U.S.
        SECURITIES AND EXCHANGE COMMISSION
 Washington,
        D.C. 20549
 
 FORM
        10-QSB
 
 x
              QUARTERLY
                  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
                  OF 1934
                for
                  the period ended September 30, 2005
 
 o
              TRANSITION
                  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
                  OF 1934
                for
                  the transition period from _______ to
                  _______
 
 Commission
        File No. 000-50701
 
 HOUSERAISING,
        INC.
 (Exact
        name of small business issuer as specified in its charter)
  (Former
        name of registrant)
 
 North
                  Carolina
              
              56-2253025(State
                  or other jurisdiction of
                incorporation
                  or organization)
              
              (IRS
                  Employer identification No.)
 
 4801
        East Independence Blvd., Suite 201, Charlotte, North Carolina
        28212
 (Address
        of principal executive offices)
 
 (704)
        532-2121
 (Issuer's
        telephone number)
 
 Securities
        registered under Section 12(b) of the Act:
 
 NONE
 
 Securities
        registered under Section 12(g) of the Act:
 
 Common
        stock (par value $.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.
 Yes
x 
        No o
 
 **APPLICABLE
        ONLY TO CORPORATE ISSUERS**
 
 State
        the
        number of shares outstanding of each of the issuers’ classes of common equity,
        as of the latest practicable date:
 
 Class
                  of Stock
              
              Outstanding
                  October 31, 2005Common
                  Stock ($.001 par value)
              
              43,699,298Class
                  A Convertible Preferred Stock ($.001 par value)
              
              1,000,000
  
  REPORTS
        TO SECURITY HOLDERS
 
 We
        are a
        reporting company under the requirements of the Securities Exchange Act of
        1934
        and will file quarterly, annual and other reports with the Securities and
        Exchange Commission. This quarterly report contains the required unaudited
        financial statements. We are not required to deliver a quarterly report to
        security holders and will not voluntarily deliver a copy of the quarterly
        report
        to security holders. The reports and other information filed by us will be
        available for inspection and copying at the public reference facilities of
        the
        Commission, 100 F Street, N.E., Washington, D.C. 20549.
 
 Copies
        of
        such material may be obtained by mail from the Public Reference Section of
        the
        Commission at 100 F Street, N.E., Washington, D.C. 20549, at prescribed rates.
        Information on the operation of the Public Reference Room may be obtained
        by
        calling the SEC at 1-800-SEC-0330. In addition, the Commission maintains
        a World
        Wide Website on the Internet at http://www.sec.gov that contains reports,
        proxy
        and information statements and other information regarding registrants that
        file
        electronically with the Commission.
 
 
 
 
 
 The
        rest of this page is left intentionally blank
   -
            2
            -
  HOUSERAISING,
        INC.
 FORM
        10-QSB
 
 For
        the
        Quarter ended September 30, 2005
 
 TABLE
        OF
        CONTENTS
 
 PageCautionary
                  Statement and Risk Factors that May Affect Future Results
              4PART
                  IITEM
                  1.
              Selected
                  Financial Statements
              5Balance
                  Sheet - September 30, 2005 (unaudited)
              5Statements
                  of Operations - Three and Nine Months Ended September 30, 2005
                  and 2004
                  (unaudited)
              6Statements
                  of Cash Flows - Nine Months Ended September 30, 2005 and 2004
                  (unaudited)
              7Notes
                  to Financial Statements (unaudited)
              8ITEM
                  2.
              Management’s
                  Discussion and Analysis of Financial Condition and Plan of
                  Operations
              15ITEM
                  3.
              Controls
                  and Procedures
              22PART
                  IIITEM
                  1.
              Legal
                  Proceedings
              23ITEM
                  2.
              Changes
                  in Securities
              23ITEM
                  3.
              Default
                  Upon Senior Securities
              23ITEM
                  4.
              Submission
                  of Matters to a Vote of Security Holders
              24ITEM
                  5.
              Other
                  Information
              24ITEM
                  6.
              Exhibits
                  and Reports on Form 8-K
              25Signatures
              26
 
 
  -
            3
            -
  **Cautionary
        Statement and Risk Factors that May Affect Future Results**
 
 This
        report and other presentations made by HouseRaising, Inc. (“HRI” or “Company”)
        and its subsidiaries contain “forward-looking statements,” which include
        statements that are predictive in nature, depend upon or refer to future
        events
        or conditions, and usually include words such as “expects,” 
“anticipates,”  “intends,”  “plans,”  “believes,” 
“will,”  “predicts,”  “estimates,”  “we believe,”  “the
        Company believes,”  “management believes” or similar expressions. In
        addition, any statements concerning future financial performance (including
        future revenues, expenses, earnings or losses or growth rates), ongoing business
        strategies or prospects and possible future actions are also forward-looking
        statements. Forward-looking statements are based on current expectations
        and
        projections about future events and are subject to risks, uncertainties and
        the
        accuracy of assumptions concerning HRI and its subsidiaries, the performance
        of
        the industries in which it does business and economic and market factors,
        among
        other things. **These
        forward-looking statements are not guarantees of future
        performance.**
 
 Risks,
        uncertainties and other important factors that could cause actual results
        to
        differ materially from those in forward-looking statements and from historical
        results include, but are not limited to, the following:
 
 ·
              Changes
                  in general and local economic and market conditions where our operations
                  are conducted and where prospective purchasers of homes
                  live;
 ·
              the
                  effects of weather, natural disasters or global developments, including
                  terrorist acts and war on terrorism negatively affecting local
                  home
                  building industry and adversely affecting new home installations
                  market;
 ·
              the
                  timing and extent of changes in interest
                  rates;
 ·
              negative
                  trends in residential homebuilding adversely affecting our
                  business;
 ·
              actions
                  by competitors that negatively affect us—the homebuilding market is
                  extremely competitive, characterized by competition from a number
                  of home
                  builders in each market in which we operate, and there are few
                  barriers to
                  entry;
 ·
              no
                  assurance that the Company will be able to recruit quality homebuilders
                  and personnel in order to meet the goals set forth in its business
                  plan
                  and rollout of Zone operations;
 ·
              no
                  assurance that potential acquisitions will materialize and/or be
                  successfully integrated into
                  operations;
 ·
              the
                  risks of suffering losses that are uninsured—construction defect and home
                  warranty claims arising in the ordinary course of business are
                  common in
                  the homebuilding industry and can be costly; if we are not able
                  to obtain
                  adequate insurance against these claims, we may experience losses
                  that
                  could hurt our business;
 ·
              the
                  effects of changes in accounting principles applicable to HRI and
                  its
                  subsidiaries;
 ·
              given
                  the prominence of the automated design/build system in HRI’s operations
                  and business plan, there is a risk that the Company may not complete
                  the
                  automated design/build system or generate significant retail sales
                  in the
                  future;
 ·
              while
                  the company has filed a patent registration to protect its intellectual
                  property, until patent pending has been issued, HRI’s technology and
                  software are at risk of being copied by
                  competitors;
 ·
              HRI’s
                  success is dependent upon the continued active participation of
                  its
                  President, Robert V. McLemore;
 ·
              our
                  common stock trades on the over-the-counter market and is subject
                  to high
                  volatility; future sales of common stock could adversely affect
                  the stock
                  price;
 ·
              HRI
                  provides S-8 shares as compensation for services rendered which
                  could
                  impact stock volatility and future issuance;
 ·
              principal
                  stockholders control business affairs which means investors will
                  have
                  little or no participation in
                  business;
 ·
              the
                  risk that an investor in the Company will never see a return on
                  investment
                  and the stock may become worthless;
 ·
              the
                  risk that the Company will be unable to obtain needed capital or
                  unable to
                  establish credit arrangements or extend existing arrangements on
                  satisfactory terms, which would require it to curtail
                  operations;
 ·
              to
                  the extent additional capital is raised through the sale of equity
                  and/or
                  convertible debt securities, this could result in dilution to shareholders
                  and/or increased debt service;
 ·
              we
                  have never paid dividends and do not intend to pay dividends for
                  the
                  foreseeable future given need to retain earnings to finance the
                  development and expansion of the
                  business;
 ·
              federal
                  and state governmental and regulatory actions, such as changes
                  in laws,
                  rules and regulations applicable to HRI and its subsidiaries (including
                  changes in taxation, environmental laws and regulations, occupational
                  safety and health acts, workmen’s compensation statutes, unemployment
                  insurance and governmental fees and
                  assessments);
 ·
              HRI
                  is a development stage company that has an independent auditor’s report
                  for fiscal 2004 that raises doubt about its ability to continue
                  as a going
                  concern;
 ·
              other
                  risks or uncertainties described elsewhere in this report and in
                  other
                  periodic reports previously and subsequently filed by HRI or its
                  predecessor company with the Securities and Exchange Commission
                  (SEC).
 
 Forward-looking
        statements speak only as of the date of the report, presentation or filing
        in
        which they are made. Except to the extent required by the federal securities
        laws, HRI and its subsidiaries undertake no obligation to publicly update
        or
        revise any forward-looking statements, whether as a result of new information,
        future events or otherwise.
  -
            4
            -
  **PART
        I**
 
 **ITEM
        1. SELECTED FINANCIAL STATEMENTS**
 
 **HouseRaising,
                    Inc. and Subsidiaries (A Development Stage
                    Company)****Consolidated
                    Condensed Balance Sheet (unaudited)****As
                    of September 30, 2005**
  **ASSETS**CURRENT
                    ASSETSCash
                    and Cash Equivalents
                
                $
                380,729Prepaids
                
                
                192,950Accounts
                    Receivable
                
                
                28,178Other
                    Current Assets
                
                
                129,014TOTAL
                    CURRENT ASSETS
                
                
                730,871PROPERTY
                    AND EQUIPMENTProperty
                    and Equipment
                
                
                201,494Accumulated
                    Depreciation
                
                
                (112,057
                )Net
                    Property and Equipment
                
                
                89,437OTHER
                    ASSETOther
                    Assets
                
                
                143,581Capitalized
                    Software
                
                
                10,291,626Net
                    Other Assets
                
                
                10,435,207TOTAL
                    ASSETS
                
                $
                11,255,515**LIABILITIES
                    AND STOCKHOLDERS' EQUITY**LIABILITIESAccounts
                    Payable and Accrued Expenses
                
                $
                211,642Interest
                    Payable
                
                
                53,430TOTAL
                    CURRENT LIABILITIES
                
                
                265,072Notes
                    Payable
                
                
                952,832Bank
                    Loan
                
                
                990,000TOTAL
                    LIABILITIES
                
                
                2,207,904STOCKHOLDERS'
                    EQUITYPreferred
                    Stock ($.001 par value, 5,000,000 authorized:none
                    issued and outstanding)Preferred
                    Stock Class A Convertible ($.001 par value, 5,000,000
                    authorized:
                
                
                1,0001,000,000
                    issued and outstanding)
                
                
                —Common
                    Stock ($.001 par value, 90,000,000 shares authorized:
                
                
                —43,288,070shares issued and outstanding)
                
                
                44,742Common
                    Stock Subscribed but not Issued
                
                
                1,821,413Additional
                    Paid-in-Capital
                
                
                12,359,188Retained
                    Deficit
                
                
                (5,178,732
                )TOTAL
                    STOCKHOLDERS' EQUITY
                
                
                9,047,611TOTAL
                    LIABILITIES AND STOCKHOLDERS' EQUITY
                
                $
                11,255,515
  The
        accompanying notes are an integral part of these consolidated financial
        statements.
  -
            5
            -
  **HouseRaising,
                    Inc. and Subsidiaries (A Development Stage
                    Company)**Consolidated
                    Statement of Operations (unaudited)For
                    the three months ended September 30, 2005 and
                    2004
  2005
                  
                  2004(a)SALES
                      AND COST OF SALES:Sales
                  
                  $
                  0
                  
                  $
                  0Cost
                      of sales
                  
                  
                  0
                  
                  
                  0Gross
                      Profit
                  
                  
                  0
                  
                  
                  0OTHER
                      REVENUES:Sales
                      and service fees
                  
                  
                  9,151
                  
                  
                  33,333Other
                      income
                  
                  
                  47
                  
                  
                  0NET
                      REVENUES
                  
                  
                  9,198
                  
                  
                  33,333OPERATING
                      EXPENSES:Selling,
                      general and administrative
                  
                  
                  684,246
                  
                  
                  44,116Consulting
                      fees
                  
                  
                  215,688
                  
                  
                  350899,934
                  
                  
                  44,466OTHER
                      EXPENSE:Interest
                      expense
                  
                  
                  26,186
                  
                  
                  22,165NET
                      LOSS
                  
                  $
                  (916,922
                  )
                  $
                  (33,298
                  )Net
                      Loss Per Common ShareBasic
                      & Fully Diluted
                  
                  $
                  *
                  
                  
                  *Weighted
                      Average CommonShares
                      Outstanding
                  
                  
                  41,666,935
                  
                  
                  9,411,501(b
                  )
  *
                      =
                      Less than ($.01)(a)
                      = Consolidated HouseRaising, Inc. and Technology Connections,
                      Inc.(b)
                      = Reflects solely HouseRaising, Inc.
                      shares
 
  The
        accompanying notes are an integral part of these consolidated financial
        statements.
  -
            6
            -
  **HouseRaising,
                    Inc. and Subsidiaries (A Development Stage
                    Company)**Consolidated
                    Statement of Operations (unaudited)For
                    the nine months ended September 30, 2005 and
                    2004
  2005
                  
                  2004(a)SALES
                      AND COST OF SALES:Sales
                  
                  $
                  1,590
                  
                  $
                  39,176Cost
                      of sales
                  
                  
                  1,248
                  
                  
                  28,471Gross
                      Profit
                  
                  
                  342
                  
                  
                  10,705OTHER
                      REVENUES:Sales
                      and service fees
                  
                  
                  17,613
                  
                  
                  57,856Other
                      income
                  
                  
                  188
                  
                  
                  6,000NET
                      REVENUES
                  
                  
                  18,143
                  
                  
                  74,561OPERATING
                      EXPENSES:Selling,
                      general and administrative
                  
                  
                  1,558,230
                  
                  
                  150,287Consulting
                      fees
                  
                  
                  1,878,817
                  
                  
                  336,6423,437,047
                  
                  
                  486,929OTHER
                      EXPENSE:Interest
                      expense
                  
                  
                  51,959
                  
                  
                  68,302NET
                      LOSS
                  
                  $
                  (3,470,863
                  )
                  $
                  (480,670
                  )Net
                      Loss Per Common ShareBasic
                      & Fully Diluted
                  
                  $
                  *
                  
                  
                  *Weighted
                      Average CommonShares
                      Outstanding
                  
                  
                  39,331,559
                  
                  
                  4,660,212(b
                  )
  *
                      =
                      Less than ($.01)(a)
                      = Consolidated HouseRaising, Inc. and Technology Connections,
                      Inc.(b)
                      = Reflects solely HouseRaising, Inc.
                      shares
 
  
 
 The
        accompanying notes are an integral part of these consolidated financial
        statements.
 
  -
            7
            -
  **HouseRaising,
                    Inc. and Subsidiaries (A Development Stage
                    Company)****Statements
                    of Cash Flows (unaudited)****For
                    the nine months ended September 30, 2005 and
                    2004**
  2005
                  
                  2004(c)CASH
                      FLOWS FROM OPERATING ACTIVITIES:Net
                      loss
                  
                  $
                  (3,470,863
                  )
                  $
                  (480,670
                  )Adjustments
                      to reconcile net loss to netcash
                      (used in) operating activities:Depreciation
                  
                  
                  22,674
                  
                  
                  13,697Common
                      stock subscribed for services rendered
                  
                  
                  4,488,354
                  
                  
                  342,617(Increase)
                      decrease in operating assets:
                  
                  
                  —
                  
                  
                  —Accounts
                      receivable
                  
                  
                  (2,237
                  )
                  
                  38,065Capitalized
                      software
                  
                  
                  (1,720,387
                  )
                  
                  (425,953
                  )Excess
                      of billings over costs on uncompleted contracts
                  
                  
                  (69,371
                  )
                  
                  (3,000
                  )Accounts
                      payable and accrued expenses
                  
                  
                  69,507
                  
                  
                  342,803NET
                      CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES
                  
                  
                  (682,323
                  )
                  
                  (172,441
                  )CASH
                      FLOWS FROM INVESTMENT ACTIVITIES:Investment
                      in subsidiary operations
                  
                  
                  (141,728
                  )
                  
                  —Purchase
                      of property and equipment
                  
                  
                  (26,062
                  )
                  
                  (24,468
                  )NET
                      CASH (USED IN) INVESTMENT ACTIVITIES
                  
                  
                  (167,790
                  )
                  
                  (24,468
                  )CASH
                      FLOWS FROM FINANCING ACTIVITIES:Decrease
                      in excess of outstanding checks
                  
                  
                  —
                  
                  
                  (16,295
                  )Proceeds
                      for sale of common stock
                  
                  
                  —
                  
                  
                  41,200Borrowings
                      on notes payable
                  
                  
                  1,206,075
                  
                  
                  178,141NET
                      CASH PROVIDED BY FINANCING ACTIVITIES
                  
                  
                  1,206,075
                  
                  
                  203,046NET
                      INCREASE IN CASH ANDCASH
                      EQUIVALENTS
                  
                  
                  355,962
                  
                  
                  6,137CASH
                      AND CASH EQUIVALENTS:Beginning
                      of period
                  
                  
                  24,767
                  
                  
                  382End
                      of period
                  
                  $
                  380,729
                  
                  $
                  6,519
  (c)
                      - Consolidated HouseRaising, Inc. and Technology Connections,
                      Inc.
 
 The
        accompanying notes are an integral part of these consolidated financial
        statements.
  -
            8
            -
  **NOTES
        TO CONSOLIDATED FINANCIAL STATEMENTS**
 **(Unaudited)**
 
 **(1)
        Basis of presentation**
 
 The
        accompanying unaudited consolidated financial statements have been prepared
        in
        conformity with Generally Accepted Accounting Principles (“GAAP”) for interim
        financial information and with the instructions to SEC Form 10-QSB and Article
        10 of Regulation S-X. Accordingly, they do not include all of the information
        and footnotes required by GAAP for complete financial statements. In preparing
        the financial statements, management is required to make estimates and
        assumptions that affect the reported amounts of assets and liabilities and
        disclosure of contingent assets and liabilities at the date of the balance
        sheet
        and the reported amounts of revenues and expenses for the period. Actual
        results
        could differ significantly from those estimates. The accompanying unaudited
        consolidated financial statements should be read in conjunction with the
        audited
        consolidated financial statements and the notes thereto incorporated by
        reference in HRI’s Annual Report on SEC Form 10-KSB for the year ended December
        31, 2004.
 
 In
        the opinion of HRI’s management, the accompanying unaudited consolidated
        financial statements contain all material adjustments required by GAAP to
        present fairly the financial position of HRI and its subsidiaries as of
        September 30, 2005 and the results of their operations for the three and
        nine
        months ended September 30, 2005 and 2004 and their cash flows for the nine
        months ended September 30, 2005 and 2004. All such adjustments are of a normal
        recurring nature, unless otherwise disclosed in this Form 10-QSB or
        other
        referenced material. Results of operations for interim periods are not
        necessarily indicative of results for the full year.
 
 When
        required, certain reclassifications are made to the prior period’s consolidated
        financial statements to conform to the current presentation.
 
 **(2)
        Summary of Significant Accounting Policies**
 
 Business
        Activity —HouseRaising,
        Inc. and Subsidiaries are in the business of selling, designing and managing
        design/build and renovation projects and home building solutions in the
        residential homebuilding market for homebuyers and homebuilders. HouseRaising,
        Inc. merged into Technology Connections, Inc. and changed the name to
        HouseRaising, Inc. (The Company).
 
 Cash
        and Cash Equivalents —For
        purposes of the Consolidated Statement of Cash Flows, the Company considers
        liquid investments with an original maturity of three months or less to be
        cash
        equivalents.
 
 Management’s
        Use of Estimates —The
        preparation of consolidated financial statements in conformity with GAAP
        requires management to make estimates and assumptions that affect the reported
        amounts of assets and liabilities and disclosures of contingent assets and
        liabilities at the date of consolidated financial statements and the reported
        amounts of revenues and expenses during the reporting period. Actual results
        could differ from those estimates.
 
 Revenue
        Recognition —The
        Company’s revenue is derived primarily from 1) providing general management of
        construction for new homes and renovation projects which reflect the home’s
        contract price, and 2) design and build management services (sales and service
        fee) to homebuilders and homebuyers on a percentage of such home’s contract
        price. In no event would the company record more than the home’s contract price
        for consolidation purposes in the event the company provides both general
        management and design/build services to the same project. Approximately 60%
        of
        the sales and service fee (which is typically 10% of the home’s contract price)
        is recognized in the initial construction stage. The balance of the Company’s
        management fee, approximately 40% of the sales and service fee is recognized
        at
        closing. Revenues and profits from general management of construction contracts
        are recognized on the completed-contract method and therefore when the project
        is completed (or closed). This method is used because financial position
        and
        results of operations do not vary significantly from those which would result
        from use of percentage-of-completion method and is conservative. A contract
        is
        considered complete when all costs except insignificant items have been incurred
        and the installation is operating according to specifications or has been
        accepted by the customer. Contract costs include all direct materials and
        labor
        costs and those indirect costs related to contract performance, such as indirect
        labor, supplies, tools, repairs, and depreciation costs. General and
        administrative costs are charged to expense as incurred. Costs in excess
        of
        amounts billed are classified as current assets under costs in excess of
        billings on uncompleted contracts. Billings in excess of costs are classified
        under current liabilities as billings in excess of costs on uncompleted
        contracts.
  -
            9
            -
  **(2)
        Summary of Significant Accounting Policies (continued)**
 
 Capitalized
        Software —Certain
        capitalized software assets have been contributed to the Company from related
        entities under common ownership and control. The capitalized software assets
        include certain external direct costs of materials and services consumed
        in
        developing internal-use software (System C) for home plans and designs, and
        operating systems and policies for homebuilders. These costs include payroll
        and
        payroll-related costs for employees and contractors who are directly associated
        with and who devote time to the internal-use computer software project (to
        the
        extent of the item spent directly on the project) during the application
        development stage. Training costs, data conversion costs, internal costs
        for
        upgrades and enhancements, and internal costs incurred for maintenance are
        all
        expensed as incurred. General and administrative costs and overhead costs
        are
        also expensed as incurred. The assets will commence amortization when the
        asset
        is considered to be in the post-implementation phase (i.e. when the development
        of internal use software is completed) which is projected to be in 2005.
        At such
        time, the capitalized software costs will be amortized on a straight-line
        basis
        over the estimated economic life of the asset to be determined.
 
 Comprehensive
        Income (Loss) —The
        Company adopted Financial Accounting Standards Board Statement of Financial
        Accounting Standards (SFAS) No. 130, *“Reporting
        Comprehensive Income”* ,
        which
        establishes standards for the reporting and display of comprehensive income
        and
        its components in the consolidated financial statements. There were no items
        of
        comprehensive income (loss) applicable to the Company during the periods
        covered
        in the consolidated financial statements.
 
 S-8
        Share Payments —The
        Company currently provides S-8 registered shares as compensation for many
        services rendered as a means of conserving cash until it obtains adequate
        debt
        or equity financing. The Company accrues the value of services rendered as
        an
        expense or capital expenditure (when it is readily determinable and meets
        the
        tests under FASB 123) instead of the stock price at the time the shares are
        transferred. Employees, consultants and vendors that receive such shares
        understand that there is risk associated with the volatility of the share
        price.
        In some cases there are “true-up” provisions which would result in more or less
        shares to be issued; however, the expense or capital expenditure would have
        already been reflected on the company’s financial statements at the time
        services were rendered.
 
 Advertising
        Costs —Advertising
        costs are expensed as incurred. The Company does not incur any direct-response
        advertising costs.
 
 Net
        Loss per Common Share —Statement
        of Financial Accounting Standard (SFAS) No. 128 requires dual presentation
        of
        basic and diluted earnings per share (EPS) with a reconciliation of the
        numerator and denominator of the EPS computations. Basic earnings per share
        amounts are based on the weighted average shares of common stock outstanding.
        If
        applicable, diluted earnings per share would assume the conversion, exercise
        or
        issuance of all potential common stock instruments such as options, warrants
        and
        convertible securities, unless the effect is to reduce a loss or increase
        earnings per share. Accordingly, this presentation has been adopted for the
        period presented. There were no adjustments required for the period presented
        in
        the computation of diluted earnings per share.
 
 Income
        Taxes —Income
        taxes are provided in accordance with Statement of Financial Accounting
        Standards (SFAS) No. 109, *“Accounting
        for Income Taxes.”* A
        deferred tax asset or liability is recorded for all temporary differences
        between financial and tax reporting and net operating loss-carry
        forwards.
 
 Deferred
        tax assets are reduced by a valuation allowance when, in the opinion of
        management, it is more likely than not that, some portion or the entire deferred
        tax asset will not be realized. Deferred tax assets and liabilities are adjusted
        for the effect of changes in tax laws and rates on the date of
        enactment.
 
 Fair
        Value of Financial Instruments —The
        carrying amounts reported in the consolidated balance sheet for cash, accounts
        receivable and payable approximate fair value based on the short-term maturity
        of these instruments.
 
 Accounts
        Receivable —Accounts
        deemed uncollectible are written off in the year they become uncollectible.
 
 Impairment
        of Long-Lived Assets —The
        Company evaluated the recoverability of its property and equipment, and other
        assets in accordance with Statements of Financial Accounting Standards (SFAS)
        No. 121, *“Accounting
        for the Impairment of Long-Lived Assets to be Disposed of”* which
        requires recognition of impairment of long-lived assets in the event the
        net
        book value of such assets exceeds the estimated future undiscounted cash
        flows
        attributable to such assets or the business to which such intangible assets
        relate.
 
 Property
        and Equipment —Property
        and equipment is stated at cost. Depreciation is provided by the straight-line
        method over the estimated economic life of the property and equipment remaining
        from five to seven years.
 -
            10
            -
  **(3)
        Recent Accounting Pronouncements**
 
 In
        June
        2001, the Financial Accounting Standards Board issued Statement of Financial
        Accounting Standards (SFAS) No. 143, *“Accounting
        for Asset Retirement Obligations”* which
        addresses the accounting and reporting for obligations associated with the
        retirement of tangible long-lived assets and the associated retirement costs.
        SFAS No. 143 requires that the fair value of a liability for an asset retirement
        obligation be recognized in the period in which it is incurred if a reasonable
        estimate of fair value cannot be made. SFAS No. 143 is effective for financial
        statements issued for fiscal years beginning after June 15, 2002. The Company
        does not expect SFAS No. 143 to have a material effect on its consolidated
        financial condition or consolidated cash flows.
 
 In
        August
        2001, the Financial Accounting Standards Board issued Statement of Financial
        Accounting Standards (SFAS) No. 144, *“Accounting
        for the Impairment or Disposal of Long-Lived Assets”.* SFAS No.
        144 generally establishes a standard framework to measure the impairment
        of
        long-lived assets and expands the Accounting Principles Board (“APB”) 30,
“Reporting the Results of Operations—Reporting the Effects of Disposal of a
        Segment of a Business, and Extraordinary, Unusual and Infrequently Occurring
        Events and Transactions” to include a component of the entity (rather than a
        segment of the business). SFAS No.144 is effective for financial statements
        issued for fiscal years beginning after December 15, 2001. The Company does
        not
        expect SFAS No. 144 to have a material effect on its consolidated financial
        condition and consolidated cash flows.
 
 In
        April
        of 2002, Statement of Financial Accounting Standards (SFAS) No. 145 was issued
        which rescinded SFAS Statements 4, 44, and 64, amended No. 13 and contained
        technical corrections. As a result of SFAS No. 145, gains and losses from
        extinguishments of debt will be classified as extraordinary items only if
        they
        meet the criteria in APB Opinion No. 30, that they are unusual and infrequent
        and not part of an entity’s recurring operations. The Company adopted SFAS on
        January 1, 2004. The Company does not expect SFAS No. 145 to have a material
        effect on its financial condition or cash flows.
 
 In
        July
        of 2002, the Financial Accounting Standards Board issued Statement of Financial
        Accounting Standard (SFAS) No. 146, which addresses significant issues regarding
        the recognition, measurement, and reporting of costs that are associated
        with
        exit and disposal activities, including restructuring activities that are
        currently accounted for pursuant to the guidance that the Emerging Issues
        Task
        Force (EITF) has set forth in EITF Issue No. 94-3, *“Liability
        Recognition for Certain Employee Termination Benefits and Other Costs to
        Exit an
        Activity (Including Certain Costs Incurred in a Restructuring)”* .
        SFAS
        No. 146 revises the accounting for certain lease termination costs and employee
        termination benefits, which are generally recognized in connection with
        restructuring charges. The provisions of SFAS 146 are effective for exit
        or
        disposal activities that are initiated after December 31, 2002. The Company
        does
        not expect SFAS No. 146 to have an impact its financial statements as adopted
        on
        January 1, 2004.
 
 In
        November 2002, the Financial Accounting Standards Board issued Interpretation
        No. 45 (FIN 45), “ *Guarantor’s
        Accounting and Disclosure Requirements for Guarantee, Including Indirect
        Guarantees or Indebtedness of Others”* ,
        which
        addresses the disclosures to be made by a guarantor in its interim and annual
        financial statements about its obligations under guarantees. FIN 45 also
        requires the recognition of a liability by a guarantor at the inception of
        certain guarantees that are entered into or modified after December 31,
        2002.
 
 In
        December 2002, the Financial Accounting Standards Board issued Statement
        of
        Financial Accounting Standard (SFAS) No. 148, *“Accounting
        for Stock-Based Compensation Transition and Disclosure”* —an
        amendment to SFAS No. 123 (SFAS No. 148), which provides alternative methods
        of
        transition for companies voluntarily planning on implementing the fair value
        recognition provisions of SFAS No. 123. SFAS No. 148 also revises the disclosure
        provisions of SFAS No. 123 to require more prominent disclosure of the method
        of
        accounting for stock-based compensation, and requiring disclosure of pro
        forma
        net income and earnings per share as if the fair value recognition provisions
        of
        SFAS No. 123 had been applied from the original effective date of SFAS No.
        123.
        The Company adopted the disclosures provisions of SFAS No. 148 for the quarters
        ending after December 15, 2002.
 
 In
        January 2003, the EITF released Issue No. 00-21, (EITF 00-21), *“Revenue
        Arrangements with Multiple Deliveries”* ,
        which
        addressed certain aspects of the accounting by a vendor for arrangement under
        which it will perform multiple revenue-generating activities. Specifically,
        EITF
        00-21 addresses whether an arrangement contains more than one unit of accounting
        and the measurement and allocation to the separate units of accounting in
        the
        arrangement. EITF 00-21 is effective for revenue arrangements entered into
        in
        fiscal periods beginning after June 15, 2003. The adoption of this standard
        will
        not have an impact on the Company’s financial statements.
 
 In
        May
        2003, the Financial Accounting Standards Board issued Statement of Financial
        Accounting Standards (SFAS) No. 149, *“Amendment
        of Statement 133 on Derivative Instruments and Hedging
        Activities.”* SFAS No.
        149 amends and clarifies accounting for derivative instruments, including
        certain derivative instruments embedded in other contracts, and for hedging
        activities under SFAS No. 133. SFAS No. 149 is effective for contracts entered
        into or modified after June 30, 2003 and for hedging relationships designated
        after June 30, 2003. The Company does not believe that there will be any
        impact
        on its financial statements.
  -
            11
            -
  **(3)** **Recent
        Accounting Pronouncements (continued)**
 
 In
        May
        2003, the Financial Accounting Standards Board issued Statement of Financial
        Accounting Standards (SFAS) No. 150, *“Accounting
        for Certain Financial Instruments with Characteristics of both Liabilities
        and
        Equity.”* SFAS No.
        150 establishes standards for how companies classify and measure certain
        financial instruments with characteristics of both liabilities and equity.
        It
        requires companies to classify a financial instrument that is within its
        scope
        as a liability (or an asset in some characteristics). SFAS No. 150 is effective
        for financial instruments entered into or modified after May 31, 2003. The
        standard will not impact the Company’s financial statements.
 
 **(4)
        Income Taxes**
 
 Due
        to
        the operating loss and the inability to recognize an income tax benefit
        therefrom, there is no provision for current or deferred federal or state
        income
        taxes for the periods ended September 30, 2005 and 2004.
 
 Deferred
        income taxes reflect the net tax effects of temporary differences between
        the
        carrying amounts of assets and liabilities for financial reporting purposes
        and
        the amount used for federal and state income tax purposes.
 
 The
        Company’s total deferred tax asset, calculated using federal and state effective
        tax rates, as of December 31, 2004 is as follows:
 
 Total
                  deferred tax assets
              
              $
              648,000Valuation
                  allowance
              
              
              (648,000
              )Net
                  deferred tax asset
              
              $
              —
 
 The
        reconciliation of income taxes computed at the federal statutory income tax
        rate
        to total income taxes for the periods ended March 31, 2005 and 2004 is as
        follows:
 
 2005
              
              2004Income
                  tax computed at the federal statutory rate
              
              
              34%
              
              
              34%State
                  income taxes, net of federal tax benefit
              
              
              4%
              
              
              4%Valuation
                  allowance
              
              
              (38%
              )
              
              (38%
              )Total
                  deferred tax asset
              
              
              0%
              
              
              0%
 
 Because
        of the Company’s lack of earnings history, the deferred tax asset has been fully
        offset by a valuation allowance.
 
 As
        of
        December 31, 2004, the Company had federal and state net operating loss carry
        forwards in the amount of approximately $1,700,000, which expire at various
        times through the year 2025.
 
 **(5)
        Going Concern**
 
 As
        shown
        in the audited financial statements for the year ended December 31, 2004
        (incorporated by reference to HRI’s Annual Report on SEC Form 10-KSB for year
        ended December 31, 2004), the Company has suffered recurring losses from
        operations to date. During 2004, the Company had minimal revenues, a net
        loss of
        $927,196, a net deficiency of $1,707,822 and a net working capital deficit
        of
        $628,974.
 
 Management
        believes that actions presently being taken to raise equity capital, seek
        strategic relationships and alliances, and build its marketing efforts to
        generate positive cash flow provide the means for the Company to continue
        as a
        going concern. As of the end of the third quarter of 2005, the Company has
        contracts totaling $3,027,777 of sales in incomplete construction projects
        and
        has a number of projects close to signing a contract. The company completed
        projects in October totaling $512,922 in new home construction and $32,500
        in
        service fees of existing projects that will be recorded as 4 th quarter
        revenues. The company entered into a strategic partnership with Wachovia
        Corporation which includes a $1 million operating line of credit which is
        helping address short-term cash needs (see discussion under Management
        Discussion and Analysis for additional details) and has helped strengthen
        the
        Company’s balance sheet with a positive net working capital. The company has
        investors that have indicated an interest in contributing equity to finance
        on-going operations and the Company has raised a portion of its private
        placement offering that is currently being marketed by the company. The
        financial statements do not include any adjustments that might result from
        the
        outcome of this uncertainty.
  -
            12
            -
  **(6)
        Acquisition and related reorganization**
 
 On
        February 19, 2004, HouseRaising, Inc., a Delaware corporation, Technology
        Connections, Inc., a North Carolina corporation, and the shareholders of
        HouseRaising, Inc., executed an Agreement and Plan of Merger (“the Merger
        Agreement”), pursuant to which HouseRaising, Inc. agreed to merge with and into
        Technology Connections, Inc., (“the Merger”) with the HouseRaising, Inc.
        Stockholders receiving in the aggregate 27,288,732 shares of common stock
        and
        1,000,000 shares of Class A Convertible Preferred Stock of Technology
        Connections, Inc. in exchange for their shares of HouseRaising, Inc. In
        addition, pursuant to the Merger Agreement, Technology Connections, Inc.
        agreed
        to change its corporate name from “Technology Connections, Inc.” to
“HouseRaising, Inc.” prior to closing.
 
 The
        shares of Class A Convertible Preferred Stock to be issued in the Merger
        are
        convertible into ten (10) shares of fully paid and non-assessable shares
        of
        common stock five (5) years after the date of issuance, and they have a class
        vote to approve or disapprove any merger, sale of assets, combination or
        reorganization involving HouseRaising, or other fundamental corporate
        transaction involving HouseRaising, Inc. In addition, each share of Class
        A
        Convertible Preferred Stock issued in the Merger is entitled to ten (10)
        votes
        per share on all matters on which common stock votes upon issuance.
 
 On
        August
        31, 2004, the Merger was consummated when Articles of Merger and name change
        were filed by the parties with the Secretary of State in the State of North
        Carolina.
 
 The
        acquisition was accounted for as a reverse merger wherein HouseRaising, Inc.
        was
        the accounting acquirer and Technology Connections, Inc. was the legal acquirer.
        Accordingly, the accounting acquirer recorded the assets purchased and
        liabilities assumed as part of the merger and the entire equity section of
        the
        legal acquirer was eliminated with negative book value acquired offset against
        the paid in capital of the accounting acquirer, in accordance with SFAS #141.
 
 **(7)
        Non-qualified Stock Compensation Plan**
 
 On
        July
        7, the Company adopted Amendment Number 2 to its 2004 Non-qualified Stock
        Compensation Plan (Stock Plan) where the Company may compensate key employees,
        advisors, and consultants by issuing them shares of its capital stock or
        options
        to purchase shares of its capital stock in exchange for services rendered
        and to
        be rendered and thereby conserve the Company’s cash resources. The Company has
        reserved an additional 2,000,000 shares of its $.001 par value Common Stock
        for
        these purposes. The Stock Plan will not exceed 30% of its outstanding common
        stock at any given time.
 
 **(8)
        Development Stage Company**
 
 The
        Company is in the development stage as of September 30, 2005 and to date
        has had
        minimal significant operations. Recovery of the Company’s assets is dependent on
        future events, the outcome of which is indeterminable. In addition, successful
        completion of the Company’s development program and its transition, ultimately,
        to attaining profitable operations is dependent upon obtaining adequate
        financing to fulfill its development activities and achieving a level of
        sales
        adequate to support the Company’s cost structure.
 
 **(9)
        Commitments**
 
 The
        Company leases its office facilities. The Company also has one vehicle under
        lease that has been classified as an operating lease expiring in September
        2006.
        Payment due under the lease is $1,384 per month.
 
 Rent
        expense was $78,574 and $79,024 in 2004 and 2003, respectively.
 
 Future
        minimum rental payments as of December 31, 2004 in the aggregate and for
        each of
        the two succeeding years are as follows:
 
 Year
              
              Amount2005
              
              $
              81,7782006
              
              $
              97,800Total
              
              $
              179,578
  -
            13
            -
  **(10)
        Notes Payable**
 
 **Notes
        payable at September 30, 2005 consist of the
        following:**
 
 Unsecured
                  note payable to an unrelated party.Bearing
                  8% interest.
              
              $
              5,640Unsecured
                  note payable to an unrelated party.Bearing
                  8% interest.
              
              $
              13,177Secured
                  note payable to an unrelated party.Bearing
                  0% interest. Note matures April 2005.
              
              $
              30,000
              **Secured
                  note payable to an unrelated party.Bearing
                  0% interest. Note matured April 2005.
              
              $
              50,000
              **Secured
                  note payable to an unrelated party.Bearing
                  15% interest. Note matures May 2005.
              
              $
              155,000
              **Secured
                  note payable to an unrelated party.Bearing
                  0% interest. Note matures April 2005.
              
              $
              91,500
              **Unsecured
                  note payable to an unrelated party.Bearing
                  0% interest.
              
              $
              1,851Secured
                  note payable to an unrelated party.Bearing
                  0% interest. Note matures April 2005.
              
              $
              95,000
              **Secured
                  note payable to an unrelated party.Bearing
                  0% interest. Note matures April 2005.
              
              $
              37,500
              **Secured
                  demand note payable to a related party.Bearing
                  6% interest. Note matures December 2005 -September
                  2006
              
              $
              473,164Total
                  Current Portion
              
              $
              952,832
 
 **In
        September, 2004, the Company converted these debts to equity by issuing
        restricted common shares of the Company’s stock as full settlement for interest
        obligations existing on these promissory notes, and issued new, non-interest
        bearing promissory notes payable within 6 months from date of reissue. For
        the
        year ending December 31, 2004 and period ending September 30, 2005, the Company
        imputed interest on the 0% interest bearing notes using a rate of 6%. No
        further
        interest is due on these notes until they are paid in full. As
        of the
        date of this filing, these notes are in default, but the company expects
        to make
        satisfactory payment arrangements in the near future.  These notes
        represent less than 5 percent of the total assets of the
        company.
  -
            14
            -
  **ITEM
        2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND PLAN OF
        OPERATIONS.**
 
 **Management’s
        Discussion and Analysis of Financial Condition and Results of Operations
        for
        September 30, 2005**
 
 *(The
        following* *discussion
        should be read in conjunction with the Financial Statements and related notes
        thereto included elsewhere in this section.)*
 
 **Executive
        Overview & Strategy**
 
 HouseRaising,
        Inc. is a development stage company in the business of selling, designing
        and
        managing design/build and renovation projects and home building solutions
        in the
        residential homebuilding market for homebuyers and homebuilders. HRI is a
        unique
        company that sells, designs, and builds unique homes for homebuyers on lots
        they
        have purchased, and acts as contractors in providing renovations on customer’s
        existing homes. Using its own proprietary software (System C), HouseRaising
        brings innovative technology/solutions to the custom home building industry,
        thus helping home buyers build their own home and independent home builders
        manage the complete building process.
 
 **What
        We Are:** Functioning
        exclusively in the custom homebuilding arena, HouseRaising, Inc. is a Managed
        Service Provider that is revolutionizing the way custom dream homes are designed
        and built by small homebuilders.
 
 The
        Amish
        and other early Americans learned to depend on each other and work together
        to
        complete challenging projects like building a house. Those community efforts
        were led by a team leader, managing the project. However, in today’s
        homebuilding environment, without the team leader, the building of a customer’s
        dream home has become a complex undertaking that most homeowners describe
        as
        costly and unpleasant. Today, HouseRaising is that team leader—operating as a
        21 st century
        company focused on recreating the proud tradition of organizing groups of
        experts to help customers design and build unique homes.
 
 **What
        We Do:** Performing **** the
        role
        of “General Manager,” HouseRaising manages design and build projects with
        services that improve the quality of the home and the homebuilding experience.
        Depending on the design structure selected by the homeowners, HouseRaising
        can
        lower the home’s total costs by up to 10%. By providing managed services to
        homebuyers, builders and vendors, HRI turns complicated custom home and
        renovation projects into financially sound and fun endeavors.
 
 **How
        We Do It:** Operating
        from a national control center and zone design centers located throughout
        the
        country, HouseRaising personnel utilize a patent-pending process to define
        and
        manage every step in designing and building custom homes.
 
 HouseRaising
        sells its managed services to both the home buyer and the home builder. Because
        HouseRaising does not compete with custom homebuilders as a competitive builder,
        and because HouseRaising does not share in the builder’s profits, the company’s
        approach of linking builders, buyers and vendors into a single contract for
        services represents the interest of homebuyers, vendors and builders alike.
        Homebuyers who have selected a local builder, as well as buyers who seek
        a
        quality builder to build their home, can contract with HRI to manage the
        project
        for both of them.
 
 **Our
        Market Potential:** Of
        the
        approximately 500,000 custom home projects built by about 250,000 small builders
        in America each year, we believe that every one of them could benefit from
        HouseRaising’s managed services. HouseRaising sells its services through a
        two—channel marketing and sales approach. Channel #1: HRI approaches the small
        custom builder who has existing buyer clients who need HouseRaising’s services.
        Channel #2: HouseRaising markets its services directly to homebuyers who
        need
        quality builders for their projects.
 
 **Our
        Financial Plan:** The Company is pursuing a three step financial plan: 1) establishing an
        operating line of credit, 2) pursuing a private placement offering, and 3)
        potentially obtaining long-term financing. The company entered into a strategic
        partnership with Wachovia Corporation on July 11, 2005 which includes a $1
        million operating line of credit which is helping address short-term cash
        needs.
        The company is currently raising additional funds through a private placement
        offering for approximately $3.5 million. The funds raised from this offering
        will be used for
        new
        home and renovation sales and marketing expense in the Carolinas Zone (covering
        North and South Carolina) including completing our design center in Charlotte,
        NC, the initial roll-out of a second zone (expected to be developed in the
        Gulf
        Coast region) and to
        provide working
        capital needed for repayment of outstanding notes payable. Depending on the
        outcome of the Company’s initial rollout, management will consider seeking
        long-term financing through additional debt or equity to fund the rollout
        of
        additional zone operations. The amount of this long-term financing will be
        determined based on the success of its initial zone operations. There is
        no
        assurance that the company will need to obtain additional financing or be
        able
        to obtain additional financing on terms acceptable to its
        management.
  -
            15
            -
  Management
        and independent contractors providing services to the company have agreed
        to
        accept shares as a means of paying for critical services to implement its
        business plan. The Company will engage additional contractors, as necessary,
        consistent with its plans to develop the Carolinas Zone and pursue new
        opportunities in the Gulf Coast region. HouseRaising’s management has not
        entered into any commitments for significant capital expenditures, except
        the
        software development project (System C), whereby the company principally
        issues
        shares of common stock for services rendered.
 
 A
        potential part of HouseRaising, Inc.’s strategy is to build its business through
        the merger or acquisition of existing home builders and technology companies
        that will benefit our business plan at a fair price. It is reasonable to
        expect
        that such activity is an ongoing part of HRI’s business development efforts. At
        any given time the company could be in process of analyzing or making an
        offer
        for such a transaction. However, any discussion or speculation on specific
        transactions is only conjecture until such time that a definite agreement
        is
        signed and announced in an SEC filing. It is quite possible that no transactions
        will take place at all.
 
 HouseRaising’s
        current focus is implementing the Carolinas’ Zone operation, pursuing new
        opportunities in the Gulf Coast region and implementing the proprietary software
        (System C) that will be used to design and build multiple projects
        simultaneously. Beginning in 2004, HouseRaising of Greater Charlotte, LLC
        commenced sales of new home and renovation projects utilizing a manual version
        of the system. Further discussion on the Company’s business plan can be found in
        Item 1 of the Company’s Annual Report on SEC Form 10-KSB for year ended December
        31, 2004, which is incorporated by reference.
 
 **Results
        of Operations for Quarter Ended September 30, 2005 Compared to September
        30,
        2004**
 
 **Sales**
 
 The
        Company reports total project sales based on the contract amount due to design
        and build project, in the quarter in which the sale is approved and closed.
        HouseRaising had no sales that closed in the quarter ended September 30,
        2005
        and no sales that closed in the same period in 2004. The Company completed
        a
        project in October in the amount of $512,922 which will be reflected in
        4 th quarter sales. The company has shifted from a focus on software development
        to
        operational implementation of its business plan in the Carolinas Zone with
        new
        construction and remodeling efforts expected to increase in the future. The Company
        currently has signed contracts totaling $3,027,777 in
        sales
        that are projected to be completed within an average of 9 months. All sales were from unrelated third parties and were made primarily to new
        home
        buyers and remodeling work.
 
 **Cost
        of Sales**
 
 The
        cost of sales includes the building expense plus other direct costs associated
        with new construction, such as subcontractors and permits. It is customary
        to
        experience variations in the cost of sales as a percentage of net sales based
        on
        the types of homes at any given location and the related cost of labor to
        complete the jobs. Commensurate with the sales described above, there were
        no
        costs of sales recorded for the quarters ending September 30, 2005 and 2004
        given that no sales closed during those periods.
 
 **Gross
        Profits**
 
 The
        Company earns gross profits as the net difference of the project’s sales price
        and total costs including fees. The company conducts design/build projects
        with
        various affiliated builder relationships. Costs associated with in-house
        builder
        relationships are part of the projects total costs and HouseRaising’s profit is
        the difference in the sales price and all direct costs and fees. HRI’s profit
        represents the sales price less all costs, with the builder share of the
        profits
        listed as a cost to the project. Due to the timing of new home sales and
        remodeling work, HouseRaising had no gross profits for the quarters ending
        September 30, 2005 and 2004. As existing contracts are completed the Company
        would expect to record positive gross profits in subsequent
        quarters.
 
 **Sales
        and Service Fee Revenues**
 
 Sales
        and
        service fee revenues from pre-sold projects consist of sales commissions,
        architectural design fees, engineering fees, and a series of project
        coordinating expenses charged to each design/build project. These fees are
        built
        into the projects total price with home buyers paying these charges at the
        beginning of construction. The fees are a direct cost to the project. There
        was
        $9,151 in sales or service fee revenue for the third quarter ended September
        30,
        2005 which reflects worked earned on the existing contracts in place. As
        of the
        end of October, the Company has recorded $32,500 in service fee revenue
        associated with these same contracts. The revenue of $33,333 for the third
        quarter ended September 30, 2004 reflects combined HouseRaising, Inc. and
        Technology Connections operations which have little comparative relation
        to the
        current operations. Going forward we would expect this area of revenue to
        continue to grow as our operations expand, we obtain contracts for additional
        projects and we complete work already contracted.
  -
            16
            -
  **Other
        Income**
 
 The
        Company earned $47 in other income for the period ending September 30, 2005,
        compared to no other income for the same period in 2004. We would not expect
        this to increase in 2005 as we implement our business plan focused on
        design/build and renovation projects and sales and service fees rather than
        consulting income.
 
 **Net
        Revenues**
 
 HouseRaising
        had $9,198 in net revenues for the third quarter ended September 30, 2005
        compared to $33,333 for the same period of 2004. The net revenue level for
        the
        third quarter of 2005 was principally due to the timing of new home sales
        and
        remodeling work and the company’s focus in 2004 on developing its System C
        software system. As the Company completes current signed contracts totaling
        $3,027,777, net revenues will be recorded. The
        Company completed a project in October in the amount of $512,922 and had
        service
        fee revenue of $32,500 related to other existing contracts which will be
        reflected in the 4 th quarter and impact net revenues.
 
 **Expenses**
 
 Total
        expenses for the quarter ended September 30, 2005 and 2004 were $899,934
        and
        $44,466, respectively. The
        third
        quarter expenses were about $600,000 less than the second quarter, 2005 (when
        the company responded to what we believe was a “wave of coordinated naked short
        selling” which we reported to the NASD as described in our filing with the SEC
        on Form 8-K on May 9), and $100,000 less than the first quarter. These
        expenditure levels reflect a decrease in outside consulting services and
        focus
        on implementing its core business plan to complete the System C software
        (capitalized work) and develop and implement HouseRaising’s Carolinas zone and
        design/build operations and to raise capital for the company (selling, general
        and administration work). These expenses for the third quarter are higher
        than
        last year because the company is actually implementing its plans whereas
        last
        year HouseRaising focused principally on capital work related to System C
        and
        the consolidated expenses related to Technology Connections which will not
        be
        continued. The administrative costs include advertising, compensation for
        employees and contractors who are directly associated with and who devote
        time
        to selling, designing and building pre-sold homes and renovation projects
        in the
        Greater Charlotte region. A substantial portion of these expenses were paid
        with
        S-8 shares consistent with stated accounting policies until such time that
        the
        company raises additional capital.
 
 We
        do not expect that we would continue to incur the large consulting fees,
        but
        would expect to continue incurring selling, general and administrative costs
        to
        continue developing our zone operations in the Carolinas. Due to our start
        up
        nature, we issue shares of common stock (restricted or S-8, as appropriate)
        to
        professionals and consultants for their marketing, investor relations and
        general business consulting services and expense based on the value of the
        services rendered. All of our accounts payable and accrued expenses are trade
        payables in connection with the normal course of business. We expect to develop
        revenue sources consistent with these expense levels as we roll out our business
        plan in the last quarter of 2005 and 2006.
 
 **Other
        Expense**
 
 HouseRaising
        had interest expense of $26,186 for the quarter ended September 30, 2005
        compared to $22,165 for the same period in 2004. This represents accrued
        or
        imputed interest related to bridge lenders and the Wachovia line of credit
        in
        2005 versus similar expenses in 2004 for both HouseRaising and the former
        Technology Connections entity. In 2003, HouseRaising completed a debt offering
        to a select group of accredited investors, which provided cash of $507,727
        to
        HouseRaising, Inc. In November, 2004, the Company completed an equity-for-debt
        swap which reimbursed these investors for their debts and converted much
        of the
        outstanding debt to restricted shares in the company. Going forward we would
        expect this level of interest expense to continue at its current level unless
        the company cannot obtain equity financing and must resort to borrowing
        additional funds.
 
 **Income
        / Losses**
 
 The
        net loss for the quarter ended September 30, 2005 was $916,922 versus a net
        loss
        of $33,298 in the same period in 2004, an increase in the loss of $880,484.
        The
        increase in net loss is directly attributable to the increase in expenses
        (as
        described under ‘Expenses’) to commence rolling out operating activities of the
        company, including establishing the Carolinas operating zone and raising
        capital
        funding for the company. Future income will depend on the success of
        implementing the company’s business plan in the last quarter of 2005 and 2006.
        The Company has signed
        contracts totaling approximately $3,027,777 of new home and remodel construction
        work which is consistent with our business plan. The
        Company completed a project in October in the amount of $512,922 and had
        service
        fee revenue of $32,500 related to other existing contracts which will be
        reflected in the 4 th quarter and impact net income. Actual sales are recorded upon completion
        of each
        project while sales and service revenue are recorded as earned. There is
        no
        guarantee that all of these projects will be completed.
  -
            17
            -
  **Results
        of Operations for Nine Months Ended September 30, 2005 Compared to September
        30,
        2004**
 
 **Sales**
 
 The
        Company reports total project sales based on the contract amount due to design
        and build project, in the quarter in which the sale is approved and closed.
        HouseRaising had sales of $1,590 for the nine months ended September 30,
        2005,
        compared to $39,176 for the same period in 2004. The Company completed a
        project
        in October in the amount of $512,922 which will be reflected in the
        4 th quarter sales. The results of operations in 2004 reflect the combined revenue
        of
        HouseRaising, Inc. and Technology Connections, Inc. Upon completion of the
        merger on August 31, 2004, the operations of the former Technology Connections,
        Inc. were discontinued. The sales for HouseRaising, Inc. decreased due to
        the
        timing of current new construction and remodeling in the greater Charlotte
        area
        and as the company shifts from a focus on software development to operational
        implementation of its business plan in the Carolinas Zone. All sales were
        from
        unrelated third parties and were made primarily to new home buyers and
        remodeling work. As of the end of the third quarter of 2005,
        the Company has new contracts totaling $3,027,777 in sales that are projected
        to
        be completed within an average of 9 months.
 
 **Cost
        of Sales**
 
 The
        cost of sales includes the building expense plus other direct costs associated
        with new construction, such as subcontractors and permits. It is customary
        to
        experience variations in the cost of sales as a percentage of net sales based
        on
        the types of homes at any given location and the related cost of labor to
        complete the jobs. Commensurate with the sales described above, the cost
        of
        sales for the year to date period ending September 30, 2005 were $1,248 versus
        $28,471 for the same period in 2004.
 
 **Gross
        Profits**
 
 The
        Company earns gross profits as the net difference of the project’s sales price
        and total costs including fees as described under the first quarter results
        (see
        discussion earlier for more details). HRI’s profit represents the sales price
        less all costs, with the builder share of the profits listed as a cost to
        the
        project. Due to the timing of new home sales and remodeling work, HouseRaising
        had gross profits of $342 for a renovation project for the nine months ended
        September 30, 2005 compared to $10,705 for the same period in 2004.
 
 **Sales
        and Service Fee Revenues**
 
 Sales
        and
        service fee revenues from pre-sold projects consist of sales commissions,
        architectural design fees, engineering fees, and a series of project
        coordinating expenses charged to each design/build project. These fees are
        built
        into the projects total price with home buyers paying these charges at the
        beginning of construction. The fees are a direct cost to the project. Sales
        and
        service fee revenues were $17,613 for the first nine months of 2005 compared
        to
        $57,856 in 2004. As of the end of October, the Company has recorded $32,500
        in
        service fee revenue associated with these same contracts. Going forward we
        would
        expect this area of revenue to continue to grow as our operations expand,
        we
        obtain contracts for additional projects and we complete work already
        contracted.
 
 **Other
        Income**
 
 The
        Company earned $188 in other income for the nine months ending September
        30,
        2005, compared to $6,000 for the same period in 2004. We would not expect
        this
        to increase in 2005 as we implement our business plan focused on design/build
        and renovation projects and sales and service fees.
 
 **Net
        Revenues**
 
 HouseRaising’s
        net revenues were $18,143 for the first three quarters of 2005 compared to
        $74,561 for 2004. The net revenue decline was principally due to the timing
        of
        new home sales and remodeling work and the company’s focus in 2004 on developing
        its System C software system. As the Company completes current signed contracts
        totaling $3,027,777, net revenues will be recorded. The
        Company completed a project in October in the amount of $512,922 and had
        service
        fee revenue of $32,500 related to other existing contracts which will be
        reflected in the 4 th quarter and impact net revenues.
 
 **Expenses**
 
 Total
        expenses for the nine months ended September 30, 2005 and 2004 were $3,437,047
        and $486,929, respectively. The
        increase in year-to-date expenses is primarily due to an increase in consulting
        fees in an effort to maintain our stock price in response to what we believe
        was
        a “wave of coordinated naked short selling” which we reported to the NASD as
        described in our filing with the SEC on Form 8-K on May 9, 2005. The consulting
        expenses we incurred in the second quarter in response to this situation,
        principally investor relations and related consulting services, represent
        over
        60% of the $1,878,217 year-to-date consulting expenses. These expenses were
        substantially funded through the issuance of restricted shares of common
        stock.
  -
            18
            -
  We
        have
        incurred higher costs compared to last year in selling, general and
        administration related to developing HouseRaising’s Carolinas zone and
        design/build operations and to raise capital for the company. These selling,
        general and administrative expenses are higher than last year because the
        company is actually implementing its plans whereas last year HouseRaising
        focused principally on capital work related to System C and expenses related
        to
        Technology Connections which will not be continued. The administrative costs
        include advertising, compensation for employees and contractors who are directly
        associated with and who devote time to selling, designing and building pre-sold
        homes and renovation projects in the Greater Charlotte region. A substantial
        portion of these expenses were paid with S-8 shares consistent with stated
        accounting policies.
 
 We
        do not expect that we would continue to incur the large consulting fees,
        but
        would expect to continue incurring selling, general and administrative costs
        to
        continue developing our zone operations in the Carolinas. Due to our start
        up
        nature, we issue shares of common stock (restricted or S-8 as appropriate)
        to
        professionals and consultants for their marketing, investor relations and
        general business consulting services and expense based on the value of the
        services rendered. All of our accounts payable and accrued expenses are trade
        payables in connection with the normal course of business. We expect to develop
        revenue sources consistent with these expense levels as we roll out our business
        plan in the last quarter of 2005 and 2006.
 
 **Other
        Expense**
 
 HouseRaising
        had interest expense of $51,959 for the nine months ended September 30, 2005
        compared to $68,302 for the same period in 2004. This represents accrued
        or
        imputed interest related to bridge lenders and the Wachovia line of credit
        in
        2005 versus similar expenses in 2004 for both HouseRaising and the former
        Technology Connections entity. In 2003, HouseRaising completed a debt offering
        to a select group of accredited investors, which provided cash of $507,727
        to
        HouseRaising, Inc. In November, 2004, the Company completed an equity-for-debt
        swap which reimbursed these investors for their debts and converted much
        of the
        outstanding debt to restricted shares in the company. Going forward we would
        expect the level of interest expense to continue at its current level unless
        the
        company cannot obtain equity financing and must resort to borrowing additional
        funds.
 
 **Income
        / Losses**
 
 The
        net loss for the three quarters ended September 30, 2005 was $3,470,863 versus
        a
        net loss of $480,670 in the same period in 2004, an increase in the loss
        of
        $2,990,422. The increase in net loss is directly attributable to the increase
        in
        consulting fees (as described under ‘Expenses’) and administrative expenses to
        commence rolling out operating activities of the company, including establishing
        the Carolinas operating zone and raising capital funding for the company.
 
 Future
        income will depend on the success of implementing the company’s business plan in
        the last quarter of 2005 and 2006. The Company does have signed
        contracts totaling approximately $3,027,777 of new home and remodeling
        construction work which is consistent with our business plan. The
        Company completed a project in October in the amount of $512,922 and had
        service
        fee revenue of $32,500 related to other existing contracts which will be
        reflected in the 4 th quarter and impact net income. The company does also have additional projects
        in
        its development pipeline, but these have not yet turned into reportable
        contracts. Actual sales will be recorded upon completion of each project
        while
        sales and service revenue will be recorded as earned. There is no guarantee
        that
        all of these projects will be completed.
 
 **Impact
        of Inflation.**
 
 We
        believe that inflation has had a negligible effect on operations since
        inception. We believe that we can offset normal inflationary increases in
        the
        cost of labor by increasing sales and improving operating efficiencies. However,
        Hurricane’s Katrina and Rita had a substantial impact on the Gulf Coast region
        and as a result it is estimated that more than 350,000 homes will need to
        be
        rebuilt. This presents an opportunity for the company, but this volume of
        construction will have an impact on labor and material costs in the near
        future.
        Such expenses will be passed on to customers. Overall, the company does not
        expect such increases will have a significant impact on the company’s target
        market: the custom home sector of the homebuilding industry.
 
 **Liquidity
        and Capital Resources**
 
 [Note:
        the cash flows reported for the prior year reflect nine-months ended September
        30, 2004 results which reflects a combination of cash flow for HouseRaising,
        Inc. and Technology Connections which operated as separate companies until
        completion of their merger on August 31, 2004.] Cash flows used in operations
        was $682,323 for the first three quarters ended September 30, 2005 versus
        cash
        flows used in operations of $172,441 for the same period in 2004. This reflects
        a net increase in cash used by operations of $509,882, principally due to
        the
        increase in net loss and increase in expenditures for the capitalized software
        offset by an increase in the issuance of common stock for services
        rendered.
  -
            19
            -
  Cash
        flows used in investment activities were $167,790 for the nine months ended
        September 30, 2005 and $24,468 for the same period in 2004. This was principally
        due to the acquisition of the assets of LearnBytes, LLC of Charlotte, North
        Carolina as reported on SEC
        Form
        8-K on August 10, 2005 and Integrity Contractors Inc. (“ICI) of Pensacola, Florida as announced on
        April 22, 2005 and previously reported on SEC Form 10-QSB on May 16, 2005
        and
        the purchase of property and equipment associated with new personnel engaged
        for
        operating purposes in the first three quarters of 2005 .
 
 Cash
        flows provided by financing activities were $1,206,075 for the nine months
        ended
        September 30, 2005 and $203,046 for the nine-months ended September 30, 2004.
        The principle difference was an increase in line of credit (bank loan) of
        $1
        million established by Wachovia Corporation and a note payable by a related
        party to support current operations in the first nine months of
        2005.
 
 Overall,
        we have funded our cash needs from inception through September 30, 2005 with
        a
        series of debt and equity transactions. If we are unable to receive additional
        cash from related parties, we may need to rely on financing from outside
        sources
        through debt or equity transactions. Our related parties are under no legal
        obligation to provide us with capital infusions. Failure to obtain such
        financing could have a material adverse effect on operations and financial
        condition.
 
 We
        had cash on hand of $380,729 and a working capital surplus of $465,799 as
        of
        September 30, 2005. This is not, however, sufficient to fund our operations
        through the next twelve months without additional sources of capital. Our
        working capital improved from the second quarter principally due to the
        availability of a bank loan from Wachovia and the paying down of accounts
        payable during this time period.
 
 The
        Company is pursuing a three step financial plan: 1) establishing an operating
        line of credit, 2) pursuing a private placement offering, and 3) potentially
        obtaining long-term financing. The company entered into a strategic partnership
        with Wachovia Corporation on July 11, 2005 which includes a $1 million operating
        line of credit which is helping address short-term cash needs. The company
        is
        currently raising additional funds through a private placement offering of
        approximately $3.5 million. The funds raised from this offering will be used for
        new
        home and renovation sales and marketing expense in the Carolinas Zone (covering
        North and South Carolina) including completing our design center in Charlotte,
        NC and the initial roll-out of a second zone (in the Gulf Coast region) and to
        provide working
        capital needed for repayment of outstanding notes payable.
 
 Thereafter,
        we will rely on new revenue from our business development efforts. The company
        does have $3,027,777 of new home construction work in process for 2005 (including a completed
        a
        project in October in the amount of $512,922 and service fee revenue of $32,500
        in October related to other existing contracts which will be reflected in
        4 th quarter sales), as well as a number of prospects that have not yet signed
        contracts. The actual sales will be recorded upon completion of each project
        while sales and service revenues will be recorded as earned. If the projected
        revenues fall short of needed capital and the company is not able to complete
        its private placement offering, we may not be able to sustain our capital
        needs
        for the next twelve months. In such a case, we would need to obtain additional
        capital through equity or debt financing to sustain operations. M odifications
        to our business plans or additional acquisitions may require additional capital
        for us to operate.
 
 If
        we choose to launch a more aggressive expansion campaign and cash flow from
        existing operations is not sufficient, management
        may seek long-term financing through additional debt or equity financing
        to fund
        the rollout of additional zone operations. In
        such a case, we would expect to raise this capital through an additional
        stock
        offering once our stock price has stabilized. There
        is
        no assurance that the company will be able to obtain additional financing
        on
        terms acceptable to its management. The company
        has investors who have indicated a willingness to contribute equity to finance
        on-going operations  and
        the
        Company did obtain a commitment for $12 million in funding in March, 2005
        that
        it declined as management believes they will obtain better financing terms
        from
        interested prospective investors.
 
 Management
        and independent contractors providing services to the company have agreed
        to
        accept shares as a means of paying for critical services to implement its
        business plan. The Company will engage additional contractors as necessary
        consist with its plans to develop the Carolinas Zone and pursue new
        opportunities in the Gulf Coast region. HouseRaising’s management has not
        entered into any commitments for significant capital expenditures, except
        the
        software development project (System C), whereby the company principally
        issues
        shares of common stock for services rendered.
 
 On
        a long-term basis, liquidity is dependent on continuation and expansion of
        operations, receipt of revenues, and additional infusions of capital and
        debt
        financing. Once the zone operations are fully implemented, the cash flow
        from
        such operations will be sufficient to fulfill our expected future cash
        needs.
  -
            20
            -
  Demand
        for our services will be dependent on, among other things, market acceptance
        of
        our services, the real estate market in general, and general economic
        conditions, which are cyclical in nature. Inasmuch as a major portion of
        our
        activities is the receipt of revenues from the sales of new home services,
        our
        business operations may be adversely affected by our competitors and prolonged
        recessionary periods, although the custom home building segment of the home
        building market has proven more resilient to economic down turns. The company
        has provided a detailed list of risks and cautionary statements at the beginning
        of this document.
 
 
  -
            21
            -
  **ITEM
        3. CONTROLS AND PROCEDURES**
 
 *Quarterly
        Evaluation of Controls* .
        As of
        the end of the period covered by this quarterly report on Form 10-QSB, we
        evaluated the effectiveness of the design and operation of our disclosure
        controls and procedures ("Disclosure Controls"). This evaluation (“Evaluation”)
        was performed by our Chairman and Chief Executive Officer, Gregory J. Wessling,
        and President and Founder, Robert V. McLemore (jointly known as “CEO”), our
        Chief Financial Officer, Richard A. von Gnechten (“CFO”) and our Chief
        Administrative Officer, Christine M. Carriker. In addition, we have discussed
        these matters with our securities counsel and board. In this section, we
        present
        the conclusions of our CEO and CFO as of the date of the Evaluation with
        respect
        to the effectiveness of our Disclosure Controls.
 
 *CEO
        and CFO Certifications* .
        Attached to this quarterly report, as Exhibits 31.1 through 31.4, are certain
        certifications of the CEO and CFO, which are required in accordance with
        the
        Exchange Act and the Commission's rules implementing such section (the "Rule
        13a-14(a)/15d-14(a) Certifications"). This section of the quarterly report
        contains the information concerning the Evaluation referred to in the Rule
        13a-14(a)/15d-14(a) Certifications. This information should be read in
        conjunction with the Rule 13a-14(a)/15d-14(a) Certifications for a more complete
        understanding of the topic presented.
 
 *Disclosure
        Controls* .
        Disclosure Controls are procedures designed with the objective of ensuring
        that
        information required to be disclosed in our reports filed with the Commission
        under the Exchange Act, such as this quarterly report, is recorded, processed,
        summarized and reported within the time period specified in the Commission's
        rules and forms. Disclosure Controls are also designed with the objective
        of
        ensuring that material information relating to us is made known to the CEO
        and
        the CFO by others, particularly during the period in which the applicable
        report
        is being prepared.
 
 *Limitations
        on the Effectiveness of Controls* .
        Our
        management does not expect that our Disclosure Controls will prevent all
        error
        and all fraud. A control system, no matter how well developed and operated,
        can
        provide only reasonable, but not absolute assurance that the objectives of
        the
        control system are met. Further, the design of the control system must reflect
        the fact that there are resource constraints, and the benefits of controls
        must
        be considered relative to their design and monitoring costs. Because of the
        inherent limitations in all control systems, no evaluation of controls can
        provide absolute assurance that all control issues and instances of fraud,
        if
        any, within the Company have been detected. These inherent limitations include
        the realities that judgments in decision-making can be faulty, and that
        breakdowns can occur because of simple error or mistake. Additionally, controls
        can be circumvented by the individual acts of some persons, by collusion
        of two
        or more people, or by management override of the control. The design of a
        system
        of controls also is based in part upon certain assumptions about the likelihood
        of future events, and there can be no assurance that any design will succeed
        in
        achieving its stated objectives under all potential future conditions. Over
        time, control may become inadequate because of changes in conditions, or
        because
        the degree of compliance with the policies or procedures may deteriorate.
        Because of the inherent limitations in a cost-effective control system,
        misstatements due to error or fraud may occur and not be detected.
 
 *Scope
        of the Evaluation* .
        The CEO
        and CFO's evaluation of our Disclosure Controls included a review of the
        controls' (i) objectives, (ii) design, (iii) implementation, and (iv) the
        effect
        of the controls on the information generated for use in this quarterly report.
        In the course of the Evaluation, the CEO and CFO sought to identify data
        errors,
        control problems, acts of fraud, and they sought to confirm that appropriate
        corrective action, including process improvements, was being undertaken.
        This
        type of evaluation is done on a quarterly basis so that the conclusions
        concerning the effectiveness of our controls can be reported in our quarterly
        reports on Form 10-QSB and annual reports on Form 10-KSB. The overall goals
        of
        these various evaluation activities are to monitor our Disclosure Controls,
        and
        to make modifications if and as necessary. Our intent in this regard is that
        the
        Disclosure Controls will be maintained as dynamic systems that change (including
        improvements and corrections) as conditions warrant.
 
 *Conclusions.* Based
        upon the Evaluation, our disclosure controls and procedures are designed
        to
        provide reasonable assurance of achieving our objectives. Our CEO and CFO
        have
        concluded that our disclosure controls and procedures are effective at that
        reasonable assurance level to ensure that material information relating to
        the
        Company is made known to management, including the CEO and CFO, particularly
        during the period when our periodic reports are being prepared, and that
        our
        Internal Controls are effective at that assurance level to provide reasonable
        assurance that our financial statements are fairly presented inconformity
        with
        accounting principals generally accepted in the United States. Additionally,
        there has been no change in our Internal Controls that occurred during our
        most
        recent fiscal quarter that has materially affected, or is reasonably likely
        to
        affect, our Internal Controls.
  -
            22
            -
  **PART
        II**
 
 **ITEM
        1. LEGAL PROCEEDINGS.**
 
 In
        November 2004, Robert V. McLemore, President and Founder of HouseRaising,
        entered into a personal contract whereby he agreed to sell Nite Capital,
        LP, an
        investment firm based in Chicago, Illinois, a certain number of shares of
        his
        personal stock in return for Nite Capital’s agreement not to sell the shares for
        a set period of time and not to short sell the shares. It is Mr. McLemore’s
        belief that Nite Capital defaulted on this contract, and, as a result, McLemore
        refused to complete the transaction until a review of the short selling
        activities of Nite Capital and its principles could be completed. In connection
        with such review, HouseRaising filed a complaint with the NASD which requested
        an investigation into what management termed a “wave of coordinated naked short
        selling” in the HouseRaising’s common stock over a three month period of time.
        Management of HouseRaising believes that this coordinated effort may have
        violated NASD rules, as well as applicable federal securities laws.
 
 As
        a
        result of Mr. McLemore’s and HouseRaising’s actions, on June 27, 2005 Nite
        Capital filed a complaint in the U.S. District Court for the Northern District
        of Illinois, Eastern Division, against Robert V. McLemore and HouseRaising,
        in a
        matter captioned as Nite Capital, LP, Plaintiff v. Robert V. McLemore and
        HouseRaising, Inc., Defendants, 05C 3757. The complaint alleges, among other
        things, a breach of contract by the Defendants and seeks damages, jointly
        and
        severally, in an amount at least equal to $353,320, as well as punitive
        damages.
 
 As
        mentioned above, the terms of the contract at issue are disputed by the
        Defendants, and HouseRaising reports that it was not even a party to the
        alleged
        contract. Mr. McLemore and HouseRaising have retained Sugar, Friedberg and
        Felsenthal, LLP, counsel admitted to practice in the U.S. District Court
        for the
        Northern District of Illinois, and intend to vigorously defend this action.
        The
        Company filed for a dismissal of the claims against it on August 23, 2005
        and is
        awaiting a decision on this matter. The Company believes the claims against
        it
        amount to a thinly disguised effort to insert HouseRaising into a dispute
        between two private parties. The complaint was first served on the Defendants
        on
        July 13, 2005.
 
 **ITEM
        2. CHANGES IN SECURITIES.**
 
 During
        the quarter ended September 30, 2005, the company provided restricted stock
        for
        services rendered and for the acquisition of assets. The Company provided
        LearnBytes, LLC 500,000 restricted shares for the purchase of the assets
        of the
        company. The Company provided James C. Alexander 20,000 warrants for business
        consulting services associated with implementation of the company’s business
        plan. The Company provided Grant Neerings 70,000 restricted shares for business
        consulting services associated with System C prior to the acquisition of
        LearnBytes, LLC. The Company provided John Wolff 216,880 restricted shares
        for
        business consulting services associated with System C prior to the acquisition
        of LearnBytes, LLC. The Company provided Chris Gagliardo 195,660 restricted
        shares for business consulting services associated with System C prior to
        the
        acquisition of LearnBytes, LLC. For each of these issuances, the Company
        relied
        upon Section 4-2 of the Securities Act of 1933 for exemption with issues
        of
        these shares. LearnBytes, LLC has piggy-back registration rights in connection
        with the 500,000 shares as follows: if after one year from the date of issuance,
        the Company files for registration with the SEC a registration statement
        on Form
        SB-2 in connection with the offer for sale of any shares of its Common Stock,
        the Company shall give prompt written notice to LearnBytes, LLC of its intention
        to effect such registration and shall include such Registrable Securities
        held
        by LearnBytes and requested to be included in such registration upon proper
        notice, in the subject registration statement on Form SB-2, or in a later
        registration statement on Form SB-2 with respect to shares of Registrable
        Securities that have not been sold by LearnBytes, subject to any cutback
        or
        lock-up of the Registrable Securities as mutually agreed upon between LearnBytes
        and the Company. The Company shall use its best efforts to maintain the
        effectiveness of the registration statement until the date that all of the
        Registrable Securities have been sold.
 
 As
        previously reported on SEC
        Form 8-K on September 26, 2005 the company commenced a private offering of
        common stock and warrants in an amount equal to approximately $3.5 million
        that
        is intended to be exempt from registration pursuant to Rule 506 of Regulation
        D
        under the Securities Act of 1933, as amended (‘the Act’). The company sold two
        units consisting of 750,000 shares of common stock and an equal amount of
        warrants to two accredited investors as defined in Rule 501(a) for
        $375,000. Neither the shares of common stock sold nor the shares
        underlying the warrants are entitled to any registration rights and the
        investors will rely on Rule 144 under the Act in order to sell the shares
        of
        common stock on the Over-the-Counter Bulletin Board after satisfying the
        Rule’s
        one-year holding period and other requirements.
 
 **ITEM
        3. DEFAULT UPON SENIOR SECURITIES.**
 
 None.
  -
            23
            -
  **ITEM
        4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS**
 
 None.
 
 **ITEM
        5. OTHER MATTERS**
 
 **Current
        Status of Announced Transactions**
 
 The
        Company has previously announced an agreement in principle to acquire
        LearnBytes, LLC, a North Carolina limited liability company, which is engaged
        in
        the business of web-based multimedia program design and development. The
        Company
        entered into an asset purchase agreement with LearnBytes, LLC dated as of
        August
        1, 2005 pursuant to the company purchasing all the assets of LearnBytes,
        LLC,
        including intellectual property and its name, for 500,000 restricted shares
        of
        HouseRaising stock as reported on SEC Form 8-K on August 10, 2005, incorporated
        herein by reference. The valuation of assets purchased in this agreement
        is
        approximately $150,000, based on unaudited financial statements. The transaction
        closed on August 4, 2005. HouseRaising subsequently entered into consulting
        agreements with the former LearnBytes, LLC personnel with the principal purpose
        in the near term to complete System C for the company and in the long-term
        to
        build and run HouseRaisingAcademy.
 
 **Affiliation
        Agreements**
 
 On
        March
        31, 2005, HRI and CitiMortgage, Inc. (“CitiMortgage”) entered into an
        Affiliation Agreement pursuant to which CitiMortgage will be the sole and
        exclusive lender participating with HouseRaising and will have the right
        of
        first offer on all construction and permanent mortgage financing to HRI’s
        customers. In return, CitiMortgage has granted HRI a non-exclusive right
        to use
        the CitiMortgage name and logo in HRI’s advertising for the purpose of
        indicating the availability of loan financing by CitiMortgage to qualified
        applicants.
 
 On
        July
        11, 2005, HRI announced the formation of a strategic partnership and operating
        line of credit with Wachovia Corp. Through this partnership, Wachovia has
        agreed
        to become the lead bank in assisting HouseRaising to fund its national expansion
        plan. Wachovia also approved a $1 million line of credit to fund the Company’s
        operational requirements which is secured by equity security of the company
        beneficially owned by an officer of the company. Wachovia is one of the nation’s
        foremost banking and financial service institutions.
 
 **Other
        Events**
 
 On
        May 9,
        2005, HouseRaising filed a letter with the NASD, which requested an
        investigation into what management termed a wave of coordinated naked short
        selling in the Company’s common stock over a three month period of time.
        Management believes that the coordinated short selling activity may have
        contributed to a decline in the closing price of the Company’s common stock from
        $2.00 per share on February 1, 2005 to $0.53 per share on May 6, 2005, and
        this
        coordinated effort may have violated NASD rules, as well as applicable federal
        securities law. Management cannot predict the outcome of this
        request.
 
 On
        November 1, 2005, HouseRaising entered into a Lease Agreement (“Lease”) whereby the Company agreed tolease
        the entire second floor at Independence Tower (approximately 11,000 square
        feet)
        located at 4801 E. Independence Boulevard, Charlotte, NC for an annual rent
        obligation of approximately $100,000. HouseRaising will utilize this additional
        space for estimators and designers recruited to support the Company’s Gulf Coast
        initiative and a sales and product display center to support operations in
        North
        and South Carolina. The space will continue to serve as corporate headquarters
        for HouseRaising, Inc. and HouseRaisingAcademy, which include the Company’s
        recent consolidation of its acquisition of LearnBytes, LLC.
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  **ITEM
        6. EXHIBITS AND REPORTS ON FORM 8-K**
 
 **(a)
        Reports on Form 8-K**
 
 Subsequent
        to December 31, 2004, the Company filed the following Current Reports on
        Forms
        8-K with the SEC as follows:
 
 Dated
                  (filing date)
              Items
                  ReportedNovember
                  1, 2005 (November 4, 2005)
              Form
                  8-K Entry Material AgreementAugust
                  19, 2005 (September 26, 2005)
              Form
                  8-K Sale of EquityAugust
                  4, 2005 (August 10, 2005)
              Form
                  8-K Entry Material AgreementJuly
                  13, 2005 (July 19, 2005)
              Form
                  8-K Other EventsJune
                  23, 2005 (July 1, 2005)
              Form
                  8-K Entry Material Agreement, Termination Material Agreement & Changes
                  in Directors
                  or Principal OfficersMay
                  13, 2005 (May 24, 2005)
              Form
                  8-K Changes in Directors or Principal OfficersMay
                  2, 2005 (May 11, 2005)
              Form
                  8-K Termination Material AgreementMay
                  9, 2005 (May 9, 2005)
              Form
                  8-K Other EventsApril
                  4, 2005 (April 8, 2005)
              Form
                  8-K Entry Material AgreementMarch
                  31, 2005 (April 6, 2005)
              Form
                  8-K Entry Material AgreementMarch
                  16, 2005 (March 22, 2005)
              Form
                  8-K Termination Material AgreementMarch
                  1, 2005 (March 7, 2005)
              Form
                  8-K Change in Directors or Principal OfficersFebruary
                  25, 2005 (March 4, 2005)
              Form
                  8-K Entry Material Agreement
 
 **(b)
        Exhibits**
 
 Exhibits
        for HouseRaising and its subsidiaries are listed below.
 
 **INDEX
        TO EXHIBITS**
 
 The
        exhibits designated by an asterisk (*) are filed herein. The exhibits not
        so
        designated are incorporated by reference to the indicated filing.
 
 Exhibit
                  No.
              Descriptions2.1.1
              Agreement
                  and Plan of Merger, dated February 19, 2004 (incorporated by reference
                  from Exhibit 2 to the Definitive Information Statement filed on
                  August 10,
                  2004)3.1
              Articles
                  of Incorporation (incorporated by reference from Exhibit 3 of Form
                  SB-2
                  filed April 11, 2002)3.2
              Articles
                  of Amendment to Articles of Incorporation to Change Name (incorporated
                  by
                  reference from Exh. 3 to the Definitive Information Statement filed
                  August
                  10, 2004)3.3
              Bylaws
                  of HouseRaising, Inc. (incorporated by reference from Exhibit 3
                  to Form
                  SB-2 filed April 11, 2002)3.4
              Articles
                  of Amendment for Class A Voting Convertible Preferred Stock (incorporated
                  by reference from Exhibit 4 to the Definitive Information Statement
                  filed
                  August 10, 2002)10.1
              Form
                  of Amended and Restated Management Agreement dated September 1,
                  2004 with
                  Robert V. McLemore, President and Founder*31.1
              Rule
                  13a-14(a)/15d-14(a) Certification of Gregory J. Wessling, Chairman
                  and
                  Chief Executive Officer*31.2
              Rule
                  13a-14(a)/15d-14(a) Certification of Robert V. McLemore, President
                  and
                  Founder*31.3
              Rule
                  13a-14(a)/15d-14(a) Certification of Richard A. von Gnechten, Chief
                  Financial Officer*31.4
              Rule
                  13a-14(a)/15d-14(a) Certification of Christine M. Carriker, Senior
                  Vice
                  President & Chief Administrative Officer*32.5
              Section
                  1350 Certification of Gregory J. Wessling, Chairman and Chief Executive
                  Officer*32.6
              Section
                  1350 Certification of Robert V. McLemore, President and
                  Founder*32.7
              Section
                  1350 Certification of Richard A. von Gnechten, Chief Financial
                  Officer*32.8
              Section
                  1350 Certification of Christine M. Carriker, Senior Vice President
                  and
                  Chief Administrative Officer*
 _________________________________
 *-Filed
        herewith
 
 -signature
        page follows-
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            25
            -
  
 SIGNATURES
 
 Pursuant
        to the requirements of Section 13 or 15 (d) of the Securities Exchange Act
        of
        1934, the registrant has duly caused this report to be signed on its behalf
        by
        the undersigned, thereunto duly authorized.
  HOUSERAISING,
                    INC.
                  (Registrant)Date: November
                  15, 2005
                By:
                /s/ Gregory
                  J. WesslingGregory
                  J. WesslingChairman
                    of the Board andChief
                    Executive Officer(Principal
                    Executive Officer)
  Date: November
                  15, 2005
                By:
                /s/ Robert
                  V. McLemoreRobert
                  V. McLemorePresident
                    and Founder
                  (Principal
                    Executive Officer)
  Date: November
                15, 2005
              By:
              /s/ Richard
                A. von GnechtenRichard
                A. von GnechtenChief
                  Financial Officer
                (Principal
                  Financial Officer)
  Date: November
                15, 2005
              By:
              /s/ Christine
                M. CarrikerChristine
                M. CarrikerSenior
                    Vice President,
                  Chief
                    Administrative Officer
                  (Principal
                    Accounting Officer)
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