<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

               For the Quarterly Period Ended: September 30, 2004


             [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
            For transition period from __________ to _______________


                         Commission File Number: 0-25548

                         TECHNOLOGY VISIONS GROUP, INC.,
                         -------------------------------
                 (Name of small business issuer in its charter)



             Delaware                                     84-100269
------------------------------------        ------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)


                      910 West San Marcos Blvd., Suite 102
                          San Marcos, California 92078
                          ----------------------------
                    (Address of principal executive offices)

        Registrant's telephone number, including area code: 760/918-9168
        Securities registered pursuant to Section 12(b) of the Act: None

           Securities registered pursuant to Section 12(g) of the Act:
                          Common Stock, $.001 par value
                                (Title of class)


         Check whether the issuer (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 the filing requirements for
at least the past 90 days.
                                 Yes [X] No [ ]

         At November 19, 2004, 79,175,361 shares of common stock were
outstanding

Transitional Small Business Disclosure Format: Yes [ ]    No [X]

<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                              INDEX TO FORM 10-QSB
                               SEPTEMBER 30, 2004


                                                                            Page
                                                                            ----
PART I
------

Item 1.   Financial Statements

          Balance Sheet - September 30, 2004 (unaudited).......................1

          Statements of Operations (unaudited) - Three and Nine Months Ended
             September 30, 2004 and 2003 and for the Period of Inception,
             January 1, 1995 through
             September 30, 2004................................................2

          Statements of Cash Flows (unaudited) - Nine Months Ended
             September 30, 2004 and 2003 and for the Period of Inception,
             January 1, 1995 through September 30, 2004........................3

          Notes to Financial Statements (unaudited)........................... 5

Item 2.   Management's Discussion and Analysis of
          Financial Condition and Results of Operations.......................16

Item 3.   Controls and Procedures.............................................21



PART II
-------

Item 1.   Legal Proceedings...................................................22

Item 2.   Changes in Securities...............................................22

Item 3.   Defaults Upon Senior Securities.....................................22

Item 4.   Submission of Matters to a Vote of Security Holders.................22

Item 5.   Other Information...................................................22

Item 6.   Exhibits and Reports on Form 8-K....................................22

          Signatures..........................................................23

<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                                  BALANCE SHEET
                                   (UNAUDITED)
                            AS OF SEPTEMBER 30, 2004


                                     ASSETS

Cash and cash equivalents                                          $      3,636
                                                                   -------------
      Total current assets                                                3,636

Property and equipment, net of accumulated depreciation
      of $116,628                                                         1,491
Other assets                                                              6,401
                                                                   -------------
      Total assets                                                 $     11,528
                                                                   =============

                      LIABILITIES AND STOCKHOLDERS' DEFICIT

Accounts payable                                                   $    327,678
Accrued expenses                                                          3,000
Loan advance                                                             60,000
Current portion of notes payable to related parties                     340,500
                                                                   -------------
      Total current liabilities                                         731,178

Notes payable to related parties                                        327,439
Accrued interest to related parties                                     388,593
Accrued officers and directors compensation                           2,166,416
                                                                   -------------
      Total liabilities                                               3,613,626

Commitments                                                                  --

Stockholders' deficit:
Preferred stock, $.001 par value; 2,000,000 shares authorized;
      none issued and outstanding                                            --
Common stock, $.001 par value; 100,000,000 share authorized;
      66,775,366 issued and outstanding                                  66,775
Additional paid-in-capital                                           15,011,245
Accumulated deficit                                                 (18,534,634)
Stock offering costs                                                   (145,484)
                                                                   -------------
      Total stockholders' deficit                                    (3,602,098)
                                                                   -------------
      Total liabilities and stockholders' deficit                  $     11,528
                                                                   =============


              See accompanying notes to these financial statements.

                                       1
<PAGE>
<TABLE>

                                                  TECHNOLOGY VISIONS GROUP, INC.
                                                   (A DEVELOPMENT-STAGE COMPANY)
                                                     STATEMENTS OF OPERATIONS
                                                            (UNAUDITED)

                                                                                                                 For the period
                                                                                                                   of Inception,
                                                                                                                  from January 1,
                                                     For the Three Months             For the Nine Months          1995 through
                                                      Ended September 30,              Ended September 30,           Sept. 30,
                                                   2004              2003            2004              2003             2004
                                               -------------    -------------    -------------    -------------    -------------
<S>                                            <C>              <C>              <C>              <C>              <C>
Revenues                                       $         --     $         --     $         --     $         --     $         --

Costs and expenses:
      Research and development                           --               --               --               --          685,507
      General and administrative expenses            40,905           44,637          136,313          454,533        6,367,626
      Directors compensation                         75,000           75,000          225,000           22,500        1,071,000
      Compensatory element of stock options              --               --            5,290           17,156        2,285,506
      Loss from litigation settlement, net               --               --               --               --          476,350
      Impairment of fixed assets                         --               --               --               --          223,064
      Impairment of patent                               --               --               --               --           55,477
                                               -------------    -------------    -------------    -------------    -------------
Operating loss                                     (115,905)        (119,637)        (366,603)        (494,189)     (11,164,530)

Other income and (expenses):
      Interest income                                     2                5               24               19            1,216
      Gain from reduction in debt                        --               --               --               --        1,354,330
      Interest expense                              (36,495)         (31,226)         (97,329)         (80,616)      (1,943,776)
      Other income                                      330              485              495              485          718,119
      Financing costs                                    --               --               --               --         (383,600)
      Debt conversion expense                            --               --               --               --         (155,343)
                                               -------------    -------------    -------------    -------------    -------------
Net loss                                       $   (152,068)    $   (150,373)    $   (463,413)    $   (574,301)     (11,573,584)
                                               =============    =============    =============    =============    =============


Basic and dilutive net loss per share          $      (0.00)    $      (0.00)    $      (0.01)    $      (0.01)
                                               =============    =============    =============    =============

Weighted average number
      of shares outstanding                      66,688,029       63,931,173       65,900,566       62,763,977
                                               =============    =============    =============    =============

                                       See accompanying notes to these financial statements.
</TABLE>

                                                                2
<PAGE>
<TABLE>
                                             TECHNOLOGY VISIONS GROUP, INC.
                                              (A DEVELOPMENT-STAGE COMPANY)
                                          STATEMENTS OF CASH FLOWS (UNAUDITED)

                                                                                               For the period
                                                                                               of Inception,
                                                                                               from January 1,
                                                                  For the Nine Months           1995 through
                                                                  Ended September 30,            Sept. 30,
                                                                 2004            2003               2003
                                                             -------------    -------------    -------------
<S>                                                          <C>              <C>              <C>
Cash flows from operating activities:
      Net loss                                               $   (463,413)    $   (574,301)    $(11,573,584)
      Adjustments to reconcile net loss to net cash
          Used in operating activities:
      Depreciation and amortization                                 2,419            3,393          159,418
      Amortization of deferred finance costs                           --               --          851,350
      Gain from reduction of debt                                      --               --       (1,429,701)
      Common stock issued for services rendered                        --           68,250          270,870
      Common stock issued for licensing agreement                      --               --           30,000
      Compensatory element of common stock and options              5,290           17,156        2,960,506
      Impairment of patent                                             --               --           55,477
      Impairment of fixed assets                                       --               --          223,064
      Write-off shareholder loans                                      --               --         (200,466)
      Loss on litigation settlement                                    --               --          526,350
      Loss on disposal of fixed assets                                 --               --            4,377
      Notes issued in settlement of consulting fees                    --               --          274,250
      Debt conversion expense                                          --               --          155,343
      Changes in operating assets and liabilities:
          Decrease (increase) in accounts receivable                   --               --               --
          Decrease (increase) in prepaid expenses                      --          (44,007)          24,471
          (Increase) in deposits                                   (1,601)              --           (5,013)
          Increase in accounts payable and
              accrued expenses                                    298,996          291,065        3,914,351
                                                             -------------    -------------    -------------
      Net cash used in operating activities                      (158,309)        (238,444)      (3,758,937)
CASH FLOWS FROM INVESTING ACTIVITIES:
      Purchases of fixed assets                                      (644)          (1,032)        (248,519)
      Costs of licenses and patents                                    --               --          (54,550)
                                                             -------------    -------------    -------------
      Net cash used in investing activities                          (644)          (1,032)        (303,069)
CASH FLOWS FROM FINANCING ACTIVITIES:
      Proceeds from sale of common stock                           45,000           35,000          861,743
      Proceeds from issuance of convertible debenture                  --               --          375,000
      Proceeds from stock purchase agreement                       90,000           10,000          110,000
      Payments on debenture notes                                      --               --         (110,000)
      Notes payable, net                                           25,000          184,423        2,997,259
      Deferred finance charges                                         --               --         (175,350)
      Proceeds from exercise of stock options                          --               --            3,000
      Repayment of notes due to stockholders                                                        (16,234)
      Repayment of notes receivable from stockholders                  --               --            6,360
                                                             -------------    -------------    -------------
      Net cash provided by (used in) financing activities         160,000          229,423        4,051,778
NET INCREASE (DECREASE) IN CASH                                     1,047          (10,053)         (10,228)
CASH AT BEGINNING OF PERIOD                                         2,589           28,314           13,864
                                                             -------------    -------------    -------------
CASH AT END OF PERIOD                                        $      3,636     $     18,261     $      3,636
                                                             =============    =============    =============

                                  See accompanying notes to these financial statements.
</TABLE>

                                                           3
<PAGE>
<TABLE>

                                         TECHNOLOGY VISIONS GROUP, INC.
                                          (A DEVELOPMENT-STAGE COMPANY)
                                      STATEMENTS OF CASH FLOWS - Continued
                                                   (UNAUDITED)

                                                                                               Inception,
                                                                                             from January 1,
                                                                   For the Nine Months        1995 through
                                                                   Ended September 30,          Sept. 30,
                                                                   2004           2003             2004
                                                               -----------     -----------     -----------
<S>                                                            <C>             <C>             <C>
 SUPPLEMENTAL DISCLOSURES:
 Cash paid during the period for:
 --------------------------------
       Interest                                                $      283      $      383      $  120,228
                                                               ===========     ===========     ===========
       Taxes                                                   $      800      $      857      $    7,476
                                                               ===========     ===========     ===========

Non-cash Financing Activities:
      Value of shares issued in connection
          with compensatory obligations                        $       --      $       --      $  919,400
                                                               ===========     ===========     ===========
      Value of stock issued for
          conversion of notes payable                          $       --      $       --      $2,054,653
                                                               ===========     ===========     ===========
      Accrued interest converted to common stock               $       --      $       --      $   53,473
                                                               ===========     ===========     ===========
      Value of shares paid to satisfy accounts payable         $    1,830      $    1,842      $   81,710
                                                               ===========     ===========     ===========
      Assets acquired through a capital lease                  $       --      $       --      $    7,126
                                                               ===========     ===========     ===========
      Value of shares issued for consulting services           $       --      $   68,250      $  624,160
                                                               ===========     ===========     ===========
      Value assigned to stock options issued for services      $    5,290      $   17,156      $   98,696
                                                               ===========     ===========     ===========
      Value of stock issued for licensing agreement            $       --      $       --      $   30,000
                                                               ===========     ===========     ===========
      Value of shares issued for settlement
          of convertible promissory  notes                     $       --      $       --      $  534,235
                                                               ===========     ===========     ===========
      Value of shares issued for settlement of litigation      $       --      $       --      $   51,250
                                                               ===========     ===========     ===========
      Value of stock issued in exchange for                    $       --      $       --      $   17,294
                                                               ===========     ===========     ===========
          note receivable
      Value of shares issued to satisfy accrued expenses       $       --      $       --      $   53,500
                                                               ===========     ===========     ===========
      Value of shares issued as additional
          consideration for loan                               $       --      $       --      $   42,750
                                                               ===========     ===========     ===========
      Reduction of notes payable and accrued
          interest due to litigation                           $       --      $       --      $   60,000
                                                               ===========     ===========     ===========
      Satisfaction of notes receivable in
          exchange for services                                $       --      $       --      $    8,334
                                                               ===========     ===========     ===========
      Value of stock issued for stock offering costs           $       --      $  151,022      $  151,022
                                                               ===========     ===========     ===========

                                  See accompanying notes to these financial statements.
</TABLE>

                                                         4
<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                         September 30, 2004 (Unaudited)


NOTE 1 - BUSINESS AND CONTINUED OPERATIONS

Technology Visions Group, Inc. (the "Company") was incorporated in the State of
Delaware on April 29, 1985. In March 1995, the management resigned and new
management commenced a new direction of the Company. For financial reporting
purposes, inception is defined as January 1, 1995. Prior to December 22, 2000,
the Company's name was Orbit Technologies, Inc. The Company's business plan
focuses on applied research and development of new and innovative technologies,
engineering ideas, methods, and processes that hold the potential to become
commercially viable products or processes. Once a product or process receives
commercial validation through an outside or third party, it is the Company's
intention to either spin it off as a separate business entity, or license or
sell to an affiliated or unaffiliated entity that, at that time, becomes
responsible for the production, marketing and sales of such products or
services. The Company's technologies are undergoing certain feasibility studies
and/or actual field tests and evaluations in the area of the treatment and
stabilization of buried low-level mixed radioactive waste. To date, the Company
has not commercialized any of its technologies.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Unaudited Interim Financial Statements
--------------------------------------

The interim financial data as of September 30, 2004, and for the nine months
ended September 30, 2004 and 2003 are unaudited; however, in the opinion of
management, the interim data includes all adjustments, consisting only of normal
recurring adjustments, necessary to present fairly the Company's financial
position as of September 30, 2004, and the results of its operations for the
nine months and cash flows for the nine months ended September 30, 2004 and
2003. These results are not necessarily indicative of the results expected for
the year ending December 31, 2004. These financial statements and notes thereto
do not reflect all disclosures necessary for preparation under accounting
principles generally accepted in the United States. Refer to the Company's
Annual Report on Form 10-KSB for the year ended December 31, 2003.

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

The accompanying financial statements have been prepared in conformity with
accounting principles generally accepted in the United States, which contemplate
continuation of the Company as a going concern. Prior to inception, the Company
had losses accumulating to $6,961,050. The Company, since inception, has
suffered losses accumulating to $11,573,584 through September 30, 2004. For the
year ended December 31, 2003 and for the nine months ended September 30, 2004,
the Company incurred net losses of approximately $720,194 and $463,413,
respectively, and as of September 30, 2004, had a stockholders' deficit and a
working capital deficit of approximately $3,602,098 and $727,542, respectively.
The Company is in arrears with certain of its payables and accrued liabilities.
The Company requires additional funds to move into the marketing and
commercialization of its technologies. No assurances can be given that the
Company can manufacture its technologies on a large-scale basis or at a feasible
cost. Further, no assurance can be given that any technology will receive market
acceptance. The Company's ability to continue as a going concern is dependent
upon obtaining the additional financing, restructuring and/or curing the
defaults on its debt, and the successful marketing of its technologies. These
factors raise substantial doubt about the Company's ability to continue as a
going concern. Management plans to explore additional sources of working capital
including borrowings, sales of securities, joint ventures and licensing of
technologies. In April 2003, the Company entered into a common stock purchase
agreement with Fusion Capital Fund II, LLC ("Fusion Capital") in an effort to
raise working capital (see Note 6). Management intends to use any funds raised
to pursue the marketing and commercialization of its technologies. Management
believes that the Company can raise adequate capital to keep the Company
functioning at a minimum level of operation in the next fiscal year. Management
is exploring ways to reduce its existing liabilities, including exchanging
certain of its liabilities for shares of its common stock. There can be no
assurance that management will be successful in its efforts to raise capital
sufficient to fund its working capital requirements or to convert debts into
common stock during the next twelve months. These financial statements do not
include any adjustments relating to the recoverability of recorded asset amounts
that might be necessary as a result of the above uncertainty.

                                       5
<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                         September 30, 2004 (Unaudited)


Development-Stage Company
-------------------------

The Company is considered a development-stage company, with no operating
revenues from the license and/or sale of commercially viable technologies during
the periods presented, as defined by Statement of Financial Accounting Standards
("SFAS") No. 7. SFAS No. 7 requires companies to report their operations,
shareholders deficit and cash flows since inception through the date that
revenues are generated from management's intended operations, among other
things. Management has defined inception as January 1, 1995, near the date
management control was obtained. Since inception, the Company has incurred
operating losses totaling approximately $11.4 million, much of which relates to
stock-based compensation to officers, directors and consultants as a means to
preserve working capital. The Company's working capital has been generated
through the sales of common stock and debt. In addition, significant research
and development costs to develop technologies have been expended since
inception. Management has provided financial data since January 1, 1995
"Inception" in the financial statements, as a means to provide readers of the
Company's financial information to make informed investment decisions.

The Company completed the initial and intermediate testing and evaluation of its
GMENT technology at the Department of Energy ("DOE") Idaho Falls site with the
receipt of Volume II of the "Final Results Report, In Situ Grout Technology for
Application in Buried Transuranic Waste Sites," published in April 2003 by the
Idaho National Engineering and Environmental ("INEEL"). Confirmation of the test
results using surrogate waste is now being done using actual radioactive waste.
Therefore, there have been no expenditures during the nine months ended
September 30, 2004 for research and development. The Company is moving into
position to begin the marketing and commercialization phase of its development.

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

The preparation of the financial statements in conformity with accounting
principles generally accepted in the United States requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities, and disclosure of contingent liabilities at the date of the
financial statements and the reported amounts of expenses during the reporting
period. Actual results could differ from those estimates.

Risks and Uncertainties - Technologies
--------------------------------------

The Company's operations are subject to new innovations in product design and
function. Significant technological changes can have an adverse effect on
product lives. Design and development of new products are important elements to
achieve profitability in this industry segment.

Shareholder Dilution
--------------------

The Company's management has relied on the issuance of its common stock to
provide working capital and provide compensation to officers, directors and
consultants. The trading price of the Company's common stock has declined over
time. If the Company continues to rely on the issuance of common stock to retain
key management and consultants, based on current per-share prices, the existing
shareholders may be significantly diluted in the future.

                                       6
<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                         September 30, 2004 (Unaudited)


Incremental Shares

Securities that could potentially dilute basic earnings per share ("EPS") in the
future that were not included in the computation of diluted EPS because to do so
would have been anti-dilutive as of September 30, 2004 consist of the following:

                                                             Number of Potential
                                                              Additional Common
                                                                    Shares
                                                             -------------------

Notes payable to related parties                                     10,985,882
Options to purchase common stock                                      1,312,500
Accrued officers' and directors' compensation                        32,540,934
                                                             -------------------
       Total incremental shares at September 30, 2004                44,839,316
                                                             ===================

Equipment and Fixtures
----------------------

Equipment and fixtures are recorded at cost. Depreciation is provided using
accelerated and straight-line methods over the estimated useful lives of the
related assets as follows:

                Description                                 Years
                -----------                                 -----

                Furniture and fixtures                        7
                Computer hardware and software               3-5

Recent Accounting Pronouncements
--------------------------------

On May 15, 2003, the Financial Accounting Standards Board (FASB) issued FASB
Statement No. 150 (FAS 150), Accounting for Certain Financial Instruments with
Characteristics of both Liabilities and Equity. FAS 150 changes the accounting
for certain financial instruments that, under previous guidance, could be
classified as equity or "mezzanine" equity, by now requiring those instruments
to be classified as liabilities (or assets in some circumstances) in the
statement of financial position. Further, FAS 150 requires disclosure regarding
the terms of those instruments and settlement alternatives. FAS 150 affects an
entity's classification of the following freestanding instruments: a)
Mandatorily redeemable instruments b) Financial instruments to repurchase an
entity's own equity instruments c) Financial instruments embodying obligations
that the issuer must or could choose to settle by issuing a variable number of
its shares or other equity instruments based solely on (i) a fixed monetary
amount known at inception or (ii) something other than changes in its own equity
instruments d) FAS 150 does not apply to features embedded in a financial
instrument that is not a derivative in its entirety. The guidance in FAS 150 is
generally effective for all financial instruments entered into or modified after
May 31, 2003, and is otherwise effective at the beginning of the first interim
period beginning after June 15, 2003. For private companies, mandatorily
redeemable financial instruments are subject to the provisions of FAS 150 for
the fiscal period beginning after December 15, 2003. The adoption of SFAS No.
150 does not have a material impact on the Company's financial position or
results of operations or cash flows.

In December 2003, the Financial Accounting Standards Board (FASB) issued a
revised Interpretation No. 46, "Consolidation of Variable Interest Entities"
(FIN 46R). FIN 46R addresses consolidation by business enterprises of variable
interest entities and significantly changes the consolidation application of
consolidation policies to variable interest entities and, thus improves
comparability between enterprises engaged in similar activities when those
activities are conducted through variable interest entities. The Company does
not hold any variable interest entities.

                                       7
<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                         September 30, 2004 (Unaudited)


In March 2004, the Emerging Issues Task Force ("EITF") reached a consensus on
Issue No. 03-1, "The Meaning of Other-Than-Temporary Impairment and its
Application to Certain Investments." The EITF reached a consensus about the
criteria that should be used to determine when an investment is considered
impaired, whether that impairment is other-than-temporary, and the measurement
of an impairment loss and how that criteria should be applied to investments
accounted for under SFAS No. 115, "ACCOUNTING IN CERTAIN INVESTMENTS IN DEBT AND
EQUITY SECURITIES." EITF 03-01 also included accounting considerations
subsequent to the recognition of other-than-temporary impairment and requires
certain disclosures about unrealized losses that have not been recognized as
other-than-temporary impairments. Additionally, EITF 03-01 includes new
disclosure requirements for investments that are deemed to be temporarily
impaired. In September 2004, the Financial Accounting Standards Board (FASB)
delayed the accounting provisions of EITF 03-01; however, the disclosure
requirements remain effective for annual reports ending after June 15, 2004. The
Company will evaluate the impact of EITF 03-01 once final guidance is issued.

In April of 2004, the EITF reached consensus on the guidance provided in EITF
Issue No. 03-6, "Participating Securities and the Two-Class Method under SFAS
No. 128 Earnings Per Share" ("EITF 03-6"). EITF 03-6 clarifies whether a
security should be considered a "participating security" for purposes of
computing earnings per share ("EPS") and how earnings should be allocated to a
"participating security" when using the two-class method for computing basic
EPS. The adoption of EITF 03-6 does not have a significant impact on the
Company's financial position or results of operations.

 In May of 2004, the FASB revised FASB Staff Position ("FSP") No. 106-1,
"Accounting and Disclosure Requirements Related to the Medicare Prescription
Drug, Improvement and Modernization Act of 2003" and issued FSP No. 106-2,
"Accounting and Disclosure Requirements Related to the Medicare Prescription
Drug, Improvement and Modernization Act of 2003" ("FSP No. 106-2"). FSP 106-2
provides accounting guidance to the employers who sponsor post retirement health
care plans that provide prescription drug benefits; and the prescription drug
benefit provided by the employer is "actuarially equivalent" to Medicare Part D
and hence qualifies for the subsidy under the Medicare amendment act. The
adoption of FSP 106-2 does not have a significant impact on the Company's
financial position or results of operations.

SEC Staff Accounting Bulletin (SAB) No. 105, "APPLICATION OF ACCOUNTING
PRINCIPLES TO LOAN COMMITMENTS," summarizes the views of the staff of the SEC
regarding the application of generally accepted accounting principles to loan
commitments accounted for as derivative instruments. SAB No.105 provides that
the fair value of recorded loan commitments that are accounted for as
derivatives under SFAS No. 133, "ACCOUNTING FOR DERIVATIVE INSTRUMENTS AND
HEDGING ACTIVITIES," should not incorporate the expected future cash flows
related to the associated servicing of the future loan. In addition, SAB No. 105
requires registrants to disclose their accounting policy for loan commitments.
The provisions of SAB No. 105 must be applied to loan commitments accounted for
as derivatives that are entered into after March 31, 2004. The adoption of this
accounting standard does not have a material impact on the Company's financial
statements.

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

The Company has elected to follow Accounting Principles Board Opinion No. 25,
Accounting for Stock Issued to Employees ("APB 25"), and related interpretations
in accounting for its employee stock options because the alternative fair value
accounting provided under FASB Statement No. 123, Accounting for Stock-Based
Compensation, ("SFAS 123") requires the use of option valuation models that were
not developed for use in valuing employee stock options. As permitted, the
Company adopted the disclosure alternative of SFAS 123 and SFAS 148, which
require pro forma disclosure of net income and earnings per share as if the fair
value method of accounting had been applied. Since the Company has no
significant stock options outstanding, the pro forma financial data is not
meaningful.

                                       8
<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                         September 30, 2004 (Unaudited)


Under APB 25, when the exercise price of the Company's stock options equals or
exceeds the fair value of the underlying stock on the date of grant, no
compensation expense is recorded.

During the quarter ended March 31, 2004, the Company issued two of the officer's
options for a total of 200,000 shares of the Company's common stock as part of
their employment agreements. The Company recorded an expense of $4,940 for these
options. No stock options were granted under these agreements during the current
quarters ended September 30, 2004 and 2003.

NOTE 3 - NOTES PAYABLE TO RELATED PARTIES

Notes payable to related parties consist of the following at September 30, 2004:

<TABLE>
                  Notes                    Interest Rate        Principal Balance   Accrued Interest
----------------------------------------------------------------------------------------------------
<S>                                          <C>   <C>                <C>                 <C>
Current Portion:
     Shareholders                            10% - 12%        $         340,500    $        267,295
                                                              ------------------   -----------------
        Total                                                           340,500             267,295

Long Term Portion:
     Officers                                8% - 10%                   327,440             121,297
                                                              ------------------   -----------------
        Total                                                           327,440             121,297

                                                              ------------------   -----------------
Total Notes Payable to related parties                        $         667,940    $        388,592
                                                              ==================   =================
</TABLE>

Current - Shareholder:
----------------------

At September 30, 2004, the Company had an outstanding loan from a shareholder in
the amount of $25,000. The note bears an interest rate of 10% per annum and was
due on November 5, 1999. The note holder has the right to convert the unpaid
principal and/or accrued interest at the price per share discounted by 20% of
the average bid and ask price five days prior to the date of conversion. No
principal or interest payments have been made during the current fiscal year.
Accrued interest at September 30, 2004 was $13,750. The Company is in default on
the note.

During the quarter ended March 31, 2004, the Company wrote-off notes payable -
shareholders, of $35,000 and the related accrued interest of $16,625 and
recorded the adjustment as an additional contribution by the shareholders
increasing the "Additional Paid-in Capital" account the total amount of $51,625.

On May 27, 1997, the Company entered into an installment loan agreement with an
individual shareholder. As of December 31, 1998, the shareholder had advanced
the Company $299,500 against the $300,000 loan agreement. The installment loan
bears interest at 12% per annum and was due on May 27, 1999. The loan agreement
provides for semi- annual interest payments of $17,920. The installment note is
collateralized by the Company's rights, titles and patents, of the Company's
technology known as "Polymer Encapsulation Technology." No principal or interest
payments have been made during the current fiscal year. Accrued interest at
September 30, 2004 was $252,145. The Company is in default on the note.

                                       9
<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                         September 30, 2004 (Unaudited)


At December 31, 2002, the Company had a loan outstanding from one individual in
the amount of $6,000 received in 1999. There is no stated rate of interest.

In March 2003, the Company entered into a new agreement with a shareholder
whereby the shareholder loaned the Company $10,000. The shareholder has the
right to convert the unpaid principal and/or accrued interest at the price per
share discounted by 20% of the average bid and ask price during the five day
period prior to the date of conversion. This note matured on July 21, 2003.
Accrued interest at September 30, 2004 was $1,400. The Company is in default on
the note.

Long-term - Officers:
---------------------

At December 31, 2001, the two officers had loans outstanding totaling $112,341
to the Company. Each note bears interest of 10% per annum and is due one year
from the issuance date. The notes principal and accrued interest are convertible
into common stock at prices ranging from $0.13 to $0.32 per share. During the
nine months ended September 30, 2004, $5,000 was paid on one of these notes. At
September 30, 2004, the total balance owing on all notes to officers was
$327,440 and the accrued interest was $121,297.

During the year ended December 31, 2002, the officers loaned an additional
$65,000 in cash to the Company at 8% per annum. The officers have the right to
convert the unpaid principal and/or accrued interest at the price per share
discounted by 20% of the average bid and ask price five days prior to the date
of conversion. These notes matured on August 27, 2003. In addition, on June 10,
2002 one of the officers transferred 200,000 shares of the Company's common
stock privately owned by them to pay the retainer for legal fees. At the date of
the transfer the shares had a market value of $0.08 per share or $16,000. When
the attorney sold the shares and reduced his bill, the shares were sold at less
than the value previously recorded. The officer's loans were reduced accordingly
by $2,256 to a net loan value of $13,744.

During the year ended December 31, 2003, the Company entered into seven new
agreements with the officers, whereby the officers loaned a total of $88,000 to
the Company at 8% per annum. In addition, the officers have the right to convert
the unpaid principal and/or accrued interest at the price per share discounted
by 20% of the average bid and ask price during the five day period prior to the
date of conversion. These notes matured between March 11, 2004 and June 23,
2004.

On February 21, 2003, two of the officers transferred a total of 135,667 shares
of the Company's common stock privately owned by them to pay the retainer for
legal fees. At the date of the transfer the shares had a market value of $0.11
per share or $14,923. On May 15, 2003, one of the officers transferred 300,000
shares of the Company's common stock privately owned by them to pay the retainer
for legal fees. At the date of the transfer the shares had a market value of
$0.145 per share or $43,500. These amounts were recorded as an additional loan
made by the officers and applied to prepaid expenses. When the attorney sold the
shares and reduced his bill, the shares were sold at less than the value
previously recorded. The officer's loans were reduced accordingly by $33,812 to
a net loan value of $24,611. On June 2, 2003, an officer transferred 100,000
shares of the Company's common stock privately owned by him to pay consulting
fees to a non-related third-party. At the date of the transfer the shares had a
market value of $0.15 per share or $15,000. On July 29, 2003, one of the
officers transferred 300,000 shares of the Company's common stock privately
owned by them to pay the retainer for legal fees. At the date of the transfer
the shares had a market value of $0.11 per share or $33,000. These amounts were
recorded as an additional loan made by the officers and applied to prepaid
expenses. When the attorney sold the shares and reduced his bill, the shares
were sold at less than the value previously recorded. The officer's loans were
reduced accordingly by $20,157 to a net loan value of $12,843. On December 16,
2003, an officer transferred 10,000 shares of the Company's common stock
privately owned by him to pay consulting fees to a non-related third-party. At
the date of the transfer the shares had a market value of $0.09 per share or
$900. The officers have the right to convert the unpaid principal and/or accrued
interest at the price per share discounted by 20% of the average bid and ask
price five days prior to the date of conversion. These notes mature between
February 21, 2004 and December 16, 2004.

                                       10
<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                         September 30, 2004 (Unaudited)


During 2000, the officers entered into a standstill agreement with the Company
in which they agreed to forebear any collection of the debts for a period of one
year. The agreements with the officers have been extended to January 1, 2006. As
such, all loans made by the officers have been classified as long-term notes
payable.

NOTE 4 - COMMITMENTS AND CONTINGENCIES

Employment and Consulting Agreements
------------------------------------

On January 1, 2002, the Company entered into two employment agreements with its
current officers. The agreements provide for annual salaries aggregating to
$300,000, expire January 1, 2004, and provide for automatic annual renewals. On
January 1, 2004, the agreements were renewed for another year. In addition to
the salaries, the agreements grant each officer 50,000 shares of Series A
Convertible Preferred stock and 100,000 non-qualified stock options per year.
The stock options are to purchase shares of the Company's common stock at an
exercise price of $0.05 per share, vest immediately, and expire January 1, 2007
and 2008. A total of 200,000 option shares were granted to the officers during
the quarter ended March 31, 2004 and 2003 and $4,940 and $15,200 was recorded as
additional compensation based on the difference between the market price and the
exercise price at the date of grant.

For the nine months ended September 30, 2004 and 2003, the expense recorded
under the agreements amounted to $150,000 each. In April 2002, the Board of
Directors approved accruing interest on all unpaid salary beginning with
salaries accrued in the year ending December 31, 2001, at 8% per annum and going
forward. Accrued officer's compensation unpaid at September 30, 2004 totaled
$1,966,274, and accrued interest totaled $111,147. For the nine months ended
September 30, 2004 and 2003, interest expense was $26,815 and $17,249
respectively. The accrued compensation is convertible into common stock
discounted 10% at $0.32 per share for compensation earned through 2000, and at
$0.05, $0.12, and $0.07 per share in 2001, 2002 and 2003, respectively. During
2002, the officers entered into a standstill agreement with the Company in which
they agreed to forebear any collection of this debt through January 1, 2005.

Consulting Agreement
--------------------

On September 30, 2003, the Company engaged The Janis Group ("Janis") to provide
consulting and advisory services to assist with the implementation of the
Company's business plan, specifically, to work with the Company to further its
efforts in the commercialization of its proprietary waste management products.
The initial fee for these services was $7,500, of this amount $3,750 was paid in
the year ended December 31, 2003 and the remaining balance was paid during the
quarter ended March 31, 2004. No new fees were incurred during the current
fiscal quarter.

In August 2004, the Company engaged Longenecker & Associates, Inc. ("L&A") to
provide consulting services and advice to the Company on the introduction of its
products to DOE and other government and commercial markets. The agreement calls
for the Company to pay L&A $5,000 per quarter plus a 2% commission on the gross
amount of any sales made by or as a result of contacts made by L&A. During the
quarter ended September 30, 2004 the fee was prorated and the Company paid
$3,300 to L&A for their services.


                                       11
<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                         September 30, 2004 (Unaudited)


NOTE 5 - STOCKHOLDERS' DEFICIT

Common Stock Transactions during the Nine Months Ended September 30, 2003
-------------------------------------------------------------------------

In January 2003, the Company granted both officers an option to purchase 100,000
shares of the Company's common stock at an exercise price of $0.05 per share, as
part of their employment agreement. These options were valued at $15,200, and
were charged to officer's compensation during the three months ended March 31,
2003.

The Company entered into an agreement with an unrelated third party to provide
investment funding for the Company (see Note 6). As part of the agreement, the
Company issued 300,000 shares of its common stock for expense reimbursements of
the investor. At the time of the grant, the shares were valued at $27,000 or
$.09 per share, and were charged to operations during the three months ended
March 31, 2003. In addition, the Company issued 1,678,022 shares of its common
stock in April 2003 upon signing the agreement as a commitment fee. The market
value at the date grant was $0.09 per share or $151,022, and was capitalized as
a stock offering fee and reported as a reduction of the stockholders' deficit on
the accompanying financial statements.

In February 2003, the Company entered into Business and Financial Services
Agreement with Ascendiant Capital Group, LLC ("Ascendiant") for financial and
business advice and consultation, and specifically, to arrange and assist in the
negotiations for a $5 million line of credit. In connection with this agreement,
Ascendiant was paid 375,000 shares of the Company's common stock under Rule 144
in April 2003 valued at $33,750. In addition, Ascendiant received an option for
62,500 of the Company's restricted common stock at an exercise price of $0.10
per share, with a one-year term, and a cashless exercise provision. The Company
valued the options using the fair value method and recorded as a consulting fee
in April 2003 of $1,956, based on the Black-Scholes option pricing model using
the following assumptions:

         Risk-free interest rate                     3.25%
         Expected life                               1 year
         Expected volatility                         38%
         Dividend yield                              0%

During the nine months ended September 30, 2003, the Company issued 603,846
shares of common stock for proceeds of $35,000. The shares were sold at prices
ranging between $0.04 and $0.075 per share per share in a private placement
intended to be exempt from registration under section 4(2) and or Regulation D
of the Securities Act of 1933. Shares are generally sold at a 20% discount to
closing prices based on an average prior to the sale.

In April 2003, the Company issued 100,000 shares of its common stock to a
consultant for marketing and public relations support. At the time of the grant,
the shares were valued at $7,500 and were charged to operations during the three
months ended September 30, 2003.

In September 2003, the Company issued 20,000 shares of its common stock to a
consultant for payment of accrued expenses. At the time of the grant, the shares
were valued at $1,842 and were charged against accounts payable.

In September 2003, the Company issued 171,438 shares of its common stock to
Fusion Capital under the Stock Purchase Agreement (see Note 8) for proceeds of
$10,000 or $0.058 per share. The shares were issued under the Company's SB-2
registration that became effective on July 16, 2003.

Common Stock Transactions during the Nine Months Ended September 30, 2004
-------------------------------------------------------------------------

In January 2004, the Company granted both officers an option to purchase 100,000
shares of the Company's common stock at an exercise price of $0.05 per share, as
part of their employment agreement. These options were valued at $4,940 and were
charged to officer's compensation during the three months ended March 31, 2004.

                                       12
<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                         September 30, 2004 (Unaudited)


During the nine months ended September 30, 2004, the Company issued 1,312,094
shares of its common stock to Fusion Capital under the Stock Purchase Agreement
(see Note 6) for proceeds of $90,000 ranging from $0.051 to $0.093 per share.
The shares were issued under the Company's SB-2 registration that became
effective on July 16, 2003.

In April 2004, the Company issued 1,000,000 shares of the Company's common stock
for $45,000 or $0.045 per share in a private placement intended to be exempt
from registration under section 4(2) and or Regulation D of the Securities Act
of 1933. Shares are generally sold at a 20% discount to closing prices based on
an average prior to the sale.

In August 2004, the Company issued 29,114 shares of its common stock to a
consultant for payment of accrued expenses. At the time of the grant, the shares
were valued at $1,830 and were charged against accounts payable.

Stock Issuance Costs
--------------------

The Company capitalizes direct and incremental costs associated with raising
cash from the issuance of equity capital, and such costs will be reported as a
reduction to the proceeds received in the event the offering is successful. In
the event the stock offering is unsuccessful, such costs will be expensed at the
time known to management. Stock issuance costs are reported as a reduction of
stockholders' deficit in the accompanying financial statements at September 30,
2004. During the three and nine months ended September 30, 2004, $503 and
$4,531, respectively, was amortized due to the purchase of stock under the stock
purchase agreement (See Note 6). The balance at September 30, 2004 was $145,484.

Non-Qualified Stock Option Plan
-------------------------------

From time to time, the Company issues non-qualified stock options. These options
are generally granted to consultants for past services and are granted to note
holders in connection with financing agreements.

In 2000, the Company entered into a consulting agreement with an attorney. Under
the terms of the agreement, the Company is to grant the attorney an option to
purchase 50,000 common shares every nine months in July and January. The options
have an exercise price of 125% of the market price on the day of the grant and
expire three years from the date of the grant. During the three months ended
March 31, 2004, the Company granted the attorney the option to purchase 50,000
shares of the Company's common stock. The Company valued these options using the
fair value method and recorded legal expense of $350 based on the Black-Scholes
option pricing model with the following assumptions:

                  Risk-free interest rate                      3.25%
                   Expected life                               3 years
                   Expected volatility                         15%
                   Dividend yield                              0%

During the three months ended September 30, 2004, the Company granted the
attorney the option to purchase 50,000 shares of the Company's common stock. The
Company valued these options using the fair value method and recorded legal
expense of $0 based on the Black-Scholes option pricing model with the following
assumptions:

                  Risk-free interest rate                      3.25%
                   Expected life                               3 years
                   Expected volatility                         6%
                   Dividend yield                              0%

                                       13
<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                         September 30, 2004 (Unaudited)


Common stock purchase options and warrants consisted of the following during the
three months ended September 30, 2004:

<TABLE>

                                                                              Exercise
                                                              Options           Price
                                                          ---------------  -----------------
<S>                                                            <C>         <C>
Outstanding and exercisable, December 31, 2003                 1,012,500   $0.05 to $0.45
     Granted                                                     300,000   $0.05 to $0.16
     Exercised                                                         -          -
     Expired                                                           -          -
                                                          ---------------
Outstanding and exercisable, Sept. 30, 2004                    1,312,500
                                                          ===============
</TABLE>

NOTE 6 - FUSION CAPITAL TRANSACTION

On April 22, 2003, the Company entered into a common stock purchase agreement
with Fusion Capital pursuant to which Fusion Capital agreed to purchase on each
trading day during the term of the agreement $10,000 of the Company's common
stock up to an aggregate of $6.0 million. The $6.0 million of common stock is to
be purchased over a 30-month period, subject to a six-month extension or earlier
termination at the Company's discretion. The purchase price of the shares of
common stock will be equal to a price based upon the future market price of the
common stock without any fixed discount to the market price. Fusion Capital does
not have the right or the obligation to purchase shares of the Company's common
stock in the event that the price of its common stock is less than $0.05 per
share.

The Company has authorized the sale and issuance of 20,000,000 shares of its
common stock to Fusion Capital under the common stock purchase agreement. The
Company filed a registration statement on Form SB-2 to register the underlying
securities on May 15, 2003. The registration statement became effective on July
16, 2003.

Under the terms of the common stock purchase agreement, Fusion Capital received
1,678,022 shares of the Company's common stock as a commitment fee, valued at
$151,022. The value of these shares has been recorded as stock offering fees. In
addition, at such time as Fusion Capital has purchased $3,000,000 of the
Company's common stock under the common stock purchase agreement, the Company
will issue to Fusion Capital an additional 1,978,022 shares of common stock as
an additional commitment fee. This commitment fee will be recorded when the
contingencies are removed and the fee is earned. Unless an event of default
occurs, these shares must be held by Fusion Capital until 30 months from the
date of the common stock purchase agreement or the date the common stock
purchase agreement is terminated. Under the common stock purchase agreement, on
each trading day Fusion Capital is obligated to purchase a specified dollar
amount of the Company's common stock. Subject to the Company's right to suspend
these purchases at any time, and its right to terminate the agreement with
Fusion Capital at any time Fusion Capital shall purchase on each trading day
during the term of the agreement $10,000 of the Company's common stock. The
Company may decrease this daily purchase amount at any time. The Company also
has the right to increase the daily purchase amount at any time; provided
however, it may not increase the daily purchase amount above $10,000 unless its
stock price is above $.30 per share for five consecutive trading days.

In September and October 2003, Fusion Capital purchased 371,438 shares of the
Company's common stock for $20,000 as part of this agreement. In addition,
Fusion loaned the Company $30,000 during the year ended December 31, 2003 and an
additional $30,000 during the nine ended September 30, 2004, for a total of
$60,000 against future purchases of shares under the Stock Purchase Agreement.

During the nine months ended September 30, 2004, Fusion Capital purchased
1,312,094 shares of the Company's common stock for $90,000 as part of this
agreement, (see Note 5).


                                       14
<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                         September 30, 2004 (Unaudited)


NOTE 8 - SUBSEQUENT EVENTS

In October 2004, the Company issued 9,121,980 shares to two officers for payment
of $456,098 in accrued salaries. In addition the two officers were issued 55,000
shares each of Series A Convertible Preferred Stock in payment of $233,750 each
in accrued salaries.

In October 2004, the Company issued to its legal counsel 600,000 shares of its
Common Stock in payment of $30,000 in legal fees.

In October 2004, Fusion Capital loaned the Company an additional $20,000. On
November 10, 2004, Fusion Capital purchased 1,400,000 shares of the Company's
common stock for $70,000 against the loans made to the Company.

In November 2004, a former officer of the Company signed an agreement with the
Company whereby he agreed to forfeit any accrued salaries. As a result of this
agreement the Company wrote-off and recognized a gain of $119,950 from the
reduction of debt.



                                       15
<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                         September 30, 2004 (Unaudited)


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

The following discussion is intended to assist in an understanding of the
Company's financial position and results of operations for nine months ended
September 30, 2004.

Forward-Looking Information.

This report contains certain forward-looking statements and information relating
to the Company that is based on the beliefs of its management as well as
assumptions made by and information currently available to its management. When
used in this report, the words "anticipate", "believe", "estimate", "expect",
"intend", "plan", and similar expressions as they relate to the Company or its
management, are intended to identify forward-looking statements. These
statements reflect management's current view of the Company with respect to
future events and are subject to certain risks, uncertainties and assumptions.
Should any of these risks or uncertainties materialize, or should underlying
assumptions prove incorrect, actual results may vary materially from those
described in this report as anticipated, estimated or expected. The Company's
realization of its business aims could be materially and adversely affected by
any technical or other problems in, or difficulties with, planned funding and
technologies, third party technologies which render the Company's technologies
obsolete, the unavailability of required third party technology licenses on
commercially reasonable terms, the loss of key research and development
personnel, the inability or failure to recruit and retain qualified research and
development personnel, or the adoption of technology standards which are
different from technologies around which the Company's business ultimately is
built. The Company does not intend to update these forward-looking statements.

Plan of Operation
-----------------

Since 1996, Technology Visions has focused on the development and use of its
polymer-based Polymer Encapsulation Technology ("PET") System as a method for
stabilizing and encapsulating various radioactive and toxic waste materials
leading to a final waste form for disposal. During the past few years,
Technology Visions has introduced GMENT, a specialized grout treatment and
stabilization technology as a method for subsurface waste stabilization.

To commercialize the PET technology and obtain governmental approval for its
use, Technology Visions must complete the additional testing recommended in this
report. Funding for the completion of this work is estimated by the company at
$250,000. It is also estimated that once funding becomes available to begin this
work, it will require 12 to 18 months to complete. Once completed, Technology
Visions intends to market this product for use by the DOE or other applications
where the benefits of PET can be utilized.

Currently, Technology Visions is focused on developing GMENT. GMENT is licensed
exclusively to Technology Visions and is a trademark of Advanced Grout Systems.
GMENT is a cementitous grout that contains proprietary materials, which not only
stabilize certain wastes but also treat specific hazardous elements within the
waste. It has been developed for use in the containment of buried mixed
low-level radioactive mixed waste.

In January 2002, Technology Visions entered into an exclusive Trademark License
and Technology Licensing Agreement with Advanced Grout Systems, Ltd. Terms of
the license allow Technology Visions to manufacture, distribute, market and sell
the product in exchange for a royalty based upon sales volume. The royalty
begins at 10% for gross sales up to $1 million, then declines to 9% for sales of
$1 million to $5 million, 8% for sales of $5 million to $10 million, 7% for
sales of $10 million to $25 million, and 6% for sales exceeding $25 million.
This license expires November 30, 2026. The territorial rights granted to
Technology Visions under the license include the United States of America and
any other countries of the world. Also, as part of the exclusive license,
Technology Visions is granted first right of refusal for any additional
trademark or non-trademark products developed by Advanced Grout Systems, Ltd.
dealing with environmental remediation or waste management technologies.

                                       16
<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                         September 30, 2004 (Unaudited)


In June 2000, Bechtel awarded Technology Visions a contract to manage the
testing and evaluation of in-situ grout candidate materials that were being
considered by INEEL and Bechtel for the treatment of certain subsurface waste
sites at the DOE site in Idaho Falls, Idaho. The contract was a two-year,
three-phase Treatability Study conducted by INEEL and Bechtel. Testing included
Phase I Bench Testing, Phase II Field Implementability Testing, and Phase III
Full-Scale Field Testing.

Phase I Bench Testing included rigorous laboratory testing protocol designed for
choosing three grouts from six candidate grouts for use in Phase II Field
Implementability testing. Data was also gathered during the bench-testing phase
to support final monolith durability estimates and transportion modeling
efforts. Following the laboratory testing, GMENT was chosen as one of three
candidate grout materials to continue to the Phase II Field Implementability
Testing of the Treatability Study.

In April 2001, the Phase II Field Implementability Testing of the contract was
conducted by Applied Geotechnical Engineering and Construction Company, Inc.
("AGEC") at a site located near Richland, Washington. Upon successful completion
of this test phase, GMENT was chosen as the sole grout material selected to be
used in the Phase III Full Scale Cold Test Pit Demonstration Project that was
conducted in October 2001 at the DOE site in Idaho Falls, Idaho. GMENT was
selected based on such factors as basic costs, ease of mixing and cleaning of
the grout, minimized grout returns in creating a triplex column, and formation
of the solid monoliths. Technology Visions, under the exclusive Trademark
License and Technology Licensing Agreement with Advanced Grout Systems, Ltd.,
provided 95 tons of GMENT grouting material for Phase III. Site grouting was
performed by AGEC. Testing results met all criteria established by state and
federal regulatory agencies.

At the conclusion of Phase III, AGEC prepared and submitted to Bechtel a report
estimating the quantity of GMENT grout material to treat the areas under
consideration to be approximately 24 million gallons. If the recommendation
receives approval via a Record of Decision or other authorization after review
by federal and state authorities, Technology Visions could anticipate initiation
of the project and revenues within 12 to 18 months.

The final report prepared for the DOE, Assistant Secretary for Environmental
Management, Volume I, "Final Results Report, In-Situ Grouting Technology for
Application in Buried Transuranic Waste Sites" was published in September 2002,
by INEEL. Volume I summarized the technology and presents results of a two-year,
three-phase treatability study conducted by the INEEL. Volume II was published
in April 2003 and contains the results of analytical calculations on the
long-term durability of monoliths created by in-situ grouting and on the
long-term performance of a treated buried waste site. Significant achievements
outlined in Volume 1 of the final report on GMENT:

         o        GMENT met or exceeded all of the data quality objectives for
                  the Bench, Implementability, and Full Scale Demonstration
                  Evaluation phases.
         o        GMENT confirmed excellent retention of constituent elements
                  and tracer materials during ANS 16.1 leach testing.
         o        GMENT demonstrated a strong tolerance to interferences
                  commonly occurring within the buried waste including organic
                  sludge (up to 9 wt% tolerance), soil (up to 50 wt% tolerance),
                  and nitrate salts (up to 12 wt% tolerance).
         o        GMENT significantly retards the flow of VOC's for possibly
                  hundreds of years. Bench studies of VOC retention show there
                  is only a few hundredths of a percent of source term lost per
                  10-day interval in special microencapsulation testing
                  involving cured mixtures of neat grout and 9-wt% organic
                  sludge for GMENT. This suggests flow rates may be on the order
                  of natural disintegration of the compounds in nature.
         o        GMENT would conservatively provide mechanical stability and
                  chemical buffering for thousands of years and easily meet a
                  1,000 year durability goal.

                                       17
<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                         September 30, 2004 (Unaudited)


Technology Visions believes that the approval of the GMENT material for the
treatment and stabilization of buried low-level mixed waste in certain areas of
the Subsurface Disposal Area (SDA) at the DOE site in Idaho Falls, Idaho, could
provide initial and significant revenues for the Company. With the acceptance
and approval of GMENT in Idaho, Technology Visions would aggressively pursue
other waste sites identified in the United States with similar waste problems.
Initial contacts have been made at two other DOE sites, based on the initial
information disclosed in Volume I of the Idaho report, where GMET may have end
use application.

In addition to its focus specifically on GMENT applications and the PET
Technology, Technology Visions will continue to search out and acquire
technologies or obtain licenses to use technologies that have multiple market
applications in line with the Company's core expertise and know-how.

As with the development of any new technology, until a commercial product has
been developed, purchased and utilized by a third party, the efficacy of the
product is in question. But Technology Visions believes that based on the
developments to date, the company should anticipate a commercial product in the
next 12 to 18 months after Volume II from the subject project is received and
final government approval is received. However, Technology Visions' ability to
market existing technologies and to acquire new technologies may ultimately be
limited by its lack of financial resources.

Until completion of the final development of a technology and the commencement
of sales, Technology Visions will have minimal or no operating revenues but will
continue to incur substantial expenses. Technology Visions may not be able to
complete development of any technology or if completed, manufacture the
technology on a large-scale basis or at a feasible cost. Further, its
technologies may not receive market acceptance. Being a development stage
entity, Technology Visions is subject to all the risks inherent in the
establishment of a new enterprise and the marketing and manufacturing of a new
product, many of which risks are beyond the control of Technology Visions.

Technology Visions' business model is to obtain long-term supply contracts for
its products with private-company general contractors or other affiliates which
have master contracts with selected waste sites. Revenues, if any, will be
recorded when a contract is effected, the products are delivered, and
collectibility of the receivable is reasonably assured. Technology Visions does
not intend to manufacture its products. We have identified possible outsource
manufacturers with the capability and capacity to produce our products. We
believe that our margins will be between 12% and 15% of revenues, using
outsource manufacturers. The DOE site in Idaho Falls, Idaho, has 14 acres of
low-level solid waste which may be treated by our GMENT product. The estimated
revenue potential for the Idaho site is for 2.4 million gallons, per year, for
ten (10) years or approximately $70 million. Technology Visions has identified
other sites in the United States containing wastes that potentially may be
treated with GMENT; however, current emphasis is on the Idaho Falls site. There
are no assurances that Technology Visions will be selected as a provider of
specialty grout GMENT for the Idaho DOE site project.

With the receipt of Volume II of the "Final Results Report, In Situ Grout
Technology for Application in Buried Transuranic Waste Sites," published in
April 2003 by INEEL, we believe we have completed all the initial and
intermediate testing and evaluation of its GMENT technology at the Idaho Falls
site. Technology Visions is currently moving into position to begin the
marketing and commercialization phase of its development.

On September 30, 2003, the Company engaged The Janis Group ("Janis") to provide
consulting and advisory services to assist with the implementation of the
Company's business plan, specifically, to work with the Company to further its
efforts in the commercialization of its proprietary waste management products.

                                       18
<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                         September 30, 2004 (Unaudited)


Critical Accounting Policies
----------------------------

Our financial statements and related public financial information are based on
the application of accounting principles generally accepted in the United States
("GAAP"). GAAP requires the use of estimates; assumptions, judgments and
subjective interpretations of accounting principles that have an impact on the
assets, liabilities, and expense amounts reported. These estimates can also
affect supplemental information contained in the external disclosures of the
Company including information regarding contingencies, risk and financial
condition. We believe our use of estimates and underlying accounting assumptions
adhere to GAAP and are consistently and conservatively applied. Valuations based
on estimates are reviewed for reasonableness and conservatism on a consistent
basis throughout the Company. Primary areas where our financial information is
subject to the use of estimates, assumptions and the application of judgment
include our evaluation of impairments of intangible assets, and the
recoverability of deferred tax assets, which must be assessed as to whether
these assets are likely to be recovered by us through future operations. We base
our estimates on historical experience and on various other assumptions that we
believe to be reasonable under the circumstances. Actual results may differ
materially from these estimates under different assumptions or conditions. We
continue to monitor significant estimates made during the preparation of our
financial statements.

Valuation of Long-Lived and Intangible Assets
---------------------------------------------

The recoverability of these assets requires considerable judgment and is
evaluated on an annual basis or more frequently if events or circumstances
indicate that the assets may be impaired. As it relates to definite life
intangible assets, we apply the impairment rules as required by SFAS No. 121,
"Accounting for the Impairment of Long-Lived Assets and Assets to Be Disposed
Of" which requires significant judgment and assumptions related to the expected
future cash flows attributable to the intangible asset. The impact of modifying
any of these assumptions can have a significant impact on the estimate of fair
value and, thus, the recoverability of the asset.

Income Taxes
------------

We recognize deferred tax assets and liabilities based on the differences
between the financial statement carrying amounts and the tax bases of assets and
liabilities. We regularly review our deferred tax assets for recoverability and
establish a valuation allowance based upon historical losses, projected future
taxable income and the expected timing of the reversals of existing temporary
differences. During 2003, we estimated the allowance on net deferred tax assets
to be one-hundred percent of the net deferred tax assets.

Results of Operations
---------------------

Quarter Ended September 30, 2004 Compared to Quarter Ended September 30, 2003
-----------------------------------------------------------------------------

Technology Visions has had minimal or no revenues since inception (January 1,
1995) through September 30, 2004. Accordingly, Technology Visions has, and
continues to be, a development-stage company. With any development-stage company
of this nature, there are inherent risks, which may prohibit Technology Visions
from reaching commercial viability. As with the development of any new
technology, until a commercial product has been developed, purchased, and
utilized by a third party, the efficacy of the product is in question and
Technology Visions will continue to incur losses. Until completion of the final
development of a technology and the commencement of sales, we will have no
operating revenues but will continue to incur substantial expenses.

Research and development costs were $0, for the quarters ended September 30,
2004 and 2003. No research projects were underway during the current quarter.
Volume II of the "Final Results Report, In Situ Grout Technology for Application
in Buried Transuranic Waste Sites," was published in April 2003 by INEEL. Once
we received this report, it was determined that all the initial and intermediate
testing and evaluation of its GMENT technology at the Idaho Falls site had been
completed. Confirmation of the test results using surrogate waste is now being
confirmed substituting actual radioactive waste. Therefore, there have been no
expenditures during the three months ended September 30, 2004 and 2003 for
research and development. From inception, research and development costs were
$685,507. These costs have been recorded as net of reimbursements from
subcontractors.

                                       19
<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                         September 30, 2004 (Unaudited)


General and administrative expenses were $115,905 in the current quarter
compared to $119,637 in the comparable period last year. Included in these
amounts are salaries accrued for two officers in the amount of $75,000 for both
periods, under the terms of their employment contracts.

As with the development of any new technology, until a commercial product has
been developed, purchased, and utilized by a third party, the efficacy of the
product is in question and Technology Visions will continue to incur losses.
Until completion of the final development of a technology and the commencement
of sales, Technology Visions will have no operating revenues but will continue
to incur substantial expenses.

Nine Months Ended September 30, 2004 Compared to Nine Months Ended September 30,
--------------------------------------------------------------------------------
2003
----

Technology Visions has had minimal or no revenues since inception (January 1,
1995) through September 30, 2004. Accordingly, Technology Visions has, and
continues to be, a development-stage company. With any development-stage company
of this nature, there are inherent risks, which may prohibit Technology Visions
from reaching commercial viability. As with the development of any new
technology, until a commercial product has been developed, purchased, and
utilized by a third party, the efficacy of the product is in question and
Technology Visions will continue to incur losses. Until completion of the final
development of a technology and the commencement of sales, we will have no
operating revenues but will continue to incur substantial expenses.

Research and development costs were $0, for the nine months ended September 30,
2004 and 2003. No research projects were underway during the current quarter.
Volume II of the "Final Results Report, In Situ Grout Technology for Application
in Buried Transuranic Waste Sites," was published in April 2003 by INEEL. Once
we received this report, it was determined that all the initial and intermediate
testing and evaluation of its GMENT technology at the Idaho Falls site had been
completed. Confirmation of the test results using surrogate waste is now being
confirmed substituting actual radioactive waste. Therefore, there have been no
expenditures during the three months ended September 30, 2004 and 2003 for
research and development. From inception, research and development costs were
$685,507. These costs have been recorded as net of reimbursements from
subcontractors.

General and administrative expenses were $366,603 for the nine months ended
September 30, 2004 compared to $494,189 in the comparable period last year. The
decrease is mainly due to a reduction in consulting fees. Included in these
amounts are salaries accrued for two officers in the amount of $225,000 for both
periods, under the terms of their employment contracts. The expense for
compensatory element of stock options for the nine months ended September 30,
2004 was $5,290 compared to $17,156 for the comparable period last year. The
decrease is due to the decrease in the stock market price of the Company's
common stock. From inception, general and administrative expenses were
$6,367,626, director's compensation was $1,071,000, and the compensatory element
of stock and stock options was $2,285,506.

Liquidity and Capital Resources
-------------------------------

The Company continues to incur operating losses as a result of being a
development-stage company. The Company had cash of approximately $3,636 at
September 30, 2004.

For the nine months ended September 30, 2004 and 2003, Technology Visions
incurred net losses of $463,413 and $574,301, respectively. As of September 30,
2004, the Company had a stockholders' deficiency and a working capital
deficiency of approximately $3,602,098 and $727,542, respectively. The Company
is in arrears with certain of its payables and accrued liabilities. The Company
requires additional funds to move into the marketing and commercialization of
its technologies. From inception (January 1, 1995), Technology Visions has
incurred net losses of $11,573,584. The report of Technology Visions'
independent certified public accountants on the Company's December 31, 2003
financial statements notes that Technology Visions is a development-stage
company with no revenues from its intended operations, has recurring losses and
has a working capital deficiency and stockholders' deficiency at December 31,
2003 and these conditions raise substantial doubt about Technology Vision's
ability to continue as a going concern.

                                       20
<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                         September 30, 2004 (Unaudited)


Net cash used by operating activities was $158,309 compared to $238,444 for the
nine months ended September 30, 2004 and 2003, respectively, for a decrease of
$80,135. The decrease was mainly due to a decrease in stock issued for services
and compensation.

During the nine months ended September 30, 2004, $644 was used in investing
activities for the purchase of new computer equipment, compared to $1,032 in the
comparable period last year.

Net cash provided by financing activities was $160,000 for the current nine
months compared to $229,423 for the comparable period last year for a decrease
of $69,423. This decrease is mainly due to the increase in the sale of stock for
cash and the stock purchase agreement with Fusion Capital and a decrease in
notes payable proceeds. Of these amounts, $45,000 and $35,000 came from the sale
of stock for the nine months ended September 30, 2004 and 2003, respectively.
The current nine months includes $90,000 compared to $10,000 for the comparable
period last year from the stock purchase agreement with Fusion Capital. Notes
payable proceeds were $25,000 in the current period compared to $184,423 in the
comparable period last year.

To date, Technology Visions has funded the largest part of its operations from
the private sales of common stock or notes, most of which have been converted
into common stock. These sales have been able to fund only minimal operations
and technological developments.

Technology Visions is exploring additional sources of working capital including
borrowing, sales of securities, joint ventures, megers, and licensing of
technologies. Management believes that Technology Visions can raise adequate
capital to keep the Company functioning at a minimum level of operation in the
next fiscal year. However, there can be no assurances that management will be
successful in obtaining adequate funding to complete development of its
technology or that if any technology is fully developed, it can be manufactured
on a large-scale basis or at a feasible cost. Further, no assurance can be given
that any technology will receive market acceptance.

The Company has no current commitments for capital expenditures or additional
equity or debt financing.

ITEM 3 -- CONTROLS AND PROCEDURES

(a) As of the end of the period covered by this report, the Chief Executive
Officer and the Chief Financial Officer made an evaluation of the company's
disclosure controls and procedures (as defined in ss.240.13a-15(e) or
240.15d-15(e) of the Securities Exchange Act). Based on the evaluation of these
controls and procedures required by paragraph (b) of Rule 13a-15 or 15d-15 under
the Exchange Act, in their opinion, the disclosure controls and procedures are
effective.

(b) During the most recent fiscal year, there have not been any significant
changes in our internal controls over financial reporting or in other factors
that have materially affected, or are reasonably likely to materially affect,
our internal controls over financial reporting.

                                       21
<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                         September 30, 2004 (Unaudited)


PART II: OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

                           None

ITEM 2.  CHANGES IN SECURITIES

                           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

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

                (a)      Exhibits
                         --------

                         Exhibit 31.1       Certification of the Chief Executive
                                            Officer of Technology Visions Group,
                                            Inc. pursuant to Section 302 of the
                                            Sarbanes-Oxley Act of 2002

                         Exhibit 31.2       Certification of the Chief Financial
                                            Officer of Technology Visions Group,
                                            Inc. pursuant to Section 302 of the
                                            Sarbanes-Oxley Act of 2002

                         Exhibit 32.1       Certification of the Chief Executive
                                            Officer and Chief Financial Officer
                                            of Technology Visions Group, Inc.
                                            pursuant to Section 906 of the
                                            Sarbanes Oxley Act of 2002


                (b)      Reports on Form 8-K
                         -------------------

                         None

                                       22
<PAGE>


                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                         September 30, 2004 (Unaudited)




                                   SIGNATURES

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

                         TECHNOLOGY VISIONS GROUP, INC.
                         ------------------------------
                                   Registrant



Date: November 19, 2004                  By: /s/   James B. Lahey
                                         ---------------------------------------
                                         James B. Lahey, Chief Executive Officer
                                         Chairman of the Board of Directors

Date: November 19, 2004                  By: /s/  James A. Giansiracusa
                                         ---------------------------------------
                                         James A. Giansiracusa, Secretary
                                         Chief Financial Officer



                                       23