taxes decreased by $835 (1.1%) for the first nine
months of 2004.







7
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TSI, INC.

CONTROLS AND PROCEDURES

SEPTEMBER 30, 2004

Evaluation of disclosure controls and procedures.  Based on an
evaluation carried out under the supervision and with the
participation of our management, including our Chief Executive
Officer and Chief Financial Officer during the 90-day period
prior to the filing of this report, our Chief Executive Officer
and Chief Financial Officer believe that our disclosure controls
and procedures, as defined in Securities Exchange Act Rules
13a-14 and 15d-14, are, to the best of their knowledge, effective.

Changes in internal controls, subsequent to the date of this
evaluation.  Our Chief Executive Officer and Chief Financial
Officer are not aware of any significant changes in our internal
controls over financial reporting, including any corrective actions
with regard to significant deficiencies and material weakness, or
in other factors that could significantly affect these controls to
ensure that information required to be disclosed by us, in reports
that we file or submit under the Securities Act, is recorded,
processed, summarized, and reported within the time period
specified in Securities and Exchange Commission rules or
regulations.





























8
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TSI, INC.

PART II

OTHER INFORMATION

SEPTEMBER 30, 2004




ITEM 1	LEGAL PROCEEDINGS

None

ITEM 2	UNREGISTERED SALES OF EQUITY SECURITIES
AND USE OF PROCEEDS

None

ITEM 3	DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4	SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None

ITEM 5	OTHER INFORMATION

None


















9
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TSI, INC.

PART II

OTHER INFORMATION - CONTINUED

SEPTEMBER 30, 2004


ITEM 6	EXHIBITS


  Exhibit
  Number 	Description                                Page #

    3.1		Articles of Incorporation                    12
    3.2		By-Laws                                      12
    10		Material Contracts                           12
    31.1	Certification required under Section 302  13-14
    31.2	Certification required under Section 302  15-16
    32.1        Certification required under Section 906     17
    32.2        Certification required under Section 906     17






















10
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SIGNATURES





In accordance with the requirements of the Exchange Act, the
registrant caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.



TSI, INC.
Registrant




Date: November 12, 2004                         By:  s/John Ross
						John Ross,
						President

In accordance with the Exchange Act, this report has been signed
below by the following persons on behalf of the Registrant and in
the capacities indicated on November 12, 2004.


Director				s/Tyler Arneson
					  Tyler Arneson

Director				s/A.M. McCann
					  A. M. McCann

Chief Executive Officer		        s/Paul J. McCann.
					  Paul J. McCann

Chief Financial Officer		        s/D. Mellinger
					  D. Mellinger









11
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TSI, INC.

EXHIBIT 3.1

ARTICLES OF INCORPORATION

There have been no amendments to the Articles of Incorporation for
TSI, Inc. during the first, second or third fiscal quarters of 2004.





EXHIBIT 3.2

BY-LAWS

During the first, second or third quarters ending September 30, 2004,
there were no changes to TSI, Inc.'s By-laws.






EXHIBIT 10

MATERIAL CONTRACTS

No material contracts were executed or became effective during the
first, second or third quarters of 2004.













12

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TSI, INC.

EXHIBIT 31.1

CERTIFICATION


I, Paul J. McCann, certify that:

1.  I have reviewed this quarterly report on Form 10-QSB of
    TSI, Inc.

2.  Based on my knowledge, this report does not contain any
    untrue statement of a material fact or omit to state a material fact
    necessary to make the statements made, in light of the circumstances
    under which such statements were made, not misleading with respect
    to the period covered by this report;

3.  Based on my knowledge, the financial statements, and other financial
    information included in the quarterly report, fairly present in
    all material respects the financial condition, results of operations
    and cash flows of TSI, Inc., as of, and for, the periods presented in
    this report.

4.  TSI, Inc.'s other certifying officers and I are responsible
    for establishing and maintaining disclosure controls and procedures
    (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e) and
    internal control over financial reporting (as defined in Exchange
    Act Rules 13a-15(f) and 15d-15(f) for TSI, Inc. and have:

    a. Designed such disclosure controls and procedures, or caused such
    disclosure controls and procedures to be designed under our
    supervision, to ensure that material information relating to TSI,
    Inc., including its consolidated subsidiaries, is made known to us by
    others within those entities, particularly during the period in which
    this report is being prepared;

    b. Evaluated the effectiveness of TSI, Inc.'s disclosure controls
    and procedures and presented in this report our conclusions about the
    effectiveness of the disclosure controls and procedures, as of the end
    of the period covered by this report based on such evaluation; and:

    c. Disclosed in this report any change in TSI, Inc.'s internal
    control over financial reporting that occurred during TSI, Inc.'s
    third fiscal quarter that has materially affected, or is reasonably
    likely to materially affect TSI, Inc.'s internal control over
    financial reporting;

13
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TSI, INC.

EXHIBIT 31.1 - CONTINUED

CERTIFICATION

 5.  TSI Inc.'s other certifying officers and I have disclosed, based on
     our most recent evaluation of internal control over financial
     reporting, to TSI, Inc.'s auditors and the audit committee of TSI,
     Inc.'s Board of Directors (or persons performing the equivalent
     functions):

     a.  All significant deficiencies and material weaknesses in the
     design or operation of internal controls over financial reporting
     which are reasonably likely to adversely affect TSI,  Inc.'s ability
     to record, process,  summarize and report financial information;
     and

     b. any fraud, whether or not material, that involves management or
     other employees who have a significant role in TSI, Inc.'s
     internal control over financial reporting.



 Date: November 12, 2004             s/Paul J. McCann
                               	       Paul J. McCann,
                                       Chief Executive Officer




14
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TSI, INC.

EXHIBIT 31.2

CERTIFICATION

I, D. Mellinger, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of
   TSI, Inc.

2. Based on my knowledge, this report does not contain any
   untrue statement of a material fact or omit to state a material fact
   necessary to make the statements made, in light of the circumstances
   under which such statements were made, not misleading with respect
   to the period covered by this report;

3. Based on my knowledge, the financial statements, and other
   financial information included in the quarterly report, fairly present
   in all material respects the financial condition, results of operations
   and cash flows of TSI, Inc., as of, and for, the periods presented in
   this report.

4. TSI, Inc.'s other certifying officers and I are responsible
   for establishing and maintaining disclosure controls and procedures
   (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e) and
   internal control over financial reporting (as defined in Exchange Act
   Rules 13a-15(f) and 15d-15(f) for TSI, Inc. and have:

   a.  Designed such disclosure controls and procedures, or caused
   such disclosure controls and procedures to be designed under
   our supervision, to ensure that material information relating to
   TSI, Inc., including its consolidated subsidiaries, is made known
   to us by others within those entities, particularly during the
   period in which this report is being prepared;

   b. Evaluated the effectiveness of TSI, Inc.'s disclosure controls
      and procedures and presented in this report our conclusions about
      the effectiveness of the disclosure controls and procedures, as of
      the end of the period covered by this report based on such
      evaluation; and:

   c. Disclosed in this report any change in TSI, Inc.'s internal
      control over financial reporting that occurred during TSI, Inc.'s
      third fiscal quarter that has materially affected, or is reasonably
      likely to materially affect TSI, Inc.'s internal control over
      financial reporting;

15
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TSI, INC.

EXHIBIT 31.2 - CONTINUED

CERTIFICATION

5.  TSI Inc.'s other certifying officers and I have disclosed, based on
    our most recent evaluation of internal control over financial
    reporting, to TSI, Inc.'s auditors and the audit committee
    of TSI, Inc.'s Board of Directors (or persons performing the
    equivalent functions):

    a.  All significant deficiencies and material weaknesses in the
    design or operation of internal controls over financial
    reporting which are reasonably likely to adversely affect
    TSI,  Inc.'s ability to record, process,  summarize and report
    financial information;

    and

    b.  any fraud, whether or not material, that involves management
    or other employees who have a significant role in TSI, Inc.'s
    internal control over financial reporting.



    Date: November 12, 2004             s/D. Mellinger
                                          D. Mellinger,
                                          Chief Financial Officer




16
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TSI, INC.

EXHIBIT 32.1

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350
AS ADOPTED UPRSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of  TSI, Inc. on Form 10-QSB for
the period ending September 30, 2004 as filed with the Securities and
Exchange Commission on the date hereof (the "Report"),  I, Paul J. McCann,
Chief Executive Officer of TSI, Inc., certify, pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002, to the best of my knowledge and belief, that;

The report fully compiles with the requirements of section 13(a) or 15(d)
of the Securities Exchange Act of 1934; and

The information contained in the Report fairly presents, in all material
respects, the financial condition and result of operations of TSI, Inc.

Date:  November 12, 2004              	 s/Paul J. McCann
                                           Paul J. McCann,
                                           Chief Executive Officer



EXHIBIT 32.2

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350
AS ADOPTED UPRSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of  TSI, Inc. on Form 10-QSB for
the period ending September 30, 2004 as filed with the Securities and Exchange
Commission on the date hereof (the "Report"),  I, D. Mellinger, Chief Financial
Officer of TSI, Inc., certify, pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to the best of my
knowledge and belief, that;

The report fully compiles with the requirements of section 13(a) or 15(d) of
the Securities Exchange Act of 1934; and

The information contained in the Report fairly presents, in all material
respects, the financial condition and result of operations of TSI, Inc.

Date:  November 12, 2004              	 s/D. Mellinger
   					   D. Mellinger,
                                           Chief Financial Officer

17
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