UNITED STATES
                       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 June 30, 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

                             EDISON RENEWABLES, INC.
              (Exact name of small business issuer in its charter)



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

       1940 Deer Park Avenue, #390
           Deer Park, New York                             11729
(Address of principal executive offices)                (Zip Code)


         Issuer's telephone number, including area code: (516) 977-3425

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
                                                               --    --


There are 16,692,475  shares of common stock issued and outstanding as of August
6, 2004.


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



<PAGE>



                         PART I - FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements

Unaudited consolidated financial statements for the quarter ended June 30, 2004.


                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                           CONSOLIDATED BALANCE SHEET
                                   (Unaudited)


                                                               June 30, 2004
                                                            --------------------
     ASSETS
CURRENT ASSETS
  Cash and cash equivalents                                 $              -
                                                            --------------------
     Total assets                                           $              -
                                                            ====================

     LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
  Accounts payable                                          $         22,484
  Accrued expenses                                                     9,334
                                                            --------------------
      Total current liabilities                                       31,818

NONCURRENT LIABILITIES
  Note payable to stockholder                                         58,425
                                                            --------------------

       Total liabilities                                              90,243


STOCKHOLDERS' DEFICIT
  Preferred stock, $0.001 par value;
    20,000,000 shares authorized,
    0 shares issued and outstanding                                        -
  Common stock, $0.001 par value;
    200,000,000 shares authorized,
    214,475  shares issued and outstanding                               214
  Additional paid-in-capital                                         298,976
  Deficit accumulated during the development stage                  (389,433)
                                                             -------------------
      Total stockholders' deficit                                    (90,243)
                                                             -------------------

      Total liabilities and stockholders' deficit            $             -
                                                             ===================

The  accompanying  summary of significant  accounting  policies and notes are an
integral part of these consolidated financial statements.




                                       F-1


<PAGE>



                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                                                                               October 12,
                                                                                                                   1999
                                                                              Quarter Ended                   (inception) to
                                                                                 June 30,                        June 30,
                                                                 -----------------------------------------
                                                                        2004                  2003                 2004
                                                                 --------------------  -------------------  ---------------------

<S>                                                               <C>                  <C>                   <C>
      Revenue                                                     $                -   $                -    $               -

      Product and website development                                              -                    -              164,130
      General and administrative expenses                                      9,334                7,204              225,303
                                                                 --------------------  -------------------  ---------------------

      Loss from operations before provision for income taxes                  (9,334)              (7,204)            (389,433)

                                                                 --------------------  -------------------  ---------------------
      Provision for income taxes                                                   -                    -
                                                                                                                             -
                                                                 --------------------  -------------------  ---------------------

      Net loss                                                   $            (9,334)   $          (7,204)     $      (389,433)
                                                                 ====================  ===================  =====================

      Net loss per share - basic and diluted - giving            $             (0.04)   $           (0.03)     $         (2.11)
      retroactive effect to 1 for 200 reverse stock split        ====================  ===================  =====================

      Weighted average number of common shares
      outstanding - giving retroactive effect to 1 for 200                   214,475              214,475              184,307
      reverse stock split                                        ====================  ===================  =====================
</TABLE>
















The  accompanying  summary of significant  accounting  policies and notes are an
integral part of these consolidated financial statements.


                                       F-2


<PAGE>
                            EDISON RENEWABLES, INC.
                          (A Development Stage Company)
            CONSOLIDATED STATEMENTS OF STOCKHOLDERS' (DEFICIT) EQUITY
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                                Deficit
                                                        Common Stock            Additional     Accumulated
                                              -----------------------------      Paid-in        During the
                                                  Shares          Amount         Capital    Development Stage      Total
                                              --------------   ------------    -----------    -------------    ------------
<S>                                           <C>              <C>             <C>             <C>            <C>
Balance, October 12, 1999 (Inception)                      -      $       -    $         -      $         -    $          -

Sale of common stock, October 12, 1999               120,625            120           (110)               -              10
Expenses paid by shareholder                               -              -         94,101                -          94,101
Capital contribution                                       -              -          4,159                -           4,159
Net loss                                                   -              -              -          (94,101)        (94,101)
                                              --------------   ------------    -----------    -------------    ------------
Balance, March 31, 2000                              120,625            120         98,150          (94,101)          4,169

Acquisition of public shell
 corporation, January 24, 2001                        65,850             66            (66)               -               -
Cash to be paid for acquisition                            -              -     (2,000,000)               -      (2,000,000)
Capital contribution                                       -              -        129,420                -         129,420
Net loss                                                   -              -              -         (161,199)       (161,199)
                                              --------------   ------------    -----------    -------------    ------------
Balance, March 31, 2001                              186,475            186     (1,772,496)        (255,300)     (2,027,610)

Shares issued for services - July 17, 2001             3,675              4         22,046                -          22,050
Shares issued for services - August 10, 2001           6,250              6         24,994                -          25,000
Shares issued for services - November 14, 2001         6,000              6         11,994                -          12,000
Shares issued for services - January 11, 2002         15,000             15         29,985                -          30,000
Forgiveness of cash for acquisition                        -              -      2,000,000                -       2,000,000
Net loss                                                   -              -              -         (110,083)       (110,083)
                                              --------------   ------------    -----------    -------------    ------------
Balance, March 31, 2002                              217,400            217        316,523         (365,383)        (48,643)

Shares cancelled - October 22, 2002                   (2,925)            (3)       (17,547)               -         (17,550)

Net Income                                                 -              -              -            6,164           6,164
                                              --------------   ------------    -----------    --------------   ------------
Balance, March 31, 2003                              214,475            214        298,976         (359,219)        (60,029)

Net loss                                                  -               -              -          (20,880)        (20,880)
                                              --------------   ------------    -----------    --------------   -------------
Balance, March 31, 2004                             214,475             214        298,976         (380,099)        (80,909)

Net loss (Unaudited)                                      -               -              -           (9,334)         (9,334)
                                              --------------   ------------    -----------    --------------   -------------
Balance, June 30, 2004 (Unaudited)                  214,475        $    214     $  298,976    $    (389,433)    $   (90,243)
                                              ==============   ============    ===========    ==============   =============
</TABLE>

The  accompanying  summary of significant  accounting  policies and notes are an
integral part of these consolidated financial statements.


                                       F-3
<PAGE>

                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                                                   October 12, 1999
                                                                                    Quarter Ended                    (Inception)
                                                                                       June 30,                      to June 30,
                                                                        ---------------------------------------
                                                                              2004                 2003                  2004
                                                                        ------------------   ------------------  -------------------

     CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                                                     <C>                       <C>                <C>
                  Net loss                                              $          (9,334)        $    (7,204)       $     (389,433)

              Adjustments to reconcile net loss to net cash provided by
              operating activities:
              Cancellation of shares previously issued
              for
              services                                                                                                      (17,550)
                Expenses paid by shareholder                                                               54               279,761
                Stock-based compensation                                                                                     89,050
                (Decrease) Increase in accounts payable                            (2,185)              7,150                22,484
                Increase in accrued expenses                                        9,334                                     9,334
                                                                        ------------------   ------------------  -------------------
     NET CASH (USED IN) BY OPERATING ACTIVITIES
                                                                                   (2,185)                  -                (6,354)

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

     CASH FLOWS FROM FINANCING ACTIVITIES
          Increase in note payable                                                  2,185                                     2,185
          Sale of common stock                                                          -                    -                   10
          Capital contributions                                                         -                    -                4,159
                                                                        ------------------   ------------------  -------------------

     NET CASH PROVIDED BY FINANCING ACTIVITIES
                                                                                    2,185                    -                6,354
                                                                        ------------------   ------------------  -------------------

     NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
                                                                                        -                    -                    -

     CASH AND CASH EQUIVALENTS -
       beginning of period                                                              -                    -                    -
                                                                        ------------------   ------------------  -------------------

     CASH AND CASH EQUIVALENTS -
       end of period                                                     $              -     $              -     $              -

                                                                        ==================   ==================  ===================
</TABLE>
     SUPPLEMENTAL INFORMATION:

          During the period  October 12, 1999 to June 30, 2004, the Company paid
          no cash for interest or income taxes.

The  accompanying  summary of significant  accounting  policies and notes are an
integral part of these consolidated financial statements.


                                       F-4
<PAGE>
                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2004
                                   (Unaudited)

NOTE 1 - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation
---------------------
The  accompanying  consolidated  financial  statements  include the  accounts of
Edison  Renewables,   Inc.,  formerly  Lockwave   Technologies,   Inc.  ("Edison
Renewables"), formerly Audiomonster Online, Inc., a Nevada corporation formed on
August 28, 1995 as Professional  Mining  Consultants,  Inc. and its wholly owned
subsidiary Lockwave, Inc. ("Lockwave"), a Delaware corporation formed on October
12,  1999.  The term  "Edison  Renewables"  in these notes refers to the company
prior to its merger with  Lockwave.  The term  "company"  or  "Company" in these
notes refers to Edison Renewables and Lockwave  following the merger transaction
between Edison Renewables and Lockwave.  All significant  inter-company accounts
and transactions have been eliminated in consolidation.

The company conducts its operations from offices located in Deer Park, New York.

Effective  January 24, 2001,  Edison  Renewables  acquired all of the issued and
outstanding  common  stock  of  Lockwave.  As  a  result  of  this  transaction,
Lockwave's former shareholder obtained control of Edison Renewables which had no
operations.  For accounting  purposes,  this  acquisition  has been treated as a
recapitalization of Lockwave.

The consolidated  financial  statements  presented  include only the accounts of
Lockwave,  a development  stage company,  from its inception  (October 12, 1999)
through June 30, 2004, and of the Company from January 24, 2001 through June 30,
2004.

The  accompanying  consolidated  financial  statements  have  been  prepared  in
conformity with accounting principles generally accepted in the United States of
America,  which  contemplates  continuation  of the company as a going  concern.
However,  the company has no established  source of revenue and has  accumulated
operating  losses.  These  factors raise  substantial  doubt about the company's
ability to  continue  as a going  concern.  Without  realization  of  additional
capital,  and or a suitable  merger partner it would be unlikely for the company
to continue as a going concern.  The  consolidated  financial  statements do not
include any adjustments  relating to the  recoverability  and  classification of
recorded asset amounts and classification of liabilities that might be necessary
should the company be unable to continue in existence.

Management's Plans
------------------
In order to raise capital in the foreseeable  future,  the Company may offer and
sell  equity  securities  or  convertible  debt.  The  Company  planned  to seek
opportunities   to  develop   business   including   acquisitions   or  business
combinations with operating companies. (See "SUBSEQUENT EVENT" note below).

Nature of Operations
--------------------
The Company is currently a development-stage company under the provisions of the
Financial  Accounting Standards Board ("FASB") Statement of Financial Accounting
Standards ("SFAS") No. 7.

The  Company  intended  to seek  opportunities  to  develop  business  including
acquisitions or business combinations with operating companies. (See "SUBSEQUENT
EVENT" note below).

Use of Estimates
----------------
The preparation of financial  statements  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 revenue and expenses during the reporting
period. Actual results could differ from those estimates.

Cash and Cash Equivalents
-------------------------
The Company  considers all highly  liquid  investments  purchased  with original
maturities of three months or less to be cash equivalents.

                                       F-5
<PAGE>

                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2004
                                   (Unaudited)

NOTE 1 - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT  ACCOUNTING POLICIES
(Continued)

Concentration of Credit Risk
----------------------------
None.

Fair Value of Financial Instruments
-----------------------------------
The carrying  value of current  liabilities  approximates  fair value due to the
relatively short maturity of these instruments.

Income Taxes
------------
Income  taxes are  provided  for  based on the  liability  method of  accounting
pursuant to SFAS No. 109,  "Accounting for Income Taxes." Deferred income taxes,
if any,  are  recorded  to  reflect  the tax  consequences  in  future  years of
differences  between the tax bases of assets and liabilities and their financial
reporting amounts at the end of each reporting period.

Product and Website Development Costs
-------------------------------------
Product and website development costs consist principally of payroll and related
expenses for development,  editorial, systems personnel and consultants. Product
development costs are generally expensed as incurred.

The Company  follows the  provisions  of  Statement  of Position  ("SOP")  98-1,
"Accounting  for the  Costs of  Computer  Software  Developed  or  Obtained  for
Internal Use," which requires the capitalization of costs incurred in connection
with  developing  or obtaining  software  for  internal  use. The useful life of
website  development costs is less than one year and,  accordingly,  these costs
are expensed as incurred  and are  included in "product and website  development
costs" in the accompanying consolidated financial statements.

Start-Up and Organization Costs
-------------------------------
The Company accounts for start-up costs in accordance with SOP 98-5,  "Reporting
on the Costs of  Start-up  Activities,"  issued  by the  American  Institute  of
Certified Public Accountants. SOP 98-5 requires the cost of start-up activities,
including organization costs, to be expensed as incurred.

Loss Per Share
--------------
The Company calculates loss per share in accordance with SFAS No. 128, "Earnings
Per Share," which requires presentation of basic earnings per share ("BEPS") and
diluted  earnings per share  ("DEPS").  The  computation  of BEPS is computed by
dividing loss available to common stockholders by the weighted average number of
outstanding  common shares during the period.  DEPS gives effect to all dilutive
potential common shares  outstanding  during the period. The computation of DEPS
does not assume conversion,  exercise or contingent  exercise of securities that
would have an anti-dilutive effect on earnings.  As of June 30, 2004, there were
no potentially dilutive securities outstanding.

Comprehensive Income
--------------------
SFAS No. 130, "Reporting  Comprehensive  Income," establishes  standards for the
reporting  and  display  of  comprehensive  income  and  its  components  in the
financial statements. The items of other comprehensive income that are typically
required to be displayed are foreign currency items,  minimum pension  liability
adjustments,  and unrealized gains and losses on certain investments in debt and
equity securities.  The Company has no items of other  comprehensive  income and
has not presented a statement of comprehensive income.

Stock-Based Compensation
------------------------
The Company has adopted the intrinsic value method of accounting for stock-based
compensation in accordance with Accounting  Principles Board Opinion ("APB") No.
25, "Accounting for Stock Issued to Employees" and related interpretations.  The
Company has adopted only the disclosure provisions of SFAS No. 123, "Stock Based
Compensation," for equity instruments issued to employees.

                                       F-6
<PAGE>
                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2004
                                   (Unaudited)

NOTE 1 - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT  ACCOUNTING POLICIES
(Continued)

Equity Participation Plan
-------------------------
On  February  24,  2003  the  Board  of   Directors   adopted  the  2003  Equity
Participation  Plan and has reserved up to 50,000,000 shares of common stock for
issuance  upon the  exercise of stock  options or as  restricted  stock  grants.
Stockholders  owning a majority of our issued and  outstanding  shares of common
stock  have  adopted  resolutions   approving  and  ratifying  our  2003  Equity
Participation  Plan.  The  following  statements  include  summaries  of certain
provisions of the plan.

Eligibility is as follows.  Subject to certain limitations and conditions in the
plan,  restricted stock and options to purchase shares may be granted to persons
who, in the case of  incentive  stock  options,  are  employees  of,  either the
Company or any parent or  subsidiary  of the  company  including  directors  and
officers of the company and  non-employees  to whom an offer of  employment  has
been  extended,  or in the case of  non-statutory  stock options and  restricted
stock grants,  are employees  including  directors and officers or  non-employee
directors  or certain  consultants  or  advisors  to,  either the company or any
parent  or  subsidiary  of the  company  and  non-employees  to whom an offer of
employment  has been  extended.  At June 30, 2004 one  employee  was eligible to
receive options or restricted stock grants under the plan.

The option price of the shares  underlying an incentive  stock option may not be
less than the fair  market  value (as such term is  defined  in the plan) of the
shares  of common  stock on the date  upon  which  the  option  is  granted.  In
addition,  in the case of a recipient of an  incentive  stock option who, at the
time the  option is  granted,  owns more than 10% of the total  combined  voting
power of all  classes  of  stock of the  company  or of a parent  or  subsidiary
corporation of the company (a "10% Stockholder"), the option price of the shares
subject to that  option  must be at least 110% of the fair  market  value of the
shares of common stock on the date upon which that option was granted.

The  option  price of shares  of common  stock  underlying  non-statutory  stock
options will be determined by the Board or the committee, in its discretion,  at
the time of grant and need not be equal to or greater than the fair market value
for shares of our common stock.

The Board or the  committee  may specify the vesting  periods of the  restricted
stock grant and other terms and  conditions  which the Board or committee  deems
appropriate.

In determining  vesting  requirements of restricted  stock grants,  the Board or
committee may impose  restrictions  which it may deem advisable  including among
other  things,  length of  service of the  grantee,  corporate  performance  and
attainment of individual or group performance objectives.

RECENT ACCOUNTING PRONOUNCMENTS
-------------------------------

In June 2001,  the FASB  issued  SFAS No. 142,  "Goodwill  and Other  Intangible
Assets".  SFAS No. 142 supersedes  Accounting  Principles  Board Opinion No. 17,
Intangible  Assets,  and requires goodwill and other intangible assets that have
indefinite useful lives to no longer be amortized; however, these assets must be
tested  at least  annually  for  impairment.  SFAS  No.  142  also  requires  an
evaluation of existing  acquired goodwill and other intangible assets for proper
classification under the new requirements. In addition, intangible assets (other
then  goodwill) that have finite useful lives will continue to be amortized over
their useful lives;  however,  the amortization period of such intangible assets
will no longer be limited  to 40 years.  SFAS No.  142 is  effective  for fiscal
years  beginning after December 15, 2001,  with early  application  permitted in
certain  circumstances.  In connection  with the adoption of this standard,  the
Company's  unamortized  goodwill  balance will no longer be  amortized  over its
useful  life;  rather  it will be  subject  to at least  annual  assessment  for
impairment  by  applying  a  fair-value-based   test.   Although  not  currently
applicable  to the Company,  this SFAS could have an impact on future  financial
statements.



                                       F-7
<PAGE>
                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2004
                                   (Unaudited)

NOTE 1 - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT  ACCOUNTING POLICIES
(Continued)

In June 2001, the FASB issued SFAS No. 141,  "Business  Combinations",  which is
effective for all business combinations  initiated after June 20, 2001. SFAS No.
141  supersedes   Accounting   Principles   Board  Opinion  No.  16,   "Business
Combinations",  and eliminates the pooling-of-interests method of accounting for
business  combinations,   thus  requiring  that  all  business  combinations  be
accounted for using the purchase  method.  Also, it requires  application of the
provisions of SFAS No. 142, "Goodwill and Other Intangible Assets", for goodwill
and other intangible assets related to any business combinations completed after
June 30, 2001, but prior to the adoption date of SFAS No. 142. Additionally,  in
applying the purchase method,  SFAS No. 141 changes the criteria for recognizing
intangible  assets apart from  goodwill and states the  following  criteria that
should be considered in determining  the recognition of intangible  assets:  (1)
the  intangible  asset arises from  contractual or other legal rights or (2) the
intangible assets is separable or dividable from the acquired entity and capable
of being sold, transferred, licensed, rented, or exchanged. The adoption of SFAS
No. 141 may have a material effect on the Company's future financial statements.

In April 2002, the FASB issued SFAS No. 145,  "Rescission of FASB Statements No.
4, 44, and 64,  Amendment of FASB Statement No. 13, and Technical  Corrections."
SFAS No.145 rescinds SFAS No. 4, "Reporting Gains and Losses from Extinguishment
of Debt", and an amendment of that Statement,  SFAS No. 64,  "Extinguishments of
Debt Made to Satisfy  Sinking-Fund  Requirements,"  and SFAS No. 44, "Accounting
for  Intangible  Assets  of  Motor  Carriers".   This  Statement,   among  other
provisions,  amends  SFAS No. 13,  "Accounting  for  Leases,"  to  eliminate  an
inconsistency  between the required  accounting for sale-leaseback  transactions
and the required  accounting for certain lease  modifications that have economic
effects that are similar to  sale-leaseback  transactions.  The Company does not
expect the adoption of any of these  pronouncements to have a material impact on
the Company's financial position or results of operations.

In June 2002,  the FASB issued SFAS No. 146,  "Accounting  for Costs  Associated
with Exit or Disposal  Activities".  SFAS No.146 requires companies to recognize
costs associated with exit or disposal  activities when they are incurred rather
than at the date of a  commitment  to an exit or disposal  plan,  as  previously
required  under  Emerging  Issues Task Force  ("EITF") Issue 94-3. A fundamental
conclusion reached by the FASB in this statement is that an entity's  commitment
to a plan, by itself,  does not create a present obligation to others that meets
the definition of a liability.  SFAS No. 146 also establishes that fair value is
the objective for initial  measurement of the liability.  The provisions of this
statement are effective for exit or disposal activities that are initiated after
December 31,  2002.  The Company does not expect the adoption to have a material
impact on the Company's financial position or results of operations.

In December  2002,  the FASB issued SFAS No. 148,  "Accounting  for  Stock-Based
Compensation--Transition and Disclosure", which amends SFAS No. 123, "Accounting
for Stock-Based Compensation",  to provide alternative methods of transition for
a voluntary  change to the fair value based method of accounting for stock-based
employee  compensation.  In  addition,  this  Statement  amends  the  disclosure
requirements of SFAS No. 123 to require prominent disclosures in both annual and
interim  financial  statements  about the method of accounting  for  stock-based
employee compensation and the effect of the method used on reported results. The
transition  guidance  and  annual  disclosure  provisions  of SFAS  No.  148 are
effective  for fiscal  years  ending  after  December  15,  2002,  with  earlier
application   permitted  in  certain   circumstances.   The  interim  disclosure
provisions are effective for financial reports containing  financial  statements
for interim  periods  beginning  after  December 15, 2002.  The adoption of this
statement did not have a material impact on the Company's  financial position or
results of operations as the Company has not elected to change to the fair value
based method of accounting for stock-based employee compensation.






                                       F-8
<PAGE>

                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2004
                                   (Unaudited)

NOTE 1 - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT  ACCOUNTING POLICIES
(Continued)

In January  2003,  the FASB  issued  Interpretation  No. 46,  "Consolidation  of
Variable Interest Entities." Interpretation No. 46 changes the criteria by which
one company includes another entity in its  consolidated  financial  statements.
Previously,  the  criteria  were  based  on  control  through  voting  interest.
Interpretation  No. 46 requires a variable interest entity to be consolidated by
a company if that  company is subject to a majority of the risk of loss from the
variable interest  entity's  activities or entitled to receive a majority of the
entity's residual returns or both.

A company that  consolidates  a variable  interest  entity is called the primary
beneficiary of that entity. The consolidation requirements of Interpretation No.
46 apply  immediately to variable  interest  entities  created after January 31,
2003. The consolidation requirements apply to older entities in the first fiscal
year or interim period beginning after June 15, 2003.  Certain of the disclosure
requirements  apply in all financial  statements  issued after January 31, 2003,
regardless of when the variable  interest  entity was  established.  The Company
does  not  expect  the  adoption  to have a  material  impact  on the  Company's
financial position or results of operations.

In May 2003,  the  Securities  and  Exchange  Commission  ("SEC")  issued  Staff
Accounting  Bulletin  No.  103,  "Update  of  Codification  of Staff  Accounting
Bulletins"  (SAB  103).  This staff  accounting  bulletin  revises  or  rescinds
portions of the  interpretive  guidance  included in the  codification  of staff
accounting bulletins in order to make this interpretive guidance consistent with
current  authoritative  accounting  and  auditing  guidance  and SEC  rules  and
regulations.  The principal  revisions  relate to the  rescission of material no
longer necessary because of private sector developments in accounting principles
generally  accepted  in the  United  States of  America,  as well as  Commission
rulemaking. Management believes the Company is in compliance with SAB 103.

In May 2003,  the FASB issued SFAS No. 150,  "Accounting  for Certain  Financial
Instruments  with  Characteristics  of Both  Liability and Equity" ("SFAS 150").
SFAS 150 establishes standards for how a company classifies and measures certain
financial  instruments with characteristics of both liabilities and equity. SFAS
150 is effective for financial  instruments  entered into or modified  after May
31, 2003,  and  otherwise is  effective  at the  beginning of the first  interim
period  beginning  after June 15, 2003. The Company has determined that SFAS 150
does not  effect  the  classification  or  measurement  of any of its  financial
instruments.

In March 2004, the SEC issued Staff Accounting Bulletin No. 105, "Application of
Accounting  Principles to Loan  Commitments"  ("SAB 105"). This staff accounting
bulletin  summarizes  the  views  of the  staff  regarding  the  application  of
generally accepted  accounting  principles to loan commitments  accounted for as
derivative  instruments.  The Company does not believe that SAB 105 will have an
impact on its consolidated financial position and results of operations.

NOTE 2 - CORPORATE REORGANIZATION AND MERGER

On January 24,  2001,  Edison  Renewables  and  Lockwave  amended  their  merger
agreement.  The agreement,  as amended,  provided that Edison  Renewables  would
acquire  all  of the  issued  and  outstanding  common  stock  of  Lockwave.  In
connection with the transaction,  the sole  shareholder of Lockwave  received an
aggregate  of 120,625 ( post stock  split)  shares of Edison  Renewables  common
stock for its 1,000 shares of Lockwave.  Additionally,  the  shareholder  was to
receive a cash payment of $2,000,000.  Payments of $500,000 had previously  been
paid prior to the final amendment.  Payments of the $2,000,000 cash portion were
scheduled as follows: February 1, 2001, $250,000; March 1, 2001, $250,000; April
1, 2001, $500,000; May 1, 2001, $500,000;  June 1, 2001, $500,000. None of these
scheduled  payments  were made and the  required  payment  was  forgiven  by the
stockholder during the year ended March 31, 2002.

As a result of this transaction,  the former shareholder of Lockwave acquired or
controlled  a majority  of the  shares of Edison  Renewables.  Accordingly,  the
transaction has been treated for accounting  purposes as a  recapitalization  of
Lockwave;  therefore, these financial statements represent a continuation of the
accounting acquirer, Lockwave, not Edison Renewables, the legal acquirer.

                                       F-9
<PAGE>
                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2004
                                   (Unaudited)

NOTE 2 - CORPORATE REORGANIZATION AND MERGER (Continued)

In accounting for this transaction:

i) Lockwave 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;

ii) Control of the net assets and business of Lockwave  was  acquired  effective
January 24, 2001 (the "Effective Date"). This transaction has been accounted for
as a purchase of the assets and liabilities of Edison Renewables by Lockwave. At
the effective date, Edison Renewables had no assets, liabilities or operations.

iii) The consolidated statements of operations and cash flows include Lockwave's
results of  operations  and cash flows from October 12, 1999 (date of inception)
and the company's results of operations from January 24, 2001.

NOTE 3 - INCOME TAXES

The components of the provision for income taxes are as follows:

The current tax benefit is negligible.  The effective rate, which is negligible,
differs  from the  expected  tax rate of 34% as a result  of the  effect  of the
variable tax structure.

At June 30,  2004,  the company  had net  carryforward  losses of  approximately
$1,019,000.  Because of the current uncertainty of realizing the benefits of the
tax carryforward,  a valuation  allowance equal to the tax benefits for deferred
taxes has been established.  The full realization of the tax benefit  associated
with the  carryforward  depends  predominantly  upon the  company's  ability  to
generate taxable income during the carryforward periods.

Net operating loss carryforwards  expire principally ratably starting in 2015 to
2024. The utilization of the net operating  losses may be limited as provided by
Section 382 of the Internal Revenue Code.

                                         June 30, 2004
                                         -------------
Deferred Tax Assets
 Loss Carryforwards                       $  346,000

 Less:  Valuation Allowance                ( 346,000)
                                          -----------
Net Deferred Tax
Assets                                    $        -
                                          ===========

NOTE 4 - RELATED PARTY TRANSACTIONS

The Company neither owns nor leases any real or personal property. A shareholder
of the company  provides office space and other services  without  charge.  Such
costs are immaterial to the consolidated  financial statements and, accordingly,
have not  been  reflected  therein.  These  individuals  are  involved  in other
business  activities and may, in the future,  become  involved in other business
opportunities.

At June 30, 2004,  the Company was obligated to a shareholder  for a note in the
amount of $58,425 bearing  interest at 5% maturing on December 31, 2005. At June
30, 2004 interest expense related to this note was approximately $600. On August
3, 2004 the stockholder forgave this debt (see "SUBSEQUENT EVENT" note below).

                                      F-10

<PAGE>
                             EDISON RENEWABLES, INC.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2004
                                   (Unaudited)

NOTE 5 - ACCRUED EXPENSES

At June 30, 2004  accrued  expenses  consisted  of accrued  interest and accrued
compensation of approximately $600 and $8,800, respectively.

NOTE 6- SUBSEQUENT EVENTS

On 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.
("NextPhase")  in  exchange  for all of the  shares of  NextPhase.  As a result,
NextPhase  became a wholly-owned  subsidiary of the Company.  NextPhase does 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
expects to commercialize this technology  although it cannot assure that it will
be able to,  and if it can,  it cannot  predict  when this will  commence.  As a
result of this transaction the former  shareholders of NextPhase now control the
Company.

The Company is  currently  in  negotiations  regarding  the  issuance of 350,000
shares to a third  party as partial  payment of a  finders'  fee  related to the
above transaction. No agreement has been signed nor were any shares issued as of
the date of this filing.

On August 3, 2004 the Company  issued its  shareholder/officer  35,000 shares of
Common Stock for services rendered.

The Company issued 3.5 million common shares pursuant to a Consulting  Agreement
dated August 3, 2004 with CJM Group, Inc. for services relating to (1) assisting
the Company in developing  its business model and corporate  structure,  product
market positioning, and strategizing the marketing of industry related products,
and (2)  performing  certain  advisory  services in  connection  with  potential
acquisitions and corporate strategy. The agreement is for a period of two years.

Simultaneously,  on August 3, 2004,  the sole  shareholder  of CJM  Group,  Inc.
entered into a Stock Purchase  Agreement with  NextPhase  Technologies,  Inc. to
sell 120,625 shares of common stock of the company, or 57% of the company's then
issued and  outstanding  shares of common  stock,  to  NextPhase  for  $510,000,
payable,  by a cash payment of $160,000 and a $350,000  promissory  note payable
over seven (7) months  commencing 90 days from the date of the promissory  note.
As security for the performance by NextPhase of its obligations  under the note,
certain of the Company's  stockholders  owning an aggregate of 12,000,000 shares
of Common Stock of the Company (the "Pledged  Stock"),  or approximately  70% of
the Company's  issued and  outstanding  Common  Stock,  have pledged the Pledged
Stock to the shareholder.

The sole  shareholder of CJM Group,  Inc., who was formerly a shareholder of the
Company,  also forgave debt in the amount of $58,425 due from Edison Renewables,
Inc. on August 3, 2004 (see "RELATED PARTY TRANSACTIONS" note above).



                                      F-11


<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", 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:

- Our ability to raise capital necessary to implement our business plan.
- Our  ability to execute  our  business  plan to  commercialize  our high speed
wireless network and microwave technology.
- New Broadband  connectivity  technologies  which may be developed  that may be
better alternatives to our technology.
- Lack of any customers.
- Our ability to employ and retain qualified management and employees.
- Changes in government regulations which are applicable to our business.
- The degree and nature of our competition.
- Our ability to generate sufficient cash to pay our creditors.
- Disruption in the economic and financial  conditions primarily from the impact
of  terrorist  attacks in the  United  States  and  overseas,  threats of future
attacks, police and military activities 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.

Plan of Operations

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", and similar
expressions as they relate to the company and/or its management, are intended to
identify forward-looking  statements.  Among the factors that could cause actual
results to differ  materially  could be the  inability  of the company to obtain
additional financing to meet its capital requirements needs and general business
and economic conditions as well as technological developments.

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. in
exchange for all of the shares of  NextPhase.  As a result,  NextPhase  became a
wholly-owned  subsidiary  of the company.  NextPhase  does 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

<PAGE>
expects to commercialize this technology  although it cannot assure that it will
be able to, and if it can, it cannot predict what that will commence.

The share exchange transaction and contemporaneous transactions are discussed in
more detail under Item 5 "Other Information" below.

Critical Accounting Policy and Estimates

Our Management's  Discussion and Analysis of Financial  Condition and Results 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.

Results of Operations

The company had no operations  prior to October 12, 1999,  and had only incurred
minimal  start-up  expenses  as of that  date.  There  were only  administrative
operations  for the three  months  ended June 30,  2004.  Net  revenues  for the
quarter were $0 and net loss was $9,334.  For the first  quarter in the previous
year the company had  operations  with net revenues of $0 and a net loss for the
period of $7,204.  For the period  ended June 30, 2004 the net loss of $9,334 as
compared  to $7,204  for the first  quarter of the  previous  year  resulted  in
company  expenditures  related  to  operating  expenses,  principally  legal and
accounting fees.

Liquidity and Capital Resources

As of June 30, 2004,  the Company had a cash balance of $0. The company's  total
deficit  accumulated  during the  development  stage  increased  to a balance of
$389,433.  The company's total liabilities are $90,243 which represents  accrued
expenses, accounts payable, and a note payable to a stockholder.

As a  result  of  the  share  exchange  transaction  described  under  "Plan  of
Operations" above, the company acquired NextPhase Technologies,  Inc., a company
with no business  operations  but with  technology  in the  high-speed  wireless
network and  microwave  areas,  which the company  plans to  commercialize.  The
company's cash on hand is insufficient to fund its current or planned  operating
needs and the company is  currently  not  generating  any  revenue.  The company
expects it will have to raise capital to fund its current and planned  operating
needs.  In order to raise capital in the  foreseeable  future,  we may offer and
sell  equity  securities  or  convertible  debt.  We  expect  that  the  sale of
additional  equity  securities  or  convertible  debt will result in  additional
dilution to our stockholders.  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  have  issued  a  report  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.

                                       2

<PAGE>

Item 3. Controls and Procedures.

     Our Principal  Executive Officer and Principal  Financial Officer conducted
an evaluation of the  effectiveness  of our disclosure  controls and procedures.
Based  on  this  evaluation,  our  Principal  Executive  Officer  and  Principal
Financial  Officer  concluded that our disclosure  controls and procedures  were
effective  as of June 30,  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 June 30,  2004 that has  materially  affected,  or is  reasonably
likely to materially affect, our internal control over financial reporting.

                           PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

          None

Item 2. Changes in  Securities  and Small  Business  Issuer  Purchases of Equity
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.

          On  August 3,  2004,  Corey  Morrison  entered  into a Stock  Purchase
Agreement  with  NextPhase  Technologies,  Inc. to sell 120,625 shares of common
stock of the company, or 57% of the company's then issued and outstanding shares
of common  stock,  to  NextPhase  for  $510,000,  payable,  by a cash payment of
$160,000 and a $350,000 promissory note payable over seven (7) months commencing
90 days from the date of the promissory note.

          Certain  of  the  company's   stockholders   owning  an  aggregate  of
12,000,000  shares of common stock of the company,  or approximately  70% of the
company's  issued and  outstanding  common stock (after  giving  effect to the..
closing of the Share Exchange Agreement  described below),  pledged their shares
as security  for the  performance  by  NextPhase  of its  obligations  under the
promissory note.

          Simultaneously  with the stock purchase agreement between Mr. Morrison
and NextPhase,  the company entered into an Agreement and Plan of Share Exchange
with all of the NextPhase stockholders,  under which the company acquired all of
the issued and outstanding stock of NextPhase (an aggregate of 12,943,000 shares
of common  stock) in  exchange  for the  issuance  of  12,943,000  shares of the
company's common stock.

          As a result of the closing of the Share Exchange Agreement,  NextPhase
became the wholly-owned  subsidiary of the company.  NextPhase  currently has no
business. Its assets are comprised of technology relating to high-speed wireless
networks  which have the  ability to  penetrate  densely  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
expects to commercialize this technology, although it cannot assure that it will
be able to, and if it can, it cannot predict when that will commence.

          As a result of the share exchange,  the company has 16,692,475  shares
of  common  stock  issued  and  outstanding  of  which  12,943,000   shares,  or
approximately  76%, are owned by those persons who were previously  shareholders
of NextPhase.  Of those shares,  12,000,000  shares, or approximately 70% of the
company's  issued and outstanding  shares,  were issued to Viper Networks,  Inc.
(4,000,000  shares),   Stephen  D.  Young  (2,000,000  shares),  James  G.  Wray
(2,000,000  shares),  Sean J.  Rawlins  (2,000,000  shares)  and  Michael  Jones
(2,000,000  shares),  and have been  pledged to secure  NextPhase's  obligations
under the promissory note to Mr. Morrison as described above.

                                       3
<PAGE>

          Pursuant to the terms of the Share  Exchange  Agreement,  effective at
the time the company complies with Rule 14f-1 under the Securities  Exchange Act
of 1934, i.e. at least 10 days after the mailing of an Information  Statement to
the company's  stockholders  relating a change of control of the company's Board
of Directors,  the company's Board of Directors will take the necessary  actions
required to expand its Board of Directors from one to five members,  and to fill
the resulting four vacancies with certain  individuals  designated by NextPhase.
The designees of NextPhase are Messrs. Young, Wray, Rawlins and Jones.

          On August 3, 2004,  Viper  Networks,  Inc.  and Messrs.  Young,  Wray,
Rawlins and Jones, who own in the aggregate,  approximately 72% of the company's
common  stock,  entered into a Voting  Agreement,  pursuant to which they agreed
that, for a period of one-year  until August 3, 2005,  they will vote all shares
of common  stock of the  company  which they own,  or over  which they  exercise
voting power, for the election of Paul S. Steo as a director of the company.

          On August 3, 2004,  the company  entered into a  Consulting  Agreement
with CJM Group,  Inc.,  which will  provide the company with  assistance  in the
development of its business model and corporate  structure,  product  marketing,
business development and corporate strategy. CJM Group has been issued 3,500,000
shares of the company's  common stock in return for these  consulting  services.
The principal of CJM Group is Mr. Morrison.

          The  disclosure  under  this  Item 5  shall  constitute  the  required
disclosure  under  Items  1 and 2 of  Form  8-K,  with  respect  to the  matters
described.

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

EXHIBIT NO.    DESCRIPTION

2              Agreement and Plan of Share Exchange dated August 3, 2004 between
               Edison  Renewables,   Inc.  and  the  stockholders  of  NextPhase
               Technologies, Inc.

3.1            Articles of Incorporation (1)

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            Bylaws. (2)

10.1           Stock  Purchase  Agreement,  dated August 3, 2004  between  Corey
               Morrison and NextPhase Technologies, Inc.

10.2           Pledge  Agreement,  dated as of  August  3,  2004  between  Viper
               Networks,  Inc., Stephen D. Young, James G. Wray, Sean J. Rawlins
               and Michael Jones,  collectively as Pledgors,  Corey Morrison, as
               Pledgee and Paul G. Goss, Esq. as Pledge Agent

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


32             Certificate  of  the  Principal   Executive   Officer  and  Chief
               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
                                       4
<PAGE>

-------------------
     (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  Company's   Registration
          Statement  on Form 10SB 12G/A filed with the  Securities  and Exchange
          Commission on February 28, 2000.

REPORTS ON FORM 8K:

We did not file a Current  Report on Form 8-K during the quarter  ended June 30,
2004.


                                       5


<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.




  Dated: August 16, 2004                         By: /s/ Paul S. Steo
                                                  -----------------------------
                                                     Paul S. Steo, President