================================================================================

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   FORM 10-KSB

[ X ] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
      OF 1934 For the fiscal year ended December 31,2004.


[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
    EXCHANGE ACT OF 1934 For the transition period
    from _______________________ to _____________


                        Commission File Number 000-26373


                                 ROCKETINFO INC.
              -------------------------------------------------------
                  (Name of small business issuer in its charter)


       DELAWARE                                  98-0196717
       ---------                                 ----------
(State or other jurisdiction of   (I.R.S. Employer Identification No.)
 incorporation or organization)


                       27 Oakmont Drive, Rancho Mirage, CA
              ------------------------------------------------------
                     (address of principal executive offices)


                                      92270
                            -------------------------
                                   (Zip Code)


                    Issuer's telephone number (760) 328-8988


   Securities registered under Section 12(b) of the Exchange Act: NONE


     Securities registered under Section 12(g) of the Exchange Act:
                    COMMON STOCK, PAR VALUE $0.001 PER SHARE


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. [X] Yes [ ] No

Check if there is no disclosure of delinquent filers in response to Item  405 of
Regulation S-B is not contained in  this   form, and   no   disclosure  will  be
contained, to   the   best   of   registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [X]


                                     - 1 -

<PAGE>

Issuer's consolidated and combined revenues for its most recent fiscal year:
$83,600

As of March 31, 2005,  the aggregate  market value of the voting and  non-voting
common equity held by non-affiliates (assuming that the issuer's only affiliates
are  its  officers,  directors  and 10% or  greater  stockholders)  computed  by
reference to the price at which the common  equity was sold,  or the average bid
and asked price of such common equity, was $55,758,190

As of March 31, 2005 the number of shares  outstanding  of the  issuer's  common
shares was 22,728,942.


                    Documents incorporated by reference: None

Transitional Small Business Disclosure Format (Check one): [ ]Yes [X]No







                                     - 2 -

<PAGE>

                                TABLE OF CONTENTS

PART 1
Item 1     DESCRIPTION OF BUSINESS                                      3
Item 2.    DESCRIPTION OF PROPERTY                                     10
Item 3.    LEGAL PROCEEDINGS                                           10
Item 4.    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS         10
PART II
Item 5.    MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS    10
Item 6.    MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION   12
Item 7.    FINANCIAL STATEMENTS                                        13
Item 8.    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
           AND FINANCIAL DISCLOSURE                                    26
Item 8A.   CONTROLS AND PROCEDURES                                     27
Item 9.    DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
           PERSONS; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT  27

PART III
Item 10.   EXECUTIVE COMPENSATION                                      31
Item 11.   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
           MANAGEMENT AND RELATED STOCKHOLDER MATTERS                  32
Item 12.   CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS              34
Item 13.   EXHIBITS AND REPORTS ON FORM 8-K                            34
Item 14.   PRINCIPAL ACCOUNTANT FEES AND SERVICES                      35

SIGNATURES                                                             35

PART I.

ITEM 1.  DESCRIPTION OF BUSINESS.

All  references  in  this  form  to  "we",  "us",  "our",  "the  Company",  "the
Registrant" and "Rocketinfo" are intended to refer to Rocketinfo Inc.


                                     - 3 -

<PAGE>

FORWARD-LOOKING STATEMENTS

This Annual Report on Form 10-KSB contains  certain  forward-looking  statements
within the meaning of Section 27A of the  Securities Act of 1933 and Section 21E
of the  Securities  Exchange Act of 1934.  When used in this  report,  the words
"believe,"  "anticipate,"  "think," "intend," "plan," "expect," "project," "will
be" and  similar  expressions  identify  such  forward-looking  statements.  The
forward-looking statements included herein are based on current expectations and
assumptions  that involve a number of risks and  uncertainties.  Such statements
regarding future events and/or the future  financial  performance of the Company
are subject to certain risks and uncertainties, such as delays in the completion
or release of products, the availability of financing,  the achievement of sales
assumptions as projected,  the risk of war,  terrorism and similar  hostilities,
the possible lack of consumer appeal and acceptance of products  released by the
Company,   fluctuations  in  demand,  that  competitive  conditions  within  the
Company's  markets will not change  materially or adversely,  that the Company's
forecasts will accurately  anticipate market demand,  and the risks discussed in
"Factors Affecting Future  Performance",  which could cause actual events or the
actual   future   results  of  the  Company  to  differ   materially   from  any
forward-looking  statement.   Assumptions  relating  to  the  foregoing  involve
judgments with respect to, among other things, future economic,  competitive and
market conditions,  and future business decisions, all of which are difficult or
impossible to predict accurately and many of which are beyond the control of the
Company.  Although the Company  believes  that the  assumptions  underlying  the
forward-looking  statements are  reasonable,  the business and operations of the
Company are subject to substantial risks that increase the uncertainty  inherent
in the  forward-looking  statements.  In  light  of the  significant  risks  and
uncertainties  inherent in the  forward-looking  statements included herein, the
inclusion of such statements  should not be regarded as a representation  by the
Company or any other person that the objectives and plans of the Company will be
achieved.


(a) Business Development.

Rocketinfo Inc., a Delaware company  incorporated   in   October 1998,   has its
executive    offices  at  27  Oakmont Drive,   Rancho Mirage, CA 92270, USA. The
telephone number is (760) 328-8988.

Through  December 31, 2004,  the Company has generated  $83,600 in revenues from
operations.

Formerly Zeppelin Energy Inc., the Company's name was changed on August 4, 2004.

Pursuant to a series of share  acquisition  agreements  dated August 3, 2004 and
effective  October 1st, 2004, the Registrant has acquired all of the outstanding
shares of Rocket  Technologies  Inc. (herein "Rocket  Technologies") in exchange
for Eight Million  (8,000,000) shares of the Registrant's common stock, and cash
payments  in the  amount of Four  Hundred  Thousand  Dollars  ($400,000)  to the
shareholders of Rocket Technologies.  The final Fifty Thousand ($50,000) payment
pursuant to the share acquisition agreements was paid by the Registrant on March
28th, 2005.

Since the acquisition of Rocket Technologies the Registrant has embarked upon an
aggressive  sales,  development  and  marketing  program  designed to expand the
number of clients  utilizing  the  Registrant's  news and  business  information
aggregation or `infomediary' services.

                                     - 4 -

<PAGE>

(b)     Business of Issuer


OVERVIEW

At the core of  Rocketinfo's  services and  technology  is a real-time  news and
business information  aggregation and search engine system.  Rocketinfo provides
embedded  search  tools and services to 3rd party  search  engines,  portals and
software  vendors for use in  applications  ranging from  customer  relationship
management (CRM), business intelligence (BI) and financial services.

Rocketinfo's  infomediary  services  include a  combination  of  next-generation
search  technologies,  unique and  proprietary  approaches to the  extraction of
valuable  business  information,  and an  extensive  range  of  delivery  tools,
(including  RSS).  The  Rocketinfo   search  engine  draws  from  the  Company's
continuously  updated index of over 14,000 Internet sites, 70,000 RSS and Weblog
sources  as  well  as  client-defined  content  channels.  At  the  core  of the
Rocketinfo  offering is a robust,  proprietary  search  engine and its extensive
content database.

ROCKETINFO TECHNOLOGY

Rocketinfo's   technology  provides   intelligent  software  tools  that  index,
categorize  and extract key  concepts  and data from  current  news and business
information.  These  tasks are  executed  automatically,  with  high-performance
content  storage,  key-word and concept  search  flexibility,  and  personalized
multi-channel delivery via news portals, emails, opt-in newsletters or alerts to
recipients' desktops or mobile wireless devices.

The following factors differentiate the Rocketinfo search and content technology
and products from other competitors.

* A high-performance  content  storage  system that uses  advanced,  proprietary
indexing,  clustering  and  compression  technology  to allow the  content to be
searched quickly without relying on expensive computing  resources.  Keyword and
concept  search  flexibility,  combined with  parametric  search  controls offer
unlimited size,  scope and precision in the creation of the search  expressions,
without impacting performance.

*  Proprietary  intelligent  analytical  tools  improve the search and  analysis
process by  utilizing a "Knowledge  Builder"  module that helps users define and
extend the terms and scope of their  search.  Sophisticated  ranking  algorithms
power a relevancy engine to ensure that only truly relevant content is presented
for further refinement and analysis.  A specialized learning engine allows users
to provide  feedback to a neural  network that  increases  the  relevance of the
results.

* Rocketinfo's  multi-channel  delivery system  supports web publishing,  e-mail
newsletters to both connected and wireless devices,  desktop alerts and XML data
feeds that can be integrated with other applications.  The company's  autonomous
processing technology allows relevant information to be collected,  analyzed and
delivered without the need for direct user intervention.

The Rocketinfo search engine automates,  accelerates and greatly  simplifies the
manner  in which  information  is  acquired,  analyzed,  converted  into  useful
knowledge and distributed to  decision-makers.  All this allows for timelier and
more informed business decisions with strongly improved research  efficiency and
with the added bonus of lower costs than other data alternatives.


                                     - 5 -

<PAGE>

Rocketinfo's  search engine  system  includes web robots,  data storage,  search
definition,  retrieval and document  ranking  systems.  The search engine system
components  work  together  providing  the tools to scrape,  index and  compress
network based  unstructured/structured  data at regular intervals. Web based and
application  programming  interfaces  (i.e.  XML, SOAP) allow for complex search
query submission.  The Rocketinfo document rank subsystem yields highly relevant
results using a combination of keyword and parametric analysis.

SALES AND MARKETING STRATEGY

The Company's business strategy is focused on sales and revenue generation
through

A.       licensing of Embedded Search products to application  software  vendors
         and  distribution of embedded search tools and content   for CPM and/or
         shared advertising revenue basis.
B.       distribution of Consumer products for both volume-use (CPM) or per-seat
         revenue and/or advertising revenue

Embedded Search Products
------------------------

The Company's business model in the embedded search products area is to continue
to license embedded search tools,  content and services to application  software
vendors  on  volume-use  (CPM) or  per-seat  basis.  The  Company  is focused on
partnering with vendors in the Business Intelligence, CRM and Financial Services
markets. The Company plans to leverage these partners' existing customers, sales
and marketing organizations to generate and increase revenue.

The Company also plans to continue to provide  embedded search tools and content
to internet  portals and 3rd party search  engines.  The Company  will  continue
licensing  embedded  search  functionality  on a volume-use  (CPM) and/or shared
revenue basis.  The company will also continue to provide content to portals and
desktop  applications (like RSS Readers) and will be introducing highly targeted
advertisements embedded in RSS feeds

Consumer Products
-----------------

RocketNews.com
--------------

In order to showcase the search  result  accuracy,  low cost of  deployment  and
scalability of our technologies, Rocketinfo launched RocketNews in October 2000.
RocketNews  is one of the first  `current'  news search  engines on the Internet
(www.rocketnews.com).  Powered by Rocket's  core search  technology,  the public
site provides a completely software-driven breaking news portal updated every 15
minutes.  Users are able to search for news from  14,000  Internet  news  sites,
using a combination of advanced  Boolean  expressions  and parametric  controls.
RocketNews  handles several million search requests a month,  using a cluster of
Intel-based Dell servers. Calculated over one year, the cost per search request,
including equipment and network connectivity,  is approximately 0.0001875 cents.
RocketNews  was  nominated  for best News Search  Engine in 2003 and for a Webby
Award  for best  Internet  News  Site in  2004.  The  Company  plans to begin to
advertise on RocketNews.com in the near future.


                                     - 6 -

<PAGE>

Rocketinfo RSS Reader
---------------------

Rocketinfo  has developed a web-based RSS Reader capable of managing and viewing
hundreds of feeds for each  individual  user.  The RSS Reader is able to process
RSS feeds published in the 0.91, 1.0 and 2.0 standards as well as the newer ATOM
publishing  standard.  The  reader  provides a number of  features  not found in
competing  products including search tools for finding RSS feeds and the ability
to create  personalized  feeds. The Rocketinfo RSS Reader has been deployed as a
free service  (http://reader.rocketinfo.com)  since March 2004. More than 15,000
users have signed up for the service with an average of 75 new accounts per day.
Rocketinfo  has  initially  partnered  with  Kanoodle  to offer  contextual  and
targeted  advertisements  with this service which will be introduced in the near
future

Rocketinfo Desktop
------------------

The Company has been  developing  and testing  the  RocketNews  Desktop,  a free
desktop  search tool with embedded  advertisements.  The Company  introduced the
product to its  rocketnews.com  web site for  download  by our web site users on
April 12th,  2005.  Rocketinfo  has initially  partnered  with Kanoodle to offer
contextual and targeted  advertisements  for the embedded  advertisements in the
Rocketinfo Desktop.


RocketNews Alert
----------------

The Company is also  continuing  the  development  and testing of the RocketNews
Alert, a desktop application that will provide continuous  real-time news alerts
on multiple  subjects,  corporations  and/or individuals chosen by the user. The
RocketNews  Alert is designed to continuously  search all of the Rocketinfo news
sources for any new stories containing the chosen key words. When an appropriate
story is found, the RocketNews  Alert on the client's  desktop  indicates that a
new story is  available.  The user then  clicks  the  Desktop  Alert to review a
synopsis of the news story and then if interested can be instantly linked to the
news item itself.  In this manner  Rocketnews Alert subscribers will have access
to news  regarding  their  areas of  interest  as soon as it is posted  anywhere
within Rocketinfo's extensive content database.

CURRENT OPERATIONS


The Registrant  utilizes the services of full time  employees,  its Officers and
Directors   and   experienced   industry   consultants   to  conduct   business.
Additionally,  the Company has been attempting to negotiate financing with which
to continue and expand its business operations.  The Company will not be able to
pursue the sales and marketing of its products as  aggressively as planned if it
is not able to secure additional financing.

Over the last twelve months,  management has taken the steps  described above to
create a successful business model for the Registrant.  Management  responded to
the lack of sales revenue from its resource business with the termination of the
previous oil and gas business  activities.  The Registrant has also restructured
its  debt,  completed  the  acquisition  of  Rocket  Technologies  and  targeted
marketing  efforts on increasing sales of products related to the new Rocketinfo
business model.  Management has also decided to hire both  additional  technical
staff to ensure that the  Registrant  can meet the demands for its  products and
additional sales and marketing personnel to increase sales.  Management believes
that cash flow from  operations  related  to the new  business  model,  which is
projected to grow  significantly  during 2005,  will be  sufficient to allow the
Registrant to continue in business in 2005 and beyond.

                                     - 7 -

<PAGE>

The  Registrant's  management and the former  management of Rocket  Technologies
have been  operating the new business  venture as described  above.  There is no
assurance that the new business venture will prove as successful as anticipated.
The Registrant will also seek additional sources of capital through the issuance
of debt and equity financing.

The ability of the Registrant to continue as a going concern is dependent on the
success  of the  Registrant's  business  plan  and may also  require  additional
sources of capital. The financial statements do not include any adjustments that
might be necessary if the Registrant is unable to continue as a going concern.

COMPETITION

The Company will encounter  competition  from other  infomediaries,  specialized
search engines and competitive  intelligence  companies in its efforts to market
its products.  The Company's  competitors include,  amongst others,  specialized
search engine companies, competitive intelligence companies and numerous content
companies.  Many of its competitors are large,  well-established  companies with
substantially  larger operating staffs and greater capital  resources than those
of the  Company and which have been  engaged in the search and content  business
for a much longer time than the Company.  Such companies may be able to pay more
for sales, marketing, and development and may be able to identify, evaluate, bid
for,  and  purchase a greater  number of content  resources  than the  Company's
financial or human resources permit.

The Company's  ability to acquire  clients will be dependent upon its ability to
identify  suitable  business  prospects and to consummate  transactions  in this
highly  competitive  environment.  The  Company  believes  that its  proprietary
technology,  skilled development team and the experience of management generally
enables it to compete effectively.  Many of the Company's competitors,  however,
have  financial  resources  that are  substantially  greater  than  those of the
Company,  which may adversely affect the Company's ability to compete with these
companies.

PATENTS, TRADEMARKS, AND LICENSES

The  Company  protects  or will  protect  our  intellectual  property  through a
combination of trade secrets,  confidentiality agreements,  trademarks,  license
agreements  and patents.  We currently have one trademark for  "Rocketinfo"  and
numerous  confidentiality  agreement license  agreements  currently in place. We
have no patents in place.  However we anticipate using all of these devices over
the next 12 months to protect our intellectual property.

REGULATION

Our  business  is subject to a variety of U.S.  and  foreign  laws,  which could
subject us to claims or other  remedies  based on the nature and  content of the
information searched or displayed by our products and services,  and could limit
our ability to provide information regarding regulated industries and products.


                                     - 8 -

<PAGE>

The  laws  relating  to the  liability  of  providers  of  online  services  for
activities  of their users are  currently  unsettled  both  within the U.S.  and
abroad.  Other  information and search  companies have been threatened and filed
against  under both U.S.  and foreign  law for  defamation,  libel,  invasion of
privacy and other data protection claims, tort, unlawful activity,  copyright or
trademark infringement, or other theories based on the nature and content of the
materials  searched and the ads posted or the content generated by our users. It
is also possible that we could be held liable for  misinformation  provided over
the web when that information appears in our web search results. If one of these
complaints  is filed and  results in  liability  to us, it could be  potentially
costly, encourage similar lawsuits,  distract management and harm our reputation
and possibly our business.  In addition,  increased  attention  focused on these
issues and legislative  proposals could harm our reputation or otherwise  affect
the growth of our business.

The  application  to us of existing laws  regulating  or requiring  licenses for
certain businesses of our advertisers,  including, for example,  distribution of
pharmaceuticals,  adult content, financial services, alcohol or firearms, can be
unclear.  Existing or new legislation could expose us to substantial  liability,
restrict our ability to deliver services to our users, limit our ability to grow
and cause us to incur significant expenses in order to comply with such laws and
regulations.


Several other federal laws could have an impact on our business. Compliance with
these laws and  regulations  is complex  and may impose  significant  additional
costs on us. For example,  the Digital  Millennium  Copyright Act has provisions
that  limit,  but do not  eliminate,  our  liability  for  listing or linking to
third-party web sites that include  materials that infringe  copyrights or other
rights, so long as we comply with the statutory requirements of this act.

We  also  face  risks  associated  with  international   data  protection.   The
interpretation  and  application of data protection laws in Europe and elsewhere
are  still  uncertain  and in  flux.  It is  possible  that  these  laws  may be
interpreted  and  applied  in a  manner  that  is  inconsistent  with  our  data
practices.  If so, in addition to the possibility of fines, this could result in
an order requiring that we change our data practices, which in turn could have a
material effect on our business.

EMPLOYEES

Currently, the Company has 15 employees and full time consultants,  some of whom
are also  current  officers.  All of the  employees  are employed on a full time
basis,  and are  paid  salaries.  None of the  employees  are  represented  by a
collective bargaining agreement.


(c) Reports to security holders.

The Company is not required to deliver an annual report to security  holders and
will  not  send  an  annual  report  voluntarily.   The  Company  files  reports
electronically with the Securities and Exchange Commission, namely, Forms 10KSB,
10QSB,  and 8-K. The public may read and copy any materials the Company's  files
with the SEC at the  SEC's  Public  Reference  Room at 450 Fifth  Street,  N.W.,
Washington,  D.C. 20549.  The public may obtain  information on the operation of
the  Public  Reference  Room  by  calling  the  SEC at  1-800-SEC-0330.  The SEC
maintains  an  Internet  site  that  contains  reports,  proxy  and  information
statements,  and other information  regarding  issuers that file  electronically
with the SEC at: http://www.sec.gov/ The Company's Internet address is:
http://www.rocketinfo.com/

                                     - 9 -

<PAGE>

ITEM 2.  DESCRIPTION OF PROPERTY.

(a) The Company's  principal  administrative  offices are located at: 27 Oakmont
Drive,  Rancho Mirage,  CA 92270,  USA. The Company pays $500 per month for this
office space, which consists of one office.  This lease expires in June 2005 and
may be renewed at our  discretion.  The Company  also has a  development  office
located at Suite 406, 221 Esplanade St, North  Vancouver,  BC and a sales office
located  at Suite 112,  359 Terry Fox Drive,  Ottawa  Ontario.  The  Development
office consists of three private offices,  12 cubicles and a kitchen  consisting
of a total of  approximately  1660 square  feet.  The building  provides  shared
conference and exercise resources. We pay approximately $3,500 per month for the
development offices and have a lease that expires in December 31 2006. The sales
office was moved to West  Vancouver and the Ottawa office was shut down on March
3rd, 2005.

(b) Investment Policies.

The Company has no policy on  investments  in real estate or  interests  in real
estate,  investments in real estate mortgages,  or securities of or interests in
persons primarily engaged in real estate activities.

(c) Description of Real Estate and Operating Data.

The Company does not hold or intend to acquire any real estate.

ITEM 3.  LEGAL PROCEEDINGS.

There are no legal proceedings to which the Company is a part.


ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

No  matters  were  submitted  to a vote of  security  holders  during the fourth
quarter of 2004, through solicitation of proxies or otherwise.


PART II.

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

The Company's common stock is traded on the NASD Over-the-Counter Bulletin Board
System under the symbol "RKTI".  The high and low bid  information  reflected in
the table below  represents  the range of high and low bids for the common stock
for each  quarter  within  the last two fiscal  years.  The  quotations  reflect
inter-dealer prices, without retail mark-up, mark-down or commission and may not
represent actual transactions.


                                     - 10 -

<PAGE>
         QUARTER ENDED                      LOW PRICE       HIGH PRICE
         -------------                      ---------         --------
         March 31, 2003                     $1.18             $2.40
         June 30, 2003                      $0.26             $1.20
         September 30, 2003                 $0.50             $1.55
         December 31, 2003                  $0.40             $1.30
         March 31, 2004                     $0.30             $1.04
         June 30, 2004                      $0.25             $0.83
         September 30, 2004                 $0.26             $2.75
         December 31, 2004                  $1.82             $3.00


         (Source: YAHOO Finance; RKTI.OB; Historical Prices)

As of December 31, 2004, there were  approximately  165 holders of record of the
Company's common stock.

The  Company  has not paid any cash  dividends  on the  Common  Stock and has no
present  intention  to declare or pay cash  dividends on the Common Stock in the
foreseeable  future.  The  Company  intends to retain any  earnings  that it may
realize in the foreseeable future to finance its operations.

The  following  table sets forth the  information  as at December  31, 2004 with
respect to compensation plans (including individual  compensation  arrangements)
under which equity securities of the Company are authorized for issuance:


Equity Compensation Plan Information

<TABLE>
<CAPTION>
Plan category                   Number of securities to be   Weighted-average exercise    Number of securities
                                issued upon exercise of      price of outstanding         remaining available for
                                outstanding options,         options, warrants and        future issuance under
                                warrants and rights          rights                       equity compensation plans
                                                                                          (excluding securities
                                                                                           reflected in column (a))

                                 (a)                          (b)                         (c)
----------------------------------------------------------------------------------------------------------------------
<S>                             <C>                               <C>                         <C>
Equity compensation plans       0                                   0                         500,000
approved by security holders
----------------------------------------------------------------------------------------------------------------------
Equity compensation plans not   500,000                             0                          0
approved by security holders
----------------------------------------------------------------------------------------------------------------------
Total                           500,000                             0                         500,000
----------------------------------------------------------------------------------------------------------------------
</TABLE>

The  Company's  1998 Stock  Option Plan (the "Plan) was  established  to provide
equity incentives to employees, including officers,  non-employee members of the
board of directors of the Company, and other eligible persons to provide a means
through  which the Company may attract  able  persons to serve the  Company,  by
granting such persons  options to purchase  shares of stock of the Company.  The
Plan permits the granting of incentive  stock  options and  non-qualified  stock
options.  The maximum  number of common  shares  that may be issued  pursuant to
options granted under this Plan is 1,000,000  common shares.  The exercise price
of an option is established by the fair market value of the common shares of the
Company on the date of which the option is granted.

During the year ended December 31, 2004, the Company received $1,117,137 in cash
for 2,786,116 shares of restricted common stock that were issued in the offering
pursuant to Regulation D, Rule 505, of the Securities Act of 1933, as amended.


                                     - 11 -

<PAGE>

During the year 2004 the Company  issued  274,375  shares of  restricted  common
stock for debts of $548,475.

During the year 2004 the Company issued  8,000,000  shares of restricted  common
stock in conjunction with the purchase of Rocket Technologies, Inc.

From September 6, 2004 through  December 2004 the Company sold units.  1,000,000
units were issued for $675,000 in cash in the  offerings  pursuant to Regulation
D, Rule 505, of the Securities  Act of 1933, as amended.  Each unit consisted of
one share of restricted  common stock and one warrant to buy another  restricted
share of common stock.

During December 2004 the Company received $136,000 in cash for 136,000 shares of
the  Company's  common  stock  that were  issued  in the  offering  pursuant  to
Regulation D, Rule 505, of the  Securities  Act of 1933, as amended.  These were
issued after the close of the year.  This amount is  considered  a  subscription
payable.  There have been no other  issuances of common and/or  preferred  stock
during the year ended December 31, 2004.


ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

Plan of Operations
------------------

For the period from the Registrant's  inception through the end of the reporting
period,  the  Registrant  has  received  $83,600 in  consolidated  and  combined
revenues  which  is  attributable  exclusively  to  revenues  generated  by  the
Registrant's wholly owned subsidiary Rocket  Technologies.  Operating activities
during the quarter have been related  primarily to  establishing  the management
and operating  infrastructure,  as well as the  negotiation and execution of the
above described  agreements  with Rocket  Technologies  and the  commencement of
marketing  activities  related to the  Rocketinfo  suite of search,  competitive
intelligence and business intelligence products. The Registrant will continue to
implement operations described above to participate in the search sector and the
marketing of related infrastructure services.

The Registrant has only limited assets.  As a result,  there can be no assurance
that the Registrant will generate  significant revenues in the future or operate
at a profitable level. In order to succeed, the Registrant must obtain customers
and  generate  sufficient  revenues  so  that  it can  profitably  operate.  The
Registrant  in its previous  business  ventures has been unable to  successfully
establish  and  implement  and  successfully  execute its business and marketing
strategy.  The  registrant  has limited  operating  history in the internet news
search sector.


LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

                                            2004              2003
                                            ----              ----

TOTAL CURRENT ASSETS                        185,050             0
TOTAL CURRENT LIABILITIES                    67,084          370,457

WORKING CAPITAL SURPLUS/(DEFICIENCY)        117,966         (370,457)


                                     - 12 -

<PAGE>

The working  capital  surplus  increased by $ 488,423 from  December 31, 2003 to
December 31, 2004. Cash increased by $146,982 over the same period. The increase
in working capital surplus and increase in cash was substantially due to revenue
generated by the  Registrant and by private  placement  equity capital raised by
the  Company.  It is  anticipated  that  additional  funding for the next twelve
months  will be  required to achieve the  objectives  of the  Company's  current
business  plan.  Attempts  are ongoing to raise  funds  through  various  equity
mechanisms. The Company will also consider using use various debt instruments as
well as public  offerings to raise such capital as is needed to  supplement  the
revenue of the Company during 2005.


General and administrative expenses
-----------------------------------

General and  administrative  expenses  increased from $58,935 to $2,311,363,  an
increase of $2,252,428, over 2003. This increase was due to an increase in costs
associated with the acquisition of Rocket  Technologies  and the commencement of
operations in the search  software  business and the termination of the previous
Oil and Gas business


Net Loss
--------

The Company's net loss  increased from $58,935 in 2003 to $2,229,858 in 2004 due
to  costs  associated  with  the  acquisition  of  Rocket  Technologies  and the
commencement of operations in the search  software  business and the termination
of the  previous  Oil and Gas  business.  At December 31, 2004 the Company had a
stockholders'  deficit of $2,730,959.  The Company is currently in its operating
stage and has expended a substantial amount of funds to date. The sales and cost
of sales of the Company for fiscal years 2003 and 2004 were  respectively $0 and
$83,600.


INFLATION

Although the Company  believes  that  inflation  has not had a material  adverse
effect on the results of the  operations  to date,  any increase in costs to the
Company could affect the net income or loss of the Company.

DISCLOSURES REGARDING FORWARD-LOOKING STATEMENTS

This  report  contains  forward-looking  statements  within  the  meaning of the
Private Securities Litigation Reform Act of 1995, including statements regarding
our plans,  objectives,  expectations  and  intentions.  Although we believe the
statements and projections are based upon reasonable assumptions, actual results
may differ from those that we have projected.

ITEM 7. FINANCIAL STTEMENTS

                                     - 13 -

<PAGE>

<page>






                                 ROCKETINFO, INC
                         (FORMELY ZEPPELIN ENERGY INC.)
                                 And Subsidiary
                              Financial Statements













                                      - 14 -


<page>



             Report of Independent Registered Public Accounting Firm


To the Board of Directors and Audit Committee ROCKETINFO, INC.

I have  audited  the  accompanying  balance  sheets  of  Rocketinfo,  Inc.,  and
subsidiary  as of December 31, 2004 and the related  statements  of  operations,
stockholders'  equity,  and cash flows for the year then ended.  These financial
statements are the responsibility of the Company's management. My responsibility
is to express an opinion on these financial  statements based on my audit. Other
auditors  audited the financial  statements of the company for December 31, 2003
and prior.

I  conducted  my audits in  accordance  with  standards  of the  Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial statement presentation.  I believe that my audits provide a reasonable
basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all
material respects, the financial position of Rocketinfo, Inc. and subsidiary, as
of December  31, 2004 and the results of its  operations  and its cash flows for
the year then ended in conformity with accounting  principles generally accepted
in the United States.

The  accompanying  financial  statements  have been  prepared  assuming that the
Company will continue as a going  concern.  The Company has had a net loss since
inception. This raises substantial doubt about the Company's ability to continue
as a going concern. The financial statements do not include any adjustments that
might result from this uncertainty.




Shelley International, CPA

April 12, 2005
Mesa, Arizona

                                      - 15 -

<page>

                                ROCKETINFO, INC
                         (FORMELY ZEPPELIN ENERGY INC.)
                                 And Subsidiary
                           Consolidated Balance Sheet


<table>
<caption>

                                                                               December 31           December 31
                                                                                   2004                 2003
                                                                             -----------------     ----------------
                                      Assets
                                      ------

                                                                            <c>                  <c>
 Current assets:
        Cash                                                                  $      146,982        $             -
        Receivables net                                                               38,068                      -
                                                                             -----------------     ----------------
            Total current assets                                                     185,050                      -

 Fixed assets - net                                                                   29,327

 Other assets:
        Goodwill                                                                   3,975,003                      -
                                                                             -----------------     ----------------
            Total assets                                                      $   4,189,380                       -
                                                                             =================     ================

                       Liabilities and Stockholders' Equity
                       ------------------------------------

Current liabilities:
       Payables                                                               $      17,084         $       201,870
       Due to related parties                                                        50,000                 138,458
       Loan payable                                                                       -                  25,000
       Accrued expenses                                                                   -                   5,129
                                                                             -----------------     ----------------
           Total current liabilities                                                 67,084                 370,457

 Stockholders' equity:
        Preferred stock, $.001 par value, 5,000,000 shares
            authorized                                                                    -                       -
       Common stock, $.001 par value,  95,000,000 shares
            authorized, 22,303,276 and 8,520,000 shares
            issued and outstanding                                                   22,303                   8,520
       Additional paid-in capital                                                 6,537,853                 122,124
       Contributed capital                                                          157,099                       -
       Common stock subscriptions                                                   136,000                       -
       Accumulated (deficit)                                                     (2,730,959)               (501,101)
                                                                             -----------------     ----------------
           Total stockholders' equity                                             4,122,296                (370,457)
                                                                             -----------------     ----------------

           Total liabilities and stockholders' equity                         $   4,189,380        $              -
                                                                             =================     ================
</table>




              See accompanying notes to the financial statements.

                                      - 16 -

<page>


                                 ROCKETINFO, INC
                         (FORMELY ZEPPELIN ENERGY INC.)
                             Statement of Operations
<table>
<caption>
                                                         Year                 Year
                                                        ended                 ended
                                                     December 31,         December 31,
                                                         2004                 2003
                                                   -----------------     ----------------

                                                 <c>                   <c>
Revenues:                                          $          83,600     $              -
                                                   -----------------     ----------------

Expenses:
       Depreciation                                            2,095
       General and Administrative                          2,311,363               58,935
                                                   -----------------     ----------------

          Total Expenses                                   2,313,458               58,935

Provision for Income Taxes                                        -
                                                   -----------------     ----------------

                                                   -----------------     ----------------
          Net (loss)                                $     (2,229,858)    $        (58,935)
                                                   =================     ================

       Basic net (loss) per common share                       (0.17)               (0.01)
                                                   =================     ================

       Weighted average common
          shares outstanding                              12,924,922            8,508,384
                                                   =================     ================
</table>



              See accompanying notes to the financial statements.

                                      - 17 -

<page>


                                 ROCKETINFO, INC
                         (FORMELY ZEPPELIN ENERGY INC.)
                             Statement of Cash Flows

<table>
<caption>
                                                                              Year                Year
                                                                              ended               ended
                                                                          December 31,        December 31,
                                                                              2004                2003
                                                                         ----------------     --------------

                                                                       <c>                 <c>
Cash flows from operating activities:
      Net income (loss)                                                 $     (2,229,858)           (58,935)
      Adjustments to reconcile net loss to net cash used in
          operating activities:
               Depreciation                                                        2,095
               Stock for Services                                                498,100

               Changes in operating assets and liabilities:
                   Receivables                                                   (38,068)                 -
                   Payables                                                      245,102             51,387
                                                                                       -                  -
                                                                         ----------------     --------------
           Net cash provided (used) in operating activities                   (1,522,629)            (7,548)
                                                                         ----------------     --------------

Cash flows from investing activities:
      Cash Received in Purchase of Subsidiary                                      1,510                  -
      Cash Paid in Subsidiary Purchase                                          (350,000)                 -
                                                                         ----------------     --------------
           Net cash provided (used) in investing activities                     (348,490)                 -
                                                                         ----------------     --------------
Cash flows from financing activities:
      Related parties                                                                  -              7,311
      Proceeds from issuance of common stock                                   1,725,002                  -
      Contributed capital                                                        157,099                  -
      Common stock subscriptions                                                 136,000                  -
      Accumulated deficit from subsidiary                                              -                  -
                                                                         ----------------     --------------
           Net cash provided (used) by financing activities                    2,018,101              7,311
                                                                         ----------------     --------------
                        Net increase (decrease) in cash                          146,982               (237)


Cash at beginning of period                                                            -                237
                                                                         ----------------     --------------


Cash at end of period                                                     $      146,982                  -
                                                                         ================     ==============

Supplemental information
      Taxes
      Interest
</table>

See accompanying notes for non cash transactions


               See accompanying notes to the financial statements

                                     -  18 -

<page>

                                 ROCKETINFO, INC
                         (FORMELY ZEPPELIN ENERGY INC.)
                        Statement of Stockholders's Equity

<table>
<caption>
                                     Issued                Subscribed
                              Common       Common       Common     Common      Additional              Accumulated     Total
                              Stock        Stock        Stock       Stock        Paid-In   Contributed  (Deficit)
                              Shares       Amount$      Shares       Amt$        Capital$    Capital$       $            $
                          =============  =========== ===========  ==========  ============ ========== ============= ============

                        <c>            <c>         <c>         <c>          <c>          <c>         <c>          <c>
Balances December 31, 2002    8,500,000     8,500                                 102,144          -      (442,166)    (331,522)
                                                                                                                               -
Issuance of common stock         20,000        20                                  19,980                                20,000
                                                                                                                               -
Net loss for year                                                                                          (58,935)     (58,935)
                           ------------  ----------- -----------  ----------  ------------ ---------- ------------- ------------

Balances December 31, 2003    8,520,000      8,520                                122,124          -      (501,101)    (370,457)

                                                                                                                               -

Stock issued for Debt           274,375        274                                548,201                               548,475
Stock Issued for services     1,722,785      1,723                                496,377                               498,100
Stock Issued for purchae of
   Rocket Technologies, Inc.  8,000,000      8,000                              3,582,800                             3,590,800
Common stock issued for cash  2,786,116      2,786                              1,114,351                             1,117,137
                                                                                                                              -
        for Cash              1,000,000      1,000                                674,000                               675,000
Capital contributed                                                                           157,099                   157,099
Common Stock Subscribed                                136,000      136,000                                             136,000
Net (Loss) for year                                                                                     (2,229,858)  (2,229,858)
                           ------------  ----------- -----------  ----------  ------------  ------------ ----------- -----------
Balances December 31, 2004   22,303,276     22,303     136,000      136,000     6,537,853     157,099   (2,730,959)   4,122,296
                           ============  =========== ===========  ==========  ============  ============ =========== ===========
</table>


               See accompanying notes to the financial statements

                                      - 19 -

<page>

ROCKETINFO INC.
(FORMERY ZEPPELIN ENERGY INC.)
AND SUBSIDIARY

Notes to Financial Statements December 31, 2004 and 2003

NOTE 1.  ORGANIZATION AND ACCOUNTING POLICIES

(a) Corporate Organization
Rocketinfo Inc.  (formerly  Zeppelin Energy Inc.), a Delaware  corporation  (the
"Company") was formed on October 2, 1998 to focus on the  development of digital
microwave products,  including an ultra-high  bandwidth digital microwave radio.
On October 9, 2002,  a change in control of the Company  occurred as the selling
shareholders sold 8,000,000 shares of the Company's outstanding common stock for
cash of $8,000,  which constituted a majority ownership of the Company.  The new
shareholders  became  involved  because  of their  expertise  in the oil and gas
business  and  ability to seek  funding to acquire oil and gas  properties.  The
Company  gave  additional   consideration  for  the  purchase  as  each  selling
shareholder received a two-year option for 100,000 shares of common stock. These
options  were  exercisable  only in the second year at $3.00 per share (see Note
5). The sale of shares by the selling  shareholders was initiated as a result of
an exhaustive review by the Company's Board of Directors and subsequent decision
to focus its resources and management  efforts on pursuing  opportunities in the
oil and gas industry. In keeping with this strategy,  the Board of Directors has
authorized  a change in the  Company's  name from  Zeppelin  Software,  Inc.  to
Zeppelin  Energy  Inc.  The  Company  intended to attempt to acquire oil and gas
properties,  primarily "proved producing and proved undeveloped reserves" in the
United States,  Canada,  and other foreign oil producing  countries,  especially
South  America.   Domestically,   the  Company  was  to  also  explore  low-risk
development drilling and work-over opportunities with experienced operators. The
Company also hoped to build long-term  relationships with strategic partners and
institutional  investors and capture a  significant  position in the oil and gas
industry  in hopes of  offering  meaningful  returns  to its  shareholders.  The
Company's  attempt to finance oil and gas  operations  through a combination  of
privately  placed debt and/or  equity proved to be  unsuccessful  so the Company
began working towards moving into another field of enterprise by the acquisition
of Rocket Technologies Inc., a Canadian corporation,  that developed data mining
and search engine software and applications.  The financial  statements  include
the accounts of the Company and its wholly owned subsidiary, Rocket Technologies
Inc on a consolidated basis and all inter-company accounts have been eliminated.

(b) Basic Loss Per Share
Basic loss per share is calculated by dividing net loss by the  weighted-average
number of common shares outstanding during each period

(c) Income Taxes
The Company  follows the asset and  liability  method of  accounting  for income
taxes.  Deferred tax assets and  liabilities  are  recognized  for the estimated
future tax  consequences  attributable  to  differences  between  the  financial
statements  carrying  amounts  of  existing  assets  and  liabilities  and their

                                    - 20 -
<PAGE>

respective  tax bases.  Deferred tax assets and  liabilities  are measured using
enacted  tax rates  expected  to apply to  taxable  income in the years in which
those temporary  differences are expected to be recovered or settled. The effect
on deferred tax assets and liabilities of a change in tax rates is recognized as
income in the period that  included  the  enactment  date.  Deferred  tax assets
resulting  principally  from  operating  losses  have not been  recognized.  The
utilization of such net operating  loss may be severely  limited due to past and
future changes in control, including stock issuances.

(d) Estimates
The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States of America requires  management to make
estimates  and  assumptions  that  affect  the  reported  amounts  of assets and
liabilities  and disclosure of contingent  asset 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.

(e) Fair Value of Financial Instruments
Fair value estimates  discussed herein are based upon certain market assumptions
and pertinent information available to management. The respective carrying value
of  certain  on-balance-sheet  financial  instruments  approximated  their  fair
values. These financial  instruments  included,  accounts payable, loan payable,
and other current liabilities.  Fair values were assumed to approximate carrying
values for these  financial  instruments  since they are short-term in nature or
they are receivable or payable on demand.

(f) Nonqualified Stock Option Plan
The Company accounts for stock options in accordance with Statement of Financial
Accounting  Standards No. 123,  Accounting for Stock-Based  Compensation  ("SFAS
123").  Under SFAS 123, the recognition of  compensation  expense is measured at
the grant date based on the fair value of options.  Such cost is recognized over
the service period.  The Company has adopted the  disclosure-only  provisions of
Statement of Financial  Accounting Standards No. 123, Accounting for Stock-Based
Compensation,   ("SFAS  123").  Accordingly,  no  compensation  costs  has  been
recognized for the stock option plans.  No stock-based  compensation  costs were
charged to operations during the years ended December 31, 2004 and 2003.

(g) Recent Accounting Pronouncements
In January 2003 the Financial  Accounting  Standards Board,  (the "FASB") issued
FIN No. 46,  "Consolidation of Variable  Interest  Entities," ("FIN 46"). FIN 46
clarifies the application of Accounting Research Bulletin No. 51,  "Consolidated
Financial Statements", to certain entities in which equity investors do not have
the  characteristics  of  a  controlling  financial  interest  or  do  not  have
sufficient  equity at risk for the  entity to  finance  its  activities  without
additional  subordinated  financial  support from other parties.  FIN 46 applies
immediately  to variable  interest  entities  (VIE's)  created after January 31,
2003,  and to  variable  interest  entities  in which an  enterprise  obtains an
interest  after that date. It applies in the first fiscal year or interim period
beginning  after  June 15,  2003,  to  variable  interest  entities  in which an


                                    - 21 -

<PAGE>

enterprise  holds a variable  interest that it acquired before February 1, 2003.
The Company has not identified any VIE's for which it is the primary beneficiary
or has  significant  involvement.  The FASB issued FIN No. 46 (revised  December
2003),  "Consolidation of Variable  Interest  Entities," ("FIN 46-R") to address
certain FIN 46 implementation  issues.  The effective dates and impact of FIN 46
and FIN 46-R are as follows:  (i) For special purpose  entities  (SPE's) created
prior to February 1, 2003,  the Company must apply either the  provisions of FIN
46 or early adopt the  provisions of FIN 46-R at the end of the first interim or
annual  reporting  period  ending after  December 15, 2003.  (ii) For  non-SPE's
created prior to February 1, 2003,  the Company is required to adopt FIN 46-R at
the end of the first interim or annual  reporting  period ending after March 15,
2004.  (iii) For all  entities,  regardless  of whether a SPE, that were created
subsequent to January 31, 2003,  the  provisions of FIN 46 were  applicable  for
variable  interests in entities  obtained after January 31, 2003. The Company is
required to adopt FIN 46-R at the end of the first  interim or annual  reporting
period ending after March 31, 2004. The adoption of the provisions applicable to
SPE's and all other variable  interests  obtained after January 31, 2003 did not
have a material  impact on the Company's  financial  statements.  The Company is
currently  evaluating  the impact of adopting FIN 46-R  applicable  to non-SPE's
created prior to February 1, 2003, but does not expect a material impact.

(h)  Reclassifications  Certain prior year balances  have been  reclassified  to
conform  with  the  current  year  financial   statement   presentation.   Those
reclassifications  had no impact on previously reported results of operations or
stockholders' deficit.

(i)  Depreciation  For the years ended December 31, 2004 and 2003,  depreciation
expense amounted to $2,095 and $1,167 respectively.

(j) Accounts Receivable summary is listed below

                                                                  12/31/04

                      Gross Amount                                $38,845
                      Allowance for Doubtful Accounts                (777)
                                                                   -------

                      Accounts Receivable net                     $68,068
                                                                  -------

NOTE 2.  STOCKHOLDERS' EQUITY

Prior to 2003
The Company issued 8,000,000  shares of common stock at a subscription  price of
$.001 per share to the  founders of the  Company  during  fiscal  years 1999 and
1998.  The Company  issued 500,000 shares of common stock for cash during fiscal
year 1999,  through a  Confidential  Offering  Circular  pursuant to Rule 504 of
Regulation D of the Securities Act of 1933.

                                    - 22 -

<PAGE>

Year 2003
During fiscal year 2003 the Company issued an additional 20,000 shares at $1 per
share.

Year 2004
During the year 2004 the Company issued the following for cash 2,786,116  shares
of restricted  common stock for  $1,117,137.  They also issued 274,375 shares of
restricted common stock for debts of $548,475.  Stock was issued for services of
$498,100  1,722,785  shares of common stock. Of this amount $473,100  (1,697,975
shares) was associated with an S-8 filing.

The Company issued  8,000,000  shares of restricted  common stock in conjunction
with the  purchase of Rocket  Technologies,  Inc. See  associated  note for more
details on this purchase.

From September 6, 2004 through  December 2004 the Company sold units.  Each unit
consisted of one share of restricted common stock and one warrant to buy another
share of stock. The summary of these warrants is shown in the chart below.

         Date              Number           Price             Expiry
         9/22/04           650,000          $0.75             12/1/06
         10/18/04          100,000          $1.00             12/1/05
         11/18/04           75,000          $1.50             12/1/05
         12/7/04           175,000          $1.50             12/1/05

During  December 2004 the Company  received  subscription  funds of $136,000 for
136,000 shares of the Company's common stock.  These were issued after the close
of the year.

Stock Option Plan

The Company has a nonqualified  stock option plan (the "Plan") pursuant to which
up to 1,000,000  shares of its common stock can be set aside to provide  certain
executives, directors, and other employees or consultants the option to purchase
shares of the Company's  common  stock.  The stock options vest 25% on the first
anniversary  of the  agreement  and 75% in  equal  monthly  increments  over the
thirty-six  month period  following  the first  anniversary.  As provided by the
Plan, the Board of Directors may waive the vesting provision in whole or in part
at any time based on such  factors as the Board of Directors  determines  at its
sole  discretion.  The stock options  expire 2, 5, and 10 years from the date of


                                    - 23 -

<PAGE>


grant or upon  termination of employment,  retirement,  or death. As of December
31, 2003 and 2002,  925,000 and  1,325,000  stock  options,  respectively,  were
outstanding  with  a  weighted-average   exercise  price  of  $2.30  and  $1.91,
respectively,  and weighted-average remaining contractual lives of 2.06 and 3.31
years, respectively. As of December 31, 2003 and 2002, 625,000 and 229,383 stock
options, respectively,  were exercisable at a weighted average exercise price of
$1.00.  During the year ended  December 31,  2002,  400,000  nonqualified  stock
options were forfeited upon the resignation of a Company executive.  The Company
granted an additional 400,000  nonqualified stock options with an exercise price
of $2.00 to other  directors and officers during 2002. No options were exercised
or expired  during 2002.  During the year ended December 31, 2003, an additional
400,000  nonqualified  stock options were  forfeited  upon the  resignation of a
Company executive.  No options were granted,  exercised, or expired during 2003.
During the year ended  December 31, 2004,  an  additional  425,000  nonqualified
stock options were forfeited  upon the  termination  and  resignation of Company
executives.  No options were granted,  exercised,  or expired during 2004.All of
the  Company's  stock  options  issued  were  valued  at  fair  value  using  an
option-pricing  model. The fair value of each option issued was estimated at the
date of the  grant  using  the  Black-Scholes  option  pricing  model  with  the
following  assumptions:  risk  free  interest  rates of 2.8% in 2003  and  2002;
dividend yield of 0% in 2003 and 2002; volatility factors of the expected market
price of the Company's stock of 0% in 2003 and 2002; and the expected life of an
option of five years in 2003 and 2002.  The  weighted  fair value at the date of
grant for options granted was $0.00 per share.

NOTE 3.  LOAN PAYABLE

Loan Payable During the year ended December 31, 2002, the Company entered into a
short-term loan agreement (the "Loan") with a third party lender.  Proceeds from
the Loan were used to meet  cash  flow  requirements.  The Loan was due in April
2002,  and  provided for  interest of $5,000.  The Loan also  provides for 5,000
shares of the  Company's  common stock to be issued as  additional  interest and
provides  the third party  lender the option to convert the Loan to common stock
of the Company at a price of $1.00 per share.  As of December 31, 2003, the Loan
had not been repaid.  Subsequent to December 31, 2002, the Company  successfully
reached  negotiations with the third party lender for new repayment terms of the
Loan. Under the new terms, within 90 days of the Company receiving proceeds from
financing exceeding  $1,000,000,  the Company is obligated to issue a payment of
$30,000 to the third party, $25,000 for the payment of the outstanding principal
balance on the Loan and $5,000 for the related accrued  interest.  The $5,000 of
related  accrued  interest is included in accrued  expenses in the  accompanying
financial statements at December 31, 2003 and 2002.

Transactions with Affiliates
Members of the Board of  Directors  and former  shareholders  have  advanced the
Company  funds in order to meet its cash flow  requirements.  As of December 31,
2003,  amounts due to current and former members of the Board totaled  $138,458.
These  amounts are  unsecured,  non-interest  bearing  and provide no  repayment
terms.

                                    - 24 -

<PAGE>

As part of the purchase of the subsidiary Rocket Technologies,  Inc. the Company
committed to pay the previous owners $400,000 in addition to common stock. As of
December 31, 2004,  there remained to be paid $50,000 of this amount.  This is a
short term demand note and carries no interest.

NOTE 4.  PURCHASE OF SUBSIDIARY

During  the last  quarter  of 2004 the  Company  purchased  100% of its  current
subsidiary,  Rocket  Technologies,  Inc. The subsidiary was purchased to acquire
software  technology and client contracts.  This value has been reflected in the
goodwill on the balance sheet.  The terms of the purchase were $400,000 cash and
8,000,000 shares of restricted common stock. The stock was valued at the current
market prices  discounted for restriction and control,  ($1.488 less 1.030 = .45
per share value) for a total stock value of $3,600,000. The total purchase price
was $4,000,000. Below is a condensed balance sheet of Rocket Technologies,  Inc.
at the time of purchase, October 1, 2004.

                  Cash                                            $1,510
                  Other Current Assets                             1,265
                  Fixed Assets                                    31,422
                  Goodwill                                     3,975,003
                  Current Liabilities                             (9,200)
                                                             ------------

                  Net Equity                                  $4,000,000
                                                              ----------

                                     -  25 -

<page>


ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
        FINANCIAL DISCLOSURE.

On November 3, 2004  Rocketinfo  Inc. (the  "Registrant")  received  notice that
Tedder, James, Worden and Associates, PA ("Tedder") resigned as the Registrant's
principal auditor and engaged Mark Shelley,  CPA 161 East 1st Street,  Suite #1,
Mesa, AZ 85201, to serve as its  independent  auditor for the fiscal year ending
December 31, 2004.

The report of Tedder on the  Registrant's  financial  statements  for the fiscal
year ended  December 31, 2003 or the fiscal year ended  December 31, 2002 do not
contain an adverse  opinion or a  disclaimer  of opinion,  nor were such reports
qualified or modified as to  uncertainty,  audit scope or accounting  principles
except that the report for the year ended December 31, 2003 included a paragraph
on the uncertainty of the Registrant to continue as a going concern as follows:

"The  accompanying  financial  statements  have been prepared  assuming that the
Company will continue as a going concern,  which contemplates the recoverability
of assets and the  satisfaction of liabilities in the normal course of business.
As noted above, the Company is in the development  stage and,  accordingly,  has
not yet  generated a proven  history of  operations.  Since its  inception,  the
Company incurred  substantial  costs and expenses.  As a result, at December 31,
2003,  the Company had a  stockholders'  deficit of $370,457.  In addition,  the
Company's development activities since inception have been financially sustained
by capital contributions.

The ability of the Company to continue as a going concern is dependent  upon its
ability  to  raise  additional  capital  from  the  sale of  common  stock  and,
ultimately,  the achievement of significant  operating results. The accompanying
financial  statements  do not  include  any  adjustments  that might be required
should the  Company be unable to recover  the value of its assets or satisfy its
liabilities."

During the preceding  fiscal years ended  December 31, 2003 and 2002 and through
November 3, 2004, there were no disagreements  between the Registrant and Tedder
on any  matter  of  accounting  principles  or  practices,  financial  statement
disclosure,  or audit scope or  procedure,  which,  if not  resolved to Tedder's
satisfaction,  would have caused Tedder to make  reference to the subject matter
of the  disagreements  in connection  with Tedder's  report on the  Registrant's
financial statements.


                                     - 26 -

<PAGE>

In addition,  the Company believes there were no reportable events as defined in
Item 304(a)(1)(iv)(B) of Regulation S-B.

The Company had provided Tedder with a copy of its statements and requested that
Tedder  provide  it with a  letter  addressed  to the  Securities  and  Exchange
Commission  stating whether it agrees with the foregoing  statements.  A copy of
Tedder'  letter is filed as an  exhibit to the  Company's  report on Form 8-K as
previously filed with the Commission on November 8th,, 2004.

Registrant has appointed Mark Shelley,  CPA 161 East 1st Street, Suite #1, Mesa,
AZ 85201,  as  Registrant's  independent  accountants for the fiscal year ending
December 31, 2004.  The  decision to accept the  engagement  of Mark Shelley was
approved by the Audit Committee of the Board of Directors on November 5th, 2004.
Mark  Shelley will be  performing  the annual  audit of  Registrant's  financial
statements  for the year ending  December 31, 2004.  Mark Shelley was engaged by
Registrant on November  3rd,  2003.  The Company has not consulted  Mark Shelley
during the Company's two most recent fiscal years.


ITEM 8A. CONTROLS AND PROCEDURES.

Our principal  executive  officer and principal  financial officer evaluated the
effectiveness of the Company's disclosure controls and procedures (as defined in
Rules  13a-15(e) and  15d-15(c)  under the  Securities  Exchange Act of 1934, as
amended)  as of the end of the  period  covered  by this  report.  Based on this
evaluation,  the Company's  principal  executive officer and principal financial
officer have concluded that the Company's  controls and procedures are effective
in providing  reasonable assurance that the information required to be disclosed
in this report has been recorded,  processed,  summarized and reported as of the
end of the period covered by this report.

During the period  covered by this report,  there have not been any  significant
changes in our internal  controls or, to our  knowledge,  in other  factors that
could significantly affect our internal controls.


PART III.

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE
        WITH SECTION 16(A) OF THE EXCHANGE ACT.

The Board of Directors is comprised of only one class. There are no arrangements
or understandings pursuant to which any person has been elected as a director or
executive  officer  of  the  Company.  Directors  are  elected  annually  by the
stockholders  and hold office until the next annual meeting of stockholders  and
until their respective successors are elected and qualified.  Executive officers
are appointed by the board of directors  and hold office until their  respective
successors are appointed. There is no family relationship among any directors or
executive officers of the Company.


                                     - 27 -

<PAGE>

The following table sets forth information  concerning each of the directors and
executive officers of the Company:

Names                      Age   Position
------                     ---   -------------------------------------

Gary Campbell              51    Chairman of the Board, Director and CEO
                                   From June 2004 to Present
Rick Van Well              38    Chief Technology Officer
                                   From August 2004 to Present
Darren DeJean              36    Director of Business Development
                                   From August 2004 to Present
Karl Harz                  56    Director and Chief Financial Officer
                                   From June 2004 to Present
Martin Thornell,           53    Director of Research
                                   From August 2004 to Present
Kevin Wetherbee            46    Director
                                   From June 2004 to Present
John N. Chigbu             45    Director
                                   From October 2004 to Feb 2005
Stephen Spalding           62    Director
                                   From March 2005 to Present


CURRENT OFFICERS, DIRECTORS AND KEY EMPLOYEES

Gary Campbell, B. Comm., LL.B., Director and CEO
------------------------------------------------
Prior to joining Rocketinfo Mr. Campbell  was  formerly  CEO  of Screenphone.net
Inc. a private internet appliance company  which in a joint venture with Samsung
Inc. developed the software,  content  and applications for the Samsung `Anyweb"
web  browsing telephone. As  the  former  CEO  of  Globestar  Capital Corp., Mr.
Campbell  was  involved  with  the  formation, operation and financing of public
companies. While with Globestar Mr. Campbell  had  experience in structuring and
administering  the  startup,  development  and  market  introduction  of several
hardware and software based internet appliance ventures. Previously  as a former
telecommunications, high technology  and  securities  attorney, Mr. Campbell has
organized the legal  and  business  affairs of broadcasting, telecommunications,
and  advanced   technology  clients. Mr. Campbell currently sits on the Board of
NationsRx, Inc.   a public   prescription   benefit   management   company   and
Immortality, Inc. a private  health   and   wellness   company. Mr. Campbell has
degrees in both Commerce and Law.

Rick VanWell, Chief Technology Officer
--------------------------------------

Rick Van Well is Rocketinfo's technical visionary and is responsible for leading
the  development  of all Rocketinfo  products.  Prior to founding the company he
spent 15 years architecting, designing, programming and maintaining a wide range
of security,  network and Internet applications and developing compilers.  Along
the way he has developed a deep understanding of neural networks and the mixture
of art and science that drives information retrieval and information  extraction
software. Prior to starting Rocketinfo, Rick Van Well served as System Architect
and Director of Engineering  for Milkyway  Networks.  He also developed  network
security and policy products at Nortel Networks and Bell, and a firewall product
that was implemented by Japan's NTT DoCoMo.  After studying  Computer Science at
York University Rick Van Well worked at SCO developing C/C++ compilers.

Darren DeJean, B.Sc. P. Eng, Director of Business Development
-------------------------------------------------------------

Mr. De Jean's  entrepreneurial  spirit  found  its home with the  foundation  of
Rocketinfo.  While  nurturing  the company  through its initial  start-up  phase
Darren  was   responsible   for  corporate   finances,   partnerships,   website
development,   sales  and  marketing.   As  the  company  grew  he  focused  his
considerable  energies and  enthusiasm  on licensing  Rocketinfo's  products and
services to  corporations,  governments  and OEM partners,  and  developing  the
company's  worldwide  sales  and  distribution  channels.  Prior to  co-founding
Rocketinfo,   Mr.  De  Jean's  took  advantage  of  his  engineering  background
(P.Eng-Mechanical   Engineering   and BSc-Physics,    Lakehead)   and   superior
communication  skills in selling IT  products  and  services to  commercial  and
federal government accounts,  managing a sales force,  developing  international
distribution  channels,  and managing complex solution integration projects. Mr.
De Jean has worked with GE Capital,  Milkyway Networks and SLM Software where he
responsible  for a more  400%  growth  in sales  in the  Canadian  and  European
markets.

                                     - 28 -

<PAGE>

Karl J. Harz, B. Sc. (Marketing), MBA, Director, CFO
-----------------------------------------------------
Mr. Harz has an extensive background in both sales    and   finance   including,
Personal  Financial   Planning,   Conventional  and Private Real Estate Funding,
Personal   Property  Broker/Lender. Mr. Harz has previously been instrumental in
the development and   management of several major corporations including Pension
Home     Loan      Corporation,   Hard   Money   Real   Estate,   and   Province
Service Corporation. Mr. Harz   has  managed and coordinated several major sales
organizations with an emphasis on    Hotel   properties, Trust Deed investments,
Limited Partnership interests,  and   Security products. Mr. Harz holds numerous
industry licenses including, California Real Estate Broker, and Series 22 and 63
License/NASD Registered Representative. Mr. Harz   attended  Fairleigh Dickinson
University in Teaneck, N.J., and graduated with a Bachelor  Science in Marketing
and a Masters in Business Administration.

Martin Thornell, Director of Research
-------------------------------------

Mr.  Thornell  has  had  a  long  and  distinguished  career  as a  professional
researcher.  In his  capacity  as  Director  of Research he is able to apply his
expertise  in  traditional  and  online  research  methods  to  the  design  and
development of Rocketinfo's  competitive and business intelligence  applications
and services. A member of the Society of Competitive Intelligence Professionals,
Mr. Thornell works directly with  Rocketinfo's  corporate clients in the initial
phases of research  topic  design.  Prior to joining  the  company Mr.  Thornell
worked for many years in the field of international trade, with a specialization
in Japan.  At the  Canada-Japan  Trade  Council he worked with senior  levels of
government in both Canada and Japan to promote and advance  bilateral  trade and
was a member of a number  of  high-level  trade  promotion  delegations  and was
frequently called upon by the media and  Parliamentary  committees to comment on
bilateral  trade  issues  and  disputes.  He began his  career as the  political
researcher at the Embassy of Japan in Ottawa,  a position he accepted  following
graduation from Queen's University.

Stephen Spalding MBA, BS (Finance, Physics and Math), Director
--------------------------------------------------------------

Stephen Spalding has eighteen years experience in progressively  expanding roles
with big four consulting firms (eleven as a partner). In these roles he assisted
clients  with  technology  issues   concerning   strategic   planning,   systems
development,  information  security  and audit.  He is currently  CEO,  Vigilant
Privacy  Corporation  from 2003 - Present.  Mr.  Spalding lead the  organization
while  the  company's  product  was  transformed  form a desktop  product  to an
enterprise security solution.Mr. Spalding was formerly a Partner at Deloitte and
Touche  LLP from 2001 - 2003  involved  in their IDI  Practice  (Implementation,
Development   and   Integration)   where  he  developed  the  national   partner
relationships that support the service offering.  Previously he was a Partner at
Deloitte and Touche LLP 1997 - 2001  involved   with   their e-Center  Practice,
their Network   Quality   Assurance Practice and their Enterprise  Risk Services
Practice. Prior  to    this     he    was    a    Partner     at    KPMG    Peat
Marwick LLP       from         1985 - 1997 in       the      Strategic Services,
Enabling Technology     Practice     and      Information      Risk   Management
Practices.  Mr. Spalding is also currently an Assistant Professor, San Francisco
State University.  Mr. Spalding has a MBA, Quantitative Analysis,  University of
Arizona, 1974 a B.S., Finance and Management,  Eastern Illinois University, 1973
a B.S.,  Physics (solid state),  Eastern Illinois  University,  1969 and a B.S.,
Mathematics, Eastern Illinois University, 1969

                                     - 29 -

<PAGE>

Kevin Wetherbee, Director
-------------------------
Mr. Wetherbee studied structural engineering at California  State University and
ultimately was involved in the  administration,   design   and   construction of
several industrial plants, oil  and   gas  pipelines and storage facilities. Mr.
Wetherbee then became Chief Administrative  Officer of High Tech Effects Inc., a
company specializing in industrial    design   for several major special effects
projects utilizing natural  gas   and steam features including those seen in the
King Kong and the  Jaws   Adventure at Universal Studios. Mr. Wetherbee was also
chief administrative   officer    of Johnson Construction of Long Beach, Calif.,
where he was   responsible    for   administering and controlling the design and
implementation   of factory    upgrades   as  well as coordinating efficiency of
operations in the US and Ireland. Recently,  Mr. Wetherbee has been an exclusive
design-engineering  consultant   with   Boulder   Tech Inc. a California Company
specializing in water feature design and construction.

NOMINATING COMMITTEE

The  Company  has not  established  procedures  by which  security  holders  may
recommend  nominees to the board of  directors  nor does the board of  directors
have a separately  designated  nominating  committee,  or  committee  performing
similar functions.

The Company's board of directors does not have a process for security holders to
send  communications to the board of directors.  The board of directors believes
the Company's  limited size and current  level of activity  render such a formal
process cumbersome and unnecessary.


SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section  16(a) of the  Securities  Exchange Act of 1934  requires the  Company's
executive  officers,  directors,  and persons who own more than ten percent of a
registered class of the Company's equity securities to file reports of ownership
with  the  Securities  and  Exchange  Commission  ("SEC")  and  NASD.  Executive
officers,  directors,  and greater than ten-percent stockholders are required by
SEC  regulation  to furnish the Company  with copies of all Section  16(a) forms
they file.

Based  solely  upon a review of Forms 3 and  Forms 4  furnished  to the  Company
during the most recent fiscal year,  and Forms 5 with respect to its most recent
fiscal  year,  we believe that all such forms  required to be filed  pursuant to
Section  16(a) of the  Exchange  Act were timely  filed,  as  necessary,  by the
officers,  directors and security  holders  required to file the same during the
fiscal year ended December 31, 2004.


                                     - 30 -

<PAGE>

CODE OF ETHICS

The  Company  has not  adopted a code of ethics  that  applies to its  principal
executive officer,  principal financial officer, principal accounting officer or
controller,  or persons performing  similar functions.  The Company believes its
limited size,  resources,  and current level of activity render a code of ethics
cumbersome and unnecessary.

ITEM 10. EXECUTIVE COMPENSATION.

The following table summarizes all  compensation  awarded to, earned by, or paid
to the chief  executive  officer  of the  Company  and other  executive  officer
(collectively,  the "Named  Executive  Officers")  for services  rendered in all
capacities to the Company for each of the Company's last three fiscal years.  No
other executive officer of the Company received total salary and bonus in excess
of $100,000 during any of the last three fiscal years.

Summary Compensation Table

<TABLE>
<CAPTION>
                                                          Long Term Compensation
                       Annual Compensation                Awards                         Payouts
Name and        Year   Salary    Bonus  Other Annual      Restricted     Securities      LTIP       All Other
Principle              ($)       ($)    Compensation ($)  Stock          Underlying      Payouts    Compensation ($)
Position                                                  Award(s) ($)   Options/SARs    ($)
                                                                         (#)
------------------------------------------------------------------------------------------------------------------
<S>             <C>    <C>       <C>      <C>            <C>             <C>            <C>         <C>
Campbell,       2004     0 (2)    0       0                 0              0               0          0
CEO              (1)
--------------------------------------------------------------------------------------------------------------------

Vanwell,        2004   120,000   90,000   0               200,000          0               0          0
CTO             (1)               (3)
--------------------------------------------------------------------------------------------------------------------

DeJean,         2004   82,000     0      (4)              150,000          0               0          0
Director        (1)
Business
Development

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

Harz,           2004    0         0       0               100,000          0               0          0
CFO             (1)
--------------------------------------------------------------------------------------------------------------------

Thornell,       2004   66,000     0       0                50,000          0               0          0
Director of      (1)
Research
--------------------------------------------------------------------------------------------------------------------
</TABLE>
         (1) Appointed subsequent to December 31, 2003
         (2) Salary of $10,000/mo commences after December 31, 2004
              (2) Bonus based upon annual  revenue in excess of $8.5 million (3)
         Receives 5% gross revenue bonus on self generated sales



                                     - 31 -

<PAGE>

COMPENSATION OF DIRECTORS

There is no arrangement for the compensation of directors.

EMPLOYMENT CONTRACTS AND TERMINATION OF EMPLOYMENT AND CHANGE-IN-CONTROL
ARRANGEMENTS

There are currently five employment agreements between the Company and its named
executive officers.


REPORT ON REPRICING OF OPTIONS/SARs

During the fiscal year ended  December 31,  2004,  the Company did not adjust or
amend the exercise price of stock options or SARs  previously  awarded to any of
the Named Executive Officers.


ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

The  following  table sets forth the  information  as at December  31, 2003 with
respect to compensation plans (including individual  compensation  arrangements)
under which equity securities of the Company are authorized for issuance:

Equity Compensation Plan Information

<TABLE>
--------------------------------------------------------------------------------------------------------------------
Plan category                   Number of securities to be   Weighted-average exercise    Number of securities
                                issued upon exercise of      price of outstanding         remaining available for
                                outstanding options,         options, warrants and        future issuance under
                                warrants and rights          rights                       equity compensation plans
                                                                                          (excluding securities
                                (a)                          (b)                          reflected in column (a))

                                                                                          (c)
--------------------------------------------------------------------------------------------------------------------
<S>                              <C>                         <C>                          <C>
Equity compensation
plans                               0                            0                        500,000
approved by security holders
--------------------------------------------------------------------------------------------------------------------
Equity compensation plans not   500,000                      $0.50                        0
approved by security holders
--------------------------------------------------------------------------------------------------------------------
Total                           500,000                      $0.50                        500,000
--------------------------------------------------------------------------------------------------------------------
</TABLE>

The  Company's  1998 Stock  Option Plan (the "Plan) was  established  to provide
equity incentives to employees, including officers,  non-employee members of the
board of directors of the Company, and other eligible persons to provide a means
through  which the Company may attract  able  persons to serve the  Company,  by
granting such persons  options to purchase  shares of stock of the Company.  The
Plan permits the granting of incentive  stock  options and  non-qualified  stock
options.  The maximum  number of common  shares  that may be issued  pursuant to
options granted under this Plan is 1,000,000  common shares.  The exercise price
of an option is established by the fair market value of the common shares of the
Company on the date of which the option is granted.

(a) Security ownership of certain beneficial owners.

                                     - 32 -

<PAGE>

The following  table sets forth  information,  as of December 31, 2004,  for any
person  (including any "group") who is known to the Company to be the beneficial
owner of more than five percent of any class of the Company's voting securities:

<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------
(1)                             (2)                          (3)                     (4)
-----------------------------------------------------------------------------------------
Title of Class               Name and  Address                Amount            % of Class
-----------------------------------------------------------------------------------------
<S>                             <C>                        <C>                      <C>
Common Shares                   ALX Capital Group, Ltd. (1)    1,660,000              7.48
                                Condor House, 19 West
                                Street North
                                Nassau, Bahamas


Common Shares                   Cadaques, SA                   1,651,400 (2)          7.3%
                                Avedida Brasil 3031
                                Apt 102, Montevideo
                                Uruguay


Common Shares                   Madison Investment Securities  1,341,061              6.0%
                                Condor House, 19 West Street
                                North, Nassau,
                                Bahamas

</TABLE>


(1) Galina Klotchkova is the beneficial owner of ALX Capital Group, Ltd.
(2) Mario Rovella is the beneficial owner of Cadaques SA


(b) Security ownership of management.


The following table sets forth information,  as of December 31, 2004, as to each
class of equity securities of the Company  beneficially  owned by all directors,
each of the Named Executive  Officers,  and directors and executive  officers of
the  registrant  as a group.  Shown in column (3) is the total  number of shares
beneficially  owned and in column (4) the percent of class so owned.  Beneficial
ownership has been  determined in accordance  with Rule 13d-3 of the  Securities
Exchange  Act of 1934,  as  amended.  Generally,  a person  is  deemed to be the
beneficial  owner  of a  security  if he has the  right  to  acquire  voting  or
investment power within 60 days of the date of this Report.

<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------------
(1)                             (2)                          (3)                          (4)

Title of Class                  Name and                     Amount and                   Percent of Class
                                Address of Beneficial Owner  Nature of Beneficial Owner
----------------------------------------------------------------------------------------------------------
<S>                             <C>                        <C>                            <C>
Common Shares                   Gary Campbell                0                            0

Common Shares                   Rick Van Well              500,000 (1)                    2.24

Common Shares                   Daren DeJean               350,000 (2)                    1.57

Common Shares                   Martin Thornell            150,000 (3)                     .67

Common Shares                   Karl Harz                  100,000 (4)                     .44

Common Shares                   Directors and Executive  1,100,000                        4.93
                                Officers as a group
</TABLE>


                                     - 33 -

<PAGE>

(1)      Includes 200,000 shares Mr. Van Well has the right to acquire
         within sixty days from options.

(2)     Includes 150,000 shares Mr. DeJean has the right to acquire
         within sixty days from options.

(3)      Includes 50,000 shares Mr. Thornell has the right to acquire
         within sixty days from options.

(4)      Includes 100,000 shares Mr. Harz has the right to acquire
         within sixty days from options.


(c) As of December  31,  2004,  there are no  arrangements  that may result in a
    change in control of the Company.


ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

None.


ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K.

(a) The following exhibits are included herein:

Exhibit  Description
-------  -----------------------------------------------------------------------

3.1      Certificate of  Incorporation  of the Company  (incorporated by
         reference to the  Company's  Form 10-SB filed with the  Securities  and
         Exchange Commission on August 13, 1999).

3.2      By-Laws  of  the  Company  (incorporated  by  reference  to the
         Company's Form 10-SB filed with the Securities and Exchange  Commission
         on August 13, 1999).

3.3      Amendment  to  Certificate  of  Incorporation  of  the   Company, Inc.
         (incorporated by reference to the Company's Schedule 14C filed on
         November 19, 2002)

4.1      Specimen of Common Stock  Certificate.(incorporated by reference
         to the  Company's  Form 10-SB filed with the  Securities  and  Exchange
         Commission on August 13, 1999).

10.1     Company's 1998 Qualified Stock Option Plan  (incorporated  by reference
         to the Company's  Registration Statement on Form 10KSB filed on January
         30, 2002)

10.2     Company's  1998  Non-Qualified   Stock  Option  Plan  (incorporated  by
         reference to the Company's  Registration  Statement on Form 10KSB filed
         on January 30, 2002)

31.1     Certification Pursuant to Rule 13a-14 of the Securities Exchange Act of
         1934.

31.2     Certification Pursuant to Rule 13a-14 of the Securities Exchange Act of
         1934.

32       Certifications  Pursuant  to  Rule 13a-14(b) of the Securities Exchange
         Act of 1934.

(b) Reports on Form 8-K filed during the quarter ended December 31,
2004: On August 10th,  2004,  the Company filed a current report on form
8-K to  disclose  that it had  entered  into an  agreement  to  acquire  all the
outstanding shares of Rocket Technologies Inc. and a name change. On November 1,
2004,  the Company  filed a Current  Report on Form 8-K to disclose  that it has
changed its  independent  auditors and also to disclose  that John Chigbu joined
the Board of Directors.


                                     - 39 -

<PAGE>

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

The following table sets forth fees for services  provided by Mark Shelley,  CPA
for fiscal year 2004 and  Tedder,  James, Worden and Associates,  P.A.  provided
during fiscal years 2004, 2003 and 2002:

                                  2004          2003             2002
                                 ------        ------           ------

         Audit Fees (1)            $42,500     $12,250        $18,035
         Audit-related fees (2)          0          $0             $0
         Tax fees (3)               $3,330      $3,330         $4,030
         All other fees (4)             $0          $0             $0

         Total                     $48,830     $15,580        $22,065


(1)    Represents fees for professional services provided in connection with the
       audit  of  the  Company's  annual  financial  statements  and  review  of
       Company's quarterly financial statements.


(2)    During  2003 and  2002,  the  Company  did not incur  fees for  assurance
       services  related  to the audit of the  Company's  financial  statements,
       which services would be reported in this category.

(3) Represents fees for professional  services and advice provided in connection
with preparation of federal and state tax returns.

(4)    During 2003 and 2002, the Company did not incur any other fees related to
       the Company's financial statements and other services provided.

Generally,  the board of  directors  approves  in  advance  audit and  non-audit
services to be provided by Mark Shelley, CPA. In other cases, in accordance with
Rule 2-01(c)(7) of Securities and Exchange Commission  Regulation S-X, the board
of directors  has  delegated  pre-approval  authority to the  Company's  CFO for
matters which arise or otherwise  require approval between  regularly  scheduled
meetings of the board of  directors,  provided  that the Secretary and Treasurer
report such approvals to the board of directors at the next regularly  scheduled
meeting of the board of directors.

SIGNATURES

In accordance  with Section 13 or 15(d) of the Exchange Act, the  registrant has
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                               ROCKETINFO INC.


      Date:  April 14, 2005    /s/ Gary Campbell
                               ---------------------------
                               Gary Campbell
                               Chief Executive Officer


      Date:  April 14, 2005     /s/ Karl Harz
                               ---------------------------
                               Karl Harz
                               Chief Financial Officer


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


/s/ Gary Campbell
-------------------------------------
Gary Campbell, Director                         Date: April 14, 2005



/s/ Stephen Spalding
-------------------------------------
Stephen Spalding, Director                      Date: April 14, 2005




/s/ Karl Harz
-------------------------------------
Karl Harz, Director                             Date: April 14, 2005


/s/ Kevin Wetherbee
-------------------------------------
Kevin Wetherbee, Director                       Date: April 14, 2005