UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB

(Mark One)

     [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                                   ACT OF 1934
               For the Quarterly Period Ended, December 31, 2004

     [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

      For the transition period from ________________to ___________________

                        Commission File Number: 000-24595

                            NEXTPHASE WIRELESS, INC.
               --------------------------------------------------
        (Exact name of small business issuer as specified in its charter)


   Nevada                                               88-0343832
(State or other                                      (IRS Employer
jurisdiction of                                      Identification No.)
incorporation or organization)


                 300 S. Harbor Blvd., Anaheim, California 92805
                   ------------------------------------------
                    (Address of principal executive offices)

                                 (800) 748-5548
                     --------------------------------------
                (Issuer's telephone number, including area code)

        -----------------------------------------------------------------
(Former name, former address and former fiscal year is changed since
 last report)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the  registrant  was required to file such reports) and (2) has been
subject to such filing requirements for the past 90 days. Yes X No__

State the number of shares  outstanding  of each of the issuer's class of common
equity, as of the latest practicable date: There are 18,892,724 shares of common
stock  issued and  outstanding  as of  February  11,  2005.

Transitional  Small Business Disclosure Format (check one) Yes  No  X

<PAGE>

                         PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

Unaudited financial statements for the quarter ended December 31, 2004.

                            NEXTPHASE WIRELESS, INC.
                          (A Development Stage Company)
                           CONSOLIDATED BALANCE SHEET
                                   (Unaudited)

ASSETS

Current assets:
  Cash                                                        $        92,714
  Accounts receivable                                                  16,050
                                                             ------------------

Total current assets                                                  108,764

Property and equipment, net of depreciation                           264,950
                                                             ------------------
 Total Assets                                                 $       373,714
                                                             ==================


LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current liabilities:
  Advances payable - stockholders                             $        68,513
  Notes payable                                                       357,000
  Accounts payable                                                    174,726
                                                             ------------------

Total liabilities                                                     600,239
                                                             ------------------

Stockholders' equity (deficit):
Preferred stock, $.001 par value; 20,000,000 shares
  authorized, no shares issued and outstanding                            -
Common stock, $.001 par value; 200,000,000 shares
  authorized, 16,692,724 shares issued and outstanding                 16,693
Common stock to be issued, 2,140,000 shares                             2,140
Additional paid-in capital                                          3,630,305
Accumulated deficit                                                (3,875,663)
                                                             ------------------

Total stockholders' equity (deficit)                                 (226,525)
                                                             ------------------
Total liabilities and stockholders' equity                    $       373,714
                                                             ==================
                                       2

<PAGE>


                            NEXTPHASE WIRELESS, INC.
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                                                                  September 14, 2000
                                              Three Months Ended                    Nine Months Ended                (Inception)
                                                  December 31,                         December 31,                To December 31,
                                            2004               2003               2004               2003                2004
                                        (Unaudited)        (Unaudited)        (Unaudited)        (Unaudited)         (Unaudited)
                                     ------------------ ------------------ ------------------ ----------------  -------------------
<S>                                  <C>                <C>                   <C>                <C>               <C>
Revenue                              $    15,988        $         -           $ 15,988           $      -          $      15,988


Cost of revenue                            8,116                                 8,116                                     8,116
                                     ------------------ ------------------ ------------------ ----------------  -------------------


Gross profit                               7,872                  -              7,872                  -                  7,872
                                     ------------------ ------------------ ------------------ ----------------  -------------------

Expenses:
  General and administrative costs        37,880                  -             37,880                  -                 37,880

  Stock-based compensation                     -                  -          2,883,750                  -              2,883,750

  Payroll costs                           62,345                  -            128,911                  -                128,911

  Professional and consulting            109,252                  -            135,902                  -                135,902

  Acquisition costs                            -                  -            646,000                                   646,000

  Software development                         -                  -                  -                  -                  4,640

  Interest                                 1,167                  -              1,889                  -                  1,889

  Other                                   25,448                  -             41,363                800                 44,563
                                    ------------------ ------------------  ------------------ ----------------- -------------------
            Total Expenses               236,092                  -          3,875,695                800              3,883,535
                                    ------------------ ------------------  ------------------ ----------------  --------------------

Loss before provision for income taxes  (228,220)                 -         (3,867,823)              (800)            (3,875,663)


Provision for income taxes                     -                  -                  -                  -                      -
                                    ------------------ -----------------   ------------------ ----------------- --------------------
Net loss                          $     (228,220)                 -        $(3,867,823)              (800)          $ (3,875,663)
                                    ================== ==================  ================== ================= ====================

Loss per share, basic and diluted $        (0.01)                 -              (0.31)             (0.00)
                                    ================== ==================  ================== ==================

Weighted average common shares
  outstanding                         17,569,463          4,000,000         12,656,646          4,000,000
                                    ================== ==================  ================== ==================
</TABLE>

                                       3


<PAGE>



                            NEXTPHASE WIRELESS, INC.
                          (A Development Stage Company)
                 CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                           Common Stock to be
                                                           Common Stock          Issued        Additional
                                                      -------------------- -------------------  Paid-In    Accumulated
                                    Date                Shares   Par Value   Shares  Par Value  Capital      Deficit       Total
                              ---------------         ---------- --------- --------- --------- ----------  -----------  -----------
<S>                           <C>             <C>     <C>        <C>       <C>       <C>       <C>         <C>          <C>
Founders shares at inception  September, 2000 $0.001   4,000,000 $ 4,000           -  $    -   $        -  $        -   $     4,000

Net loss                                                     -         -           -       -            -        (800)         (800)
                                                      ---------- -------   --------- --------- ----------  -----------  -----------

Balance, March 31, 2001                                4,000,000   4,000           -       -            -        (800)        3,200


Net loss                                                       -                   -       -            -        (800)         (800)

                                                      ---------- -------   --------- --------- ----------   ----------  -----------

Balance, March 31, 2002                                4,000,000   4,000           -       -            -      (1,600)        2,400


Expenses paid by stockholder                                   -       -           -       -          640           -           640
Net loss                                                       -       -           -       -            -      (5,440)       (5,440)
                                                      ---------- -------   --------- --------- ----------  -----------  -----------

Balance, March 31, 2003                                4,000,000   4,000           -       -          640      (7,040)       (2,400)

Expenses paid by stockholder                                   -       -           -       -            -           -             -

Net loss                                                       -       -           -       -            -        (800)         (800)
                                                      ---------- -------   --------- --------- ----------  -----------  -----------

Balance, March 31, 2004                                4,000,000   4,000           -       -          640      (7,840)       (3,200)


Shares sold for cash          June to Sept, 2004 $0.25   943,000     943     538,000     538      368,769           -       370,250
Shares sold for cash          Oct to Dec, 2004   $0.25                     1,042,000   1,042      259,458                   260,500
Shares for services           June, 2004         $0.25 8,000,000   8,000                        1,992,000           -     2,000,000
Shares for services           August, 2004       $0.25 3,535,000   3,535                          880,215                   883,750
Shares for equipment purchase November, 2004     $0.25                       560,000     560      139,440                   140,000
Shares retained in reverse acquisition                   214,724     215                             (215)                        -


Cost of offering                                                                                  (15,033)                  (15,033)
Contributed capital                                                                                 5,031
Net loss                                                       -       -           -                    -  (3,867,823)   (3,867,823)
                                                      ---------- -------   --------- --------- ----------  -----------  -----------
Balance, December 31, 2004 (unaudited)                16,692,724 $16,693   2,140,000  $2,140   $3,630,305 $(3,875,663)  $  (226,525)
                                                      ========== =======   ========= ========= ========== ============  ===========
                                        4
</TABLE>

<PAGE>



                            NEXTPHASE WIRELESS, INC.
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                                              September 14,
                                                                                                  2000
                                                                  Nine Months Ended            (Inception)
                                                                     December 31,            To December 31,
                                                               2004            2003                2004
                                                         ---------------- ---------------    ---------------
                                                            (Unaudited)     (Unaudited)         (Unaudited)

CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                                      <C>              <C>                <C>
  Net loss                                               $  (3,867,823)   $         (800)    $ (3,875,663)
  Adjustments to reconcile net loss to net
  cash used by operating activities:
     Depreciation                                                4,116                 -            4,116
     Stock-based compensation                                2,883,750                 -        2,883,750
     Acquisition costs paid through note                       510,000                 -          510,000
     Software development paid by stockholder                        -                 -            4,640
  Change in assets and liabilities:
  (Increase) decrease in assets
     Accounts receivable                                       (16,050)                -          (16,050)
  Increase (decrease) in liabilities
     Accounts payable                                          171,526               800          174,726
                                                         ---------------- ---------------    ---------------
Net cash provided by (used in) operating activities           (314,481)                -         (314,481)
                                                         ---------------- ---------------    ---------------

CASH FLOWS FROM INVESTING ACTIVITIES


Purchase of furniture and equipment                            (22,066)                -          (22,066)
                                                         ---------------- ---------------    ---------------

CASH FLOWS FROM FINANCING ACTIVITIES:
      Advance payable - stockholder                             81,044                 -           81,044
      Payments of advance payable - stockholder                 (7,500)                -           (7,500)
      Payments on note                                        (260,000)                -         (260,000)
      Sale of common stock                                     630,750                 -          630,750
      Costs of sale of common stock                            (15,033)                -          (15,033)
                                                         ---------------- ---------------    ---------------
Net cash (used) provided by financing activities               429,261                 -          429,261
                                                         ---------------- ---------------    ---------------

(Decrease) increase in cash and cash equivalents                92,714                 -           92,714

Cash and cash equivalents - beginning of period                      -                 -
                                                         ---------------- ---------------    ---------------
Cash and cash equivalents - end of period                $      92,714    $            -     $     92,714
                                                         ================ ===============    ===============

Supplemental cash flow information:
      Cash paid for interest                             $       1,889    $            -     $      1,889
                                                         ================ ===============    ===============
      Cash paid for income taxes                         $           -    $            -     $          -
                                                         ================ ===============    ===============
</TABLE>

Non-cash transactions:
During the period ended December 31, 2004, the Company  purchased  equipment For
$247,000. Of this amount,  $107,000 was paid through the issuance of a note, and
$140,000 will be paid through the issuance of 560,000 shares of common stock.

                                       5

<PAGE>

                            NEXTPHASE WIRELESS, INC.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)
                                December 31, 2004

NOTE 1    NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT
          ACCOUNTING POLICIES

          Development Stage Operations
          ----------------------------
          NextPhase Wireless, Inc. (a company in the development stage since its
          formation on September 14, 2000)  ("NextPhase" or the "Company") has a
          limited  operating  history  with   revenue-generating   products  and
          services only recently entering the market.  The financial  statements
          include the accounts of the Company and its wholly  owned  subsidiary,
          Next Phase Technologies, Inc. ("NTI"), which was acquired in a reverse
          acquisition on August 3, 2004. NTI was engaged in the development of a
          web  based  software  product,  the  development  of  which  has  been
          abandoned.  The costs of the development  were paid by its then parent
          company. NextPhase had no operations prior to the reverse acquisition.
          Management's  plans are discussed further in the Going Concern portion
          of Note 1. On  January  21,  2005 the  Company  changed  its name from
          Edison Renewables, Inc. to NextPhase Wireless, Inc.

          Interim Financial Information
          -----------------------------
          The  accompanying  unaudited  interim  financial  statements have been
          prepared  by  the  Company,  in  accordance  with  generally  accepted
          accounting principles pursuant to Regulation S-B of the Securities and
          Exchange  Commission.  Certain  information  and footnote  disclosures
          normally  included  in  audited  financial   statements   prepared  in
          accordance  with generally  accepted  accounting  principles have been
          condensed or omitted. Accordingly,  these interim financial statements
          should be read in conjunction with the Company's financial  statements
          and related notes as contained in form 10-KSB for the year ended March
          31,  2004.  In  the  opinion  of  management,  the  interim  financial
          statements   reflect  all  adjustments,   including  normal  recurring
          adjustments,  necessary for fair  presentation  of the interim periods
          presented.  The results of the  operations  for the nine months  ended
          December  31,  2004  are not  necessarily  indicative  of  results  of
          operations to be expected for the full year.

          Basis of Presentation
          ---------------------
          The  accompanying   financial   statements  include  the  accounts  of
          NextPhase   and  its  wholly  owned   subsidiary   NTI,  a  California
          corporation formed on September 14, 2000. The term "Company" refers to
          NextPhase and NTI collectively. All significant inter-company accounts
          and transactions have been eliminated in consolidation.

          The  Company  conducts  its  operations  from its  office  located  in
          Anaheim, California.

          Effective  August 3, 2004,  NextPhase  acquired  all of the issued and
          outstanding  common  stock of NTI.  As a result  of this  transaction,
          NTI's  former  shareholders  obtained  control of  NextPhase,  a shell
          corporation  with  no  operations.   For  accounting  purposes,   this
          acquisition  has been treated as a reverse  acquisition  of NextPhase.
          See Note 2.
                                       6

<PAGE>


          The financial statements presented include only the accounts of NTI, a
          development  stage  company from its  inception  (September  14, 2000)
          through December 31, 2004 and of NextPhase from August 3, 2004 through
          December 31, 2004.

          Going Concern
          -------------
          The accompanying financial statements have been prepared in conformity
          with  generally  accepted  accounting  principles,  which  contemplate
          continuation of the Company as a going concern.  While the Company now
          has an established source of revenue, it has experienced net operating
          losses of $3,875,663 since inception and has a working capital deficit
          of $491,475 at December  31, 2004.  These  factors  raise  substantial
          doubt about the  Company's  ability to  continue  as a going  concern.
          Without  realization of additional  capital,  it would be unlikely for
          the Company to continue as a going concern. These financial statements
          do not include any  adjustments  relating  to the  recoverability  and
          classification   of   recorded   asset   amounts,   or   amounts   and
          classification of liabilities that might result from this uncertainty.

          Management's Plan
          -----------------
          The  Company is  developing  an  integrated  portfolio  of  innovative
          connectivity  products  and  services  that will  include  design  and
          manufacture   of   proprietary   wireless   equipment;    full-service
          professional services (design,  deployment,  operation and maintenance
          of wireless solutions); design, deployment and operation of NextZoneTM
          and NextMetroTM  broadband zones (wireless networks providing Internet
          connectivity  similar  to  Hotspots,  but  scaled  up to cover  entire
          metropolitan  areas);  provision  of  wireless  internet  services  to
          commercial and residential customers.

          The  Company's  cash on hand is  insufficient  to fund its  current or
          planned  operating  needs  and the  company  is  currently  generating
          minimal  revenue.   The  Company  plans  on  funding  working  capital
          requirements,  necessary equipment purchases, marketing costs, and all
          other  operations  for the next  quarter  and  foreseeable  future  by
          raising  capital with the sale of equity and/or debt securities and by
          advances from a shareholder.

          Software Development Costs
          --------------------------
          Research  and  development  costs have been charged to  operations  as
          incurred.

          Income Taxes
          ------------
          The Company  accounts  for income  taxes using the  liability  method.
          Under the liability method, deferred income taxes are determined based
          on differences between the financial reporting and tax bases of assets
          and  liabilities.  They are  measured  using the enacted tax rates and
          laws that will be in  effect  when the  differences  are  expected  to
          reverse.   The  Company  is  required  to  adjust  its   deferred  tax
          liabilities  in the  period  when tax rates or the  provisions  of the
          income tax laws change. Valuation allowances are established to reduce
          deferred tax assets to the amounts expected to be realized.

          Disclosures about Fair Value of Financial Instruments
          -----------------------------------------------------
          The carrying  amounts of the Company's  financial  instruments,  which
          include  accounts  receivable and accounts  payable,  approximate fair
          value at December 31, 2004.

          Stock-Based Compensation
          ------------------------
          Statement  on  Accounting   Financial   Standards  ("SFAS")  No.  123,
          "Accounting for Stock-Based  Compensation",  encourages,  but does not
          require  companies  to  record   compensation  costs  for  stock-based
          employee  compensation  plans at fair value. The Company has chosen to
          account for stock-
                                       7

<PAGE>

          based  compensation  using the  intrinsic  value method  prescribed in
          Accounting  Principles  Board  Opinion No. 25,  "Accounting  for Stock
          Issued to Employees", and related interpretations.

          Earnings (Loss) per Common Share
          --------------------------------
          SFAS No. 128, "Earnings Per Share" requires presentation of basic loss
          per share  ("Basic LPS") and diluted loss per share  ("Diluted  LPS").
          The  computation  of basic loss per share is computed by dividing loss
          available to common  stockholders  by the weighted  average  number of
          outstanding  common shares  during the period.  Diluted loss per share
          gives  effect to all  dilutive  potential  common  shares  outstanding
          during  the  period.   There  were  no  potentially   dilutive  shares
          outstanding at December 31, 2004 or 2003.

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

          Comprehensive Income
          --------------------
          The Company has no items of other comprehensive  income (loss) for the
          periods ended December 31, 2004 and 2003.


NOTE 2 -  CORPORATE REORGANIZATION AND SHARE EXCHANGE

          On August 3,  2004,  Nextphase  and the  shareholders  of NTI closed a
          Share Exchange  Agreement  pursuant to which Nextphase acquired all of
          the issued and outstanding common stock of NTI. In connection with the
          transaction,   the  shareholders  of  NTI  received  an  aggregate  of
          12,943,000  shares of  Nextphase  common  stock  for their  12,943,000
          shares of NTI.  Additionally,  pursuant to a concurrent Stock Purchase
          Agreement,  a Nextphase  shareholder  sold 120,625 shares of Nextphase
          common stock to NTI for $510,000. The purchase price for the stock was
          paid by a $350,000  promissory  note and $160,000 in cash. The Company
          will also pay a finders fee of $20,000 in cash, plus 350,000 shares of
          common stock,  valued at $87,500,  to an  unaffiliated  third party in
          connection with the share exchange transaction.  At December 31, 2004,
          $6,000 of the finders fee had been paid.

          As a result of the share exchange transaction, the former shareholders
          of NTI acquired or  controlled a majority of the shares of  Nextphase.
          Accordingly,  the transaction has been treated for accounting purposes
          as a recapitalization  of NTI; therefore,  these financial  statements
          represent  a  continuation  of  the  accounting  acquirer,   NTI,  not
          Nextphase, the legal acquirer.

          In accounting for this transaction:

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

                o   Control  of the net  assets  of NTI was  acquired  effective
                    August 3, 2004 (the "Effective Date").  This transaction has
                    been   accounted  for  as  a  purchase  of  the  assets  and
                    liabilities of Edison by NextPhase.  At the effective  date,
                    Nextphase had no assets,  liabilities  or operations and NTI
                    had no operating business.

                                       8

<PAGE>


                o   The  consolidated  statements of  operations  and cash flows
                    include  NTI's  results  of  operations  and cash flows from
                    September  14,  2000  (date of  inception)  and  Nextphase's
                    results of operations from the Effective Date.


NOTE 3 - RELATED PARTY TRANSACTIONS

          During the year ended  March 31, 2003 a Company  shareholder  paid for
          software development costs aggregating $4,640. Of this amount,  $4,000
          has been  credited to a  receivable  from the  stockholder  for common
          stock and $640 has been credited to additional paid-in capital.

          During the nine months ended December 31, 2004,  Company  shareholders
          have made short term  advances to the  Company  for  working  capital.
          These advances  totaled $81,044,  of which $7,500 has been repaid.  Of
          the  amounts  advanced,  $5,031 has been  reclassified  to  additional
          paid-in capital.

          See Note 2 for discussion about a Stock Purchase Agreement between the
          Company and a Company shareholder.

          See Note 4 for a  discussion  of a  Consulting  Agreement  between the
          Company and a Company shareholder.

NOTE 4 -  STOCK TRANSACTIONS

          The Company  issued  4,000,000  founders  shares upon its formation on
          September  14, 2000.  The Company has recorded a receivable  of $4,000
          attributable  to the par  value of  these  shares,  which  was paid as
          described in Note 3.

          The Company sold  2,523,000  shares of common stock for gross proceeds
          of $630,750.  Costs related to the sale were $15,033,  which have been
          charged to additional paid-in capital. Of these shares, 1,580,000 were
          not issued as of  December  31,  2004 and are shown as to be issued in
          the financial statements.

          The Company issued an aggregate of 11,535,000  shares of common stock,
          valued at $2,883,750, for services.

          Nextphase's  wholly owned  subsidiary NTI purchased  120,625 shares of
          outstanding  Nextphase common stock for $510,000 from a stockholder of
          Nextphase pursuant to a Stock Purchase Agreement.  See Note 2 and Note
          5.

          The Company  entered into a  three-year  Consulting  Agreement  with a
          shareholder,  pursuant to which the  stockholder  agreed to assist the
          Company in  developing  its business  model and  corporate  structure,
          product market positioning, and strategizing the marketing of industry
          related products, and performing other advisory services in connection
          with business  development and corporate strategy.  The company issued
          the  shareholder  3,500,000  shares of common  stock for his  services
          under the Consulting Agreement.

          The Company issued an officer 35,000 shares of common stock, valued at
          $8,750, as a bonus.

          The Company has agreed to issue 560,000 shares of common stock, valued
          at  $140,000,  as a partial  payment for  equipment  purchased.  These
          shares have not been issued as of December 31, 2004.

                                       9

<PAGE>


         The Company has agreed to issue 350,000 shares of common stock, valued
         at $87,500 to an unaffiliated third party as part of a finder's fee in
         connection with the share exchange transaction described in Note 2.

NOTE 5 - NOTES PAYABLE

          Concurrently  with  the  share  exchange  discussed  in  Note  2,  the
          Nextphase's  wholly owned  subsidiary NTI purchased  120,625 shares of
          outstanding  Nextphase  common  stock for  $510,000  from a  Nextphase
          shareholder.  NTI issued a $350,000 promissory note to the shareholder
          as part of the purchase price.  Interest  accrues on unpaid  principal
          under the note at the rate of 2% per annum. Payments are due under the
          note in seven monthly  installments of $50,583.37  each, with the last
          payment  due in May 2005.  The  Company  plans to cancel  the  120,615
          shares  of stock at the  time  the  note is  fully  paid.  The note is
          secured by a pledge of an  aggregate  of  12,000,000  shares of common
          stock of Nextphase by five shareholders of the Company.

          The Company has purchased  equipment for a purchase price of $247,000.
          Of this amount, $107,000 was paid through the issuance of a promissory
          note.  The  note  is  payable  in  twelve  monthly  installments,  ten
          installments  of $8,900 and two  installments  of $9,000.  the note is
          secured by the assets purchased. See Note 4.

NOTE 6 - PROPERTY AND EQUIPMENT

          The company has purchased  computer and other  equipment for $247,000.
          Depreciation  is computed using the straight line method over a period
          of five  years.  Depreciation  expense  for the three  and nine  month
          periods ended  December 31, 2004 was $4,116.  this expense is included
          in cost of revenue.

                                       10

<PAGE>


Item 2. Management's Discussion and Analysis or Plan of Operation.


                           FORWARD LOOKING STATEMENTS

Certain  information  contained  in this  report  may  include  "forward-looking
statements" within the meaning of the Private  Securities  Litigation Reform Act
of 1995,  and is subject to the safe harbor created by that act. The safe harbor
created  by the  Securities  Litigation  Reform  Act will not  apply to  certain
"forward  looking  statements"  because we issued  "penny  stock" (as defined in
Section  3(a)(51) of the  Securities  Exchange Act of 1934 and Rule 3a51-1 under
the Exchange  Act) during the three year period  preceding  the date(s) on which
those forward looking statements were first made, except to the extent otherwise
specifically  provided  by  rule,  regulation  or order  of the  Securities  and
Exchange  Commission.  We caution  readers  that certain  important  factors may
affect our actual results and could cause such results to differ materially from
any  forward-looking  statements  which  may be deemed to have been made in this
Report or which are otherwise made by or on behalf of us. For this purpose,  any
statements  contained in this report that are not statements of historical  fact
may be deemed to be forward-looking statements.  Without limiting the generality
of the foregoing, words such as "may", "will", "expect",  "believe",  "explore",
"consider",  "anticipate",  "intend", "could", "estimate",  "plan", "propose" or
"continue" or the negative  variations of those words or comparable  terminology
are intended to identify forward-looking statements. Factors that may affect our
results include, but are not limited to, the risks and uncertainties  associated
with:


                o   our  ability  to raise  capital  necessary  to  sustain  our
                    anticipated  operations and implement our proposed  business
                    plan,

                o   our ability to implement our proposed business plan,

                o   our ability to obtain  regulatory  permits and  approvals to
                    operate in the high-speed wireless network industry,

                o   the introduction of new broadband connectivity  technologies
                    by our competitors that may have advantages over our planned
                    products and may make our planned  products less  attractive
                    to our potential customers,

                o   our  ability  to  identify  and  complete  acquisitions  and
                    successfully integrate the businesses we acquire, if any,

                o   our ability to employ and retain  qualified  management  and
                    employees,

                o   our  dependence  on the efforts and abilities of our current
                    employees and executive officers,

                o   changes in government regulations that are applicable to our
                    anticipated business,

                o   changes in the demand for our services,

                o   the degree and nature of our competition,

                o   our lack of diversification of our business plan,

                o   the  general  volatility  of the  capital  markets  and  the
                    establishment of a market for our shares,

                o   our  ability  to  generate   sufficient   cash  to  pay  our
                    creditors, and

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

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

                                       11

<PAGE>


Critical Accounting Policy and Estimates

Our  Management's  Discussion  and Analysis of Financial  Condition  and Plan of
Operations section discusses our consolidated  financial statements,  which have
been prepared in accordance with accounting principles generally accepted in the
United States of America. The preparation of these financial statements requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities at the date of the financial  statements and the reported
amounts of revenues and expenses  during the  reporting  period.  On an on-going
basis, management evaluates its estimates and judgments, including those related
to  revenue   recognition,   accrued   expenses,   financing   operations,   and
contingencies  and litigation.  Management  bases its estimates and judgments on
historical  experience  and on various  other  factors  that are  believed to be
reasonable  under the  circumstances,  the  results  of which form the basis for
making judgments about the carrying value of assets and liabilities that are not
readily  apparent  from other  sources.  Actual  results  may differ  from these
estimates  under different  assumptions or conditions.  There are no significant
accounting estimates inherent in the preparation of our financial statements.


Background

The  following  discussion  should  be read in  conjunction  with the  financial
statements  of the company and related notes  included  elsewhere in this Report
and in the  company's  Annual Report on Form 10-KSB for the year ended March 31,
2004. All statements  contained herein (other than historical  facts) including,
but not limited to, statements regarding the company's future development plans,
the  company's  ability  to  generate  cash from its  operations  and any losses
related  thereto,  are based upon current  expectations.  These  statements  are
forward  looking  in nature  and  involve  a number of risks and  uncertainties.
Actual  results  may differ  materially  from the  anticipated  results or other
expectations expressed in the company are forward-looking statements. Generally,
the words "anticipate",  "believe",  "estimate",  "expects",  "will", "explore",
"consider",   "find",   "propose",   "could",  "plan",  "continue"  and  similar
expressions as they relate to the company and/or its management, are intended to
identify forward-looking statements.  Factors that could cause actual results to
differ   materially  are  listed  above  under  the  heading   "Forward  Looking
Statements".

Effective  August 3, 2004 the company  consummated a share  exchange in which it
issued  12,943,000 shares of common stock, or approximately 76% of the company's
outstanding  common stock, to the shareholders of NextPhase  Technologies,  Inc.
("NTI")  in  exchange  for all of the shares of NTI.  As a result,  NTI became a
wholly owned subsidiary of the company.  NTI did not have an operating business.
Its assets are technology related to high-speed  wireless networks which have an
ability to penetrate  populated areas, and special antennas and equipment in the
area of microwave  technology.  The  technology  is not covered by any patent or
registered copyright.

The company is  developing an  integrated  portfolio of innovative  connectivity
products and services:

        o      NextPhase  Manufacturing  designs  and  manufactures  a range  of
               proprietary  wireless  products that will satisfy needs currently
               unmet in the marketplace  (e.g. WiFi Multibeam  Antennae designed
               to facilitate cost-effective HotZone deployments).


        o      NextPhase   Professional   Services   brings   its   considerable
               experience  and  expertise  to  bear  in  designing,   deploying,
               operating  and  supporting  wireless  networking  solutions.   It
               leverages its strategic relationships with leading manufacturers,
               distributors  and  service  partners  to  offer a broad  range of
               turnkey  solutions  and a la carte  services to  customers in its
               target  markets  (municipalities,   enterprises  and  large-scale
               systems integrators).

        o      NextPhase  Wireband  operates  as  a  Wireless  Internet  Service
               Provider  (WISP)  from its  Wireless  Network  Operations  Center
               (WNOC)  in  Anaheim,  CA.,  providing  tiered  wireless  Internet
               connectivity   services   to   its   business   and   residential
               subscribers. The company is extending its wireless `footprint' by
               negotiating   deployment   of  network   repeaters  at  strategic
               geographic  locations,   and  plans  to  expand  further  through
               selective acquisitions.

                                       12

<PAGE>


        o      NextPhase   Operations  leverages  the  company's  experience  of
               operating  as a WISP  along  with  its  expertise  in  designing,
               deploying,  operating and supporting wireless networks to design,
               build, deploy and operate large-scale  NextZoneTM and NextMetroTM
               wireless networks in conjunction with or on behalf of our clients
               (e.g. property developers, municipalities).


Currently,  the company does not have the liquidity to undertake  these efforts.
The company  plans to raise  capital  through the issuance of equity and/or debt
securities  and  anticipates  that it will  continue  to  fund  operations  with
advances from a shareholder  until enough  capital is raised to fulfill  working
capital requirements.


The company cannot assure that it will be able to  commercialize  its technology
and raise the  necessary  funding to acquire  customers  for these  products and
services.

As an  additional  strategy,  the  company  may  wish  to  pursue  the  possible
acquisition of, or investments in complementary  businesses or technologies,  in
order to expand and broaden its service  offerings,  obtain new  customers,  and
achieve  greater  operating  efficiencies.  The Company may not have  sufficient
liquidity,  or may not be able to obtain additional financing on favorable terms
or at all, in order to finance such acquisitions or investments.


Results of Operations

As mentioned  above,  effective  August 3, 2004,  Nextphase  acquired all of the
issued and outstanding common stock of NTI in a share exchange  transaction with
NTI's former shareholders.  As a result of this transaction,  NextPhases' former
shareholders  obtained  control  of  Nextphase,  a  shell  corporation  with  no
operations.  For  accounting  purposes,  the  acquisition  has been treated as a
reverse acquisition of NextPhase.


The  financial  statements  presented  include  only  the  accounts  of  NTI,  a
development  stage  company from its  inception  (September  14,  2000)  through
December  31, 2004 and of  Nextphase  from August 3, 2004  through  December 31,
2004.  Net revenues for the quarter were $15,988 and net loss was $228,220.  For
the second  quarter in the  previous  year the company had  operations  with net
revenues  of $0 and a net loss  for the  period  of $0.  For the  quarter  ended
December 31, 2004 the company  generated its first  revenues  from  professional
service fees and broadband  wireless access  subscriptions.  Also, for the third
quarter  ended  December 31, 2004 the net loss of $228,220 as compared to $0 for
the third  quarter of the  previous  year  resulted  from  company  expenditures
related to operating expenses,  payroll costs, consulting fees, and professional
fees.

Liquidity and Capital Resources

As of  December  31,  2004,  the  company  had a cash  balance of  $92,714.  The
company's total deficit  accumulated during the development stage increased to a
balance of  $3,875,663.  The  company's  total  liabilities  are $600,239  which
represents  stockholder advances payable,  accounts payable, and a note payable.
The  company's  cash on hand is  insufficient  to fund its  current  or  planned
operating  needs.  The company plans on funding  working  capital  requirements,
necessary equipment purchases, marketing costs, and all other operations for the
next  quarter  and  foreseeable  future by raising  capital  through the sale of
equity securities and by advances from a shareholder.  We have obtained advances
from  some of our  shareholders  in the  past.  Although  this  shareholder  has
indicated he would advance  funds to the company if needed,  we have not entered
into any definitive  terms for advances or determined the amount of advances the
shareholder  would agree to provide.  We also cannot assure that the shareholder
will be able to provide us with the amount of funds we would need,  or any funds
at all. As of the current date, the company has sold 2,523,000  shares of common
stock in private  placements for gross  proceeds of $630,750.  In order to raise
capital in the future,  we may offer and sell equity  securities or  convertible
debt. We expect that the sale of

                                       13
<PAGE>

additional  equity  securities  or  convertible  debt will result in  additional
dilution to our  stockholders.  We also cannot  assure we will be  successful in
selling  additional  equity  securities  in the future.  The company can give no
assurance that it will be able to  commercialize  its newly acquired  technology
and generate adequate funds from operations,  that funds will be available to us
from debt or equity financing, or that if available, the company will be able to
obtain such funds on  favorable  terms and  conditions.  If the  company  cannot
secure  additional funds it may not be able to continue as a going concern.  The
company  currently  has no  definitive  arrangements  with respect to additional
financing.  Our independent auditors issued a report on our Financial Statements
for the year ended  March 31,  2004  questioning  our  ability to  continue as a
going-concern.  This report may impair our ability to raise additional financing
and adversely affect the price of our common stock.

Off-Balance Sheet Arrangements

We have no off-balance sheet  arrangements that have or are reasonably likely to
have a current or future effect on our financial condition, changes in financial
condition,  revenues or  expenses,  results of  operations,  liquidity,  capital
expenditures  or  capital  resources  that is  material  to  investors.

Item 3. Controls and Procedures.

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

                                       14

<PAGE>



                           PART II - OTHER INFORMATION


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

On November 3, 2004 holders of  approximately  57% of our issued and outstanding
shares of common stock approved an amendment to our Articles of Incorporation to
change the name of the company  from  "Edison  Renewables,  Inc.  to  "NextPhase
Wireless, Inc.", by written consent.

Item 6.     Exhibits

3.1       Articles of Incorporation1

3.2       Certificate of Amendment to Articles of Incorporation, as filed on May
          15, 2000.1

3.3       Certificate  of  Amendment to Articles of  Incorporation,  as filed on
          March 13, 2001.1

3.4       Certificate of Amendment to Articles of Incorporation, as filed on May
          5, 2003.1

3.5       Certificate  of  Amendment  to Articles of  Incorporation  as filed on
          January 21, 2005.2

3.6       Amended and Restated By-Laws3

10.1      Asset Purchase Agreement between Edison and Buchanan ITS, LLC.3

10.2      $107,000 Promissory Note from Edison to Buchanan ITS, LLC.3

31        Certificate   of  the  Principal   Executive   Officer  and  Principal
          Accounting  Officer  pursuant to Rule  13a-14(a) or Rule  15d-14(a) as
          adopted pursuant to section 302 of the Sarbanes-Oxley Act of 2002.

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

------------------
(1)  Incorporated  herein by reference to the exhibits in the  Company's  Annual
Report on Form 10-KSB for the year ended March 31, 2003.

(2)  Incorporated  herein by reference to the exhibit in the  Company's  Current
Report on Form 8-K for an event dated January 21, 2005.

(3) Incorporated  herein by reference to the exhibits to the Company's Quarterly
Report on Form 10-QSB for the period ended September 30, 2004.

                                       15

<PAGE>



                                   SIGNATURES

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


                                 Edison Renewables, Inc.


                                 By: /s/  Robert Ford
                                 -----------------------------------------------
                                 Robert Ford
                                 President and Chief Executive Officer


                                 Date: February 14, 2005


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