FORM 10-K FOR 9/30/04


                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-K

                ANNUAL REPORT PURSUANT TO SECTION 13 or 15 (d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


For fiscal year ended September 30, 2004       Commission file Number 0-7376

Hynes & Howes Insurance Counselors, Inc.
       (Exact name of registrant as specified in its' charter)


              Iowa                                  42-0948341
(State or other jurisdiction          I.R.S. Employer Identification No.
of incorporation or organization)


2920 Harrison St., Davenport, Iowa  52803
(Address of principal                 (Zip Code)
 executive office)

Registrant's telephone number, including area code     (563) 326-6401

Securities registered pursuant to Section 12 (b) of the Act:

Title of each class                 Name of each exchange on which registered

None                                None-filing pursuant to Section 12 (g)

Securities registered pursuant to Section 12 (g) of the Act:


                   Common Stock, No Par Value
                         (Title of Class)
Indicate by check mark whether the Registrant (1) has filed all annual,
quarterly and other reports required to be filed with the Commission and (2) has
been subject to the filing requirements for at least the past ninety (90) days.
Yes  X  No

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the close of the period covered by this report.

11,222,699



Item 1.  Business

(a)      Hynes & Howes Insurance Counselors, Inc. (hereafter the "Registrant")
         was an independent insurance agency handling principally all types of
         casualty, fire and surety insurance.  Registrant was organized as a
         corporation under the laws of the State of Iowa on June 28, 1969, as
         Hynes & Howes Insurance Company.  Because it became apparent this name
         created confusion as to the business of Registrant, an amendment to the
         Articles of the Incorporation was filed on November 17, 1970, with the
         Secretary of the State of Iowa changing the name to Hynes & Howes
         Insurance Counselors, Inc.  This action was ratified by the
         stockholders at a meeting February 5, 1971.

         At the annual stockholders meetings for 1973, 1974, 1975, 1976, 1977,
         1978, and 1979, a proposal was made to amend the Articles of
         Incorporation to change the name of the registrant from Hynes & Howes
         Insurance Counselors, Inc., to the United Insurance Counselors
         Corporation.  The Iowa Business Corporation Act requires an affirmative
         vote of the majority of the outstanding shares of the corporation to
         effectuate such amendment.  Although a quorum was present at each of
         these annual meetings, fifty per cent (50%) required to change the
         Articles of Incorporation were not represented, and the proposal could
         not be acted upon.

(b)      The general insurance agency and brokerage business was highly
         competitive.  Registrant competed locally and regionally with many
         direct-line writers of fire, casualty and surety insurance who were
         much larger than Registrant in all respects including premium volume,
         capital and personnel employed.  Registrant was also in competition
         with thousands of independent insurance agencies, some of whom had
         higher premium volume and more employees than Registrant.  Registrant
         was not a significant factor in the total volume of general insurance
         business.

         Registrant has sold Davenport agency to Ralph Parry Insurance Agency
         Ltd. in January 1981.

         (At the present time, the Registrant does not have any plans to acquire
         any insurance agencies.)

         At fiscal year end, Registrant, in its business has no employees.  The
         Trustee of the Frank B. Howes Trust which holds 36.5% of the
         outstanding common stock, Janice Howes died in July 1983, and John
         Howes became Trustee of the Frank B. Howes Trust.

         During the fiscal year ending September 30, 1980, the Viking Agency and
         the Hansen and Hansen, Inc. general insurance agencies, were sold on
         contract to R.A.P. Enterprises, Inc., Ralph A. Parry, former president
         of Registrant and the former manager of the Davenport agency owned by
         Registrant is the owner of R.A.P. Enterprises, Inc.

         During the fiscal year ending September 30, 1981, the Davenport
         agencies were sold to Ralph A. Parry Insurance Agency, Ltd., as of
         January 1, 1981.  Also owned by Ralph A. Parry.

         The intention at this time is to continue to loan on and invest in real
         estate properties and equities.

(c)      Line of Business

         The Registrant has not engaged in more than one line of business which
         meets the requisites of item 1 (c) (A), (B) or (C) for business with
         sales and revenues which do not exceed $50,000.00.

         Registrant and its subsidiaries are not engaged in material operations
         in foreign countries, nor does Registrant or its subsidiaries have a
         material portion of sales or revenues derived from customers in foreign
         countries.



ITEM 2.                    MANAGEMENT DISCUSSION FOR 9/30/04


        MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE STATEMENT OF OPERATIONS

Liquidity

        Registrant receives approximately $5,912 of cash each month from
payments of principal and interest on Real Estate Contracts Receivable.
Registrant has very little liquidity because most of these payments are used to
pay management fees and other operating expenses.

Capital Resources

        The principal assets of the registrant at September 30, 2004 are
sixteen real estate contracts receivable.

Results of Operations

        The income from operations for the year ended September 30, 2004
increased $15,244 compared to the year ended September 30, 2003.

        Total revenue increased $25,985.  This was primarily due to a
increase in profit on sale of real estate contracts.

        Operating expenses increased $10,741.  The increase resulted from the
following:

        The Company utilizes the employees of a related entity.  For
the fiscal year ended September 30, 2004, the Company paid the related
entity $23,327 for it's prorata share of wages and payroll tax costs. For the
year ended September 30, 2003, those payments were $21,678.

	Other operating expenses increased $9,092.


Item 3.  Properties

         The Registrant has its offices at 2920 Harrison Street, Davenport,
         Iowa.  The Company rents approximately 700 square feet of space with
         furnishings at a monthly rate of $1,350 dollars.

         Registrant feels this office space is of adequate size and capacity to
         handle the business of Registrant and its anticipated growth for
         foreseeable future needs.


Item 4.  Parents and Subsidiaries of the Registrant

         The Frank B. Howes Trust, which holds 36.5 per cent of the Registrant's
         outstanding common stock, is the parent of the Registrant.  This
         percentage includes 3,000,000 shares which is held in escrow by the
         Insurance Department of Iowa.  The escrow arrangement was required by
         the Commissioner of Insurance of the State of Iowa in order to gain
         approval of Registrant's new stock issue of April 1971.  Under the
         terms of this arrangement, those shares could not be sold for a period
         of five (5) years or until Registrant attained certain profitable
         operating goals for three (3) consecutive years.  The escrow
         arrangement also required that should Registrant dissolve during this
         period, the shares held in escrow will not participate in the assets of
         Registrant legally available for distribution until after there has
         been paid or irrevocable set aside for all other shares an amount equal
         to the other shares at the per offering price of $1.25, adjusted for
         stock splits and stock dividends.  As of April 6, 1976, five (5) years
         elapsed.

         The Insurance Department of Iowa, Securities Division has indicated
         that under the terms of the Escrow Agreement the approval of the
         Commissioner of Insurance was required.  The Insurance Department,
         reviewing the condition of the Registrant, did conclude that the
         requisite approval of the Commissioner would not be forthcoming at that
         time, and furthermore, that the Insurance Department will act as escrow
         agent for the shares of the Frank B. Howes Trust.

Item 5.  Legal Proceedings

None

Item 6.  Increases and Decreases in Outstanding Securities and Indebtedness

    (a)  In the fiscal year, Registrant has not issued any new shares or
         otherwise created additional outstanding securities; neither has it
         reduced outstanding securities by purchase or acquisition of treasury
         shares.  Therefore, there were 11,222,600 shares of Registrant's stock
         outstanding on September 30, 2004.

    (b)  None

    (c)  None

Item 7.  Changes in Securities and Changes in Security for Registered Securities

         None

Item 8.  Defaults upon Senior Securities

         None

Item 9.  Approximate Number of Equity Security Holders

         The approximate number of holders of each class of equity securities of
         Registrant, as of September 30, 2004, is indicated in the following
         table:


           (2)                                   (2)
     TITLE OF CLASS                 NUMBER OF RECORD HOLDERS

     Common Stock,                       Approximately 4,774
     no par value


Item 10. Submission of Matters to a Vote of Security Holders

         On February 3, 1986, Harold L. Luebken was elected a member of the
         Board of Directors and to the office of President.

         On July 12, 1983, Dan B. Davis was elected to the Board of Directors.


Item 11.  Executive Officers of the Registrant

     (a)  The following table indicates, as of September 30, 2004, the names and
          ages of the executive officers of Registrant.  Their term of office
          with Registrant held by such person:

                        Position and
                        Office with     Held Office     Term of
Name            Age     Registrant      Since           Office

Joyce Whitt     55      President       July 2004       Next Annual
                                                        Shareholders'
                                                        Meeting

Jennifer Burkhart 37    Secretary       June 2003       Next Annual
                                                        Shareholders'
                                                        Meeting

          There are no family relationships among the executives of the
          registrant.

          There is no arrangement or understanding between any executive officer
          and any other person to which she was selected as an officer.

     (b)  The following is a brief account of the business experiences during
          the past five (5) years of each executive officer.

          1.  Joyce Whitt has been involved in the real estate business
              for the past three (3) years.  She has been actively involved
              in property management/investment during that period.

          2.  Jennifer Burkhart has worked for seven (7) years for a real estate
              investment property company, buying and selling real estate for
              the company.

Item 12.  Indemnification of Directors and Officers

         Provisions regarding indemnification of directors and officers of
         Registrant, pursuant to Chapter 496A of the Iowa Code of 1973, were
         detailed in Item 17 --Indemnification of Directors and Officers, pages
         59--63 of Registrant's Form 10 filed with the Securities and Exchange
         Commission August 23, 1973.

Item 13.  Financial Statements and Exhibits Filed

     (a)  Financial Statements and audited financial statements are herewith
          included.

          Exhibits

          None

     (b)  Reports on Form 8-K

          1.  Registrants filed a Form 8 Amendment to the Form 10-K filed
              December, 1991.

          2.  Registrants filed a Form 8 Amendment to the Form 10-K filed
              December, 1993, on April 04, 1993, reporting on February 17, 1994
              Brigitta Anderson had resigned from the Board of Directors.


                                   SIGNATURES



     Pursuant to the requirements of the Securities Act of 1934, the Registrant

has duly caused this report to be signed on its behalf by the undersigned

thereunto duly authorized.


                                       HYNES & HOWES INSURANCE COUNSELORS, INC.



 Dated                                 By:
                                          Joyce Whitt, President



                                       This corporation has no treasurer.



 Dated                                 By:
                                          Jennifer Burkhart, Secretary


HYNES & HOWES INSURANCE COUNSELORS, INC.
Statistical Data for Form 10k
September 30, 2004



                                               September 30,
                             2004       2003       2002       2001       2000
1.  Net Operating
       Revenues           $ 95,660  $  69,675  $  84,103  $ 146,158   $102,944

2. Income (Loss) from
      Operations          $(23,285) $ (38,529) $ (13,923) $  41,683   $ 12,710

   Per Share Earnings
      (Loss)              $ ( .00)  $     .00  $     .00  $     .00   $    .00

3. Working Capital        $ 48,304  $  12,852  $  28,304  $ 116,950   $ 60,557

4. Total Assets           $704,722  $ 728,849  $ 772,058  $ 791,359   $756,621

5. Long Term Obligations
    Mortgage Payable      $   .00   $    .00   $   3,294  $   8,167   $ 12,947


6. Cash Dividends per
     Common Share         $   .00   $    .00   $     .00  $     .00   $    .00



Hynes & Howes Insurance Counselors, Inc.
Davenport, Iowa


                          Independent Auditor's Report

To The Board of Directors
Hynes & Howes Insurance Counselors
Davenport, Iowa

We have audited the balance sheet of Hynes & Howes Insurance Counselors (an Iowa
corporation) as of September 30, 2004, 2003 and 2002, and the related statements
of operations, stockholers' equity, and cash flows for the years then ended.
These financial statements are the responsibility of the company's management.
Our responsibility is to express an opinion on these financial statements based
on our audits.

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

In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Hynes &
Howes Insurance Counselors, Inc. as of September 30, 2004, 2003, and 2002,
and the results of its operations and its cash flows for the years then
ended in conformity with U.S. generally accepted accounting principles.





Shapley, Shapley & Moorhead, P.C.
Certified Public Accountants
Davenport, Iowa
November 19, 2004


                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                                  Balance Sheet
                           September 30, 2004, 2003, and 2002



                                                   September 30,
          Assets                      2004             2003            2002
Current Assets:
 Cash in Bank                       $46,294       $       842     $    21,244
 Other Current Assets (Note 3)        8,264            19,106          15,542

      Total Current Assets          $54,558       $    19,948     $    36,786

Other Assets:

 Real Estate Contracts Receivable(Note 4)$637,390 $702,046 $670,761
 Equipment (Note 5)	      12,774        6,855        10,657
 Investment in real estate        00           00        53,854
      Total Other Assets    $650,164 $    708,901    $  735,272

      Total Assets          $704,722 $    728,849    $  772,058


Notes to Financial Statements are an integral part of these statements.




                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                                  Balance Sheet
                           September 30, 2004, 2003 and 2002


                                                     September 30,
Liabilities & Stockholders' Equity      2004       2003           2002
Current Liabilities:
   Buyers Escrow                       $6,254    $   5,096    $   3,304
   Accounts Payable                        00        2,000          315
   Contracts Payable                   $   00    $      00    $   4,863

      Total Current Liabilities        $6,254    $   7,096    $   8,482
Long Term Liabilities:
   Contracts Payable                       00    $      00    $   3,294

      Total Liabilities                $6,254    $   7,096    $  11,776


Stockholders' Equity:
   Capital Stock, no par value, 100,000,000
      Shares Authorized, 11,260,675 shares
      Issued                            $3,780,765    $3,780,765   $ 3,780,765
   Paid in Capital                             100           100           100
   Retained Earnings (Deficit)          (3,049,145)   (3,025,860)   (2,987,331)
   Treasury Stock, at Cost                 (33,252)      (33,252)      (33,252)

   Total Stockholders' Equity           $  698,468    $  721,753   $   760,282

   Total Liabilities & Stockholders'Equity$704,722    $  728,849   $   772,058


Notes to Financial Statements are an integral part of these statements.


                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                    Statement of Retained Earnings (Deficit)
              For the Years Ended September 30, 2004, 2003 and 2002


                                              Year Ended September 30,
                                      2004            2003            2002

Balance at Beginning of Year    $ (3,025,860)    $ (2,987,331)   $ (2,973,408)

Income (Loss) for the Year           (23,285)         (38,529)        (13,923)

Balance at End of Year          $ (3,049,145)    $ (3,025,860)   $ (2,987,331)


                          Statement of Paid-In Capital
              For the Years Ended September 30, 2004, 2003 and 2002

Balance at Beginning
  and End of Year               $        100    $        100    $        100



Notes to Financial Statements are an integral part of these statements.


                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                             Statement of Operations
              For the Years Ended September 30, 2004, 2003 and 2002



                                            Year Ended September 30,
                                       2004            2003            2002
Operating Income:
   Interest Income                $  74,948       $   82,464       $  86,803
   Other Income                      20,712          (12,789)         (2,700)
      Total Operating Income         95,660       $   69,675       $  84,103

Operating Expenses:
   Interest Expense               $      00       $       84       $     945
   Legal and Audit Fees               9,916            9,127           8,637
   Payroll expense (Note 2)          23,327           21,679          18,210
   Management Fees (Note 2)          48,000           48,000          48,000
   Repairs and Maintenance            6,999            3,010           1,023
   Other Operating Expenses          30,703           26,304          21,211
      Total Operating Expenses    $ 118,945        $ 108,204       $  98,026

Income From Operations            $ (23,285)      $  (38,529)      $ (13,923)

Income (Loss) Before Income Taxes $ (23,285)      $  (38,529)      $ (13,923)
   Provision for Income Taxes
   (Note 10)                              0               0               0
      Net Income (Loss)           $ (23,285)      $  (38,529)      $ (13,923)

Earnings (Loss) Per Common Share
   (Note 6)                       $     .00       $     .00       $     .00


Notes to Financial Statements are an integral part of these statements.


                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                             Statement of Cash Flow
              For the Years Ended September 30, 2004, 2003 and 2002
                 Increase (Decrease) in Cash and Cash Equivalent


                                                 Year Ended September 30,
                                          2004          2003        2002
Cash Flow from Operating Activities:
   Interest Received                  $  74,948     $  82,464   $  86,803
   Miscellaneous Income Received          3,366         3,910       2,898
   Interest Paid                             00       (    84)     (  945)
   Legal, Audit and Management
     Fees Paid                          (57,916)      (57,127)    (56,637)
   Repairs and Maintenance Paid         ( 6,999)      ( 3,010)    ( 1,081)
   Cash Paid to Suppliers for
      Operating Expenses                (50,843)      (44,496)    (36,053)

      Net Cash Provided (Used) by
        Operating Activities        $   (37,444)    $ (18,343)  $ ( 5,015)

Cash Flows from Investing Activities:
   Principal Collected on
     Real Estate Contracts $   231,701     $  189,340   $  94,120
   Sale of Real Estate              00         40,000          00
   Buyers Escrow Collected (Paid)1,158          1,792        (866)
   Purchase of Real Estate
     Contracts Receivable     (146,500)        (224,925) (150,377)
   (Purchase) Redeem Tax Certificates 7,624  (2,064)   (3,268)
   Acquisition of Equipment   (9,106)            00    (3,002)
   Purchase of Real Estate        00             00   (15,868)
   Earnest Money Received         00             00        00
   Sale of investment in affiliate00             00     3,271
   Advance from (to) affiliate (1,981)        1,955        00
   Net Cash Provided (Used) by
     Investing Activities       $ 82,896           6,098  $ (75,990)

Cash Flows from Financing Activities:
   Payments on Loans            $     00       $  (8,157) $  (4,455)

      Net Cash Provided (Used) by
         Financing Activities                0        $  (8,157) $  (4,455)

   Net Increase (Decrease) in Cash and
      Cash Equivalents                   45,452       $ (20,402) $ (85,460)
Cash and Cash Equivalents at Beginning
   of Year                                  842          21,244    106,704
Cash and Cash Equivalents at
   End of Year                           46,294       $     842  $  21,244


Notes to Financial Statements are an integral part of these statements.


                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                             Statement of Cash Flows
              For the Years Ended September 30, 2004, 2003 and 2002
      Reconciliation of Net Income to Cash Provided by Operating Activities



                                          Year Ended September 30,
                                    2004            2003            2002

Net Income (Loss)              $(23,285)   $ (38,529)      $(13,923)
Adjustments to Reconcile Net Income to
   Net Cash Provided (Used) by:
     Loss (Gain) on Sale of Real Estate (17,346) 16,699    5,598
   Depreciation             3,187           3,802          3,368
   Increase (Decrease)
     in Accounts Payable       00            (315)           (58)

         Total Adjustments $ (14,159)   $  20,186       $  8,908

Net Cash Provided (Used) by Operating
   Activities              $ (37,444)   $ (18,343)      $ (5,015)


Notes to Financial Statements are an integral part of these statements.


                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                          Notes to Financial Statements
                     Years Ended September 30, 2004, 2003 and 2002



Note 1 - Summary of Significant Accounting Policies

         Nature of operations:  The Company invests in real estate, primarily
         single family residences, which it then resells on contract.  The
         Company operates exclusively in the Quad City metropolitan area of
         Eastern Iowa and Western Illinois.  The Company has a concentration of
         credit risk, in that all of its creditors live and work in the Quad
         City area.

         Accounting Policies:  The books and records of the Company are
         maintained on the accrual basis of accounting.  The Company uses the
         equity method of accounting for investments in affiliated companies.
         Investments in contracts receivable are stated at the collectible
         balance.  All gains and losses are recognized in the year of sale.
         Earnings per share are computed on the basis of weighted average number
         of common shares outstanding.  Cash and cash equivalents are considered
         to be any investment with an original maturity of three months or less.

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

         Other significant accounting policies are detailed in other Notes to
         Financial Statements.




                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                          Notes to Financial Statements
                     Years Ended September 30, 2004, 2003 and 2002



Note 2 - Related Party Transactions

         The Company has entered into a management consultant agreement with Oak
         Helm Partners.  The Company pays a retainer fee of $4,000 per month
         Oak Helm Partners is an affiliated company due to common ownership
         and control.

         The Company occupies office space in a building located at 2920
         Harrison Street, Davenport, Iowa, owned by the Heather Trust.  The
         Company rents approximately 700 square feet of space with furnishings
         at a monthly rate of $1350 until January 1, 2005 when a new 5 year
	 lease will be signed.  Heather Trust is an affiliated entity due to
	 common ownership and control.

         The following is a schedule of rent commitments for the next 3 months.

              Year Ending:
                   September 30, 2005             4,050

        The Company utilizes the employees of Oak Helm Partners.  Beginning
	in the fiscal year ended September 30, 2002, the Company paid Oak Helm
	Partners for it's prorata share of wages and payroll taxes. Beginning
	in the fiscal year ended September 30, 2003, the Company paid Oak Helm
	Partners a computer fee based on the number of real estate contracts.




Note 3 - Other Current Assets
                                         2004        2003          2002

	Account receivable-affiliate $    26          45            00
	Real estate contracts receivable
           current portion (Note 4)    6,548   $   9,747      $  8,292
         Real estate tax certificates  1,690       9,314         7,250
              Total                  $ 8,264   $  19,106      $ 15,542

Note 4 - Real Estate Contracts Receivable

                                            2004        2003          2002

         Contracts receivable           $643,938    $711,793      $679,053
         Less current portion (Note 3)     6,548       9,747         8,292
         Long-term portion              $637,390    $702,046      $670,761

        At September 30, 2004, 2003, and 2002 there were sixteen, eighteen
	and eighteen contracts receivable, respectively.  The monthly payment
	of principal and interest was $5,912 at September 30, 2004, $7,676 at
	September 30, 2003, and $7,104 at September 30, 2002. Interest rates
	on these contracts varies from 9% to 13%.

         Management is of the opinion that an allowance for uncollectibility is
         not necessary due to the collateral value of the properties.



                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                         Notes to Financial Statements
                     Years Ended September 30, 2004, 2003 and 2002



Note 5 - Equipment

                                  2004           2003            2002

         Office equipment        $19,252      $  19,330      $ 19,330
         Accumulated depreciation  6,478         12,475         8,674
         Book value              $12,774      $   6,855      $ 10,656

         Depreciation expense (A)$ 3,187      $   3,802      $  3,368
         (A)  Depreciation is calculated using 5-7 year, straight line rates.

Note 6 - Common Stock

         The Company is authorized to issue 100,000,000 shares of no par value
         common stock.  Shares outstanding at September 30, 2004, 2003 and 2002
	 were 11,260,675.  The Company has purchased 37,976 shares of treasury
	 stock, leaving 11,222,669 shares issued and outstanding.

         Earnings (Loss) Per Share      2004          2003                2002

           Net Income (Loss)        $(23,285)    $ (38,529)        $    (13,923)
           Average number of shares
           outstanding            11,222,699     11,222,699          11,222,699

           Earnings Per Share   $(0.002075)      $(0.003433)       $ (0.001241)


                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                          Notes to Financial Statements
                     Years Ended September 30, 2004, 2003 and 2002


Note 7 - Stock Held in Escrow

         At September 30, 2004, 2003 and 2002 there were 3,546,000 shares of the
         Company's common stock held in trust.  Those shares were owned by the
         Frank B. Howes Trust and by directors or former directors of the
         Company.  The Trust agreement was required by the Commissioner of
         Insurance of the State of Iowa in order to gain approval of the
         Company's stock issue of April, 1971.  Under terms of this agreement
         these shares were to be released after a period of five years or when
         the Company attains certain profitable goals for three consecutive
         years and upon written approval from the Commissioner of Insurance of
         the State of Iowa.  It is also required that should the Company
         dissolve during this period that the pro-rated distribution of assets
         to stockholders would be done on a basis which would pay these
         shareholders less per share than would be distributable to the
         shareholders of the new issue.  The Company's earnings to date have not
         been sufficient to qualify for the release of these shares held in
         escrow.  The condition requiring that these shares be held in escrow
         for five years has been fulfilled, however, the Commissioner of
         Insurance of the State of Iowa has not granted the written approval for
         the release of these shares at this time.  The shares will continue to
         be held in escrow until the Commisioner grants written approval for
         their release.

Note 8 - Contingent Liability for Rescission of Capital Stock Sales

         Since its inception, the Company has issued and sold 11,222,699 shares
         of its common stock.  Although most of these shares were registered
         with the State of Iowa, none of these shares were registered for sale
         under the federal securities law.  These shares were issued and sold in
         reliance either upon the exemption provided in Section 4 (2) or Section
         3 (a) (11) of the Securities Act of 1933.

         The Company feels that any possible shares and federal contingent
         liabilities that may have existed because of the issuance of securities
         which may not have been exempt from registration under the Securities
         Act of 1933 and unless the subject of an existing legal proceeding
         filed appropriately, may now be extinguished as a result of the new
         Iowa Uniform Securities Act which became effective on January 1, 1976
         under Section 613 of that Act, liability must now be ascertained by
         looking to the statute in effect at the time that the stock issue was
         sold.  The two year statute of limitations in effect on January 14,
         1973, at the time of the closing of the issue has run, as have the
         other applicable federal statutes of limitation. As a result, with
         the exception of the Federal and State Tolling Doctrines, possible
         contingent liabilities may no longer exist.

Note 9 - Contingent Liability on Pending Litigation

         On November 2, 1973, in U. S. District Court a Final Judgment of
         permanent Injunction was brought against the Company because of a
         complaint filed by the Securities and Exchange Commission.  The
         Injunction enjoins the Company from failing to file timely and proper
         reports as required by Section 12 (a) of the Securities Exchange Act
	 of 1934.  The Company is currently complying with filing requirements,
         however, it may be subject to subsequent court action and potential
         fine if there are future filing deficiencies.

Note 10- Provision for Income Taxes

         Due to loss carryforwards from previous years, a provision for income
         taxes has not been made.

Net operating loss carryovers will expire as follows:

         September 30, 2005                         103,586
         September 30, 2006                         151,762
         September 30, 2007                         115,144
         September 30, 2010                           6,515
         September 30, 2017                           4,385
         September 30, 2022                           6,032
         September 30, 2023                          38,528
         September 30, 2024                          23,285
                                                   ________
         Total deferred income tax:                $449,237
		Less-valuation allowance           (449,237)
                                                   ________
                 Net Deferred Income Tax           $      0


                              EX-99.23
                        ART. 5 FDS FOR 9/30/04
PERIOD-TYPE                                         12-MOS
FISCAL-YEAR-END                                SEP-30-2004
PERIOD-END                                     SEP-30-2004
CASH				                    46,294
SECURITIES				                 0
RECEIVABLES				           637,390
ALLOWANCES                                               0
INVENTORY                                                0
CURRENT-ASSETS                                      54,558
PP&E                                                19,252
DEPRECIATION                                         6,478
TOTAL-ASSETS                                       704,722
CURRENT-LIABILITIES                                  6,254
BONDS                                                    0
PREFERRED-MANDATORY                                      0
PREFERRED                                                0
COMMON                                           3,780,765
OTHER-SE                                               100
TOTAL-LIABILITY-AND-EQUITY                         704,722
SALES                                                    0
TOTAL-REVENUES                                      95,660
CGS                                                      0
TOTAL-COSTS                                        118,945
OTHER-EXPENSES                                           0
LOSS-PROVISION                                           0
INTEREST-EXPENSE                                         0
INCOME-PRETAX                                      (23,285)
INCOME-TAX                                               0
INCOME-CONTINUING                                        0
DISCONTINUED                                             0
EXTRAORDINARY                                            0
CHANGES                                                  0
NET-INCOME                                         (23,285)
EPS-PRIMARY                                              0
EPS-DILUTED                                              0