REZCONNECT TECHNOLOGIES, INC
(formerly Etravnet.com)


                           Filing Type: 10KSB
                           Description: Annual Report
                           Filing Date: March 31, 2004
                            Period End: Dec 31, 2003


                Primary Exchange: Over the Counter Bulletin Board
                                  Ticker: REZT



                                Table of Contents


                                      10KSB

PART  I........................................................................4
   Item 1.Business.............................................................4
            BACKGROUND.........................................................5
            OPERATIONS.........................................................6
            REZCONNECT.........................................................9
            COMPETITION........................................................9
            MANAGEMENT........................................................11
   Item 2. Properties.........................................................12
   Item 3. Legal Proceedings..................................................12
   Item 4. Submission of Matters to a Vote of Securities Holders..............12

PART  II......................................................................12
   Item 5. Market for Registrant's Common Stock...............................12
   Item 6. Management's Discussion and Analysis or Plan of Operation..........13
   Item 7. Financial Statement................................................17
   Item 8. Changes in and Disagreements with Accountants on
           Accounting and Financial Disclosure................................17

PART  III.....................................................................17
   Item 9. Directors and Executive officers, promoters and control person;
            compliance with Section 16 (a) of The Exchange Act................17
   Item 10.Executive Compensation.............................................18
   Item 11.Security Ownership of Certain Beneficial Owners and Management.....20
   Item 12.Certain Relationships and Related Transactions.....................20

PART  IV......................................................................20
   Item 13.Exhibits, Financial Statement Schedules and Reports for Form 8-k  .20

Balance Sheet.................................................................F2
Statements of Operations......................................................F3
Statement of Shareholders Equity .............................................F4
Statement of Cash Flows.......................................................F5
Notes to Financial Statements.................................................F5






<PAGE>


                                     10KSB1


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-KSB

                [X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                     SECURITIES EXCHANGE ACT OF 1934
                   For the fiscal year ended December 31, 2003
                                       or

              [ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
             For the transition period from __________ to __________

                           Commission File No. 0-18412

                               REZCONNECT TECHNOLOGIES, INC
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

         New York                                          11-2602120
-------------------------------              -----------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

                                560 Sylvan Avenue
                       Englewood Cliffs, New Jersey 07632
                    (Address of Principal Executive Offices)

Registrant's telephone number, including area code:     (201) 567-8500
                                                        --------------

                                       N/A
          -----------------------------------------------------------
          (Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:     None

Securities registered pursuant to Section 12(g) of the Act:     Common Stock,
                                                                $.001 per share
--------------------------------------------------------------------------------
                                (Title of Class)

     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 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
     Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
form 10-K [ ].
     The aggregate market value of the voting stock held by non-affiliates of
the registrant as of March 31, 2003 was approximately $4,623,640.

     Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date. As of December 31,
2003, there were 10,470,803 shares of Common Stock, par value $.001 per share
outstanding.

<PAGE>

Documents incorporated by reference: None

                                     PART I
Item 1.  Business
-------  --------

Company History
---------------

        We are a travel management company using technology and the Internet for
our franchise chain and the retail consumer online. Prior to changing our name,
we were incorporated in June 1982 as Travel Network, Ltd. in New York and did
business as Global Travel Network. On February 1, 1994, we re-incorporated in
New Jersey (at which time the New York corporation was merged into the New
Jersey corporation). In turn, Global Travel Network, L.L.C. ("GTN") was created
as a conduit to participate in the franchise Global Travel Network business of
Travel Network, Ltd. On September 17, 1999, Playorena, Inc. acquired the
outstanding equity of GTN in exchange for 5,063,379 shares (including 123,292
shares reserved for issuance upon the exercise of certain warrants previously
issued by GTN and 4,931,087 shares issued to equity holders of GTN) of
Playorena's common stock, representing 94.5% of the issued and outstanding
common stock of Playorena upon completion of the merger. Prior to the merger,
Playorena operated as a public shell seeking the acquisition of, or merger with,
an existing company. Following the merger, we changed our name to ETRAVNET.COM,
Inc. On August 29, 2002, we changed our name to REZconnect Technologies, Inc.


BACKGROUND
----------
            We are a leader in the franchised travel services business. The
Company has operated in this industry for almost 21 years. During this time, it
has created a network of over 145 domestic franchisees and 9 international
franchisees, represented in 4 countries. The Company offers an interactive,
real-time booking engine and access to preferred deals with leading travel
industry suppliers to its franchisees and to small office-home office ("SOHO")
agencies, independent travel agencies and high traffic websites. The Company's
revenue stream is comprised of one-time franchise fees as each franchise is
sold, monthly franchise service fees from its franchisees and commissions on the
sale of travel products plus monthly hosting fees on each website.

            While previously concentrating on the establishment of its "brick
and mortar" franchise operations, management of the Company has recognized that
margins in the travel agency industry are generally shrinking, due in large
measure to reductions by airlines in commission rates and to greater competition
throughout the industry. To combat these trends and strengthen its competitive
position, the Company has sought to bring an advanced technology to the travel
and lodging industry by investing in software development and offers new online
travel franchises.



OPERATIONS
----------

Current Operations
------------------

            The Company's operations are comprised of 3 divisions, which include
an extension of its travel franchise system. The extension markets itself as
REZcity.com, an online local city guide and online travel store. The other 2
divisions of the Company include our technology section, which builds
reservation systems using proprietary patent pending applications for suppliers
within the travel industry. The 3rd division builds online travel stores within
the travel industry.

           REZconnect's consumer driven websites provide strong content and
bookability with over 60 booking engines incorporated into one site, covering
all aspects of the travel industry. Sites are available for use 24 hours, 7 days
a week, allowing travel agents the ability to personally follow-up with the
online consumer and provide customer service.

           REZconnect typically charges $49 per month, on a non-contract basis,
to own and operate on an online travel site. If an agent signs a one year
contract, the cost is reduced and the agent only pays for 11 months of service.
REZconnect offers ASTA and CLIA members a discounted rate of $39 per month with
the same pre-payment plan described above. During the initial launch of the
REZconnect product, we are offering ASTA and CLIA agencies a free one-month
trial before committing to a yearly contract. Agencies that pay month to month
must pay by credit card, while yearly contracts can be paid either by check or
credit card.

           Currently, there are over 5000 consumer websites in operation. Site
owners are permitted to solicit other organizations and associations to clone
travel sites allowing for site owners to earn more revenue. The fee associated
with a travel site clone is $25 per site, monthly.

           In 2002 the company that guaranteed us delivery of advertising
credits for cable TV ceased operations and REZconnect decided after consulting
with its legal counsel, to write-off 100% of this asset. Further, the Company,
has decided to write-off its goodwill as shown. Also in 2002, the company
recorded an allowance against its notes receivable from franchisees and the
corresponding deferred revenue balances, due to the fact that the balances were
not paid for a few years. This adjustment did not affect the Company's profit
and loss statement.

REZcity.com
-----------

           REZcity.com is an online city guide for over 53,000 towns throughout
the USA, providing a unique model for travel agencies to participate by
licensing their local community with rights to sell advertising and e-commerce
solutions. The cost of the local town of 25,000 in population is $1500 as a
one-time fee with an annual hosting fee of $150, for the 1st year with an annual
5% increase each year thereafter.

            We are the only company in this field offering every postal zip code
in the US with strong rich content provided by over 100 sources such as weather,
entertainment, sports, news, various information guides and yellow page listings
15,000,000 businesses. This site is up and running and was first available in
1998. REZconnect took over the site in 2002 and is currently offering this
product to companies within the travel community.

            Our Travel Network franchise fees range from $3,000 to $29,900 for
domestic franchises and from $50,000 to $350,000 for individual international
territories. Yearly service fees range from $2,000 to $9,000 per location.
Commission rates paid by travel suppliers have been approximately 10% for hotel
reservations, 5% to 10% for car rentals and 10% to 15% for cruises and vacation
packages. Commissions on the sale of airline tickets range from 5% to 20%.
Certain airlines, effective March 21, 2002, have eliminated commissions on
airline ticket sales. Our franchisees have added or increased their service fees
to make up for loss of commissions. Periodically, the Company may receive
additional commissions in the nature of overrides from travel suppliers to
encourage product marketing.

            In-house sales personnel have generally handled marketing of
franchises.
            All of the Company's franchised operations are independently owned
and operated. The Company operates one company-owned travel agencies. All sales
of travel products by the Company are made through its franchisees or through
its interactive web site. Operational expenses consist of franchise system sales
and support personnel, executive management and minimal administrative
personnel.

            In 2002, REZconnect signed an exclusive, 20-year management
agreement to provide travel web site hosting for one of the Company's clients,
"Your Travel Biz, Inc."(YTB) a network marketing company offering its' members
an interactive consumer website from the Company. Further, all travel
arrangements from the online sites are serviced by a division of the Company. We
currently host 3912 sites for YTB. Based on current projects supplied by YTB,
the growth of new sites should increase significantly over the next several
years.

REZconnect(R)
----------

            The Company intends to use its proprietary, patent pending
REZconnect(R) technology as the basis for its market expansion.

            We believe that our REZconnect(R) technology will offer ease of use
for both the individual seeking a reservation, as well as the supplier.
Essentially, the technology works as follows:

     o    The  Internet  user  comes  to a  website  for a  restaurant,  bed and
          breakfast,  or other supplier that uses a  reservation-based  business
          model.  The website could be the supplier's  own, an aggregating  site
          (such as  RestaurantRow.com),  an Internet  yellow pages listing site,
          websites  specifically  used by travel agents (such as Worldspan),  or
          the Company's own website.

          If the supplier is a REZconnect(R)  client, a reservation  button will
          be  present  at the site.  The user  will  click on the  button  and a
          reservation form will appear on screen.

     o    After  completing the  reservation  form, the information is converted
          into a  telephone  call  made  automatically  to the  supplier.  o The
          telephone  call made to the  supplier is  generated  from the Company,
          saving the user the cost of the  telephone  call. o When the telephone
          is answered, a recorded voice in the language of the supplier requests
          the reservation and provides the essential  information.  The supplier
          then uses the touchtone  pad on the telephone to indicate  whether the
          reservation is accepted.

     o    The  telephone  keypad  response  is sent to the  Company  server  and
          becomes an immediate web response on the user's  computer  screen.  If
          the reservation is accepted,  the user receives a confirmation message
          and reservation summary (including a reservation  confirmation number)
          on screen and if time allows receives a confirming  e-mail later.  The
          supplier  also  receives  confirmation,  either by  e-mail or fax.  In
          essence,  the keypad  response of the supplier  confirms and completes
          the reservation transaction.

     o    The Travel  Communicator  -  REZconnect's  Travel  Communicator  is an
          innovative software application that allows travel vendors the ability
          to offer  continual and targeted  special deals and notices  utilizing
          simple  text,  HTML or  broadcast-quality  multi-media  message to the
          desktops of the agencies computer screens.

          When  messages  are sent  through the  communicator  system,  agencies
          receive a visual and audio pop-up screen  indicating the deal offer as
          well as the vendor  making the  offer.  Agencies  can click to see the
          offer or select to have it available for later viewing.


          The communicator  works off a software  application that is downloaded
          from  an  e-mail  broadcast  or can be  activated  directly  from  the
          REZconnect  or CLIA  corporate  websites.  The  agency  only  needs to
          download the program  once.  The  communicator  utilizes  REZconnect's
          unique  PUSH  TECHNOLOGY  moving  the  offers out of e-mail and to the
          availability of the agent on his/her office terminal.

          In an industry that prides itself on offering  deals,  we believe that
          the Travel  Communicator  will  provide a quick and easy  solution for
          vendors to get their message to travel  agents.  Once  released,  this
          will be the  distribution  method  of  choice  for  vendors  over  the
          traditional  e-mail  blast.  With all of the "junk  mail"  being sent,
          travel  agents do not read  e-mail  messages on a regular  basis.  The
          Travel  Communicator  allows agents to see important deals immediately
          with no need to check their e-mail.

         Current travel agency reservation systems, such as Worldspan, Sabre,
Galileo and Amadeus in the lodging industry, the Internet-based Worldres in the
lodging industry and Opentables.com in the restaurant business, require the
supplier to maintain a separate computer system for processing of the
reservation requests and just as importantly require the supplier to maintain an
inventory of availability. Independent lodgings, which we believe represent
approximately 80% of the hotel industry, as well as restaurants, generally do
not maintain inventory for online access and in many cases are unwilling to do
so. These systems become cost centers to the supplier and, more importantly,
demand a change in the manner of doing business.

            REZconnect(R) does not present these obstacles to the user. The
supplier is not required to maintain an inventory of available reservations; nor
is the supplier required to install any separate equipment to use the
REZconnect(R) system. At most, the supplier would install a separate telephone
and line to accept the computerized calls generated from the Internet user base;
however, this is not required of the supplier. The supplier can therefore take
advantage of an additional source of clientele, i.e., the Internet user base, at
little cost and without changing its traditional operating model for taking
reservations. It appears that REZconnect(R) is virtually a no risk proposition
for the supplier; as a result, we believe many suppliers will choose to take
advantage of the availability of the REZconnect(R) system.

            We believe that the utility of the REZconnect(R) system to the user
is especially apparent in the case of smaller suppliers, such as bed and
breakfast inns and other independent lodgings that do not have reservation
systems employed by chain hotels. REZconnect(R) provides these users with an
additional source of bookings, the Internet, which was not previously available
to them, and allows them to take advantage of it without substantial
out-of-pocket expense and within their existing business framework.

            The REZconnect(R) revenue model is three-pronged. An initial
installation fee will be charged to each supplier. Each supplier is also to be
charged a monthly license fee to maintain the REZconnect(R) reservation
capacity. For each reservation made, the Company is to receive a transaction
fee, the composition of which depends upon the nature of the reservation.
Currently, the Company intends to charge the supplier per individual diner for
restaurant reservations, per hotel room reserved and per cruise ship cabin
reserved.

            The Company has already entered into a number of strategic
relationships. If the Company is able to take advantage of these arrangements,
we believe that REZconnect(R) will be established as a preferred Internet
reservation system.

            We intend to use a number of marketing techniques for REZconnect(R),
depending upon the industry being targeted. During the rollout phase of the
technology, we anticipate that we will waive or limit installation fees for
users and may also waive initial monthly fees in order to encourage product
acceptance.

            Our initial focus will be on the hotel, cruise line and restaurant
businesses. We will be targeting the approximately 300,000 independent lodging
establishments and the niche market cruise lines throughout the world. To date
we have relationships with three cruise lines that are evaluating REZconnect(R).
Generally, these independent hotels and smaller cruise lines have reservation
systems that do not interface with the Internet. Management will seek to create
strategic alliances with domestic and international aggregators, to gain entree
to a large number of suppliers through a single source.

            In addition to strategic relationships with aggregators, the Company
will seek to enter into alliances with major booking engines. This will provide
the travel agents using these engines access to the niche markets targeted by
REZconnect(R). Additionally, we believe that REZconnect(R) can fill a void in
many on-line hotel reservation systems by assisting in "last room availability"
sales. This refers to the situation many hotels find themselves in if inventory
has not been updated. Room availability can appear to be zero through booking
engines and reservation centers run by the hotel chain when, in fact, the hotel
has rooms available. Rooms appear to have been filled when in fact they have
not, and potential customers are automatically turned away. With REZconnect(R)
potential customers who are normally turned away by booking engines and
telephone call centers can be captured by the hotel. The hotelier can manually
check availability before responding to the reservation request, thereby
allowing it to make better use of its room inventory, increasing revenues and
profits.

            The restaurant industry will be marketed to in two ways. First, we
intend to use our existing relationship with RestaurantRow.com to market
REZconnect(R) to restaurants that are reviewed at those sites. Currently, our
focus is to provide our net to phone application through RezCity.com and offer a
unique technology to restaurant subscribers of RezCity.com.

            After establishing itself in the hotel and restaurant fields, we
intend to explore other reservation-based and appointment scheduling businesses
and applications of the technology. Product extensions, such as the inclusion of
menus to mark items for pick up and delivery, are also being considered.
Finally, we note that the Company server is the repository of the reservation
information transmitted and ultimately could serve as the basis for an
information management application.

        Our strategy is to develop a B2B ("business to business") component. The
B2B activities include an interactive, real-time travel booking engine we
provide to our franchisees, SOHO agencies, independent travel agencies and
private-label websites for high demographic web commerce companies in industries
outside travel, all of whom gain cost-effective means of offering the travel
benefits negotiated by our purchasing power, while realizing added revenues.
These avenues will also provide us with access to additional travel customers
with little acquisition costs since the aforementioned are marketing their sites
to attract such web shoppers.

1.   Our current online, interactive sites (which are designed to generate
     visitors, purchases and create revenue) are the following:

               REZCONNECT.COM (TM)
               REZCITY.COM (TM)
               BOOKMYTRAVEL.COM (SM)

In the B2C (" business to consumer") component, we directly offer travel related
products to consumers through our own website. We will also expand our offline
distribution channels by developing our network of domestic and international
agencies as well our store-within-a-store Wal-Mart agencies. Additionally, we
have established innovative programs that we will offer directly to both travel
agencies and consumers alike, the first of which is an online, real-time,
reverse auction application. In this sector, our goals are to provide:

     o    Competitive   travel   products;

     o    Online capability to provide travel-related services in real-time;

     o    A customized  and  easy-to-use  website that  preserves  each agency's
          corporate identity;

     o    Access to our online  system that  interfaces  with one of the leading
          centralized  reservation  systems,   offering  agencies  an  efficient
          mechanism to electronically book air travel, hotel rooms, car rentals,
          cruises and tours;

     o    Enticing   commission  and  override   arrangements;   and

     o    Quality  assistance to improve the  execution of each agency's  travel
          option.

2.   Private labeled travel agency site: high traffic or large e-commerce
     websites with outstanding demographics which offer our travel products
     within there existing sites under their own brand;
3.   Conversion Agencies -- full-service travel agencies
      Which will join our network or participate in some of our travel products
     and promotions; and

4.   SOHO Agencies-comprised of individuals who operate as satellite agencies
     from their own homes or work locations.

        Our strategy is clearly focused on propelling our B2B and B2C e-commerce
business through using our proprietary technology for our own websites and
applications for revenue producing from other websites that attract web visitors
primarily for their content, products and services outside of the travel
industry. Since research firms like Jupiter and Forrester Research have
projected that travel purchases will dominate web commerce in the next five
years, we believe that this approach will provide for low cost of acquisition of
customers to buy travel on sites with which they have familiarity that result in
sales for us.

        While we see our future growth coming heavily from the e-commerce side,
today the Company is a leading travel agency franchiser offering assistance to
qualified entrepreneurs to enter the travel agency business as well as assisting
existing agencies to benefit from using a global brand name and the accompanying
benefits. In fact, we are entering our 20th year of operation and are one of the
largest travel agency chains in the world. We have received international
recognition for the quality of our programs, services and relationships with our
franchisees. Currently, we have over 145 domestic travel agencies (broken into
classes, including start-up and conversions) and over 11 international travel
agencies.

        Through our retail franchise system, we feature a frequent flyer Miles
Program as a value added benefit to promote consumer loyalty. Under our Miles
Program, the first time a Travel Network customer travels, he or she receives an
introductory certificate for 1,000 miles, which may be utilized in conjunction
with any one of six-major United States air carriers. Thereafter, the consumer,
through subsequent travel, may earn additional miles in addition to that earned
under the airlines frequent traveler program. This enables Travel Network retail
customers to earn additional frequent traveler benefits (one from the airline's
frequent traveler program and a separate Miles Program benefit from Travel
Network), thereby enhancing consumer loyalty.

        Each of our franchisees are independently owned and operated at their
own respective leased locations. We provide our franchisees with training and
instruction in the Global Travel Network methods of operation, including
promotional assistance, agency development and expansion, computer usage,
operating procedure, travel product, advertising and related travel agency
management concepts. Throughout our franchise relationship, we provide continual
training and assistance, including online daily email newsletters, conferences,
and seminars, to add to the franchisees' skills and enhance the operation of
each Global Travel Network travel unit.

Competition
-----------

        We have the characteristics of both an online travel provider and a
brick and mortar travel agency. We rely on selling our travel-related products
through traditional brick and mortar travel agencies and online sites. Our
buying power and low acquisition costs differentiate us from our competitors.
This unique positioning results in having few direct competitors. Our
competition can be classified into three separate types of companies: the online
travel providers, the retail travel providers and electronic distributors of
travel information and services.

     We believe there are currently no direct  competitors to the  REZconnect(R)
technology.  Those reservation  systems that do exist, such as Opentables.com in
the restaurant  field,  Worldres in the hotel industry and  Uniglobe.com  in the
cruise field,  require the use of proprietary  computer hardware and/or software
and the  maintenance  of inventory.  The lack of these  requirements  is a major
distinguishing factor and we believe a selling point for REZconnect(R).

            Those websites one might assume are competitors, such as
Travelocity.com, Priceline.com, Expedia.com and Orbitz.com, actually are not.
Those sites are retailers of travel online, unlike the Company, which is serving
a facilitator function only. In addition, the REZconnect(R) target markets, are
generally not serviced by these companies. REZconnect(R) technology could
augment these sites, providing their users with access to the niche hotel,
cruise and restaurant markets that the Company is targeting which cannot be
booked in real time by these suppliers. This application of REZconnect(R) has
already been shown through its relationship with Worldspan.

            The Company's franchise travel agency business is subject to intense
competition. We anticipate that this will continue for the foreseeable future.

1.      Online Travel Providers
        -----------------------

            The numerous competitors in this category offer travel bookings
solely through the use of the Internet. The main online competitors include
Expedia, GetThere.com, Lowestfare.com, Travelocity.com and Priceline.com.

            Expedia and GetThere.com offer branded online travel services such
as airlines, hotels and car rental for leisure and small business travelers.

            Priceline.com offers similar travel booking capabilities to the
other online providers, but in a uniquely different fashion. Priceline.com
allows customers to bid their own price for domestic and international airlines
and hotel chain reservations. Priceline.com in turn searches, its database to
determine whether the request can be met, at the user's bid price. However, if
the bid price is met, the user has no flexibility to change any of the
arrangements made by Priceline.com or to meet his/her request.


2.      Retail Travel Providers
        -----------------------

            The retail travel providers offer various services to online travel
providers and through brick and mortar agencies such as the distribution of
vacation packages, designing and marketing travel programs, corporate travel
management, vacation products and travel related information. Companies such as
800 Travel Systems, Inc., Intrav, Inc., Global Vacation Group, Grand Adventures
Tour and Travel Publishing Corp., Navigant International, Uniglobe.com, Travel
Dynamics, Inc. and Travel Services International are included in this category.

        The retail travel provider most comparable to us is Uniglobe.com. It
provides products and services through the Internet to leisure and business
travelers and also operates a travel fulfillment center for home-based agents
and online companies.

Legal Proceedings

            In a lawsuit filed in Indiana on June 21, 1999, JCB Enterprises
("JCB"), a franchisee of the Company, sought monetary damages for alleged
violations of the Indiana Franchise Act and Indiana Deceptive Franchise
Practices Act, for common law fraud, rescission of the Franchise Agreement
between the Company and JCB as well as a declaratory judgment on whether a
partnership existed between JCB and the Company. JCB filed for bankruptcy
protection and JCB's interest in the lawsuit was transferred to JCB's bankruptcy
trustee. On August 2, 2001, pursuant to a motion to approve settlement filed by
JCB's bankruptcy trustee, the matter was settled. In connection there with, the
Company was required to pay by payment to the Trustee of $150,000. This amount
was charged to operations in 2001.

Employees

            As of December 31, 2003, the Company had a total of 10 employees.

Bankruptcy

        None of our officers or directors has been involved as a debtor in any
proceedings under the U.S. Bankruptcy Code (or comparable foreign law).


                                   MANAGEMENT

Directors, Director-elect and Executive Officers

        Set forth below is certain information concerning the directors and
executive officers:
<TABLE>
<S>                   <C>                   <C>
Name                  Age                   Position/Title
----                  ---                   --------------
Michael Y. Brent      61....................President, Chief Executive Officer
Derek J. Brent.       32....................VP/Comptroller, Secretary and Director
Harold L. Kestenbaum  53....................Director

</TABLE>

<PAGE>

        Mr. Michael Y. Brent, President, Chief Executive Officer, Secretary and
a Director, graduated from the University of Miami in June 1965 with a Bachelor
of Arts in administration and accounting. From July 1965 through 1974, he was a
Director of Convention Sales for his family hotel business. From 1974 - 1981,
Mr. Brent owned and operated his own travel company. In 1982, he helped start
Travel Network, Ltd. (one of our predecessors) and served as Vice President
until June 1989 when he became it's Chief Operating Office and a part owner. In
1994, Mr. Brent became our President and Chief Executive Officer. Mr. Brent owns
4,623,640 shares and is our largest shareholder.

        Mr. Derek J. Brent, a Director as well as Treasurer and Vice
President/Sales, joined our predecessor in May 1993 as sales consultant. In
1996, he became Director of Sales. Mr. Brent, the son of Michael Y. Brent,
graduated from the University of Maryland in June 1993 with a Bachelor of
Business Administration and Accounting, majoring in accounting. He has passed
all necessary CPA examinations.

        Mr. Harold Kestenbaum, an independent Director of our predecessor since
1995, is also our franchise and general counsel. Mr. Kestenbaum has been engaged
primarily in the private practice of law, specializing in franchise law from his
Garden City, New York offices.

Contract Managers

        Mr. Ori Klein, Chief Technology Officer, a key independent contractor,
has 5 years of experience in the conception, design and development of Internet
solutions and 10 years of MIS experience. During the last two (2) years, Mr.
Klein worked for a major web development company of which REZconnect(R) was a
significant client. Mr. Klein supervised and worked on our website and in the
development of our web pages, infrastructure and menu-driven systems.

Director, Officer and Contract Manager Compensation

        All employees are paid a salary commensurate with their responsibility
and position. Certain officers and contract managers are paid a bonus (see chart
below) based on our results of operations and the respective employee's
contribution there to. The following table sets forth certain information
regarding compensation for the fiscal year ended December 31, 2003, and the two
prior years, earned by or paid to our current Chief Executive Officer, other
executive officers and directors (collectively the "Directors and Officers") and
one independent contractor manager (with information prior to September 17, 1999
relative to our predecessor, Global Travel Network, L.L.C.):

<TABLE>
<S>                             <C>        <C>            <C>           <C>
                                Fiscal        Salary/         Bonus/       Stock
Directors and Officers           Year     Consulting Fee   Commission   Options(1)(2)(6)
                                             (4)(5)
----------------------           ----     --------------   ----------   -------------
    Michael Y. Brent (1) (2)      2003       216,951    -0-             N/A
                                  2002       197,229    $60,000         N/A
                                  2001       166,930    $58,300         N/A

    Derek J. Brent (1)            2003        56,375      N/A           N/A
                                  2002        52,375      N/A           N/A
                                  2001        46,286      N/A           N/A

    Harold L. Kestenbaum (3)      2003         4,800        -0-         N/A
                                  2002         4,700        -0-         N/A
                                  2001         5,000        -0-         N/A

Contract Managers
-----------------
    Ori Klein                     2003        36,000        -0-         N/A
                                  2002        36,000        -0-         N/A
                                  2001        48,000       N/A          N/A


</TABLE>


(1)     Messrs. M. Brent, Kestenbaum and D. Brent, our current Directors, are
        not paid separately for such director services, whether because the
        individual is an employee (in the case of Messrs. M. Brent and D. Brent)
        or Mr. Kestenbaum (whose monthly retainer, described in (3) below,
        includes Board participation). Directors' out-of-pocket expenses are
        reimbursed upon presentation of appropriate documentation.

(2)     See "Agreement with our Chief Executive Officer" with regard to Michael
        Y. Brent's long-term compensation agreement with us.

(3)     In the case of our franchise counsel, Mr. Kestenbaum is paid an annual
        retainer, payable in monthly installments, and does not participate in a
        bonus or commission arrangement.

(4)     Under our Employee Stock Option Plan, 500,000 shares of common stock
        have been reserved for issuance in 2000 and approximately 500,000
        options have been granted to date to employees. Under such Plan, each
        employee is annually granted a minimum of 500 shares to a maximum of
        10,000 shares (based upon tenure, position and job performance). Each
        option is exercisable over a 3-year period. So long as the employee
        continues in such capacity with us, options vest 1/3 annually on the
        anniversary of their original grant. In 2001 we modified the stock
        option plan and lowered the exercising price, for all employees, as
        follows: senior management from $3.00 to $1.00 per share and all other
        employees from $8.00 to $2.00 per share. The plan is administered by our
        Board of Directors acting as a Compensation Committee.

(5)      In 2003, all employees salaries were returned to their previous salary
         levels. In 2002 employees took a salary reduction of 15%-25% in
         exchange for shares of restricted common stock with a value, at the
         time of issue, equal to the reduction in salary. The reduction occurred
         in the 4th quarter of 2001 and continued in the 1st, 2nd and 3rd
         quarters of 2002.

(6)      During the 4 quarters of 2002, some of the officers took a reduction in
         salary and were paid in restrictive stock, and for the purposes of
         compensation was calculated at the market price of the share at the
         time of issuance with Derek Brent receiving 59,254 shares and Michael
         Brent receiving 247,895 shares.

Agreement with Our Chief Executive Officer

        We have entered into a long-term employment agreement with Michael Y.
Brent (our President and Chief Executive Officer). See "Risk Factors --
Dependence on Management." Under such agreement (which expires April 9, 2005 and
subjects him to confidentiality, non-raid and non-compete provisions), Mr. Brent
is paid, directly or indirectly, a combination of (i) a $200,000 salary and/or
consulting fee with annual increases of 6% and (ii) options and/or warrants,
determined by the Board acting as a Compensation Committee, based on our
financial performance. Mr. Brent will continue to be subject to his
confidentiality covenant and, for 3 years, his non-compete covenants. His estate
also receives a benefit in the amount of one year's salary, upon Mr. Brent's
death.

    Our counsel has advised us that we have a fiduciary responsibility for the
safekeeping and use of all company assets. Management is accountable to each
shareholder and required to exercise good faith and integrity with respect to
our affairs. (For example, management cannot commingle our property of any other
person, including that of any current or future member of management.)

    The SEC has stated that, to the extent any exculpatory or indemnification
provision includes indemnification for liabilities arising under the Securities
Act of 1933,it is the opinion of the SEC that this indemnification is contrary
to public policy and, therefore, unenforceable. Shareholders who believe that
our management may have violated applicable law regarding fiduciary duties
should consult with their own counsel as to their evaluation of the status of
the law at that time.

    According to federal and state statutes, including the Florida General
Corporation Law, shareholders in a corporation have the right to bring class
action suites in federal court to enforce their rights under federal securities
laws. shareholders who have management where the losses result from a violation
of SEC rules. It should be noted, however, that it would be difficult to
establish a basis for liability that we have not met these SEC standards. This
is due to the broad discretion given the directors and officers of a corporation
to act in our best interest.

Item 2.  Properties
-------  ----------

        Our principal executive office consists of approximately 2,000 sq. ft.
of leased space in an office building in Englewood Cliffs, New Jersey. The
current monthly rent is $3,666. The lease expires in April 2008. We have no
other offices and we do not own any properties. All franchised agency sites are
owned or leased directly by the franchisees for such agencies.

Item 3.  Legal Proceedings
-------  -----------------
None.



Item 4.  Submission of Matters to a Vote of Security Holders
-------  ---------------------------------------------------
None.


                                     PART II

Item 5.  Market for Registrant's Common Stock
-------  ------------------------------------

Common Stock Prices

       Our  common stock has traded on the OTC Bulletin Board under the symbol
            "REZT" from August 29, 2001 to date.
       Prior thereto, it was traded under
            "ETRV" from September 17, 1999 to December 19, 1999 "ETVT" from
            December 20, 1999 to August 28, 2001
       Prior thereto, it was trading under the symbol "PLEX". The following
table sets forth the high and low closing share prices per share for the periods
indicated:

<PAGE>

                                                 High           Low
                                                 ----           ---
Fiscal year ended December 31, 2003
     First quarter                              $0.80          $0.51
     Second quarter                              0.60           0.32
     Third quarter                               0.60           0.38
     Fourth quarter                              0.55           0.32

Fiscal year ended December 31, 2002
     First quarter                              $0.31          $0.14
     Second quarter                              0.56           0.30
     Third quarter                               0.56           0.30
     Fourth quarter                              1.01           0.20





        At December 31, 2003 the closing price per share for our common stock,
as reported by NASDAQ was $$0.32.

Dividend Policy

        We have not declared nor paid a cash dividend on our common stock since
we became publicly owned. It is the policy of our Board of Directors to retain
all available funds to finance the development and growth of our business. The
payment of cash dividends in the future will be dependent upon our earnings and
financial requirements.

Shareholders

        As of March 31, 2004, we had 451 common and no preferred shareholders of
record, exclusive of shareholders whose shares were held by brokerage firms,
depositories and other institutional firms in "street name" for their customers.

Recent Sales of Unregistered Securities
 None

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

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

        REZconnect(R)Technologies, Inc. (the "Company") is a leading franchisor
of traditional "brick and mortar" travel agencies as well as Internet-based
travel-related services and technology developing unique reservation systems for
the travel and entertainment industry. We are also a full-service provider of
discount travel products and services to the leisure and small business
traveler. We operate the business under our trade names "Travel Network,"
"Global Travel Network" and "Travel Network Vacation Central" as well as web
sites "Bookmytravel.com," and "Rezconnect.com." We offer our customers a
reliable source of travel products and services through our agreements with
selected travel providers, including major airlines, cruise lines, hotels and
car rental agencies, as well as wholesale travel providers. In addition, we
offer our customers the ability to make reservations on over 424 airlines, at
more than 35,000 hotels and with most major car rental companies, cruise lines
and tour package operators.
         REZconnect (R) Technologies, Inc. (the "Company") operations are
comprised of 3 divisions. The first division is an extension of its travel
franchise system. The extension markets itself as REZcity.com, an online local
city guide and online travel store. The other 2 divisions of the Company include
our technology section, which builds reservation systems using proprietary
patent pending applications for suppliers within the travel industry. The 3rd
division builds online travel stores for consumers of travel agents, as well as
Super Sites for Travel Agents to book their clients travel. REZconnect
Technologies, Inc. has signed contracts with numerous Consortium groups to build
online super sites for their agent base. Contracts that have been signed
include: Hickory Leisure, InteleTravel, OSSN, ARTA, GTM and the IT Group.

         REZconnect's consumer driven websites provide strong content and
bookability with over 60 booking engines incorporated into one site, covering
all aspects of the travel industry. Sites are available for use 24 hours, 7 days
a week, allowing travel agents the ablity to personally follow-up with the
online consumer and provide customer service.

         Our revenues are divided amongst our franchise systems. Travel Network
and RezCity plus our online website (Book My Travel), fees and travel services
to date has come from the franchise system, travel services and online site
fees. We expect that REZconnect(R) Technologies will continue to play an
important part in our 2004 revenue projections as we release the various
applications within the travel and entertainment industries. During the last 3
years a larger portion of our expenses were related to our technology
development. These expenses have been substantially reduced and should reflect
in higher revenues in 2004. OVERVIEW
        Our revenues to date is predominately comprised of franchise fees and
franchise service fees, commissions paid by travel providers and the retail
value of travel agency related sales plus online hosting fees for websites. In
addition, certain travel suppliers pay performance-based compensation known as
"override commissions" or "overrides." Commission revenues and gross retail
sales, net of allowances for cancellations, are recognized generally based on
the expected date of travel. Overrides are recognized on an accrual basis once
the amount has been confirmed with the travel supplier. Franchise fees are
recognized when all material services and conditions required of the Company
have been performed and collectability of the franchise fee is relatively
assured. We generally defer recognition of franchise fees until such amounts
have been collected from the franchisee. Franchise service fees are recognized
on the accrual basis as earned. Online travel income is recorded when earned and
is recognized based on the websites hosted.

        With respect to travel services, revenues are generated by transactions
with customers who make offers to purchase tickets supplied by participating
vendors. Because the Company is the merchant of record in these transactions,
revenue for these services includes the total amount billed to the customer.

        The commission rates paid by travel suppliers, in addition to overrides,
are determined by individual travel suppliers and are subject to change.
Historically, typical standard base commission rates paid by travel suppliers
have been approximately 10% for hotel reservations, 5% to 10% for car rentals
and 10% to 16% for cruises and vacation packages. Based on the past several
years leisure vendors (including tour operators, cruise lines and hotel and car
packagers) have not reduced their commission levels but in fact have offered the
Company incentive commissions above the standard compensation for its volume
business. The Company expects that its weighted average commission of online
transaction revenues will increase due to the fact that its leisure bookings are
much greater as a percentage of total sales than airline ticketing, the later
offering the Company lower commissions. There can be no assurance that travel
suppliers will not reduce commission rates paid to the Company or eliminate such
commissions entirely, which could, individually or in the aggregate, have a
material adverse effect on the Company's business, operating results and
financial condition. Each website travel store owner pays the Company a monthly
fee of $5.00-$49.00 (depending upon multiple user contracts) plus the Company
can earn transactional compensation from travel purchased off each website.


Results of Operations

        The following table sets forth, for the periods indicated, the
percentage relationship of certain items from the Company's consolidated
statement of operations to total revenues:
<TABLE>
<S>                                    <C>              <C>
                                       Year Ended     Year Ended
                                      December 31,   December 31,
                                         2002           2003

Revenues

   Franchise  fees                        0.5 %         0.5 %
   Franchise service fees and other      26.6 %        20.0 %
   Travel products and services          64.0 %        56.0 %
   Advertising and other                  4.7 %        - 0 -
   Online Travel Stores                   4.2 %        19.2 %
                                        -------       -------

TOTAL REVENUES                           100 %         100 %
                                        -------       -------

Operating Expenses
   Cost of travel products and sales     57.7 %        47.6 %
   Marketing and selling                  3.9 %         3.0 %
   General and administrative            32.2 %        40.0 %
                                        -------       -------
   Write-off of advertising receivable   63.8 %        - 0 -
   Write-off of goodwill                  6.5 %        - 0 -
   Depreciation and amortization         14.2 %        22.0 %

TOTAL OPERATING EXPENSES                178.3 %       112.6 %
                                        -------       -------

  Income (loss) before other
   Income and income taxes              (78.3 %)      (12.6 %)
   Other income - primarily interest      1.46 %         .05%
                                        -------       -------
   Income (loss) before income taxes    (76.9 %)      (12.1 %)
   Income taxes                            -                -
                                        -------       -------
 Net income (loss)                       (76.9 %)     (12.1 %)
                                        =======       =======

</TABLE>
<PAGE>

REVENUES

        Franchise Fees. Franchise fees increased in 2003 as compared to 2002 by
approximately $122,479 as a result of increasing market conditions and
management's decision in 2002 to focus a substantial portion of its resources on
the development and growth of the Company's Internet presence and new franchise
model, REZcity.com. In 2003, the Company increased its advertising and promotion
of franchising activities in its domestic markets, including its internet travel
services which overall has increased its franchise fees.

        Franchise Service Fees and online service fees in 2003 increased
similarly as compared to 2003 by approximately $482,650, an increase of 46.0%
This was attributable to more franchisees in the system, partially offset by
higher average franchise fees. Our franchise agreements require franchisees to
pay monthly franchise fees or hosting fees, which have annual scheduled
increases. Individual franchise arrangements can provide the Company with annual
fees ranging from $3,000 to $9,000 for Travel Network. In addition, each
franchise agreement has a provision for an increase in our service fee based on
year-over-year change in the consumer price index.

        Travel Products and Services. Travel products and services increased by
approximately $224,484 from 2002 to 2003, a increase of approximately 13%. The
increase is attributable to a increase in the number of franchisees utilizing
the Company as their travel provider in 2003 OPERATING EXPENSES

        Cost of Travel Products and Services. Cost of travel products and
services increased by approximately $108,681 or 7% in 2003 as compared to 2002.
These costs increased as a result of higher travel related revenues. Cost of
travel products and services as a percentage of travel products and services
sales was approximately 42% for 2003 and 32% for 2002.

        Marketing and Selling. Marketing and selling expenses decreased by
approximately $447 from 2003 to 2002. The decrease represents a change of
approximately 1%. The were no significant changes in payroll costs, commissions
and startup fees paid on the accounts receivable of the franchisees.

        General and Administrative. General and administrative expenses
increased by approximately $464,785 or 61% from 2002 to 2003. As a percentage of
total revenues, general and administrative expenses were 40% in 2003 as compared
to 45.7% in 2002. The decrease in general and administrative expense in 2003 is
attributable to decreases in consulting expenses related to the Company's
Internet activities.

        Goodwill and Other Intangible Assets. Goodwill and other intangible
assets were non-existent in 2003.

         Other items of expense are: the recording of an impairment of
advertising \receivables in the amounts of $1,496,000 in 2002. The $1,496,000
impairment was written off in 2002 when the Company recognized that the company
who guaranteed delivery of the advertising credits has ceased operations.
Rezconnect, after consulting with legal counsel, decided to write-off 100% of
this asset. This transaction has no affect on the 2003 financial statement.
Depreciation and amortization increased by $319,426 or 50% from 2002 to 2003.

Variability of Results

        The Company's travel products and services gross bookings have increased
from 2002 to 2003 due to increase in the number of hosted websites including
additional franchises derived from REZcity.com and an increase in products and
services sold to travel agencies utilizing our unique private label agent only
web-based booking site. Cost of travel revenues have similarly increased from
2002 to 2003.

        As a result of the Company's operating history in online commerce and
the variability that can be experienced by our franchising operations, the
Company is unable to accurately forecast its revenues. The Company's current and
future expense levels are based predominantly on its operating plans. The
Company may be unable to adjust spending in a timely manner to compensate for
any unexpected revenue shortfall. Accordingly, any significant shortfall in
revenues would likely have an adverse effect on the Company's business,
operating results and financial condition. Further, the Company currently
intends to substantially increase its operating plans. The Company may be unable
to adjust spending in a timely manner to compensate for any unexpected revenue
shortfall. Accordingly, any significant shortfall in revenues would likely have
a material adverse effect on the Company's business, operating results and
financial condition. Further, the Company currently intends to substantially
increase its operating expenses to develop and offer new and expanded travel
services, to fund increased sales and marketing and customer service operations
to develop its technology and transaction processing systems. To the extent such
expenses precede or are not subsequently followed by increased revenues, the
Company's operating results will fluctuate and anticipated net losses in a given
period may be greater than expected.

        The Company expects to experience significant fluctuations in its future
quarterly operating results due to a variety of other factors, many of which are
outside the Company's control. Factors that may adversely affect the Company's
quarterly operating results include, but are not limited to (I) the Company's
ability to retain existing customers, attract new customers at a steady rate and
maintain customer satisfaction, (ii) changes in inventory availability from
third party suppliers or commission rates paid by travel suppliers, (iii) the
announcement or introduction of new or enhanced sites, services and products by
the Company or its competitors, (iv) general economic conditions specific to the
Internet, online commerce or the travel industry, (v) the level of use of online
services and consumer acceptance of the Internet and commercial online services
for the purchase of consumer products and services such as those offered by the
Company, (vi) the Company's ability to upgrade and develop its systems and
infrastructure and to attract new personnel in a timely and effective manner,
(vii) the level of traffic on the Company's online sites, (viii) technical
difficulties, system downtime or Internet brownouts, (ix) the amount and timing
of operating costs and capital expenditures relating to expansion of the
Company's business, operations and infrastructure, (x) governmental regulation
and (xi) unforeseen events affecting the travel industry, including terrorist
activities similar to September 11 and the conflict with Iraq.

        In addition, the Company expects that it will experience seasonality in
its business, reflecting seasonal fluctuations in the travel industry, Internet
and commercial online service usage and advertising expenditures. The Company
anticipates that travel bookings will typically increase during the first and
second quarter in anticipation of summer travel and will typically decline
during the third quarter. Internet and commercial online service usage and the
rate of growth of such usage may be expected typically to decline during the
summer. Depending on the extent to which the Internet and commercial online
services are accepted as an advertising medium, seasonality in the level of
advertising expenditures could become more pronounced for Internet-based
advertising. Seasonality in the travel industry, Internet and commercial online
service usage and advertising expenditures is likely to cause fluctuations in
the Company's operating results and could have a material adverse effect on the
Company's business, operating results and financial condition.

        Due to the foregoing factors, quarterly revenues and operating results
are difficult to forecast, and the Company believes that period-to-period
comparisons of its operating results will not necessarily be meaningful and
should not be relied upon as an indication of future performance. It is likely
that the Company's future quarterly operating results from time to time will not
meet the expectations of security analysts or investors. In such event, the
price of the Company's Common Stock would likely be materially and adversely
affected.

LIQUIDITY AND CAPITAL RESOURCES

         Cash used by operating activities in 2003 was approximately $109,736 as
compared to cash used in operating activities of $33,000 in 2002.

        Cash provided by financing activities was approximately $325,000 in 2003
and used by financing activities was approximately $325,000 in 2002. Cash
provided by financing activities in 2002 was mostly from the amount borrowed
from the SBA. As of December 31, 2003, we had approximately $78,619 in cash and
approximately $805,955 in short-term investments.

        The Company believes that cash and short term investments on hand at
December 31, 2003 and its cash flow from operations will be sufficient to meet
its obligation on a timely basis for the next 12 months.

FORWARD-LOOKING STATEMENTS

        All statements other than statements of historical fact included in this
annual report, including without limitation statements regarding the company's
financial position, business strategy and the plans and objectives of the
company's management for future operations are forward-looking statements. When
used in this annual report, words such as "anticipate", "believe," "estimate,"
"expect," "intend", and similar expressions, as they relate to the company or
its management, identify forward-looking statements. Such forward-looking
statements are based on the beliefs of the company's management, as well as
assumptions made by and information currently available to the company's
management. Actual results could differ materially from those contemplated by
the forward-looking statements as a result of certain factors, including but not
limited to, business and economic conditions. Competitive factors and pricing
pressures, capacity and supply constraints. Such statements reflect the views of
the company with respect to future events and are subject to these and other
risks, uncertainties and assumptions relating to the operations, results of
operations, growth strategy And liquidity of the company. Readers are cautioned
not to place undue reliance on these forward-looking statements. The company
does not undertake any obligation to release publicly any revisions to these
forward-looking statements to reflect future events or circumstances or to
reflect the occurrence of unanticipated events.

         The brick and mortar franchise system of travel agencies is an
established 22-year old system. The Company has redirected its focus on our
internet products and services that include Rezcity.com, an online city guide
and travel store. It is also using its software applications, that it has
previously invested extensively in, to drive the online travel store to
independent retail travel agencies, as well as, developing reservations systems
which suppliers link their computer systems to airline computer systems and
interact via the internet to take bookings from travel agents and consumers
using its unique patent pending technology.



Item 7. Changes in and Disagreements with Accountants on Accounting and
------- ----------------------------------------------------------------
        Financial Disclosure

None

                                    PART III

Item 8.  Directors and Executive Officers, Promoters and Control Persons;
-------  -----------------------------------------------------------------------
         Compliance with Section 16(a) of the Exchange Act
         -------------------------------------------------


     The directors and executive officers of the Company are as follows:
<TABLE>
<S>                   <C>       <C>
Name                  Age       Position(s) with the Company
----                  ---       ----------------------------

Michael Brent . . . 61          President and Chief Executive Officer and Director
Derek Brent . . . . 32          VP/Comptroller, Secretary and Director
Harold Kestenbaum . 53          Director
</TABLE>
 <PAGE>

        Michael Brent has been a director of the Company since September 1999.
He graduated from the University of Miami in June 1965 with a Bachelor of Arts,
in administration and accounting. From July 1965 through 1974, he was a Director
of Convention Sales for his family hotel business. From 1974 - 1981, Mr. Brent
owned and operated his own travel company. In 1982, he helped start Travel
Network, Ltd. (the Company) and served as Vice President until June 1989 when he
became its Chief Operating Officer and a part owner. In 1994, Mr. Brent became
the Company's President and Chief Executive Officer. As of December 1997, he
became sole owner of the Company. Mr. Brent has been a director of the Company
since 1999.

        Derek Brent has been a director of the Company since September 1999. He
joined the Company in May 1993 as a sales consultant. In 1996, he became
Director of Sales. Mr. Brent, the son of Michael Y. Brent, graduated from the
University of Maryland in June 1993 with a Bachelor of Business Administration
and Accounting, majoring in accounting. He has passed all necessary CPA
examinations. Mr. Brent has been a director of the Company since 1999. In
addition he currently serves as our principal accounting officer.

        Harold Kestenbaum has been an independent director the Company since
September 1999. Mr. Kestenbaum has been engaged primarily in the private
practice of law, specializing in franchise law from his Garden City, New York
offices.

Item 9.   Executive Compensation
-------   ----------------------

     The following table sets forth the annual and long-term compensation with
regard to the Chairman/Chief Executive Officer and each of the other executive
officers of the Company who received more than $100,000 for services rendered
for the fiscal years ended December 31, 2002, 2001 and 2000.

<TABLE>
<S>                        <C>       <C>         <C>      <C>            <C>         <C>            <C>
                                     Summary Compensation Table
                                        Annual Compensation               Long-Term Compensation
                                     ---------------------------------  ----------------------------

                                                          Other Annual   Restricted   Securities
Name and                   Fiscal                        Compensation   Stock Awards  underlying
All Other
Principal Position           Year     Salary      Bonus        (1)         ($)      Options/SARS(#)
Compensation
------------------          ------    ------      -----   ------------ ------------ --------------
Michael Y. Brent            2003      $216,951     -             -0-         -            -
Chairman, President and     2002      $197,229     -          $58,300        -            -
Chief Executive Officer     2001      $166,930     -          $58,000        -            -
</TABLE>
<PAGE>


(1) Includes automobile, medical and miscellaneous travel expenses. Employment
Contracts

     In March 2000, we entered into an employment agreement with Michael Y.
Brent, for a term expiring in 2005, providing for an annual base salary of
$200,000 a year with annual 6% increases thereafter, and bonus incentive of 10%
of all front end franchise fees earned by the Company.

Option/SAR Grants in Last Fiscal Year

        The following table sets forth certain information with respect to stock
options granted to the officers named in the Summary Compensation Table during
the fiscal year ended December 31,2002.

                                         Individual Grants
                   ---------------------------------------------------------
                       Number of       % of Total
                      Securities     Options Granted    Exercise
                      Underlying       Employees in     Price     Expiration
Name               Options Granted (1)  Fiscal Year   per Share      Date
----               ------------------ --------------  ---------   ----------

Michael Y. Brent        200,000              40%         $1.00         2006
Stephanie Abrams        100,000              20%         $1.00         2006
Derek J. Brent          100,000              20%         $1.00         2006
(1)  These options are exercisable for seven years.

Aggregated Option/SAR Exercises and Fiscal Year-End Options/SAR Value Table

     The following information concerns the exercise of each stock option and/or
free standing SAR during the last fiscal year by each of the named executive
officers and the aggregate fiscal year-end value of unexercised options and
SARs.

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

                                          Number of
                                      Securities Underlying       Value of Unexercised
                                      Unexercised Options           In-The-Money Options
                                        at Fiscal Year End          at Fiscal Year End
Name               Exercise Realized Exercisable/Unexercisable      Exercisable/Unexercisable
----               -------- -------- ------------------------- -------------------------

Michael Brent         -        -            - / 200,000                  $ - / -
Stephanie Abrams      -        -            - / 100,000                  $ - / -
Derek J. Brent        -        -            - / 100,000                  $ - / -
</TABLE>

Indemnification Agreements

        We have entered into separate indemnification agreements with our
officers and directors and we have agreed to provide indemnification with regard
to specified legal proceedings so long as the indemnified officer or director
has acted in good faith and in a manner he or she reasonably believed to be in,
or not opposed to, our best interests and, with respect to any criminal
proceedings, had no reasonable cause to believe his or her conduct was unlawful.
We only provide indemnification for expenses, judgments, fines and amounts paid
in settlement actually incurred by the relevant officer or Director, or on his
or her behalf, arising out of proceedings brought against the officer or
Director by reason of his or her corporate status.

Compliance with Section 16(a) of the Securities Exchange Act

        Section 16(a) of the Exchange Act requires our executive officers,
Directors and persons who own more than ten percent of a registered class of our
equity securities ("Reporting Persons") to file reports of ownership and changes
in ownership on Forms 3, 4, and 5 with the Securities and Exchange Commission
(the "SEC") and the National Association of Securities Dealers (the "NASD").
These Reporting Persons are required by SEC regulation to furnish us with copies
of all Forms 3, 4 and 5 they file with the SEC and NASD. Based solely on our
review of the copies of the forms we have received, we believe that all
Reporting Persons complied on a timely basis with all filing requirements
applicable to them with respect to transactions during fiscal year 2002.


<PAGE>

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

     The following table sets forth, as of March 18, 2003, information with
regard to ownership of our common stock by (1) each beneficial owner of 5% or
more of our common stock, based on filings with the Commission; (2) each
executive officer named in our "Summary Compensation Table"; (3) each of our
directors; and (4) all of our executive officers and directors as a group:


                            Common Stock                   Percent
Name and Address (1)   Beneficially Owned              of Class
--------------------      ------------------              --------

Michael Y. Brent              4,847,032                      46.75%
Derek Brent                     162,328                       1.56%
Harold Kestenbaum                  -                           -
Directors and Officers
 as a group (3 persons)       5,009,360                      48.31%

-------
(1)  The address of each of the individuals and entities in this table is 560
     Sylvan Avenue, Englewood Cliffs, New Jersey 07632.


Item 12.    Certain Relationships and Related Transactions
--------    ----------------------------------------------

        The Company pays commissions to another company owned by Michael Brent.
Such payments totaled approximately $60,000 and $60,000 for the years ended
December 31, 2003 and 2002 respectively.


                                     PART IV

Item 13.    Exhibits, Financial Statement Schedules and Reports on Form 8-K
--------    ---------------------------------------------------------------

     (a) Financial Statements
     The financial statements listed in the accompanying index to financial
statements and schedule on Page F-1 are filed as part of this report.
     (b) Exhibits
     Certain of the following exhibits (as indicated in the footnotes to the
list), were previously filed as exhibits to other reports or registration
statements filed by the Registrant under the Securities Act of 1993 or under the
Securities Exchange Act of 1934 and are herein incorporated by reference.

<TABLE>
<S>    <C>
Exhibit
  No.                         Exhibits
-------                       --------

3.1   Certificate of Incorporation of the Company  (Incorporated by reference to
      Exhibit 3.1 to Registration Statement on Form S-18, File No. 33-29561-NY).
3.2   Certificate of Amendment to the Certificate of Incorporation of the
      Company (Incorporated by reference to Form 10-KSB for the fiscal year
      ended November 30, 1998).
3.3   Certificate of Amendment to the Certificate of Incorporation of the
      Company filed with the Secretary of State of New York on September 28,
      1999. (Incorporated by reference to Form 10-KSB for the fiscal year ended
      December 31, 1999.)
3.4   By-Laws of the Company, as amended.(Incorporated by reference to Exhibit
      3.2 to Registration Statement on Form S-18, File No. 33-29561-NY).
10.1  Employment Agreement between the Company and Michael Y. Brent, dated March
      1, 2000. (Incorporated by reference to Form 10-KSB for the fiscal year
      ended December 31, 1999.)
10.2  Lease Agreement  between Wal-Mart Stores,  Inc. and Travel Network dated as
      of July 1, 1996. (Incorporated by reference to Form 10-KSB for the fiscal year
      ended December 31, 1999.)
10.3       Form of Indemnification Agreement. (Incorporated by reference to Form 10-KSB
      for the fiscal year ended December 31, 1999.)
10.4  Certificate of Amendment to the Certificate Incorporation of the Company
      filled with the Secretary of State of New York on September 28, 2000
      (Incorporated by reference to Exhibit 3.1.2 to Form SB-2 Registration
      Statement, File No. 333-4666)

</TABLE>

(b) Reports on Form 8-K
     None

<PAGE>

                                   SIGNATURES

            Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, REZconnect(R) Technologies, Inc. has duly
caused this Report to be signed on its behalf by the undersigned thereunto duly
authorized on the 31st day of March, 2004.

                                  REZconnect(R)Technologies, Inc.

                                  /s/ Michael Y. Brent
                                  ------------------------------------
                                  Michael Y. Brent
                                  Chairman of the Board,
                                  President and Chief Executive Officer

        Pursuant to the requirements of the Securities Exchange Act of 1934,
this Report has been signed below by the following persons on behalf of
REZconnect Technologies, Inc. (formerly ETRAVNET.COM,INC.) in the capacities
indicated on the 31st day of March, 2004.


/s/ Michael Y. Brent        Chairman of the Board               March 31, 2004
Michael Y. Brent            President and
                             Chief Executive Officer

/s/ Derek Brent             Director                            March 31, 2004
Derek Brent

/s/ Harold Kestenbaum       Director                            March 31, 2004
Harold Kestenbaum

<PAGE>

CERTIFICATIONS

I, MICHAEL Y. BRENT, certify that:

     1.   I have  reviewed  this  annual  report  on  Form  10-K  of  REZconnect
          Technologies,  Inc.;

     2.   Based on my knowledge,  this annual 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  annual  report;  and

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

     4.   The registrant's  other certifying  officers and I are responsible for
          establishing  and maintaining  disclosure  controls and procedures (as
          defined in Exchange  Act Rules  13a-14 and 15d-14) for the  Registrant
          and we have:

          a.   Designed such  disclosure  controls and procedures to ensure that
               material  information  relating to the Registrant,  is made known
               particularly  during the period in which  this  annual  report is
               being   prepared.

          b.   Evaluated  the  effectiveness  of  the  Registrant's   disclosure
               controls and  procedures as of a date within 90 days prior to the
               filing date of this annual report (the "Evaluation  Date") and

          c.   Presented  in this  annual  report,  our  conclusions  about  the
               effectiveness of the disclosure  controls and procedures based on
               our evaluation as of the evaluation date.

     5.   The Registrant's other certifying officers and I have disclosed, based
          on our most recent  evaluation,  to the Registrant's  auditors and the
          audit  committee  of the  Registrant's  board  of  directors.

          a.   All  significant  deficiencies  in the  design  or  operation  of
               internal  controls which could adversely  affect the Registrant's
               ability to record,  process,  summarize and report financial data
               and have  identified for the  Registrant's  auditors any material
               weaknesses in internal controls; and

          b.   Any fraud,  whether or not material,  that involves management or
               other employees who have a significant  role in the  Registrant's
               internal controls; and

     6.   The Registrant's  other certifying  officers and I have indicated that
          there were no  significant  changes in  internal  controls or in other
          factors that could  significantly  affect internal controls subsequent
          to the date of our most recent  evaluation,  including any  corrective
          actions  with  regard  to   significant   deficiencies   and  material
          weaknesses.


Date: 3/31/04

     /s/ Michael Y. Brent

     -----------------------------------------
     [signature]
     Chairman of the Board, President and Secretary

CERTIFICATIONS

I, DEREK J. BRENT, certify that:

     1.   I have  reviewed  this  annual  report  on  Form  10-K  of  REZconnect
          Technologies, Inc.;

     2.   Based on my knowledge,  this annual 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 annual report; and

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

     4.   The Registrant's  other certifying  officers and I are responsible for
          establishing  and maintaining  disclosure  controls and procedures (as
          defined in Exchange  Act Rules  13a-14 and 15d-14) for the  Registrant
          and we have:

          c.   Designed such  disclosure  controls and procedures to ensure that
               material information relating to the Registrant, is made known to
               us, particularly during the period in which this annual report is
               being   prepared.

          d.   Evaluated  the  effectiveness  of  the  Registrant's   disclosure
               controls and  procedures as of a date within 90 days prior to the
               filing date of this annual report (the "Evaluation  Date") and e.
               Presented  in  this  annual  report  our  conclusions  about  the
               effectiveness of the disclosure  controls and procedures based on
               our  evaluation as of the  evaluation  date.

     5.   The Registrant's other certifying officers and I have disclosed, based
          on our most recent  evaluation,  to the Registrant's  auditors and the
          audit  committee  of the  Registrant's  board  of  directors.

          f.   All  significant  deficiencies  in the  design  or  operation  of
               internal  controls which could adversely  affect the Registrant's
               ability to record,  process,  summarize and report financial data
               and have  identified for the  Registrant's  auditors any material
               weaknesses in internal controls; and

          g.   Any fraud,  whether or not material,  that involves management or
               other employees who have a significant  role in the  Registrant's
               internal  controls;  and

     6.   The Registrant's  other certifying  officers and I have indicated that
          there were no  significant  changes in  internal  controls or in other
          factors that could  significantly  affect internal controls subsequent
          to the date of our most recent  evaluation,  including any  corrective
          actions  with  regard  to   significant   deficiencies   and  material
          weaknesses.



Date: 3/30/04

        /s/ Derek J. Brent

        -------------------------------------------------
        [signature]
        Chief Financial Officer