U.S. SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549

                           FORM 10-KSB
(Mark One)

[X]     Annual report pursuant to Section 13 or 15(d) of the
        Securities Exchange Act of 1934

For fiscal year ended December 31, 2004
                      -----------------

[ ]     Transition report under Section 13 or 15(d) of the
        Securities Exchange Act of 1934

        For the transition period from ___________ to ___________

        Commission file number ___________


                     RAIKE FINANCIAL GROUP, INC
         ----------------------------------------------
         (Name of small business issuer in its charter)

         Georgia                                  58-2161804
-----------------------------------------------------------------
(State or other jurisdiction of                (I.R.S. Employer
incorporation or organization)                Identification No.)

275 Parkway 575, Suite 100, Woodstock, Georgia        30188
-----------------------------------------------------------------
  (Address of Principal Executive Offices)          (Zip Code)

Securities registered pursuant to Section 12(b) of the Act:  None

Securities registered pursuant to Section 12(g) of the Act:  None

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 past 90 days.

          Yes  [X]                               No [ ]

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

State issuer's revenues for its most recent
fiscal year: $8,071,848

State  the  aggregate market value of the voting  and  non-voting
common equity held by non-affiliates computed by reference to the
price  at which the stock was sold, or the average bid and  asked
prices  of such common equity, as of a specified date within  the
past 60 days:  $680,954 as of March 1, 2005.

State  the  number of shares outstanding of each of the  issuer's
classes  of  common  equity, as of the latest  practicable  date.
17,941,772 as of March 1, 2005

            DOCUMENTS INCORPORATED BY REFERENCE - N/A

Transitional Small Business Disclosure format (check  one):

          Yes [ ]                                No [X]

<PAGE>

                        TABLE OF CONTENTS


PART I .......................................................  3

  ITEM 1.  DESCRIPTION OF BUSINESS ...........................  3
  ITEM 2.  DESCRIPTION OF PROPERTY ...........................  7
  ITEM 3.  LEGAL PROCEEDINGS .................................  8
  ITEM 4.  SUBMISSION OF MATTERS TO A VOTE
             OF SECURITY HOLDERS .............................  8

PART II ......................................................  8
  ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED
             STOCKHOLDER MATTERS..............................  8
  ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
             FINANCIAL CONDITION AND RESULTS OF OPERATIONS....  9
  ITEM 7.  FINANCIAL STATEMENTS .............................. 10
  ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
             ON ACCOUNTING AND FINANCIAL DISCLOSURE .......... 24
  ITEM 8A. CONTROLS AND PROCEDURES ........................... 24

PART III ..................................................... 24
  ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND
             CONTROL PERSONS; COMPLIANCE WITH SECTION 16(A)
             OF THE EXCHANGE ACT ............................. 24
  ITEM 10. EXECUTIVE COMPENSATION ............................ 26
  ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
             AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS... 26
  ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS..... 27
  ITEM 13. EXHIBITS .......................................... 27
  ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES ............ 27

















                               2
<PAGE>


                             PART I


ITEM 1.   DESCRIPTION OF BUSINESS
          Special Cautionary Notice Regarding Forward-Looking
          Statements

Various  matters  discussed  in this document  and  in  documents
incorporated  by  reference herein, including  matters  discussed
under  the  caption  "Management's  Discussion  and  Analysis  of
Financial  Condition and Results of Operations,"  may  constitute
forward-looking statements for purposes of the Securities Act and
the Securities Exchange Act. These forward-looking statements may
involve  known and unknown risks, uncertainties and other factors
which  may  cause the actual results, performance or achievements
of  Raike  Financial Group, Inc. (the "Company") to be materially
different   from  future  results,  performance  or  achievements
expressed  or  implied  by such forward-looking  statements.  The
words   "expect,"  "anticipate,"  "intend,'  "plan,"   "believe,"
"seek,'  "estimate,"  and  similar expressions  are  intended  to
identify  such  forward-looking statements. The Company's  actual
results  may  differ materially from the results  anticipated  in
these  forward-looking statements due to a  variety  of  factors,
including, without limitation:

*  The effects of future economic conditions;

*  Governmental monetary and fiscal policies, as well as
   legislative and regulatory changes;

*  The risks of changes in interest rates on the level and
   composition of deposits, loan demand, and the values of loan
   collateral, securities and interest rate protection
   agreements, as well as interest rate risks;

*  The effects of competition from other financial institutions
   and financial service providers operating in the Company's
   market area and elsewhere, including institutions operating
   locally, regionally, nationally and internationally, together
   with such competitors offering banking products and services
   by mail, telephone, and computer and the Internet; and

*  The failure of assumptions underlying the establishment of
   reserves for possible loan losses and estimations of values
   of collateral and various financial assets and liabilities.

All  written or oral forward-looking statements attributable  to
the  Company are expressly qualified in their entirety by  these
cautionary statements.




















                               3
<PAGE>



                   Raike Financial Group, Inc.

General

The   Company  is  a  full  service  securities  brokerage   and
investment  banking  firm,  in  business  since  1995.   We  are
registered  as a broker/dealer with the National Association  of
Securities   Dealers  ("NASD")  and  47  states,  Puerto   Rico,
Washington  D.C. and also as a municipal securities dealer  with
the  Municipal  Securities Regulation Board  ("MSRB").   We  are
subject  to  net  capital  and other  regulations  of  the  U.S.
Securities  and  Exchange  Commission  ("SEC").  We  offer  full
service  commission and fee based money management  services  to
individual  and institutional investors. We maintain a  custody-
clearing  relationship with Southwest Securities in Dallas,  TX,
one  of  the largest publicly held custodians of brokerage  firm
securities in the United States.

We  trade  securities as an agent and a principal  on  exchanges
such   as  the  NYSE,  AMEX  and  NASDAQ.  We  maintain  selling
agreements  with  mutual fund families and  insurance  companies
offering  load  and  no  load  funds,  annuities  and  insurance
products.

Our  Company  headquarters is at 275 Parkway 575, Woodstock,  GA
30188,  and our telephone number is (770) 516-6996.  We maintain
branch and other offices in a number of other jurisdictions  and
a complement of approximately 70 independent retail brokers. Our
SEC  net  capital position as of December 31, 2004 and 2003  was
$1,076,039 and $787,635, respectively.

From our beginnings in May of 1995, our annual revenues are as
follows:

<TABLE>
<CAPTION>
          Year        Revenues          No. of Reps.
          ----        --------          ------------
<S>                  <C>                <C>
          1995       $   221,476             19
          1996       $   793,309             19
          1997       $ 1,907,486             50
          1998       $ 3,507,000             75
          1999       $ 5,987,067            100
          2000       $ 9,741,567             90
          2001       $ 5,959,712             77
          2002       $ 5,787,621             74
          2003       $ 8,341,118             69
          2004       $ 8,071,847             68
</TABLE>

Thus far, all expansion and growth has been funded from cash flow
and private sales of our securities.  Our plans are to invest  in
advertising  and recruiting efforts to continue  our  growth  and
profitability. We expand through recruiting additional registered
representatives, establishing new branch offices, broadening  our
institutional  services and creating new financial  products  and
services.

The Company's website address is www.raikefinancial.com.
                                 ----------------------






























                               4
<PAGE>


                            BUSINESS

Our primary sources of revenue are derived from brokerage
services and related financial activities.

SECURITIES SALES SERVICES

We  are an "independent" broker dealer providing securities sales
services through a network of "independent contractor" registered
representatives  to  several  thousand  retail   clients.   These
representatives  primarily retail stocks, mutual funds,  variable
annuities  and variable life insurance products, managed  account
and other investment advisory and financial planning products and
services.  Commissions  are charged on  the  sale  of  securities
products,   of   which   a  percentage   is   shared   with   the
representatives.  Over 90% of our revenue during  2004  and  2003
has been derived from its securities sales services.

The Company's independent contractors receive a commission payout
of between 80% and 90%.

INSURANCE PRODUCT SALES

Through   several   selling  agreements  with  larger   insurance
companies,  we offer a variety of insurance products,  which  are
sold  by  our  independent broker network.  Variable annuity  and
variable  life  products from over 10 carriers are also  offered,
providing  a  large variety for consumers from which  to  choose.
While  this  business is not significant to  date,  in  terms  of
dollar  revenues,  we  regard it as  an  important  part  of  the
services provided.

ADVISORY AND PLANNING

We are also registered as an investment advisor with the State of
Georgia  and  provide  investment advisory  services  offered  by
Southwest Securities, Inc. and other third party providers  as  a
Registered  Investment  Advisor.  In  addition,  our  independent
representatives  are  able  to provide  planning  and  consulting
services  in  a  variety  of financial  services  areas  such  as
financial  planning, tax planning, benefits consulting, corporate
401(k)s and other types of financial structures. Fees are charged
to  customers for these services and shared between  us  and  our
registered  representatives  on  a  fully  disclosed  basis.   No
significant amount of business has been derived from advisory and
planning activities to date.

INTERNET TRADING

Trading  investments on the Internet has become a standard  among
many  investors.   We believe that this method  of  trading  will
grow.   We created our Woodstock Discount Division in early  1998
to  participate in this growth area as well as to  diversify  the
firm's  operations  and assets. This capacity to  offer  Internet
trading complements our full service business by attracting  cost
conscious  investors who normally would not have been  interested
in  the firm. This in turn enhances our ability to "cross market"
other  products and services specifically tailored  to  meet  the
Internet  needs of our clients.  As the information age continues
to  integrate our lives, new Internet business opportunities will
arise and we hope to make these opportunities a large part of our
growth.  In  doing  so, Internet trading will give  clients  more
opportunity to trade directly as well as allow for the electronic
delivery of documents and information.

Through  the  Woodstock site, investors have the  opportunity  to
execute  a  trade  competitive with  the  deep  discount  on-line
brokerage  firms.  Since as a broker/dealer we already  have  the
facilities in place to do this, this does not add a great deal of
expense.   All  clearing  services are  provided  by  the  firm's
clearing agent and total cost of operations is minimal.  The firm
plans  to enhance the site and provide several more products  and
services.

EXPANSION OF EXISTING BUSINESS

We  believe  that our business has been limited  by  our  capital
position. Increased capital will allow us to expand our  existing
business as set forth below:

We  intend  to intensify our efforts to attract higher  producing
independent registered representatives by offering them a  higher
quality of service and a larger variety of financial products and
service options to provide to their clients.



                               5
<PAGE>


     The expanded services include:

       *  Improved sales and business development education and
          support services
       *  Better continuing education programs
       *  Enhanced electronic order processing, communications
          and record keeping
       *  Improved compliance support and communications
       *  Better contact with product and service suppliers

We  also  intend  to  expand our investment  banking  activities,
hiring  additional brokers and marketing specialized products  to
retail and institutional clients.

CLEARING AGENT AND CUSTOMER CREDIT

We currently use Southwest Securities, Inc. as our clearing agent
on  a  fully disclosed basis (the "Clearing Agent"). The Clearing
Agent  processes  all securities transactions and  maintains  the
accounts  of  customers. Customer accounts are protected  through
the Securities Investor Protection Corporation ("SIPC") for up to
$500,000,  with  coverage of cash balances limited  to  $100,000.
The Clearing Agent provides through an Excess Securities Bond  an
additional  aggregate  protection of $19.5  million  per  account
above the SIPC coverage.

The  services  of  the  Clearing Agent  include  billing,  credit
control  and  receipt, custody and delivery  of  securities.  The
Clearing  Agent  provides the operational  support  necessary  to
process,  record  and  maintain securities transactions  for  our
brokerage  and  distribution activities. The total  cost  of  the
Clearing  Agent's services is closely monitored to determine  the
feasibility of our providing these services ourselves.

The  Clearing Agent lends funds to our customers through the  use
of  margin credit. These loans are made to customers on a secured
basis, with the Clearing Agent maintaining collateral in the form
of  salable securities, cash or cash equivalents. Under the terms
of  our  clearing agreement, we indemnify the Clearing Agent  for
any loss on these credit arrangements. We have implemented policy
to  avoid  possible  defaults on margin loans  in  the  increased
supervision  of  customers with margin loans.  The  net  interest
income to the Company from margin activities for the years ending
December 31, 2004 and 2003 was not material. Margin interest  for
the  years  ending  December 31, 2004 and 2003 was  approximately
6.3% and 3.6%, respectively, of revenues.

REGULATION

The  securities  business is subject to extensive and  frequently
changing federal and state laws and substantial regulation  under
such   laws  by  the  Securities  and  Exchange  Commission  (the
"Commission")  and  various  state agencies  and  self-regulatory
organizations, such as NASD Regulation, Inc. ("NASDR"), an arm of
the   NASD.  We  are  registered  as  a  broker-dealer  with  the
Commission  and  are  a  member firm of the  NASD.  Much  of  the
regulation  of  broker-dealers  has  been  delegated   to   self-
regulatory  organizations,  principally  NASDR,  which  has  been
designated  by the Commission as the Company's primary regulator.
NASDR  adopts  rules  (which  are  subject  to  approval  by  the
Commission)  that  govern  NASD  members  and  conducts  periodic
examinations of member firms' operations. We are also subject  to
regulation  as  a broker dealer and investment advisor  by  state
securities  administrators in those states in  which  we  conduct
business.

Broker-dealers are subject to regulations which cover all aspects
of   the   securities  business,  including  sales  methods   and
supervision, trading practices, use and safekeeping of customers'
funds  and  securities, capital structure  of  securities  firms,
record  keeping  and  reporting,  continuing  education  and  the
conduct   of   directors,  officers  and  employees.   Additional
legislation,  changes in rules promulgated by the Commission  and
self-regulatory  organizations, or changes in the  interpretation
or  enforcement  of existing laws and rules, may directly  affect
the mode of operation and profitability of broker-dealers.

The   Commission,   self-regulatory   organizations   and   state
securities  commissions  may  conduct administrative  proceedings
which  can  result in censure, fine, the issuance  of  cease-and-
desist  orders or the suspension or expulsion of a broker-dealer,
its  officers  or employees. The principal purpose of  regulation
and  discipline of broker-dealers is the protection of  customers
and the integrity of the securities markets.

Our  mutual  fund distribution business is subject  to  extensive
regulation as to duties, affiliations, conduct and limitations on
fees  under the Securities Exchange Act of 1934, as amended  (the
"Exchange  Act"), the Investment Company Act of 1940, as  amended
(the  "1940  Act"),  and the regulations of NASDR.  As  discussed
above, the Company is a NASDR member. NASDR has prescribed  rules



                               6
<PAGE>


(Rule  2830  of the NASDR Conduct Rules) with respect to  maximum
commissions, charges and fees related to investment in any  open-
end investment company registered under the 1940 Act.

NET CAPITAL REQUIREMENTS

As  a registered broker-dealer and a member firm of NASDR, we are
subject  to  the net capital rule of the Securities and  Exchange
Commission  (the  "Commission").  The  net  capital  rule,  which
specifies minimum net capital requirements for registered brokers
and  dealers,  is  designed  to  measure  the  general  financial
integrity and liquidity of a broker-dealer and requires  that  at
least  a minimum part of its assets be kept in relatively  liquid
form.  Net  capital is essentially defined as net  worth  (assets
minus  liabilities), plus qualifying subordinated borrowings  and
less  certain  mandatory deductions that  result  from  excluding
assets not readily convertible into cash and from valuing certain
other   assets,  such  as  a  firm's  positions  in   securities,
conservatively.

Among  these  deductions are adjustments in the market  value  of
securities  to reflect the possibility of a market decline  prior
to  disposition. We have elected to compute our net capital under
the  standard aggregate indebtedness method permitted by the  net
capital   rule,  which  requires  that  the  ratio  of  aggregate
indebtedness to net capital, both as defined, shall not exceed  a
15-to-1  ratio. Our required minimum net capital is now $100,000.
As  of  December  31, 2004, we had NASD reported net  capital  of
$1,076,039 and our ratio of aggregate indebtedness to net capital
was .66 to 1.

Failure to maintain the required net capital may subject  a  firm
to  suspension or expulsion by the NASD, the Commission and other
regulatory bodies and ultimately may require its liquidation.  We
have  met  or  exceeded  all net capital requirements  since  the
Company was started. The net capital rule also prohibits payments
of  dividends, redemption of stock and the prepayment or  payment
in  respect  of  principal of subordinated  indebtedness  if  net
capital,  after  giving  effect to  the  payment,  redemption  or
repayment,  would  be  less than a specified  percentage  of  the
minimum  net capital requirement. Compliance with the net capital
rule could limit those operations that require the intensive  use
of capital, such as underwriting and trading activities, and also
could  restrict our ability to withdraw capital, which  in  turn,
could  limit our ability to pay dividends, repay debt and  redeem
or purchase shares of our outstanding capital stock.

COMPETITION

We encounter intense competition in all aspects of our securities
business  and  compete directly with other  securities  firms,  a
significant  number  of  which have  greater  capital  and  other
resources. In addition to competition from firms currently in the
securities   business,   there  has  recently   been   increasing
competition  from  other sources, such as  commercial  banks  and
insurance  companies offering financial services, and from  other
investment  alternatives. We believe that the  principal  factors
affecting competition in the securities industry are the  quality
and  abilities of professional personnel, including their ability
to  effectuate a firm's commitments, and the quality,  range  and
relative prices of services and products offered.

Although  we may expand the financial services we can  render  to
our  customers, we do not now offer as broad a range of financial
services  as  national  stock exchange member  firms,  commercial
banks, insurance companies and others.

PERSONNEL

At December 31, 2004, we had 8 full-time employees in addition to
approximately  68  registered  representatives.   None   of   our
personnel  is  covered by a collective bargaining  agreement.  We
consider our relationships with our employees to be good.

ITEM 2.  DESCRIPTION OF PROPERTY

Our  principal executive offices are located at 275 Parkway  575,
Suite  100,  Woodstock, Georgia 30188 where  the  Company  leases
approximately  4,000  square feet of office  space  from  Colbert
Investments,  Inc.,  an unrelated entity.  The  lease  for  these
premises expires in November 2005.



                               7
<PAGE>


ITEM 3.  LEGAL PROCEEDINGS

The  Company has been named as respondent in certain arbitrations
that  allege  violations of securities laws and claim substantial
damages.    After   consultation  with  outside  legal   counsel,
management believes that resolution of these certain arbitrations
will  not  result  in material adverse effect  on  the  Company's
financial position or results of operations.

As  of March 22, 2005,  there are  no  claims  pending by  retail
customers of the Company.


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

     None.


                             PART II

ITEM 5.  MARKET  FOR  REGISTRANT'S COMMON EQUITY  AND  RELATED
         STOCKHOLDER MATTERS

(a)  The  Company's  Common  Stock  is traded  on  the NASDAQ OTC
     Bulletin Board under the symbol "RKFG".

     Pursuant  to Section 701  of  Regulation SB,  the  following
     disclosures are made:

     Item 701(a)   In 2004, the Company sold 13,000 shares of its
                   7%, convertible,  cumulative,  $.01 par  value
                   preferred stock.
     Item 701(b)   This item  is not  applicable as  there are no
                   underwriters  involved  in the  sale  of these
                   securities.
     Item 701(c)   The  total  proceeds  from  these  sales  were
                   $130,000.
     Item 701(d)   The sales were undertaken pursuant to Rule 506
                   of Regulation D as  a non-public  offering and
                   further  transfers  were   restricted  in  the
                   absence of registration or exemption therefrom.

(b)  Not applicable.

























                               8
<PAGE>


ITEM 6.  MANAGEMENT'S  DISCUSSION AND ANALYSIS  OF  FINANCIAL
         CONDITION AND RESULTS OF OPERATIONS

OVERVIEW

The  following discussion should be read in conjunction with  the
financial  statements  of  the  Company  and  the  notes  thereto
appearing elsewhere herein.

OVERVIEW AND GENERAL INDUSTRY CONDITIONS

Our  primary  sources  of  revenue are  commissions  earned  from
brokerage  services. Our principal business  activities  are,  by
their   nature,  affected  by  many  factors,  including  general
economic  and  financial conditions, movement of interest  rates,
security  valuations  in  the  marketplace,  regulatory  changes,
competitive conditions, transaction volume and market  liquidity.
Consequently, brokerage commission revenue and investment banking
fees can be volatile. While we seek to maintain cost controls,  a
significant  portion of our expenses is fixed and does  not  vary
with  market activity. As a result, substantial fluctuations  can
occur in our revenue and net income from period to period. Unless
otherwise indicated, in this section, references to years are  to
fiscal years.

The  Company  is  a  licensed insurance  broker  and  we  receive
commission revenue as a result of our insurance operations.   The
Company does not regard insurance commissions revenue as material
at this time.

RESULTS OF OPERATIONS - YEARS ENDED DECEMBER 31, 2004 and
2003

Total  revenue for the year ended December 31, 2004 decreased  by
$269,270  or 3% to $8,071,848 from $8,341,118 for the  comparable
period in 2003.

Commission revenue decreased by $439,445 or 6% to $6,852,882 from
$7,292,327  for the comparable period in 2003.  The decrease  was
due  to  decreases  in  retail, options and mutual  fund  trading
activity,  which was partially offset by increases  in  insurance
commissions and municipal trades.

Interest income increased by $206,580 or 68% to $511,848 for  the
year  ended December 31, 2004 from $305,268 compared to the  same
period  in 2003.  This increase is due to the increased  interest
from  margin accounts and customer accounts held by our  clearing
agent.

The  Company  did  not hold any marketable investment  securities
during the year ended December 31, 2004, while it sustained a net
loss  on  the sale of marketable investment securities of $18,157
in the same period in 2003.

Fees from clearing transaction charges and other income decreased
by $54,562 or 7% to $707,118 for the year ended December 31, 2004
from $761,680 for the same period in 2003.  This decrease is  due
primarily to decreases in transactional business, as noted above,
as well as decreases in annual account fees.

Total  operating  expenses for the year ended December  31,  2004
decreased  by  $904,540 or 10% to $7,748,517 from $8,653,057  for
the same period in 2003.  This decrease resulted primarily from a
decrease in commission expenses and arbitration/settlements.

Commissions  to  brokers decreased by $443,055 to $6,108,531  for
the  year  ended December 31, 2004 from $6,551,586 in  the  prior
year.   This decrease is attributable to a decrease in commission
revenue; therefore, commissions to brokers decreased.

Clearing costs increased by $5,950 or 3% to $202,495 for the year
ended  December 31, 2004 from $196,545 in the prior year.   As  a
percentage of commission income clearing costs were 3.0% in  2004
compared to 2.7% in 2003.

Selling, general and administrative expense decreased $10,697  or
1% to $1,290,767 for the year ended December 31, 2004 compared to
$1,301,463 in the prior year.  This decrease is primarily due  to
the  decreases in salaries and related expenses of $66,892  as  a
result  of  staff  reductions,  a decrease  in  rent  expense  of
$18,600,  and  a  decrease  in legal  and  professional  fees  of
$57,847.  Additional decreases in various other accounts are  due
to  the  Company's continued efforts to control expenses.   These
decreases  were partially offset by increases in consulting  fees
of  $162,655 and expenses of $60,000 related to the stock  awards
discussed in note 1 of the financial statements.  Consulting fees
increased due primarily to the new consulting agreement with  Pea
Pod  Consulting, Inc., as discussed more fully in note 2  of  the
financial statements.



                               9
<PAGE>


Settlement and arbitration expense decreased $456,739 to $146,724
for  the year ended December 31,2004 compared to  $603,463 in the
prior year.  During 2003, the Company settled a large arbitration
case  which had been ongoing for some time.  There were  no  such
large  awards during 2004 and upon consultation with our  outside
legal   counsel,  we  believe  that  resolution  of  any  ongoing
arbitrations  will  not result in a material  adverse  effect  on
results of operations.

The  Company  recorded no income tax expense or benefit  for  the
years  ended December 31, 2004 and 2003.  We have a net operating
loss  carryforward as of December 31, 2004 that is dependent upon
future taxable income.

Net  earnings were $323,331 for the year ended December 31,  2004
compared to a net loss of $311,939 for the same period in 2003.

LIQUIDITY AND CAPITAL RESOURCES

Our  assets  are  reasonably liquid with a  substantial  majority
consisting  of cash and cash equivalents, investment  securities,
and receivables from other broker-dealers and our clearing agent,
all  of  which  fluctuate depending upon the levels  of  customer
business  and  trading activity. Receivables from  broker-dealers
and  our clearing agent turn over rapidly. Both our total  assets
as  well  as the individual components as a percentage  of  total
assets  may  vary significantly from period to period because  of
changes  relating to customer demand, economic, market conditions
and  proprietary  trading strategies. Our  total  net  assets  at
December 31, 2004 were $1,204,658.

As a broker-dealer, we are subject to the Securities and Exchange
Commission  Uniform  Net  Capital  Rule  (Rule15c3-1).  The  Rule
requires  maintenance of minimum net capital and that we maintain
a ratio of aggregate indebtedness (as defined) to net capital (as
defined)  not exceed 15 to 1. Our minimum net capital requirement
is   $100,000.   Under  the  Rule  we  are  subject  to   certain
restrictions on the use of capital and its related liquidity. Our
net  capital position at December 31, 2004 was $1,076,039 and our
ratio of aggregate indebtedness to net capital was .66 to 1.

Historically, we have financed our operations through  cash  flow
from  operations and the private placement of equity  securities.
We have not employed any significant leverage or debt.

We believe that our capital structure is adequate for our current
operations. We continually review our overall capital and funding
needs  to  ensure that our capital base can support the estimated
needs  of  the business. These reviews take into account business
needs  as  well as the Company's regulatory capital requirements.
Based  upon  these  reviews, to take advantage of  strong  market
conditions and to fully implement our expansion strategy, we will
continue  to  pursue avenues to decrease costs and  increase  our
capital position.

During  2004,  the  Company  issued  13,000  shares  of  its  7%,
convertible,  cumulative,  $.01 par  value  preferred  stock  for
proceeds  of $130,000.  The proceeds from the sale of this  stock
were  used  to  expand  the Company's business  and  for  general
corporate purposes.

In August 2004, the Company acquired a total of 160,000 shares of
its  common stock at a cost of $55,556.  Also, in December  2004,
the  Company  acquired 40,000 and 10,000 shares in  two  separate
transactions for a cost of $14,000 and $1,600, respectively.

The Company's cash and cash equivalents increased by $349,816  to
$873,443  as  of December 31, 2004, from $523,627 as of  December
31,  2003.   This increase was due to cash provided by  operating
activities of $160,365, cash provided by investing activities  of
$181,858  and  cash provided by financing activities  of  $2,593.
For more information on the cash flows of the Company, please see
the  statement of cash flows included in the Company's  financial
statements appearing elsewhere herein.

EFFECTS OF INFLATION AND OTHER ECONOMIC FACTORS

Market  prices of securities are generally influenced by  changes
in  rates  of  inflation, changes in interest rates and  economic
activity  generally. Our revenues and net income  are,  in  turn,
principally  affected by changes in market prices and  levels  of
market  activity.   Moreover, the rate of inflation  affects  our
expenses,  such as employee compensation, occupancy expenses  and
communications costs, which may not be readily recoverable in the
prices  of  services  offered to our  customers.  To  the  extent
inflation,   interest  rates  or  levels  of  economic   activity
adversely  affect  market  prices of  securities,  our  financial
condition  and  results  of operations  will  also  be  adversely
affected.



                               10
<PAGE>


ITEM 7.   FINANCIAL STATEMENTS

          The following financial statements are included
          herein:

          Report of Independent Registered Public
           Accounting Firm

          Balance Sheets as of December 31, 2004 and 2003

          Statements of Operations for the years ended
           December 31, 2004 and 2003

          Statements of Shareholders' Equity for the
           years ended December 31, 2004 and 2003

          Statements of Cash Flows for the years ended
           December 31, 2004 and 2003

          Notes to Financial Statements

          Supplemental Schedule - Computation of Net
           Capital Under Rule 15c3-1 of the Securities
           and Exchange Commission









































                               11
<PAGE>











     Report of Independent Registered Public Accounting Firm





To the Shareholders
Raike Financial Group, Inc.:

We have audited the balance sheets of Raike Financial Group, Inc.
as  of December 31, 2004 and 2003, and the related statements  of
operations,  shareholders' 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 audits 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 provided  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  Raike Financial Group, Inc. as of December 31, 2004 and 2003,
and  the  results of its operations and its cash  flows  for  the
years  then  ended,  in conformity with U.S.  generally  accepted
accounting principles.

Our audits were conducted in accordance with the standards of the
Public  Company  Accounting Oversight Board (United  States)  and
were  made  for the purpose of forming an opinion  on  the  basic
financial  statements taken as a whole. The information contained
in  the  Supplemental  Schedule  is  presented  for  purposes  of
additional  analysis  and is not a required  part  of  the  basic
financial  statements, but is supplementary information  required
by  Rule  17a-5  of the Securities Exchange Act  of  1934.   Such
information has been subjected to the auditing procedures applied
in  the  audits  of the basic financial statements  and,  in  our
opinion, is fairly presented in all material respects in relation
to the basic financial statements taken as a whole.


                                /s/PORTER KEADLE MOORE, LLP




Atlanta, Georgia
February 4, 2005







                               12
<PAGE>

                   RAIKE FINANCIAL GROUP, INC.

                         Balance Sheets

                   December 31, 2004 and 2003


<TABLE>
<CAPTION>
                                                          2004         2003
                                                          ----         ----
<S>                                                 <C>              <C>
                           Assets
                           ------
Cash and cash equivalents                           $    873,443      523,627
Certificates of deposit                                     -         145,188
Clearing deposit                                         125,000      125,000
Furniture, fixtures, and equipment,
  at cost, net of accumulated depreciation
  of $73,648 and $63,648, respectively                    14,725       21,395
Commissions receivable                                   787,550      621,220
Due from brokers                                         110,357        2,230
Other assets                                               3,537       45,990
                                                       ---------    ---------
                                                    $  1,914,612    1,484,650
                                                       =========    =========

           Liabilities and Shareholders' Equity
           ------------------------------------

Liabilities:
  Accounts payable                                  $     32,737       82,751
  Commissions payable                                    620,615      479,934
  Advance from Shareholder                                  -           4,979
  Preferred dividends payable                             30,070       25,549
  Other liabilities                                       26,532       73,161
                                                       ---------    ---------
  Total liabilities                                      709,954      666,374
                                                       ---------    ---------

Commitments and contingencies

Shareholders' equity:
  Series A preferred stock of $.01 par value;
    5,000,000 shares authorized, 86,500 and
    73,500 shares issued and outstanding,
    respectively (liquidation value of $865,000
    and $735,000, respectively)                              865          735
  Common stock of $.01 par value; 50,000,000 shares
    authorized; 17,941,772 and 17,641,775 issued in
    2004 and 2003, respectively                          179,418      176,418
  Additional paid-in capital                           3,351,228    3,164,358
  Accumulated deficit                                 (2,181,447)  (2,448,985)
  Treasury stock; 270,000 and 60,000 shares,
    respectively                                        (145,406)     (74,250)
                                                       ---------    ---------
               Total shareholders' equity              1,204,658      818,276
                                                       ---------    ---------

                                                     $ 1,914,612    1,484,650
                                                       =========    =========
</TABLE>










See accompanying notes to financial statements.



                               13
<PAGE>

                   RAIKE FINANCIAL GROUP, INC.

                    Statements of Operations

         For the Years Ended December 31, 2004 and 2003

<TABLE>
<CAPTION>
                                                          2004         2003
                                                          ----         ----
<S>                                                 <C>              <C>
Operating income:
  Commissions                                       $  6,852,882    7,292,327
  Interest and dividends                                 511,848      305,268
  Losses on marketable investment securities                -         (18,157)
  Other fees and income                                  707,118      761,680
                                                       ---------    ---------

    Total operating income                             8,071,848    8,341,118
                                                       ---------    ---------

Operating expenses:
  Commissions to brokers                               6,108,531    6,551,586
  Clearing costs                                         202,495      196,545
  Selling, general and administrative expenses         1,290,767    1,301,463
  Settlements of arbitration matters                     146,724      603,463
                                                       ---------    ---------

    Total operating expenses                           7,748,517    8,653,057
                                                       ---------    ---------

    Net earnings (loss)                             $    323,331     (311,939)
                                                       =========    =========

Net earnings (loss) per share, based on
weighted average shares outstanding of
17,916,752 in 2004 and 17,629,502 in 2003           $        .02         (.02)
                                                       =========    =========
</TABLE>



















See accompanying notes to financial statements.



                               14
<PAGE>


                   RAIKE FINANCIAL GROUP, INC.

               Statements of Shareholders' Equity

         For the Years Ended December 31, 2004 and 2003

<TABLE>
<CAPTION>


                                                        Additional                                Total
                                 Preferred    Common     Paid-In     Accumulated   Treasury   Shareholders'
                                   Stock       Stock     Capital       Deficit       Stock        Equity
                                 ---------   ---------  ----------   -----------   --------   -------------
<S>                              <C>         <C>        <C>          <C>           <C>        <C>

Balance at December 31, 2002     $     415     175,773   2,833,368    (2,093,298)   (74,250)        842,008

Proceeds from private placement
  stock sales                          345        -        344,655          -          -            345,000
Redemption of preferred stock          (25)       -        (24,975)         -          -            (25,000)
Preferred dividends                     -         -           -          (43,748)      -            (43,748)
Stock options exercised                 -          645      11,310          -          -             11,955
Net loss                                -         -           -         (311,939)      -           (311,939)
                                 ---------   ---------  ----------   -----------   --------   -------------

Balance at December 31, 2003           735     176,418   3,164,358    (2,448,985)   (74,250)        818,276

Proceeds from private placement
  stock sales                          130        -        129,870          -          -            130,000
Preferred dividends                     -         -           -          (55,793)      -            (55,793)
Stock award                             -        3,000      57,000          -          -             60,000
Purchase of treasury stock                                                          (71,156)        (71,156)
Net earnings                            -         -           -          323,331       -            323,331
                                 ---------   ---------  ----------   -----------   --------   -------------

Balance at December 31, 2004     $     865     179,418   3,351,228    (2,181,447)  (145,406)      1,204,658
                                 =========   =========  ==========   ===========   ========   =============
</TABLE>




























See accompanying notes to financial statements.



                               15
<PAGE>

                   RAIKE FINANCIAL GROUP, INC.

                    Statements of Cash Flows

         For the Years Ended December 31, 2004 and 2003

<TABLE>
<CAPTION>
                                                          2004         2003
                                                          ----         ----
<S>                                                 <C>              <C>

Cash flows from operating activities:
  Net earnings (loss)                               $    323,331     (311,939)
  Adjustments to reconcile net earnings (loss)
  to net cash provided (used) by operating
  activities:
    Depreciation                                          10,000        9,274
    Compensation expense related to stock awards          60,000         -
    Compensation expense related to stock
      options issued                                        -          11,455
    Change in marketable investment securities              -          24,000
    Change in commissions receivable                    (166,330)    (250,644)
    Change in due from brokers                          (108,127)      19,370
    Change in other assets                                 2,453       13,337
    Change in accounts payable                           (50,014)     (14,048)
    Change in commissions payable                        140,681      165,759
    Change in trading margin                                -         (24,000)
    Change in other liabilities                          (46,629)      47,861
                                                      ----------    ---------

       Net cash provided (used) by operating
       activities                                        165,365     (309,575)
                                                      ----------    ---------

Cash flows from investing activities:
    Purchases of furniture, fixtures and equipment        (3,330)     (15,197)
    Change in certificate of deposit                     145,188       (3,818)
    Change in restricted cash                             40,000      (40,000)
    Change in clearing deposit                              -          10,000
                                                      ----------    ---------
       Net cash provided (used) by investing
       activities                                        181,858      (49,015)
                                                      ----------    ---------

Cash flows from financing activities:
    Proceeds from advances from shareholder                 -         175,000
    Repayment of advances from shareholder                (4,979)    (170,021)
    Proceeds from exercise of stock options                 -             500
    Proceeds from private placement stock sales          130,000      345,000
    Redemption of preferred stock                           -         (25,000)
    Cash dividends paid on preferred stock               (51,272)     (31,819)
    Purchase of treasury stock                           (71,156)        -
                                                      ----------    ---------
       Net cash provided by financing activities           2,593      293,660
                                                      ----------    ---------

Net change in cash                                       349,816      (64,930)

Cash at beginning of year                                523,627      588,557
                                                      ----------    ---------

Cash at end of year                                 $    873,443      523,627
                                                      ==========    =========

Supplemental disclosure of cash paid for:
    Interest                                        $         96        6,148

Supplemental disclosure of non-cash financing
activities:
    Issuance of stock awards                        $     60,000         -
    Issuance of stock options                       $       -          11,455
    Change in preferred dividends payable           $      4,521       11,929
</TABLE>


See accompanying notes to financial statements.



                               16
<PAGE>

                   RAIKE FINANCIAL GROUP, INC.

                  Notes to Financial Statements

(1)  Description of Business and Summary of Significant
     Accounting Policies
     --------------------------------------------------

     Business
     --------
     Raike  Financial  Group,  Inc. (the  "Company")  is  a  full
     service  securities  brokerage  firm,  which  has  been   in
     business since 1995.  The Company is registered as a broker-
     dealer  with the National Association of Securities  Dealers
     ("NASD") in 47 states, Puerto Rico, Washington D.C. and also
     as   a   municipal  securities  dealer  with  the  Municipal
     Securities  Regulation  Board  ("MSRB").   The  Company   is
     subject  to  net capital and other regulations of  the  U.S.
     Securities  and  Exchange Commission  ("SEC").  The  Company
     offers   full   service  commission  and   fee-based   money
     management   services   to  individual   and   institutional
     investors.    The   Company  maintains  a   custody-clearing
     relationship with SWS Securities, Inc.

     Basis of Presentation
     ---------------------
     The accounting and reporting policies of the Company conform
     to  accounting principles generally accepted in  the  United
     States  of America ("GAAP") and to general practices  within
     the  broker-dealer  industry. The preparation  of  financial
     statements  in  conformity with GAAP requires the  Company's
     management to make estimates and assumptions that affect the
     amounts reported in the financial statements. Actual results
     could differ from these estimates.

     Revenue Recognition and Commissions Receivable
     ----------------------------------------------
     Commissions  represent transactions processed and  net  fees
     charged  to  customers  per transaction  for  buy  and  sell
     transactions  processed.  Commissions  are  recorded  on   a
     settlement date basis, which does not differ materially from
     trade date basis.

     Cash and Cash Equivalents
     -------------------------
     For  purposes  of the statements of cash flow,  the  Company
     considers all investments with an original maturity of three
     months or less to be a cash equivalent.  As of December  31,
     2004  and  2003, the Company maintained cash  balances  with
     financial  institutions  and  brokerage  companies  totaling
     $698,443  and  $533,816,  respectively,  that  exceeded  the
     Federal deposit insurance limits.

     Marketable Investment Securities
     --------------------------------
     Marketable investment  securities  are  recorded  at   their
     market  value, with the difference between cost  and  market
     reflected  as  unrealized gain or loss in  the statement  of
     operations.   Marketable  investment securities transactions
     of the Company are recorded on a trade date basis.

     Furniture, Fixtures and Equipment
     ---------------------------------
     Furniture, fixtures and equipment are reported at cost  less

     accumulated depreciation. Depreciation is computed primarily
     by  the straight-line method over the estimated useful lives
     of the assets (three to seven years).

     Income Taxes
     ------------
     Deferred  tax assets and liabilities are recognized for  the
     future tax consequences attributable to differences  between
     the financial statement carrying amounts of existing  assets
     and   liabilities   and   their   respective   tax    bases.
     Additionally,  the recognition of future tax benefits,  such
     as  net  operating  loss carryforwards, is  required to  the
     extent that realization of such benefits is more likely than
     not.  Deferred tax assets and liabilities are measured using
     enacted tax rates expected to apply to taxable income in the
     years in which the assets and liabilities are expected to be
     recovered  or settled. The effect on deferred tax assets and
     liabilities of a change in tax rates is recognized in income
     tax expense in the period that includes the enactment date.

     In  the event  the  future tax consequences  of  differences
     between the financial reporting bases and the tax  bases  of
     the Company's assets and liabilities results in deferred tax
     assets, an  evaluation of the probability of being  able  to
     realize the  future  benefits indicated  by  such  asset  is
     required. A valuation allowance is provided for the  portion
     of  the deferred tax asset when it is more likely  than  not
     that some portion or all of the deferred tax asset will  not
     be realized. In assessing the realizability of the  deferred
     tax assets, management considers the scheduled reversals  of
     deferred  tax  liabilities, projected future taxable income,
     and tax planning strategies.



                               17
<PAGE>

                   RAIKE FINANCIAL GROUP, INC.

            Notes to Financial Statements, continued

(1)  Description of Business and Summary of Significant
     Accounting Policies, continued
     --------------------------------------------------

     Treasury Stock
     --------------
     Treasury  stock  is  accounted  for  by  the  cost   method.
     Subsequent reissuances are accounted for at average cost.

     Net Earnings Per Share
     ----------------------
     The  Company is required to report net earnings  (loss)  per
     share  on  the face of the statement of operations with  and
     without  the  dilutive  effects of  potential  common  stock
     issuances  from  instruments such  as  options,  convertible
     securities  and  warrants.  Additionally, the  Company  must
     reconcile the amounts used in the computation of both "basic
     earnings per share" and "diluted earnings per share." During
     the  years ended December 31, 2004 and 2003, the Company had
     potential   common  stock  issuances  outstanding   totaling
     865,000  and 735,000 shares, respectively, related to  stock
     options, preferred stock, and warrants. However, the  effect
     of   these   potential  common  stock  issuances  would   be
     antidilutive  because the exercise price is  more  than  the
     fair  value  of  the  stock. The effect of  these  potential
     common   stock  issuances  have  been  excluded   from   the
     computation of net earnings (loss) per share for each  year.
     Presented  below is a summary of earnings (loss)  per  share
     for the years ended December 31, 2004 and 2003:

<TABLE>
<CAPTION>
                                                  2004          2003
                                                  ----          ----
<S>                                          <C>             <C>
     Weighted average common shares
     outstanding                               17,916,752    17,629,502
                                               ==========    ==========

     Net earnings (loss)                     $    323,331      (311,939)
     Preferred stock dividend                     (55,793)      (43,748)
                                               ----------    ----------
     Net earnings (loss) attributable
       to common shareholders                $    267,538      (355,687)
                                               ==========    ==========

     Net earnings (loss) per common share    $        .02          (.02)
                                               ==========    ==========
</TABLE>

     Stock-Based Compensation
     ------------------------
     The  Company sponsors a stock-based compensation plan, which
     is described more fully in Note 7.  The Company accounts for
     this  plan  under the recognition and measurement principles
     of  APB  Opinion  No.  25, Accounting for  Stock  Issued  to
     Employees,   and   related   Interpretations.    Stock-based
     employee compensation cost is reflected in net income,  only
     to  the extent that the option price is less than the market
     value  at  the grant date.  Net earnings (loss) and earnings
     (loss)  per share would not be different if the Company  had
     applied  the  fair  value  recognition  provisions  of  FASB
     Statement  No. 123, Accounting for Stock-Based Compensation,
     to  stock-based  employee  compensation.  During  2004,  the
     Company  recognized no compensation expense related to  this
     plan for options granted during the year.  During 2003,  the
     Company  recognized $11,455 in compensation expense  related
     to this plan for options granted during the year.

     Additionally, during 2004 the Company awarded 300,000 shares
     of  its common stock.  Of these shares, 250,000 shares  were
     awarded  to  independent contractor financial  professionals
     for   their  long-term  dedication  and  commitment  to  the
     Company.   The  remaining 50,000 shares were  awarded  to  a
     third  party  that  provided investor  relations  and  other
     services  to  the  Company  in  connection  with  a  service
     agreement.  The stock awards resulted in $60,000 of  expense
     to  the  Company.  This expense was recognized based on  the
     fair value of the shares issued.

     Recent Accounting Pronouncements
     --------------------------------
     Accounting  standards that have been issued or  proposed  by
     the  Financial Accounting Standards Board and other standard
     setting entities that do not require adoption until a future
     date  are  not  expected to have a material  impact  on  our
     consolidated financial statements upon adoption.



                               18
<PAGE>

                   RAIKE FINANCIAL GROUP, INC.

            Notes to Financial Statements, continued

(2)  Related Party Transactions and Commitments
     ------------------------------------------

     The  majority shareholder receives consulting  fees  in  the
     amount of $130,000 annually.  In addition, the Company  pays
     a   bonus   equal  to  2.5%  of  revenues  to  the  majority
     shareholder.    The  majority  shareholder's   spouse   also
     receives  consulting fees of $120,000 annually.  During  the
     year  ended  December  31,  2003,  a  total  of  $15,469  of
     consulting fees was forgiven.  Of the $208,590 bonus  earned
     during  the  year  ended  December  31,  2003,  $86,063  was
     forgiven.   During  the year ended December  31,  2004,  the
     majority shareholder earned a bonus of $201,796.

     During   2003,  the  majority  shareholder  of  the  Company
     advanced  the Company $175,000 in the form of a non-interest
     bearing advance.  $170,021 of this advance was repaid during
     2003 leaving an outstanding balance of $4,979 as of December
     31,  2003.   The advance was repaid in January 2004.   There
     were no additional advances during 2004.

     In  2004, the Company entered into an agreement with Pea Pod
     Consulting Inc., which is owned by a member of the Company's
     Board   of  Directors.   This  agreement  calls  for  annual
     consulting   fees   for  services  related   to   regulatory
     compliance and other operational issues totaling $84,000, of
     which a total of $27,462 was paid during 2004.

     During  2003,  the  Company  received  $10,500,  from  Raike
     Investments,  LP, an affiliate through common ownership,  as
     reimbursement  for  marketing  expenses  paid   to   certain
     brokers.  During 2004, no such reimbursements occurred.

     Effective  October 13, 2000, the Company signed a  five-year
     lease for approximately 4,500 square feet of office space at
     a  rate  of  $18 per square foot or $81,000 per  year.   The
     Company  signed a three-year lease effective August 1,  2002
     for an additional 500 square feet of office space at $18 per
     square  foot or $9,000 per year. For both leases, the lessor
     was  White  Mountain  Partners, Inc., a  corporation  wholly
     owned  by the majority shareholders of the Company.   During
     2003, White Mountain Partners, Inc. sold the office building
     to  an  unrelated third party and the Company signed a  two-
     year lease agreement for approximately 4,000 square feet  of
     office  space that expires on November 30, 2005.  The  lease
     agreement  between the Company and White Mountain  Partners,
     Inc.  was  terminated at that time.  Rent  expense  for  the
     years  ended December 31, 2004 and 2003 approximated $54,000
     and $73,000, respectively.

(3)  Net Capital Requirements
     ------------------------

     The  Company is subject to the SEC Uniform Net Capital  Rule
     (SEC Rule 15c3-1), which requires the maintenance of minimum
     net  capital  and  requires  that  the  ratio  of  aggregate
     indebtedness  to  net capital, both as  defined,  shall  not
     exceed  15  to 1 (and the rule of the "applicable"  exchange
     also  provides that equity capital may not be  withdrawn  or
     cash dividends paid if the resulting net capital ratio would
     exceed 10 to 1).  At December 31, 2004, the Company had  net
     capital of $1,076,039, which was $976,039 in excess  of  its
     required net capital of $100,000.  The Company's net capital
     ratio was 0.66 to 1.

(4)  Restricted Assets
     -----------------

     In  August 2002, the Company lost an arbitration case and in
     June 2003, the arbitration order was confirmed.  The Company
     was  ordered to pay the plaintiff approximately $28,700 plus
     interest.  The Company had appealed the decision but was not
     successful  with the appeal.  The Company had a  certificate
     of  deposit in the amount of $40,000 that was held in escrow
     pending   the  final  outcome  of  the  appeal,  which   was
     liquidated  and used to settle the obligation  during  2004.
     At  December  31,  2003,  the  certificate  of  deposit  was
     included in other assets.



                               19
<PAGE>


                   RAIKE FINANCIAL GROUP, INC.

            Notes to Financial Statements, continued

(5)  Income Taxes
     ------------

     The  components  of income tax expense for the  years  ended
     December 31, 2004 and 2003 are as follows:

<TABLE>
<CAPTION>
                                                  2004          2003
                                                  ----          ----
<S>                                          <C>             <C>
        Current                              $       -             -
        Deferred                                  126,305      (119,644)
        Change in valuation allowance            (126,305)      119,644
                                               ----------    ----------
                                             $       -             -
                                               ==========    ==========
</TABLE>

     The difference between income tax expense (benefit) computed
     by  applying the statutory federal income tax rate  to  loss
     before taxes for the years ended December 31, 2004 and  2003
     is as follows:

<TABLE>
<CAPTION>
                                                  2004          2003
                                                  ----          ----
<S>                                          <C>             <C>
        Pretax income (loss) at
          statutory rate                     $    109,933      (106,059)
        State income tax, net of
          federal benefit                          12,934       (12,478)
        Other                                       3,438        (1,107)
        Change in valuation allowance            (126,305)      119,644
                                               ----------    ----------
                                             $       -             -
                                               ==========    ==========
</TABLE>

     The following summarizes the components of deferred taxes at
     December 31, 2004 and 2003.

<TABLE>
<CAPTION>
                                                  2004          2003
                                                  ----          ----
<S>                                          <C>             <C>
        Deferred income tax assets:
          Operating loss carryforwards       $    539,447       665,752
          Stock compensation expense              263,353       263,353
          Accrued expenses                          9,500         9,500
                                               ----------    ----------
            Total gross deferred income
            tax assets                            812,300       938,605
          Less valuation allowance                812,300       938,605
                                               ----------    ----------
          Net deferred tax asset             $       -             -
                                               ==========    ==========
</TABLE>

     During  2004 and 2003, a valuation allowance was established
     for  the entire amount of the net deferred tax asset, as the
     realization of the deferred tax asset is dependent on future
     taxable income.

     At  December  31, 2004, the Company had net  operating  loss
     carryforwards for tax purposes of approximately  $1,431,000,
     which  will  expire  beginning in  2015  if  not  previously
     utilized.

(6)  Selling, General and Administrative Expenses
     --------------------------------------------

     Components of selling, general and administrative  expenses,
     which  are greater than 1% of total revenues for the  years,
     ended December 31, 2004 and 2003 are as follows:

<TABLE>
<CAPTION>
                                                  2004          2003
                                                  ----          ----
<S>                                          <C>             <C>

        Consultant fees                      $    589,335       426,680
        Compensation                              254,804       320,777
        Legal and professional fees               144,065       201,912
</TABLE>


                               20
<PAGE>


                   RAIKE FINANCIAL GROUP, INC.

            Notes to Financial Statements, continued

(7)  Shareholders' Equity
     --------------------

     Stock Option Plan
     -----------------
     The  Company sponsors an incentive stock option plan for the
     benefit  of  certain  employees in  order  that  they  might
     purchase  Company  stock at a certain  price.   A  total  of
     800,000  shares of the Company's common stock  are  reserved
     for possible issuance under this plan.

     A  summary of activity in the stock option plan is presented
     below:

<TABLE>
<CAPTION>
                                              2003
                                        --------------------
                                                  Weighted
                                                   Average
                                                    Price
                                        Shares    Per Share
                                        --------------------
<S>                                     <C>       <C>

     Outstanding, beginning of year     50,000    $    .01
     Granted during the year            14,500         .01
     Cancelled during the year               -           -
     Exercised during the year         (64,500)        .01
                                        ------
     Outstanding, end of year                -           -
                                        ======
</TABLE>


     There  were no stock options granted during 2004  and  there
     were  no  stock options outstanding at December 31, 2004  or
     2003.  The weighted average grant date fair value of options
     issued  in 2003 was $0.79. This fair value was based on  the
     closing price of the Company's common stock on the date  the
     options were granted.

     Perpetual Preferred Stock
     -------------------------
     During  2004 and 2003, the Company issued 13,000 and  34,500
     shares,  respectively,  of  its  Series  A  Preferred  Stock
     ("Preferred Stock") for $130,000 and $345,000, respectively.
     The  Preferred  Stock pays a cumulative annual  dividend  of
     $.70   per   share.   Each  share  of  Preferred  Stock   is
     convertible into five shares of common stock at  the  option
     of the holder.  Each share of Preferred Stock is mandatorily
     convertible into five shares of common stock upon the filing
     of  public  offering registration statement or a  change  in
     control  (as defined).  The Company may redeem the Preferred
     Stock   by   giving   30-day's  notice  to   the   preferred
     stockholders  for  a redemption price of $10.00  per  share,
     plus  unpaid  dividends through the redemption  date.   Upon
     voluntary  or  involuntary dissolution of the  Company,  the
     preferred  stockholders will receive $10.00 per share  prior
     to  the  distribution of any amounts to common shareholders.
     The Preferred Stock has no voting rights. During 2003, 2,500
     shares  of the Company's preferred stock were redeemed.   As
     of  December  31,  2004 and 2003, there  were  no  preferred
     dividends in arrears.

     Warrants
     --------
     In  connection with the issuance of the Company's  Preferred
     Stock, the Company issued 32,500 and 86,250 Class A warrants
     in  2004 and 2003, respectively, and 32,500 and 86,250 Class
     B  warrants  in  2004 and 2003, respectively.  The  Class  A
     warrants  allow each holder to purchase one share of  common
     stock for $1.50 and expire on January 31, 2005 and the Class
     B warrants allow each holder to purchase one share of common
     stock  for  $2.50 and expire on July 31, 2006.   In  January
     2005,  the  expiration  date for the Class  A  warrants  was
     extended to January 31, 2006 and the expiration date for the
     Class B warrants was extended to January 31, 2007.

(8)  Employee Retirement Plan
     ------------------------

     Effective  February  1,  2003,  the  Company  established  a
     Savings   Incentive  Match  Plan  for  Employees  of   Small
     Employers  (SIMPLE  IRA). Employees  who  receive  at  least
     $5,000 of compensation for the calendar year are eligible to
     participate.  The  Company  matches  employee  contributions
     dollar  for  dollar  up to three percent of  the  employee's
     compensation.   Total  contributions for  any  employee  are
     limited  by certain regulations.  During 2004 and 2003,  the
     Company   contributed  approximately  $7,000   and   $8,000,
     respectively, to the plan.


                               21
<PAGE>


                   RAIKE FINANCIAL GROUP, INC.

            Notes to Financial Statements, continued


(9)  Commitments and Contingencies
     -----------------------------

     The   Company  has  been  named  as  respondent  in  certain
     arbitrations that allege violations of securities  laws  and
     claim  substantial damages.  After consultation with outside
     legal  counsel, management believes that resolution of these
     certain  arbitrations will not result  in  material  adverse
     effect  on  the Company's financial position or  results  of
     operations.















































                               22
<PAGE>





















                          SUPPLEMENTAL

                            SCHEDULE
































                               23
<PAGE>


                   RAIKE FINANCIAL GROUP, INC.

                      Supplemental Schedule

         Computation of Net Capital Under Rule 15c3-1 of
             the Securities and Exchange Commission

                        December 31, 2004



Computation of Net Capital:
--------------------------

Total shareholders' equity                              $  1,204,658
Non-allowable assets                                        (128,619)
                                                           ---------

Tentative net capital                                      1,076,039
Haircuts                                                        -
                                                           ---------

Net capital                                                1,076,039
Minimum net capital                                          100,000
                                                           ---------

   Excess net capital                                   $    976,039
                                                           =========

Aggregate Indebtedness to Net Capital Ratio:
Aggregate indebtedness                                  $    709,955
                                                           =========

Net capital                                             $  1,076,039
                                                           =========

Ratio                                                      0.66 to 1
                                                           =========


There was no significant difference between net capital as
computed by the Company (included in Part II of its FOCUS
report as of December 31, 2004) and the amount computed above.




























                               24
<PAGE>


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

None.

ITEM 8A.  CONTROLS AND PROCEDURES
          -----------------------

As  of  the  end  of  the  period covered  by  this  report,  our
management,  including  our  Chief Executive  Officer  and  Chief
Financial  Officer, reviewed and evaluated the  effectiveness  of
the   design  and  operation  of  our  disclosure  controls   and
procedures pursuant to Exchange Act Rule 15d-15.  Based upon that
evaluation,  our  Chief  Executive Officer  and  Chief  Financial
Officer concluded that our disclosure controls and procedures are
effective   in  timely  alerting  them  to  material  information
relating  to the Company that is required to be included  in  our
periodic  filings  with the Securities and  Exchange  Commission.
There  have been no significant changes in our internal  controls
or,  to  management's  knowledge, in  other  factors  that  could
significantly  affect those internal controls subsequent  to  the
date  we  carried  out  our evaluation, and  there  has  been  no
corrective  actions with respect to significant  deficiencies  or
material weaknesses.

                            PART III

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

Set  forth  below  is information regarding  our  directors  and
executive  officers.    We  have no other  management  employees
besides those described below, and there are currently no  other
persons  under  consideration to become directors  or  executive
officers.

<TABLE>
<CAPTION>
NAME                          AGE       POSITION
----                          ---       --------
<S>                           <C>       <C>
William J. Raike, III         46        Chairman, President
                                        and CEO

Melissa L. Whitley            28        Treasurer, CFO and
                                        Director

Morris L. Brunson             65        Director

William D. Bertsche           60        Director

Christopher Casdia            35        COO and Director

Geoffrey T. Chalmers          69        Director
</TABLE>

The  Board of Directors has designated an Audit Committee of the
Board  of  Directors consisting of one member, that will  review
the  scope  of  accounting audits, review with  the  independent
auditors  the  corporate accounting practices and  policies  and
recommend  to  whom  reports  should  be  submitted  within  the
Company,  review  with  the  independent  auditors  their  final
report, review with independent auditors overall accounting  and
financial controls, and be available to the independent auditors
during  the  year  for  consultation  purposes.  The  Board   of
Directors  has also designated a Compensation Committee  of  the
Board  of  Directors consisting of three Directors,  which  will
review   the   performance  of  senior   management,   recommend
appropriate  compensation levels and  approve  the  issuance  of
stock  options pursuant to the Company's stock option plan.  All
Directors  and  officers  of  the  Company  serve  until   their
successors are duly elected and qualify.

The Audit Committee consists of Morris Brunson.

The Compensation Committee consists  of  Morris Brunson, William
Raike, and William Bertsche.


                               25
<PAGE>


    William J. Raike, III, Chairman, President and CEO
    --------------------------------------------------

Mr.  Raike has been licensed in the financial services  industry
for  approximately 20 years.  His brokerage career  began  as  a
financial  representative in 1985 with an NASD member  brokerage
headquartered in Denver, Colorado.  In 1988 Mr. Raike accepted a
position  as  Vice President and Branch Manager of the  Atlanta,
Georgia  regional  office.  Mr. Raike later joined  Davenport  &
Company,  a NYSE member firm headquartered in Richmond, Virginia
and  subsequently owned an independently operated branch  office
of an NASD member firm.  Mr. Raike formed Raike Financial Group,
Inc.  in March of 1995 and was successful in growing the company
from  two  registered representatives and approximately $200,000
in  revenues  to  over  100 representatives  and  10,000,000  in
revenues  by year 2000.  Mr. Raike currently holds positions  as
Chairman of the Board, Chief Executive Officer and President and
is licensed with the Series 4 (Registered Options Principal),  7
(General  Securities  Representative),  24  (General  Securities
Principal),  55  (Equity Trader), 63 (State Securities  License)
and 65 (Registered Investment Advisor) licenses.

    Melissa L. Whitley, Treasurer, CFO and Director
    -----------------------------------------------

Mrs. Whitley has been with Raike Financial Group, Inc. since its
inception in March 1995.  Prior to joining Raike Financial,  she
was  the operations manager of an independently owned OSJ branch
office.   Mrs.  Whitley has served in several capacities  during
her  tenure  at  Raike Financial including: trading  operations,
administrative  operations, as well as accounting  and  payroll.
Mrs.  Whitley  currently holds a Series 27 Financial  Operations
Principal License.

    Morris L. Brunson, Director
    ---------------------------

Mr.  Brunson graduated from Berry College in 1958 with a  degree
in  Business  Administration with a concentration in Accounting.
His  career has been spent in the accounting and financial areas
primarily  in  the health care business.  He was the  Accounting
Manager  for  Floyd  Medical  Center,  a  Cost  Accountant   for
Ledbetter Construction Co. and has held several positions at the
American  Red Cross and the United Way.  He retired in 1998  and
currently resides in Georgia.


    William D. Bertsche, Director
    -----------------------------

Mr.  Bertsche was educated at Santa Rosa College in Santa  Rosa,
California and at River Falls College in Wisconsin.  At an early
age,  Mr.  Bertsche  managed  a family  business  in  the  dairy
industry and since has managed private business ventures in  the
private  security industry.  He is an entrepreneur and has  been
self employed for the better part of his life life and currently
resides in Virginia.

     Christopher Casdia, COO and Director
     ------------------------------------

Mr.  Casdia  has  over ten years of experience in the  investment
industry.   His  career  began in 1995 with  Merrill  Lynch.   He
quickly  moved  to Raike Financial Group later  that  year.   Mr.
Casdia  served  as Compliance Director of Raike  Financial  Group
from  1996 through July 1998.  Mr. Casdia then took the  position
of Chief Compliance Officer & Chief Financial Officer with Barron
Chase Securities.  He served that company until mid 2000 when  he
took  the  position Vice President of Trading for  a  proprietary
trading  firm.  Mr. Casdia returned to Raike Financial  Group  in
late  2001  and has served as Chief Operating Officer since  late
2002 and also serves as Chief Compliance Officer.  In March 2003,
Mr.  Casdia was elected to the Board of Directors and is a member
of   the   Strategic  Planning  Committee  and  Risk   Assessment
Committee.    Mr.  Casdia earned a BBA in finance  from  Kennesaw
State  University in 1993.  He is currently in the final semester
of  Graduate School and anticipates earning an MBA from  Kennesaw
State University in May 2005.

     Geoffrey T. Chalmers, Director
     ------------------------------

Mr.  Chalmers is a graduate of Harvard College and Columbia  Law
School.  He has been a practicing attorney for over 35 years  in
corporate and securities law, having acted as general counsel to
several  public and private companies, including broker dealers.
He is engaged in private practice.



                               26
<PAGE>



ITEM 10.  EXECUTIVE COMPENSATION
          ----------------------

The  following  table sets forth the annual compensation  of  i)
each  of  our  two highest-paid officers and ii)  the  Company's
officers or directors as a group for the year ended December 31,
2004:

<TABLE>
<CAPTION>
NAME OR IDENTITY OF GROUP           TITLE           COMPENSATION
<S>                          <C>                    <C>
William J. Raike, III        Chairman, President    $   331,796
                             and CEO


TOTAL SALARIES FOR THE YEAR
  2004 OF OFFICERS AND
  DIRECTORS AS A GROUP                              $   258,250
</TABLE>


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

The  following  table  sets forth the record  ownership  of  our
Common  Stock as of December 31, 2004 as to (i) each  person  or
entity who owns more than five percent (5%) of any class of  our
Securities   (including  those  shares  subject  to  outstanding
options),  (ii)  each  person named in the  table  appearing  in
"Remuneration  of  Directors  and  Officers",  and   (iii)   all
officers and directors of the Company as a group.

<TABLE>
<CAPTION>
NAME & ADDRESS            SHARES OWNED       PERCENT OF CLASS
<S>                       <C>                <C>
William J. Raike, III      12,193,000             67.96%

Morris Brunson              1,544,000              8.61%

William Bertsche              800,000              4.46%

OFFICERS & DIRECTORS AS
  A GROUP                  14,537,000             81.03%
</TABLE>

To  the  best of our knowledge, the persons named in  the  table
have sole voting and investment power with respect to all shares
of  Common  Stock  owned by them, subject to community  property
laws  where applicable.   The above referenced number of  shares
does  not include shares available upon exercise of the  options
described below.





                               27
<PAGE>


ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
          ----------------------------------------------

The  majority shareholder receives consulting fees in the  amount
of $130,00 annually.  In addition, the Company pays a bonus equal
to  2.5%  of revenues to the majority shareholder.  The  majority
shareholder's  spouse also receives consulting fees  of  $120,000
annually.   During the year ended December 31, 2003, a  total  of
$15,469  of consulting fees was forgiven.  Of the $208,590  bonus
earned  during  the  year ended December 31,  2003,  $86,063  was
forgiven.  During the year ended December 31, 2004, the  majority
shareholder earned a bonus of $201,796.

During 2003, the majority shareholder of the Company advanced the
Company  $175,000 in the form of a non-interest bearing  advance.
$170,021  of  this  advance was repaid  during  2003  leaving  an
outstanding  balance  of  $4,979 as of December  31,  2003.   The
advance  was  repaid in January 2004.  There were  no  additional
advances during 2004.

In  2004,  the  Company entered into an agreement  with  Pea  Pod
Consulting  Inc.,  which is owned by a member  of  the  Company's
Board  of  Directors.  This agreement calls for annual consulting
fees  for  services  related to regulatory compliance  and  other
operational issues totaling $84,000, of which a total of  $27,462
was paid during 2004.

During   2003,   the   Company  received  $10,500,   from   Raike
Investments,  LP,  an  affiliate  through  common  ownership,  as
reimbursement  for  marketing expenses paid to  certain  brokers.
During 2004, no such reimbursements occurred.

Effective October 13, 2000, the Company signed a five-year  lease
for approximately 4,500 square feet of office space at a rate  of
$18  per  square foot or $81,000 per year.  The Company signed  a
three-year  lease effective August 1, 2002 for an additional  500
square feet of office space at $18 per square foot or $9,000  per
year.  For  both  leases, the lessor is White Mountain  Partners,
Inc., a corporation wholly owned by the majority shareholders  of
the Company.  During 2003, White Mountain Partners, Inc. sold the
office  building  to  an unrelated third party  and  the  Company
signed  a two-year lease agreement for approximately 4,000 square
feet  of  office space.  The lease agreement between the  Company
and  White  Mountain Partners, Inc. was terminated at that  time.
Rent  expense  for  the years ended December 31,  2004  and  2003
approximated $54,000 and $73,000, respectively.

ITEM 13.  EXHIBITS
          --------

     Exhibit
     Number    Exhibit
     -------   -------

     14.1      Code of Ethics for Officers of Raike  Financial
               Group, Inc. dated October 15, 2004

     31.1      Certification by Chief Executive Officer Pursuant
               to Rule 13a-14(a)/15(d)-14(a).

     31.2      Certification by Chief Financial Officer Pursuant
               to Rule 13a-14(a)/15(d)-14(a).

     32.1      Certifications Pursuant to 18 U.S.C. Section 1350,
               as Adopted Pursuant to Section 906 of the
               Sarbanes-Oxley Act of 2002.


ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES
          --------------------------------------

The following table shows the amounts paid by the Company to its
independent auditors, Porter Keadle Moore, LLP (PKM), for the
last two fiscal years.

<TABLE>
<CAPTION>
                                                  2004          2003
                                                  ----          ----
<S>                                          <C>             <C>
         Audit fees                          $     43,500        38,300
         Audit-related fees                          -             -
         Tax fees                                    -             -
         All other fees                              -             -
                                                ---------    ----------
                Total fees                   $     43,500        38,300
                                                =========    ==========
</TABLE>



                               28
<PAGE>


Audit Fees

The  aggregate  fees  billed  by PKM  for  professional  services
rendered in connection with the (i) audit of the Company's annual
financial  statements for 2004 and 2003, and (ii) review  of  the
financial statements included in the Company's quarterly  filings
on  Form  10-QSB and annual filings on Form 10-KSB  during  those
fiscal years.

Audit Related Fees

The   aggregate  fees  billed  by  PKM  in  2004  and  2003   for
professional services rendered for assurance and related services
that  are  reasonably related to the performance of the audit  or
review of the Company's financial statements and not included  in
"Audit Fees" above.

Tax Fees

The  aggregate fees billed in each of the last two  fiscal  years
for professional services rendered by PKM for tax compliance, tax
advice, and tax planning.

All Other Fees

The fees billed by PKM are pre-approved by the Audit Committee of
the  Company  in accordance with the policies and procedures  for
the  Audit Committee.  The Audit Committee pre-approves all audit
and  non-audit  services  provided by the  Company's  independent
accountants  and  may not engage the independent  accountants  to
perform  any prohibited non-audit services.  For 2004  and  2003,
100% of the fees incurred were pre-approved.











































                               29
<PAGE>



                           SIGNATURES

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

                                   RAIKE FINANCIAL GROUP, INC.


                                   By:  /s/ William J. Raike, III
                                      ---------------------------
                                        William J. Raike, III
                                        President and Chief
                                        Executive Officer


                                   By:  /s/ Melissa L. Whitley
                                      ---------------------------
                                        Melissa L. Whitley
                                        Chief Financial Officer

                                   Date:  March 23, 2005

Pursuant to the requirements of the Securities Exchange Act of
1934, this Report has been signed below by the following persons
on behalf of the Registrant and in the capacities and on the
dates indicated.


/s/ William J. Raike, III
-------------------------------------
William J. Raike, III
President and Chief Executive Officer, Director
(Principal Executive Officer)
Date:  March 23, 2005

/s/ Melissa L. Whitley
-------------------------------------
Melissa L. Whitley
Treasurer, Chief Financial Officer and Director
Date:  March 23, 2005


/s/ Christopher Casida
-------------------------------------
Christopher Casida
Chief Operating Officer and Director
Date:  March 23, 2005


/s/ Morris L. Brunson
-------------------------------------
Morris L. Brunson
Director
Date:  March 23, 2005


/s/ William D. Bertsche
-------------------------------------
William D. Bertsche
Director
Date:  March 23, 2005


/s/ Geoffrey T. Chalmers
-------------------------------------
Geoffrey T. Chalmers
Director
Date:  March 23, 2005





                               30
<PAGE>