U.S. SECURITIES AND EXCHANGE
  COMMISSION

Washington, D. C. 20549

Form 10-KSB

(Mark One)

..X.. Annual Report under
  section 13 or 15(d) of the Securities Exchange Act of 1934

for the 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 No: 000-29449

EZ2 Companies, Inc.

(Name of small business in
  its charter)

|Nevada                                         | 88-0428896            
|---------------------------------------------- | ----------------------
|(State or other jurisdiction of incorporation) | (IRS Employer Id. No.)

200 SE First Street Suite
  602 Miami, FL 33131

(Address of Principal Office
  including Zip Code)

Issuer's telephone Number:
  (305) 577-5990

Indicate by check mark whether
  the Company (1) has filed all reports required to be filed by Section 13 or
  15(d) of the Securities Exchange Act of 1934 during the preceding 12 months

(or for such shorter period
  that the Company was required to file such reports), and

(2) has been subject to such
  filing requirements for the past 90 days. Yes (X) No ( )

State the number of shares
  outstanding of each of the issuer's classes of common

equity, as of the latest practicable
  date:

Common Stock, $.001 par value,
  122,716,667 shares at April 25, 2005.

Indicate by check mark whether
  the Company is an accelerated filer (as
  defined in Rule 12b-2 of the Exchange Act). Yes |_| No |X|

Issuer's revenues for its
  most recent fiscal year were $1,510.

The aggregate market value
  of voting stock held by non-affiliates of the
  Company at March 01, 2005 was $4,188,667 computed by reference to the last
  traded sale price as reported on the Over The Counter market on such date.

Transitional Small Business
  Disclosure Format (Check one): Yes NO X

EZ2 Companies, Inc.

ANNUAL REPORT ON FORM 10-KSB

FOR THE YEAR ENDED

DECEMBER 31, 2004

TABLE OF CONTENTS

PART I
    
  Item 1. Business

Item 2. Properties

Item 3. Legal Proceedings
    
  Item 4. Submission of Matters to a Vote of Security Holders

PART II
  Item 5. Market for Company's Common Equity, Related Stockholder Matters and
  Issuer Purchases of Equity Securities

Item 6. Management's Discussion and Analysis of Financial Condition
  and Results of Operations
  Item 7. Financial Statements

Item 8. Changes in and Disagreements with Accountants on Accounting
  and Financial Disclosure
  Item 8A. Controls and Procedures
  PART III
   
  Item 9. Directors and Executive Officers of the Company
  Item 10. Executive Compensation
    
  Item 11. Security Ownership of Certain Beneficial Owners and Management and
  Related Stockholder Matters
    
  Item 12. Certain Relationships and Related Transactions
    
  PART IV
    
  Item 13. Exhibits List and Reports on Form 8-K

Item 14. Principal Accountant Fees and Services
    
  SIGNATURES

Item 1. Business

Edgar Filing.net, Inc. (the "Company")
  was incorporated in Nevada on May 28, 1999. From inception through May 9, 2002,
  the Company sought to become engaged in providing electronic filing services
  for clients that need to electronically file prospectuses, registration statements,
  and other documents pursuant to federal securities laws with the Securities
  and Exchange Commission (the "SEC") via the SEC's electronic data
  gathering system entitled Electronic Data Gathering Analysis and Retrieval ("EDGAR").
  On May 9, 2002, the Company ceased all business operations and entered into
  a stock purchase agreement (the "Agreement") with Midwest Merger Management,
  LLC, a then non-affiliated privately owned Kentucky limited liability company
  ("Midwest"). As of the date of the Agreement, and for five years prior
  thereto, Midwest was engaged in the business of identifying, acquiring and financing
  business operations.

On May 25, 2004, EDGAR Filing.net,
  Inc. and Midwest Merger Management, LLC, a Kentucky limited liability company
  (the "Selling Shareholder"), consummated the terms of a Stock Purchase
  Agreement with EZ2 Companies.com, Inc., a privately owned, Florida corporation
  (the "Purchaser"). Pursuant to the terms of the Agreement, the Purchaser
  acquired an aggregate of 45,344,208 shares of the then 64,500,000 issued and
  outstanding shares of the Company's common stock, par value $.001 per share,
  from the Selling Shareholder for the purchase price of $155,560 delivered at
  the closing by wire transfer. 
  The Company's address is 200 SE 1st Street, Suite 602 Miami FL 33131, and its
  telephone and facsimile numbers are (305) 577-5990 and (305) 577-5994, respectively.
  The Company's registered agent in the State of Nevada is The Corporation Trust.
  The Company's common stock is eligible for trading over the counter, on the
  NASDAQ bulletin board quotation system, under the symbol EZTO.

On September 13, 2004, the Board
  of Directors and approximately 80% of the stockholders of the Company approved
  the following: An amendment to the Company's articles of incorporation to change
  the name of the Company to EZ2 Companies, Inc., a stock split that resulted
  in the issuance of five new shares for each share held on the date of record,
  an increase in the number of authorized shares of the common stock of the Company,
  and the creation of a Preferred stock class with 5,000,000 authorized shares.

EZ2 Companies.com, Inc. ("EZ2"). EZ2 is an Internet technology and
  development corporation(currently a Development Stage corporation), which has
  provided and operated several Internet portals since early 2004. EZ2 had created
  what it believes to be an emerging Internet brand by creating and marketing
  a number of internet businesses, sharing traffic, user information and a core
  idea of creating efficiencies using the internet. EZ2 develops and operates
  e-commerce applications allowing customers to search, contact and transact online.
  EZ2 is based in Miami, Florida and employs programmers, sales agents and administrative
  personnel. EZ2's current portals consist of the following:

www.ez2ask.com is a functional search
  engine, allowing users to search the Internet by searching other search engine
  results and ranking those results. In addition the site allows site snapshots
  be displayed among the search results. The Company hopes to generate revenues
  by selling advertisement fees.

www.ez2auction is the first auction
  that offers streaming video for product presentation, allowing sellers to import
  a video file and create a low bandwidth flash file that allows real-time video
  streaming. The site has completed back end database development that allows
  users to list, reconcile and edit transactions, including password and secure
  access to critical information, and ability to dynamically change listing categories
  and user information as needed. The site will attempt to earn revenues by providing
  sellers ability to create stores and sell individual items.

www.ez2rent.com is a fully integrated
  e-commerce portal that offers the online selection of items and services available
  for renting and leasing. ez2rent.com provides aggressive advertising exposure
  by concentrating on exposure items such as national billboards, direct mail,
  banner advertisements with major Internet sites and search engines, and traditional
  mass media. Users can select to advertise either by purchasing a listing for
  a fixed monthly amount or by opening an account and only pay when visitors click
  on their advertisement.

www.ez2stream.com is a technology
  that enables video files to be streamed with low bandwidth requirements at highest
  resolution. The Company entered into strategic technology partnership with Flashstreamvideo.com
  in December, 2004, and has a definitive letter in which it agrees to purchase
  the technology assets of Flashstreamvideo.com on January 26, 2005.

ez2mortgage.com will attempt to provide
  the convenience of submitting a three-minute electronic loan application via
  the Internet with a network of lenders; access to custom tailored loans using
  a service that is free and easy to use. EZ2 will attempt to meet individual
  loan needs by having financial institutions bid for loan applications, 24 hours
  a day, 7 days a week.

www.ez2vacation.com will provide
  an advanced online travel resource with reservations for flights, holidays,
  hotels, car rental and specialist travel products. Reservations will be provided
  by a team of travel experts and cover an extensive range of destinations and
  a selection of two million discounted fares from over 120 airlines, accommodations
  with over 20,000 hotels across the globe and arrange car rental hire with premium
  car companies. EZ2's revenues will be generated from commissions from the service
  providers.

www.ez2date.com is an online dating
  portal, which will offer an online dating and meeting place for singles and/or
  couples looking to connect with new friends. The Company expects EZ2date.com
  to be fully operational by the summer of 2005. The Company expects to generate
  revenues by selling user membership fees.

www.ez2movies.com (moviezip.com).
  The Company purchased certain assets of moviezip.com, a company that provides
  customers with postage based rental of DVD and games. The Company plans to market
  other services to these customers on a permission basis and to grow this segment
  through direct marketing on the Internet.

GROWTH STRATEGY

The Company's current growth strategy
  is completion of current web site and data gathering. The principal components
  of the Company's growth strategy are as follows:

Developing Brand Recognition- The
  Company must succeed in creating a branded identity with EZ2 to allow the numerous
  web businesses to build on traffic, users and success of one another. The Company
  believes it would be a leader if it was successful in creating such an identity,
  one in which consumers would have hundreds of offerings keying on the EZ2 brand.

Create Working Revenue Model- The
  Company must convert site browsers into customers of current product and service
  offerings. The Company is targeting operational companies that have established
  a non internet based business in one of the Company's core areas in which an
  internet offering has been created, with the intention of partnering with such
  businesses to create a "running start" model to enable rapid, sustainable
  growth in such offerings. 
   
  Acquisition- The Company is currently targeting small internet companies that
  have entered business areas that are similar to EZ's offerings or complementary
  in the way of common or similar customer bases or method of transacting business
  with customers.

ACQUISITION STRATEGY

The Company believes there are many
  attractive acquisition candidates in this industry because of the highly fragmented
  composition of the marketplace, the industry participants' need for capital
  and their owners' desire for liquidity. We strongly believe that the market
  for web-based businesses, especially those that support businesses that are
  operating currently without an internet component, will strengthen as the world
  continues to find value in online offerings. The Company is constantly seeking
  acquisition candidates that have loyal members who might be receptive to other
  offerings, as well as those that have established a real world presence and
  would be able to scale their businesses using its intelligence and technology.

The Company believes, that if it
  can raise sufficient capital through debt and equity offerings, it can successfully
  implement the acquisition strategy due to: (i) many smaller internet businesses
  facing competition from national Internet firms; (ii) permission based marketing
  within our and other company databases offering significant opportunities to
  increase sales across offerings; (iii) delivery of lower insurance, human resource
  and central operational costs; (iv) the liquidity provided at the time of sale
  combined with the upside from the stock of the public company; (v) continued
  involvement of the management of the acquired companies; and (vi) the ability
  of management to integrate acquisitions while maintaining internal growth and
  customer satisfaction.

OPERATIONS AND SERVICES

EZ2 Companies, Inc. is an Internet
  technology company, that hopes to provide database driven internet offerings
  to customers. The Company was founded to establish a cross platform, branded
  Internet business identity, to allow numerous Internet business offerings to
  operate under one brand.

CORPORATE INFORMATION

EZ2 Companies, Inc. was incorporated
  in Nevada as Edgarfiling.net, Inc. on May 28, 1999. On November 1, 2004, the
  Company amended its articles of incorporation to change its name to EZ2 Companies,
  Inc. The Company's principal executive offices are located at 200 SE 1st Street
  Miami FL 33145. The telephone number is (305) 577-5990 and the internet website
  address is www.ez2companies.com. The information on the website is not incorporated
  in this report as a result of this reference. The Company makes available on
  the website all materials filed with the Securities and Exchange Commission,
  including the Annual Report on Form 10-KSB, Quarterly Reports on Form 10-QSB,
  Current Reports on Form 8-K and amendments to these reports as soon as such
  materials have been filed with the Securities and Exchange Commission.

INFORMATION SYSTEMS

EZ2 Companies, Inc. uses open source
  technology that allows many of the solutions to be compartmentalized and code
  libraries to be amassed, creating the ability to develop new solutions based
  on existing, scalable programming architecture. This provides the Company the
  knowledge base that allows building of technology solutions that link up with
  partner intelligence and to rapidly deploy secure Internet business models that
  work.

CUSTOMERS, SALES AND MARKETING

EZ2 Companies, Inc is a development
  stage company. It believes that its customers will be individuals and businesses
  that seek efficiency in one of the Company's core offerings; ez2ask.com, a search
  engine that aggregates the results of the top search engines and sifts and presents
  them with results that are more relevant; specific to customer requirements
  and localized to remove non-relevant information.

COMPETITION AND BUSINESS CONDITIONS

The markets for the Company's service
  and product offering are highly competitive, both directly and where such technology
  is designed and implemented on behalf of third parties. The Internet has many
  well funded, branded companies that compete directly against the Company for
  users, members and customers.

REGULATION

The Company secures annual contracts
  to utilize domain names from Internic, the organization that governs the Internet.
  The Company's offerings are subject to Federal and State regulations regarding
  consumer privacy, disclosure and sales methods and the Company adheres to strict
  policy regarding dissemination of personal or customer information and marketing
  new offerings to customers on a permission basis.

SEASONALITY

The Company is a development stage
  company and has not seen revenue patterns to determine if seasonal sales patterns
  will develop as the Company's product and service offerings find a customer
  base.

PERSONNEL

At December 31, 2004, the Company
  had 4 employees. At this time, none of the Company's employees are covered by
  a collective bargaining agreement. The Company recognizes the employees as one
  of its most valuable asset and provides above industry average compensation
  and benefits. The recruitment, training and retention of qualified employees
  are essential to support continued growth and to meet the service requirements
  of customers. At April 10, 2005, the Company also had 4 employees.

FORWARD-LOOKING STATEMENTS

This Report contains certain forward-looking
  statements, within the meaning of the Federal securities laws. These include
  statements about expected revenues, earnings, expenses or other financial performance,
  future product performance or development, expected regulatory filings and approvals,
  planned business
  transactions, views of future industry or market conditions, other factors that
  could affect future operations or financial position, and statements that include
  the words believes, expects, anticipates, intends, plans, estimates, may, will,
  should, could, or similar expressions. Forward-looking statements are not guarantees
  of future performance or results. Known and unknown factors could cause actual
  performance or results to be materially different from those expressed or implied
  in these statements. Some of these factors are: ability to market products;
  impact of competitors, competing products and technology changes; ability to
  develop, commercialize and market new products; market acceptance of its testing
  products, ability to fund research and development and other projects and operations;
  ability to obtain and timing of obtaining necessary regulatory approvals; ability
  to develop product distribution channels; uncertainty relating to patent protection
  and potential patent infringement claims; ability to enter into international
  manufacturing agreements; obstacles to international marketing and manufacturing
  of products; loss or impairment of sources of capital; exposure to product liability
  and other types of litigation; changes in international, federal or state laws
  and regulations; changes in relationships with strategic partners and reliance
  on strategic partners for the performance of critical activities under collaborative
  arrangements; changes in accounting practices or interpretation of accounting
  requirements; equipment failures and ability to obtain needed raw materials
  and components; and general business and economic conditions. These and other
  factors that could cause the forward-looking statements to be materially different
  are described in greater detail in the Section entitled, Risk Factors, and elsewhere
  in this Report. Although forward-looking statements help to provide complete
  information about future prospects, they may not be reliable. The forward-looking
  statements are made as of the date of this Report and the Company undertakes
  no duty to update these statements.

RISK MANAGEMENT

The Company maintains workers' compensation
  insurance. The Company could incur claims in excess of the policy limits or
  incur claims not covered by the insurance policy.

RISKS PARTICULAR TO THE COMPANY'S
  BUSINESS

It Is Difficult to Evaluate the Company's
  Business and Prospects Because It Does Not Have Any Operating History

Otto Bethlen, the Company's CEO developed
  web technology beginning in 2002, which was contributed to EZ2 Companies, Inc.
  In spite of having operations starting in early 2004, EZ2 Companies, Inc. has
  yet to generate any substantial revenue from operations and is still in the
  development stage.  The Company's short existence, coupled with its inability
  to transition out of the development stage and lack of working capital, make
  it difficult to evaluate the Company's prospects, or to accurately predict its
  future revenue or results of operations. The Company's revenue and income potential
  continue to be unproven, and its business model is evolving. Because of the
  rapidly changing nature of Internet commerce and computer software, the Company
  may need to modify its business model to adapt to these changes.  Accordingly,
  the Company is subject to all of the risks, uncertainties, expenses and difficulties
  frequently encountered by companies seeking to establish themselves in competitive
  environments.

The Company May Never Earn a Profit

As a development stage company, the
  Company may continue to be unprofitable.  At the period ending December
  31, 2004, the Company had total assets of approximately $478,000, shareholders'
  equity of approximately $14,000 and had generated net losses of approximately
  $719,000 for the fiscal year ended December 31, 2004. The Company continues
  to experience losses and is economically and financially dependent upon the
  implementation of its business plan and the commencement of revenues from operations.

The Company expects its losses and
  negative cash flow to continue for the foreseeable future.  The Company
  anticipates that its losses will increase significantly from current levels
  because it plans to significantly increase its expenditures for sales and marketing
  of its internet portals and related services.  With increased expenses,
  the Company will need to generate significant revenue to achieve profitability.
  Consequently, it is possible that the Company may never achieve profitability,
  and even if it does, it may not maintain profitable operations. The inability
  to operate profitably may result in the Company being required to file for protection
  under the federal bankruptcy laws.

The Company's Business Model is Incomplete

Because of the Company's lack of
  revenues from operations, it has insufficient financial data on which to forecast
  the volume and timing of orders, revenues, anticipated revenue trends or even
  its operating expenses.  This failure is compounded by the fact that a
  high percentage of the Company's current expenses are fixed in the short term.

The Company is Dependent Upon Its
  Executive Officers and Directors

The Company's success is dependent
  on the efforts and abilities of its officers and directors. The Company currently
  does not have employment agreements with its executive officers.  Therefore,
  there can be no assurances that the Company will be able to retain its current
  officers and directors.  The loss of the services of any of these individuals
  could materially and adversely affect the development of the Company's business
  plan.

The Company's ability to attract
  and retain qualified technical, marketing and management personnel is critical
  to its operations.  While management believes it will be able to attract
  and retain sufficient professional employees to meet its needs, there can be
  no assurance that management is correct.  If Company is unable to employ
  the qualified employees needed, the Company may fail and may be required to
  file for protection under the federal bankruptcy laws.

The Company's Business is Subject
  to Credit Card Fraud

A failure to adequately control fraudulent
  credit card transactions would harm the Company's sales and future results of
  operations because it do not carry insurance against this risk. Under current
  credit card practices, the Company is liable for fraudulent credit card transactions
  because it does not obtain a cardholder's signature. Although the Company currently
  has not yet experienced losses from credit card fraud, it faces the risk of
  significant losses from this fraud as its sales develop and increase. If the
  Company fails to adequately control fraudulent credit card transactions, any
  collections it is able to generate would be offset by the amount of such fraud.
  Rampant credit card fraud could jeopardize the Company's ability to remain in
  business.

There May Be No Market for the Company's
  Business Plan

The Company's financial performance
  will be entirely dependent upon market acceptance of its e-commerce service,
  particularly its Internet websites and portals which will require substantial
  marketing efforts and the expenditure of significant funds. There can be no
  assurance that the Company's marketing program, when finally developed and employed,
  will ever be successful.

In order to initiate sales, the Company
  intends to aggressively market its websites and services.  The Company
  also intends to create online communities that are conducive to electronic commerce,
  build or license a sufficiently robust and scalable electronic commerce platform
  and develop an order fulfillment capability. If we are not successful in meeting
  these challenges, our growth will be limited and our business will be severely
  and adversely affected.

The Company's Business is Subject
  to Security Breaches

A significant barrier to online commerce
  and communications is the secure transmission of confidential information over
  public networks, and any failure to prevent security breaches could harm our
  business. We will rely on encryption and authentication technology licensed
  from third parties to provide the security and authentication technology to
  effect secure transmission of confidential information, including customer credit
  card numbers. Advances in computer capabilities, new discoveries in the field
  of cryptography, or other developments may result in a compromise or breach
  of the technology used by us to protect customer transaction data. Any compromise
  of our security could harm our reputation and expose us to a risk of loss or
  litigation and possible liability and, therefore, harm our business. In addition,
  a party who is able to circumvent our security measures could misappropriate
  proprietary information or cause interruptions in our operations. We may need
  to expend significant resources to protect against security breaches or to address
  problems caused by breaches. Security breaches could damage our reputation.

The Company Has Never Paid Dividends
  on Common Stock

The Company has never paid dividends
  on its Common Stock since its inception and does not intend to pay any dividends
  for the foreseeable future.  No assurance can be given that the Company
  will pay dividends at any time.  The Company presently intends to retain
  future earnings, if any, for financing its growth and expansion.

The Company's Limited Intellectual
  Property Protection May Subject it to the Risk of Litigation

The Company regards its products
  as proprietary.  However, and in the Company's highly competitive industry
  segment, technology developers such as the Company may increasingly become subject
  to infringement claims. There can be no assurance that the application of existing
  law will provide sufficient protection from misappropriation or infringement
  of the Company's intellectual property rights. It is also possible that third
  parties will obtain and use the Company's content or technology without authorization. 
  Any claims or litigation, with or without merit, could be costly and could result
  in a diversion of management's attention, which settlement of such claims or
  adverse determinations in such litigation could have a material adverse effect
  on the Company's operating results and financial condition.

The Company is Dependent Upon Proprietary
  Technology

The Company's business is dependent
  upon its software technology.  The Company is aware of various patents
  that have been issued to others that pertain to a portion of the Company's proposed
  business. Accordingly, there can be no assurance that existing or pending patents
  do not contain preclusive or conflicting claims with respect to the technology
  or future products of the Company.  In addition, the Company's commercialization
  of the technology may require licensing and/or cross-licensing of one or more
  patents with other companies in the industry. There can be no assurance that
  the licenses that might be required for the Company's processes or products
  would be available on commercially acceptable terms, if at all.

Competitors may have applications
  for additional patents pending and may obtain additional patents and proprietary
  rights related to products or processes competitive with or similar to those
  of the Company.  Patent applications are maintained in secrecy for a period
  after filing and, in the United States, patent applications are ordinarily confidential
  until the patent is issued and can be maintained confidential until issued under
  certain circumstances. Publication of discoveries in the scientific or patent
  literature tends to lag behind actual discoveries and the filing of related
  patent applications. The Company may not be aware of all of the patents potentially
  adverse to the Company's interests that may have been issued to other companies,
  research or academic institutions, or others. No assurance can be given that
  such patents do not exist, have not been filed, or could not be filed or issued,
  which contain claims relating to the Company's technology, products or processes.

The Company is Subject to the Uncertainty
  of Intellectual Property Rights

If the Company were to breach an
  existing license or fail to obtain a license for technology required to commercialize
  its product candidates may have a material adverse effect on the Company's business,
  financial condition and results of operations. Litigation, which could result
  in substantial costs to the Company, may also be necessary to enforce any patents
  issued to the Company or to determine the scope and validity of third party
  proprietary rights. If competitors of the Company prepare and file patent applications
  in the United States that claim technology also claimed by the Company, the
  Company may have to participate in interference proceedings declared by the
  United States Patent and Trademark Office to determine priority of invention,
  which could result in substantial cost to the Company, even if the eventual
  outcome is favorable to the Company. An adverse outcome could subject the Company
  to significant liabilities to third parties and require the Company to cease
  using such technology.

There can be no assurance that current
  and potential competitors and other third parties have not filed or in the future
  will not file applications for, or have not received or in the future will not
  receive, patents or obtain additional proprietary rights relating to products
  or processes used or proposed to be used by the Company. Many non-United States
  jurisdictions allow oppositions by third parties to granted patents and/or issued
  patents. The Company may have to participate in opposition proceedings in non-United
  States jurisdictions to prevent a third party from obtaining a patent that may
  be adverse to the Company's interests. Also, the Company may have to defend
  against a third party's opposition to a patent granted and/or issued to the
  Company. There can be no assurance that the Company will be successful in an
  opposition proceeding, and participation in such a proceeding could result in
  substantial cost to the Company whether or not the eventual outcome is favorable
  to the Company. Moreover, there is certain subject matter which is patentable
  in the United States and not generally patentable outside of the United States
  and this may limit the protection the Company can obtain on some of its inventions
  outside of the United States. For example, the scope of protection for software-based
  inventions varies from country to country.  These and/or other issues may
  prevent the Company from obtaining meaningful patent protection outside of the
  United States, which could have a material adverse effect on the Company's business,
  financial condition and results of operations.

Conducting an Internet Based Business
  May Subject the Company to Litigation Risks

The Company may be sued for information
  disseminated on the Internet, including claims for defamation, negligence, copyright
  or trademark infringement, personal injury or other legal theories relating
  to the information the Company publishes through its services. These types of
  claims have been brought, sometimes successfully, against online services as
  well as other print publications in the past.  The Company could also be
  subjected to claims based upon the content that is accessible from its system
  through links to other web sites or through content and materials that may be
  posted by users in chat rooms.  While no such policy presently exists,
  the Company intends to obtain Errors and Omission insurance for its programming,
  and general liability insurance for its other activities, but it is impossible
  to determine definitively if the Company will have adequate protection against
  these types of claims.  The Company intends to investigate, but as of the
  date of this Information Statement has not implemented, the availability of
  specialty “cyber” insurance, which is a newly created type of policy
  which may offer risk protection for certain aspects of the Company's activities.

To the extent that the Company engages
  in or facilitates e-commerce activities, the Company may also incur potential
  liability for services sold over the Internet.  Consumers may sue the Company,
  for instance, if any of the information it provides is inaccurate and as a result,
  causes financial harm to a user.  Such claims could require the Company
  to spend significant time and money in litigation or to pay significant damages. 
  As a result, any such claims, whether or not successful, could seriously damage
  the Company's reputation and its business.Conducting an Internet Based Business
  May Subject The Company to Security Risks

Internet security concerns could
  hinder the Company's development of revenue from e-commerce activities. 
  The need to securely transmit confidential information over the Internet has
  been a significant barrier to electronic commerce and communications over the
  Internet.  Any well-publicized compromise of security could deter people
  from using the Internet or using it to conduct transactions that involve transmitting
  confidential information.  The Company may incur significant costs to protect
  against the threat of security breaches or to alleviate problems caused by such
  breaches.

In addition, third parties may misappropriate
  personal information about the Company's potential users.  If third parties
  were able to penetrate the Company's network security or otherwise misappropriate
  the Company's users' personal information or credit card information, the Company
  could be subject to liability.  The Company's liability could include claims
  for unauthorized purchases with credit card information, impersonation or other
  similar fraud claims.  Liability could also include claims for other misuses
  of personal information, such as for unauthorized marketing purposes. 
  These claims could result in litigation.  In addition, the Federal Trade
  Commission and state agencies have been investigating certain Internet companies
  regarding their use of personal information.  The Company would incur additional
  expenses if new regulations regarding the use of personal information are introduced
  or if Company's privacy practices are investigated.

Company's Business is Both Highly
  Competitive and Subject to Rapid Technological Change

The Company competes against a number
  of companies, many of which have longer operating histories, established markets
  and far greater financial, advertising, research and development, manufacturing,
  marketing, personnel and other resources than the Company currently has or may
  reasonably be expected to have in the foreseeable future.  This competition
  may have an adverse effect on the ability of the Company to expand its operations
  or to operate profitably.  The software industry in general, and the encrypted
  software segment in particular, is highly competitive and characterized by rapid
  technological change.  The Company's future performance will depend in
  large part upon its ability to become and remain competitive and to develop,
  manufacture and market acceptable products in these markets.  Competitive
  pressures may necessitate price reductions, which can adversely affect any revenues
  and profits.  If the Company is not competitive in its ongoing research
  and development efforts, its products and services may become obsolete, or be
  priced above competitive levels.  Although management believes that, based
  upon their performance and price, the Company's services are attractive to customers,
  there can be no assurance that competitors will not introduce comparable or
  technologically superior products, which are priced more favorably than the
  Company's products and services.

The Authorization and Issuance of
  Blank-Check Preferred stock May Prevent or Discourage a Change in the Company's
  Management

The Company's amended articles of
  incorporation will authorize the board of directors to issue preferred stock
  without stockholder approval having terms, conditions, rights, preferences and
  designations as the board may determine.  The rights of the holders of
  our Common Stock will be subject to, and may be adversely affected by, the rights
  of the holders of any preferred stock providing desirable flexibility in connection
  with possible acquisitions and other corporate purposes, could have the effect
  of discouraging a person from acquiring a majority of the Company's outstanding
  common stock.

The Difficulty in Acquiring the Company
  Could Depress Its Stock Price

Nevada corporate law and our amended
  articles of incorporation and amended by-laws will contain provisions that could
  delay, defer or prevent a change in control of the Company's company or our
  management.  These provisions could discourage information contests and
  make it more difficult for stockholders to elect director and take other corporate
  actions.  As a result, these provisions could limit the price that investors
  are willing to pay in the future for shares of the Company's common stock. 
  Without prior stockholder approval, the board of directors has the authority
  to issue one or more classes of preferred stock with rights senior to those
  of common stock and to determine the rights, privileges and inference of that
  preferred stock.

The Penny Stock Rules May Have an
  Adverse Effect Upon Liquidity of the Company's Shares

If the shares of the common stock
  are listed on The NASDAQ Stock Market or certain other national securities exchanges
  and the price thereof is below $5.00, then subsequent purchases of such securities
  will be subject to the requirements of the penny stock rules absent the availability
  of another exemption.  The SEC has adopted rules that regulate broker-dealer
  practices in connection with transactions in "penny stocks." 
  Penny stocks generally are equity securities with a price of less than $5.00
  (other than securities registered on certain national securities exchanges or
  quoted on The NASDAQ Stock Market).  The penny stock rules require a broker-dealer
  to deliver a standardized risk disclosure document required by the SEC, to provide
  the customer with current bid and offer quotations for the penny stock, the
  compensation of the broker-dealer and its salesperson in the transaction, monthly
  account statements showing the market value of each penny stock held in the
  customer's account, to make a special written determination that the penny stock
  is a suitable investment for the purchaser and receive the purchaser's written
  agreement to the transaction. These disclosure requirements may have the effect
  of reducing the level of trading activity in the secondary market for a stock
  that becomes subject to the penny stock rules.

The Liability of the Company's Directors'
  May be Limited under Nevada Law

Pursuant to Article X of the Company's
  By-Laws and under the provisions of Nevada law, directors of the Company are
  not liable to the Company or its stockholders for monetary damages for breach
  of fiduciary duty, except for liability in connection with a breach of the duty
  of loyalty, for acts or omissions not in good faith or which involve intentional
  misconduct or a knowing violation of law, for dividend payments or stock repurchases
  illegal under Nevada law or any transaction in which a director has derived
  an improper personal benefit.

The Company Does Not Carry Any Key
  Man Insurance

The Company presently has no key
  man life insurance policies. As soon as practicable following the commencement
  of profitable operations, of which there can be no assurance, the Company intends
  to purchase key man life insurance on the life of its founder and principal
  executive officers, Otto Bethlen. Upon purchase of such insurance, the Company
  intends to pay the premiums and be the sole beneficiary. The lack of such insurance
  may have a material adverse effect upon the Company's business.

Lack of Profitability

The Company currently operates at
  a loss. No assurance can be given that the Company will achieve sufficient revenues
  for profitability. We believe that we will continue to incur operating and net
  losses for at least the foreseeable future. The rate at which we will incur
  losses is expected to increase from current levels for a period when we intend
  to increase our costs and expenses.  Even if the Company attains profitability,
  there is no assurance that it can sustain or increase profitability on a quarterly
  or annual basis in the future.  If revenues grow slower than anticipated,
  or if operating expenses exceed expectations or cannot be adjusted accordingly,
  the Company's business, results of operations and financial condition will be
  materially and adversely affected.

Competition

The Company expects to compete with
  other companies engaged in the Internet and e-commerce industries.  Competitors
  in this industry could have more personnel and greater financial and other resources
  than the Company.  The Company may also compete directly with firms that
  have much longer operating histories, greater size, more substantial marketing
  organizations and established distribution channels that are better situated
  in the market.  The Company does not yet have an established customer base
  and will likely encounter a high degree of competition in developing one. 
  One or more competitors could use their resources to improve their current services
  or to develop new services that may compete more effectively.  New competitors
  may arise and may develop services, which compete with the Company.  In
  addition, new technologies may arise which could lower or eliminate the demand
  for the Company's services or make them obsolete.  Recognizing these factors,
  the Company intends to attempt to form marketing and distribution alliances
  with established marketing and distribution firms for its services.  No
  assurance can be given that such relationships can be established or maintained.

Additional Capital Requirements

The Company's need for capital during
  the next twelve months or more will vary based upon a number of factors, including
  the rate at which demand for its products and service expands, the level of
  sales and marketing activities for its service, and the level of effort needed
  to develop and commercialize additional applications.  In addition, the
  Company's business plans may change or unforeseen events may occur which require
  the Company to raise additional funds.

Additional funds may not be available
  on terms acceptable to the Company when it needs such funds.  The unavailability
  of additional funds when needed could have a material adverse effect on the
  Company.  If adequate funds are not available to satisfy short-term or
  long-term requirements, management will be required to consider a variety of
  other options including seeking joint venture partners, selling or licensing
  all or a portion of the Company's proprietary technology, curtailing the development
  and growth of the services the Company offers, as well as other cost cutting
  actions, including suspending all or a portion of the Company's activities.

Dependence on Executive Officers
  and Directors

The Company's success is dependent
  on the efforts and abilities of its officers and directors.  The Company
  currently does not have employment agreements with its executive officers. 
  The loss of the services of any of these individuals could materially and adversely
  affect the development of the Company's business plan.

The Company's ability to attract
  and retain qualified marketing and management personnel is critical to its operations.
  While management believes it will be able to attract and retain sufficient professional
  employees to meet its needs, there can be no assurance that management is correct. 
  If the Company is unable to employ the qualified employees needed, then its
  business would be materially and adversely affected.

Control by Board of Directors and
  Management

The Company's shareholders will not
  have substantial participation in the Company's management.  Rather, they
  must rely on the Company's management and the expertise provided by the Company's
  Board of Directors.

Dependence on Emerging Markets

All of the Company's revenue will
  be directly connected to the exploitation of the Company's business plan. 
  The Company's success will depend, in large part, upon the development and expansion
  of this business plan, the growth and development of which cannot be predicted
  with any certainty and which is subject to, among other things, ongoing technological
  developments and regulatory and access issues.  The Company cannot predict
  the size of the market or the rate at which the market will grow.

Growth of Internet Usage

The Company's future e-commerce revenues
  and profits, if any, substantially depend upon the widespread acceptance and
  use of the Internet as an effective medium of business and communication by
  our targeted customers. Rapid growth in the use of and interest in the Internet
  has occurred only recently. As a result, acceptance and use may not continue
  to develop at historical rates, and a sufficiently broad base of consumers may
  not adopt, and continue to use, the Internet and other online services as a
  medium of commerce. In addition, the Internet may not be accepted as a viable
  long-term commercial marketplace for a number of reasons, including potentially
  inadequate development of the necessary network infrastructure or delayed development
  of enabling technologies and performance improvements. The Company's success
  will depend, in large part, upon third parties maintaining the Internet infrastructure
  to provide a reliable network backbone with the speed, data capacity, security
  and hardware necessary for reliable Internet access and services.

Dependence Upon Third Party Relationships

The Company will be dependent on
  various third parties for software and related services.  As a result,
  the Company's ability to deliver various services to its potential users may
  be adversely affected by the failure of these third parties to provide reliable
  software, equipment and related services to the Company.  In addition,
  there can be no assurance that the Company will be successful in establishing
  and maintaining such relationships with those entities on terms favorable to
  the Company.

Government Regulation

Laws and regulations directly applicable
  to communications or commerce over the Internet are becoming more prevalent.
  The law of the Internet remains largely unsettled, even in areas where there
  has been some legislative action. It may take years to determine whether and
  how existing laws such as those governing privacy; libel and taxation apply
  to our services. The rapid growth and development of the market for online commerce
  may prompt calls for more stringent consumer protection laws that may impose
  additional burdens on companies conducting business online. The adoption or
  modification of laws or regulations relating to the Internet business could
  result in a decrease in demand for our services.

Risks Associated with Technological
  Change

The market in which the Company will
  compete is characterized by rapidly changing technology, evolving industry standards,
  frequent new product and service announcements, introductions and enhancements,
  and changing customer demands.  These market characteristics are heightened
  by the emerging nature of the Internet and e-commerce.  Accordingly, the
  Company's future success will depend on its ability to adapt to rapidly changing
  technologies, its ability to adapt its services to meet evolving industry standards
  and its ability to continually improve the performance, features and reliability
  of the Company's web sites in response to both changing customer demands and
  competitive product and service offerings.  The Company's failure to successfully
  adapt to such changes in a timely manner could have a material adverse effect
  on the Company's business, results of operations and financial condition.

Item 2. Properties

The Company's executive offices are
  located in 2,845 square feet of leased office space located at 200 SE 1st Street
  Miami FL 33145. Monthly rent expense is $3,793 per month plus taxes, under a
  lease that expires April 2010, with annual rent escalations.

Item 3. Legal Proceedings

The Company may become involved in
  various claims and legal actions arising in the ordinary course of business.
  In the opinion of management, the ultimate disposition of these matters will
  not have a material adverse effect on the Company's consolidated financial position,
  results of operations or liquidity. No accruals have been established for any
  pending legal proceedings.

The Company entered into an Agreement
  with Carter Hodges Pritchett, which was to provide ten billboards in the Miami
  area to launch a branding campaign. The Company alleges that Carter failed to
  erect the billboards in the time agreed upon and the Company cancelled the agreement.
  The unpaid portion of this agreement was $275,000. The Company has not accrued
  for any potential damages in this circumstance, primarily because Carter has
  made no contact to indicate intention to seek performance under this Agreement.

Item 4. Submission of Matters to
  a Vote of Security Holders

On September 13, 2004, approximately
  80% of the stockholders of the Company approved an amendment to the Company's
  articles of incorporation to change the name of the Company to EZ2 Companies,
  Inc., a stock split that resulted in the issuance of five new shares for each
  share held on the date of record, an increase in the number of authorized shares
  of the common stock of the Company, and creation of a Preferred Stock class
  with 5,000,000 authorized shares.

PART II

Item 5. Market for Company's Common
  Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

(a) Market Information

From approximately December
  31, 2002 through May 2003, the Company's common stock, its only class of trading
  securities, has been eligible for trading in the over-the-counter market on
  the OTC Bulletin Board Market. However, during the period between December 31,
  2002 and March 31,2005, and as reported by NASDAQ, there has been little or
  no reported trading in the Company's common stock. Consequently, the Company
  has presented the following table detailing the past two years pricing history,
  noting that only during the most recent fiscal year has the Company's stock
  experienced any significant trading volume:

|Period                            | High  | Low  
|--------------------------------- | ----- | -----
|January 1, 2003-March 30, 2003    | NA    | NA   
|April 1, 2003-June 30, 2003       | NA    | NA   
|July 1, 2003-September 30, 2003   | NA    | NA   
|October 1, 2003-December 31, 2003 | NA    | NA   
|January 1, 2004-March 30, 2004    | $.01  | $.008
|April 1, 2004-June 30, 2004       | $.083 | $.01 
|July 1, 2004-September 30, 2004   | $.122 | $.03 
|October 1, 2004-December 31, 2004 | $.135 | $.034
|January 1, 2005-March 31, 2005    | $.22  | $.011

In recent years, the stock market
  has experienced extreme price and volume fluctuations that have had a substantial
  effect on the market prices for many small and emerging growth companies such
  as the Company, which may be unrelated to the operating performances of the
  specific companies. Some companies that have experienced volatility in the market
  price of their stock have been the objects of securities class action litigation.
  If the Company became the object of securities class action litigation, it could
  result in substantial costs and a diversion of its management's attention and
  resources and have an adverse effect on the Company's ability to consummate
  a business combination. In addition, holders of shares of the Company's common
  stock could suffer substantial losses as a result of fluctuations and declines
  in the market price of the Company's common stock.

The trading of shares of the Company's
  common stock is subject to limitations set forth in Rule 15g-9 of the Exchange
  Act. This rule imposes sales practice requirements on broker-dealers who sell
  so-called "penny stocks" to persons other than established customers,
  accredited investors or institutional investors. For any transaction involving
  a penny stock, unless exempt, the rules require that a broker or dealer: (i)
  approve a person's account for transactions in penny stocks; and (ii) receive
  from the investor a written agreement to the transaction, setting forth the
  identity and quantity of the penny stock to be purchased. In order to approve
  a person's account for transactions in penny stocks, the broker or dealer must:
  (i) obtain financial information and investment experience and objectives of
  the person; and (ii) make a reasonable determination that the transactions in
  penny stocks are suitable for that person and that person has sufficient knowledge
  and experience in financial matters to be capable of evaluating the risks of
  transactions in penny stocks. The broker or dealer must also deliver, prior
  to any transaction in a penny stock, a disclosure schedule relating to the penny
  stock market, which, in highlight form, (i) sets forth the basis on which the
  broker or dealer made the suitability determination; and (ii) that the broker
  or dealer received a signed, written agreement from the investor prior to the
  transaction. Disclosure also has to be made about the risks of investing in
  penny stocks in both public offerings and in secondary trading, and about commissions
  payable to both the broker-dealer and the registered representative, current
  quotations for the securities and the rights and remedies available to an investor
  in cases of fraud in penny stock transactions. Finally, monthly statements have
  to be sent disclosing recent price information for the penny stock held in the
  account and information on the limited market in penny stocks.

(b) Holders

As of December 31, 2004, the approximate
  number of holders of record of shares of the Company's Common Stock, $.001 par
  value per share, the Company's only class of trading securities, was believed
  by management to be as follows:

There are approximately 100 holders
  of record that own the Company's common stock. The Company has never paid cash
  dividends on the Company's common stock. The Company intends to keep future
  earnings, if any, to finance the expansion of the Company's business, and the
  Company does not anticipate that any cash dividends will be paid in the near
  future. The Company's future payment of dividends will depend on the Company's
  earnings, capital requirements, expansion plans, financial condition and other
  relevant factors.

Management believes there are many
  shareholders whose securities are held in street name with various brokerage
  houses. The exact number of shareholders is unknown to the Company.

(c) Dividends

The Company has paid no dividends
  since its incorporation. Other than the requirements of Chapter 78 of the Nevada
  Revised Statutes that dividends be paid out of capital surplus only and that
  the declaration and payment of a dividend not render the Company insolvent,
  there are no restrictions on the Company's present or future ability to pay
  dividends.

The payment by the Company of dividends,
  if any, in the future rests within the discretion of its Board of Directors
  and will depend, among other things, upon the Company's earnings, its capital
  requirements, and its financial conditions, as well as other relevant factors.

ANNUAL MEETING

The annual meeting of shareholders
  will be held on May 18, 2005 at the Company's offices at 200 SE 1st Street Miami
  FL at 10:00 AM.

Item 6. Management Discussion and Analysis of Results.

The following discussion contains
  forward-looking statements regarding the Company, its business, prospects and
  results of operations that are subject to certain risks and uncertainties posed
  by many factors and events that could cause the Company's actual business, prospects
  and results of operations to differ materially from those that may be anticipated
  by such forward-looking statements. Factors that may affect such forward-looking
  statements include, without limitation, our ability to successfully develop
  new products for new markets; the impact of competition on the Company's revenues,
  changes in law or regulatory requirements that adversely affect or preclude
  customers from using our products for certain applications, delays in our introduction
  of new products or services, and failure by us to keep pace with emerging technologies.
  When used in this discussion, words such as "believes," "anticipates,"
  "expects," "intends," and similar expressions are intended
  to identify forward-looking statements, but are not the exclusive means of identifying
  forward-looking statements. Readers are cautioned not to place undue reliance
  on these forward-looking statements, which speak only as of the date of this
  report. We undertake no obligation to revise any forward-looking statements
  in order to reflect events or circumstances that may subsequently arise. Readers
  are urged to carefully review and consider the various disclosures made by us
  in this report and other reports filed with the Securities and Exchange Commission
  that attempt to advise interested parties of the risks and factors that may
  affect our business.

Results of operations

Revenues

The Company is a development stage
  technology Company that had only $1,510 in operating revenues for the fiscal
  year ended December 31, 2004 and no revenues for the fiscal year ended December
  31, 2003. EZ2 companies, Inc. purchased controlling interest in Edgar Filing.net,
  by purchasing 45,344,208 shares of common stock on May 25, 2004 for the sum
  of $155,560. The Company is in negotiation with several potential partners for
  its technology in each Internet area, and hopes that such partnerships will
  allow third parties to expend the marketing funds to launch these platforms
  nationally. The Company also has purchased assets and continues to seek asset
  purchases that allow the Company to create partnerships with companies, or to
  acquire assets of existing companies that have registered users, which would
  enable the Company to market its service offerings directly to those users.

Expenses

Total operating expenses for the
  fiscal year ended December 31, 2004 were approximately $692,000 for the fiscal
  year ended December 31, 2004, and approximately $44,000 for the fiscal year
  ended December 31, 2003. Professional fees were approximately $35,000 for the
  fiscal year ended December 31, 2004, as compared to approximately $17,000 for
  the fiscal year ended December 31, 2003. Salaries and officer's compensation
  were approximately $280,000 for the fiscal year ended December 31, 2004, as
  compared with zero for the year ended December 31, 2003. Additional selling,
  general and administration costs were approximately $377,000 for the fiscal
  year ended December 31, 2004, which included approximately $176,000 in advertising,
  $80,000 in consulting and $36,000 in rent expense, as compared with approximately
  $27,000 in total selling, general and administrative expenses for the fiscal
  year ended December 31, 2003.

These expenses are primarily driven
  by expansion in staff and support as the Company attempts to launch its technologies
  and internet portal sites; including advertising, marketing
  and selling expenses related thereto, as compared to last year's expenses which
  were primarily attributable to maintaining reporting requirements and searching
  for business opportunities for the Company's shareholders.

Interest Expenses

The Company incurred interest expense
  of approximately $29,000 related to its note payable to a stockholder for the
  fiscal year ended December 31, 2004, compared with zero in 2003.

Liquidity and Capital Resources

At December 31, 2004, our total assets consisted of fixed and intangible assets
  of approximately $168,000, and prepaid expenses of approximately $305,000. The
  prepaid expenses arose from consulting agreements and service agreements entered
  into during the year, in which the Company paid for services to be delivered
  over a two-year period with common stock. The Company issued approximately 29,450,000
  shares in exchange for these services. At the same date, the Company had working
  capital deficit of approximately $265,000. Since the acquisition of the controlling
  interest Company by EZ 2 Companies.com, Inc., and the subsequent change of business
  plan, the Company has relied upon a demand credit facility from a shareholder
  of the Company. No assurances can be given that our revised business plan will
  succeed or that this shareholder will support the cash requirements of the Company
  indefinitely.

The
  following table lists the future payments required on our debt and any other
  contractual obligations as of December 31, 2004:

|OBLIGATIONS          | Total    | 1 year or less | 1-3 years | 4-5 years | More than 5 years
|-------------------- | -------- | -------------- | --------- | --------- | -----------------
|Bridge Loan (1)      | $375,542 | 375,542        | --        | --        | --               
|Operating Leases (2) | $302,434 | 81,389         | 129,726   | 84,852    | 6,467            
|                     |          |                |           |           |                  
|Total Obligations    | $677,976 | $456,931       | $129,726  | $84,852   | $6,467           

1. Represents bridge loan from shareholder
2. Represents operating lease payments for office equipment and contractual
      rent obligations for office space

Net Loss

Our fiscal year ended December 31,
  2004 resulted in a net loss of approximately $719,000, compared to net loss
  of $44,000 for the fiscal year ended December 31, 2003. The loss increase was
  due to a rise in advertising and consulting expenses, professional fees and
  officers' compensation as we moved into full-scale development of our Internet
  technology.

The weighted average number of common
  shares outstanding in each period yielded a loss per share of $0.01 for the
  fiscal year ended December 31, 2004 versus $0.00 for fiscal year ended December
  31, 2003.

Critical Accounting Policies

The Company's accounting policies
  are more fully described in Note 2 of the consolidated financial statements.
  As discussed in Note 2, the preparation of financial statements and related
  disclosures in conformity with accounting principles generally accepted in the
  United States of America requires management to make estimates and assumptions
  about the future events that affect the amounts reported in the consolidated
  financial statements and the accompanying notes. Management bases its estimates
  on historical experience and on various other assumptions that are believed
  to be reasonable under the circumstances. Actual differences could differ from
  these estimates under different assumptions or conditions. The Company believes
  that the following addresses the Company’s most critical accounting policies:

Income Taxes:

We account for income taxes in accordance
  with Statement of Financial Accounting Standards No. 109, "Accounting for
  Income Taxes." (SFAS No. 109). Under SFAS 109, deferred tax assets and
  liabilities are measured using enacted tax rates in effect for the year in which
  the differences are expected to reverse. Deferred tax assts will be reflected
  on the balance sheet when it is determined that it is more likely than not that
  the asset will be realized. A valuation allowance has currently been recorded
  to reduce our deferred tax asst to $0. Accordingly, our potential deferred tax
  asset of $0 at December 31, 2004, may never be realized if we do not become
  profitable.

Revenue
  Recognition:

The Company will recognize revenue
  for services when those services are delivered, and receives payment via credit
  card settlement for all services currently offered by the Companyís web
  businesses. The prevailing accounting guidance to be applied by the Company
  in its businesses with respect to the presentation of revenue on a gross versus
  a net basis is contained in Staff Accounting Bulletin No. 101, "Revenue
  Recognition in Financial Statements", as later clarified by Emerging Issues
  Task Force No. 99-19, "Reporting Revenue Gross as a Principal versus
  Net as an Agent (EITF 99-19)." The consensus of this literature is that
  the presentation of revenue as "the gross amount billed to a customer because
  it has earned revenue from the sale of goods or services or the net amount retained
  (that is, the amount billed to a customer less the amount paid to a supplier)
  because it has earned a commission or fee" is a matter of judgment that
  depends on the relevant facts and circumstances. The Company has some web businesses
  in which it would act as an agent, such as ez2vacation.com, and others in which
  it would be a principal with credit risk and direct revenues, such as ez2ask.com.

Intangible
  Assets:

Our
  long-lived assets include intangible assets and as of December 31, 2004
  had a net balance of $152,777. We amortize other intangible assets over their
  estimated economic useful lives. We must record an impairment charge on these
  assets when we determine that their carrying value may not be recoverable. The
  carrying value is not recoverable if it exceeds the undiscounted future cash
  flows resulting from the use of the asset and its eventual disposition. Based
  on the existence of one or more indicators of impairment, we measure any impairment
  of intangible assets based on a projected discounted cash flow method using
  a discount rate determined by our management to be commensurate with the risk
  inherent in our business model. Our estimates of future cash flows attributable
  to our other intangible assets require significant judgment based on our historical
  and anticipated results and are subject to many factors. Different assumptions
  and judgments could materially affect the calculation of the fair value of the
  other intangible assets, which could trigger impairment.

ITEM 7. FINANCIAL STATEMENTS

Report of Independent Registered
  Public Accounting Firm

Board of Directors and Stockholders
  of
  EZ2 Companies, Inc.
  Miami, FL

We have audited the accompanying
  balance sheet of EZ2 Companies,Inc. (a Development Stage
  Company) as of December 31, 2004, and the related statements of operations,
  shareholders' equity and cash flows for the year then ending. 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 audit.

We conducted our audit in accordance
  with the standards of the Public Company Accounting Oversight Board (United
  States). Those standards require that we plan and perform the audit to obtain
  reasonable assurance about whether the financial statements are free of material
  misstatement. The Company is not required to have, nor were we engaged to perform,
  an audit of its internal control over financial reporting. Our audit included
  consideration of internal control over financial reporting as a basis for designing
  audit procedures that are appropriate in the circumstances, but not for the
  purpose of expressing an opinion on the effectiveness of the Company's internal
  control over financial reporting. Accordingly, we express no such opinion. An
  audit includes examining, on a test basis, evidence supporting the amounts and
  disclosures in the financial statements assessing the accounting principles
  used and significant estimates made by management, as well as evaluating the
  overall financial statement presentation. We believe that our audit provides
  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 EZ2 Companies, Inc. at December 31, 2004, and the
  results of its operations and its cash flows for the year then ending, in conformity
  with accounting principles generally accepted in the United States ofAmerica.

The accompanying financial statements
  have been prepared assuming that the Company will continue as a going concern.
  As discussed in Note 2 to the financial statements, the Company has suffered
  recurring losses from operations, has negative working capital and an accumulated
  deficit that raises substantial doubt about its ability to continue as a going
  concern. Management's plans in regard to these matters are also described in
  Note 2. These financial statements do not include any adjustments that might
  result from the outcome of this uncertainty.

/s/ Lazar Levine & Felix LLP
  ------------------------
  Lazar Levine & Felix LLP

New York, NY
  April 20, 2005

BLOOM & CO., LLP

Certified Public Accountant 50 Clinton
  Street Suite 502 Hempstead, New York 11550 Tel. 516 486-5900

INDEPENDENT AUDITOR'S REPORT

Board of Directors Edgar Filing.net,
  Inc. 477 Madison Avenue - 12th Floor New York, NY 10022

We have audited the accompanying
  balance sheets of Edgar Filing.Net, Inc. as of December 31, 2003 and 2002, and
  the related statements of Operations, Statement of Changes in Stockholders’
  Equity, and cash flows for the years then ended. These financial statements
  are the responsibility of the Registrant’s management. Our responsibility
  is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance
  with auditing standards generally accepted in the United States of America.
  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 audit provides 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 Edgar Filing.Net. Inc. as of December 31, 2003 and 2002, and the results
  of its operations and its cash flows for the years then ended in conformity
  with accounting principles generally accepted in the United States of America.

The accompanying financial statements
  have been prepared assuming Edgar Filing.Net, Inc. will continue as a going
  concern. As discussed in the Note 3, the Registrant has sustained accumulated
  losses of $226,092, from inception to December 31, 2003 and has discontinued
  its principal line of operations. The Registrant’s ability to continue,
  as a going concern is dependent upon the successful completion of management
  plans to raise equity capital to finance the operating and capital requirements
  of Edgar Filing.Net, Inc. Including its search for a viable business combination
  candidate. Management's plans in regard to these matters are also described
  in Note 3. The financial statements do not include any adjustments that might
  result from the outcome of this uncertainty.

/s/ BLOOM & COMPANY LLP

Bloom & Co., LLP

Hempstead, New York

March 29, 2004

EZ2 Companies, Inc.
  (A Development Stage Company)
  BALANCE SHEETS

As of December 31,2004 and 2003

|ASSETS                                                                                                                                                                                | December 31, |  | December 31,
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------ |  | ------------
|                                                                                                                                                                                      | 2004         |  | 2003        
|Current Assets:                                                                                                                                                                       |              |  |             
|Cash                                                                                                                                                                                  | $ --         |  | $10,000     
|                                                                                                                                                                                      |              |  |             
|Prepaid expenses-current                                                                                                                                                              | 198,604      |  | --          
|Total Current Assets                                                                                                                                                                  | 198,604      |  | 10,000      
|                                                                                                                                                                                      |              |  |             
|Fixed Assets:                                                                                                                                                                         |              |  |             
|Office equipment                                                                                                                                                                      | 15,486       |  | --          
|Accumulated depreciation                                                                                                                                                              | (494)        |  | --          
|Total Fixed Assets                                                                                                                                                                    | 14,992       |  | --          
|Other Assets:                                                                                                                                                                         |              |  |             
|Intangible asset, net of amortization                                                                                                                                                 | 152,777      |  | --          
|Prepaid expenses-non-current                                                                                                                                                          | 106,250      |  | --          
|Security deposit                                                                                                                                                                      | 5,459        |  | --          
|Total Other Assets                                                                                                                                                                    | 264,486      |  | --          
|TOTAL ASSETS                                                                                                                                                                          | $478,082     |  | $10,000     
|                                                                                                                                                                                      |              |  |             
|LIABILITIES AND STOCKHOLDER’S
        EQUITY (DEFICIT)                                                                                                                                |              |  |             
|Current Liabilities:                                                                                                                                                                  |              |  |             
|Bank overdraft                                                                                                                                                                        | $ 2,165      |  | --          
|Accounts payable                                                                                                                                                                      | 30,055       |  | --          
|Due to Brentwood Capital Corp                                                                                                                                                         | --           |  | 56,655      
|Bridge loan                                                                                                                                                                           | 375,542      |  | --          
|Accrued expenses                                                                                                                                                                      | 23,832       |  | --          
|Accrued interest                                                                                                                                                                      | 28,618       |  | --          
|Deferred rent                                                                                                                                                                         | 3,684        |  | --          
|Income taxes payable                                                                                                                                                                  | --           |  | 417         
|Total Current Liabilities                                                                                                                                                             | 463,896      |  | 57,072      
|COMMITMENTS AND CONTINGENCIES                                                                                                                                                         |              |  |             
|Stockholders' Equity (Deficit):
        Preferred stock, $0.001 par value,
        5,000,000 shares authorized, no shares issued or outstanding                                       | --           |  | --          
|Common stock, $0.001 par value,
      500,000,000 shares authorized,
      104,716,667 and 54,066,750 shares issued and outstanding
      at December 31, 2004 and 2003, respectively | 104,717      |  | 54,067      
|Additional Paid In Capital                                                                                                                                                            | 904,714      |  | 124,953     
|Subscription Receivable                                                                                                                                                               | (50,050)     |  | --          
|Deficit accumulated prior to development
        stage                                                                                                                                | (226,092)    |  | (226,092)   
|Deficit accumulated during the
        development stage                                                                                                                              | (719,103)    |  | --          
|Total Equity (Deficit)                                                                                                                                                                | 14,186       |  | (47,072)    
|TOTAL LIABILITIES AND EQUITY (DEFICIT)                                                                                                                                                | $478,082     |  | $ 10,000    

See accompanying Notes to Financial Statements

EZ2 Companies, Inc.
  (A Development Stage Company)
  STATEMENTS OF OPERATIONS

For the years ended December 31, 2004 and 2003

|                                                                             | 2004       |  | 2003      
|---------------------------------------------------------------------------- | ---------- |  | ----------
|                                                                             |            |  |           
|Revenue                                                                      | $ 1,510    |  | $ --      
|                                                                             |            |  |           
|Expenses:                                                                    |            |  |           
|                                                                             |            |  |           
|Professional fees                                                            | 34,925     |  | 16,754    
|Officer's compensation                                                       | 133,467    |  | --        
|Salaries & related costs                                                     | 146,947    |  | --        
|Selling, general & administrative expenses                                   | 376,656    |  | 27,253    
|                                                                             |            |  |           
|Total operating expenses                                                     | 691,995    |  | 44,007    
|                                                                             |            |  |           
|Operating Loss                                                               | (690,485)  |  | (44,007)  
|                                                                             |            |  |           
|Other (expense):                                                             |            |  |           
|Interest expense                                                             | (28,618)   |  | --        
|Total other (expense)                                                        | (28,618)   |  | --        
|                                                                             |            |  |           
|Loss before taxes                                                            | (719,103)  |  | (44,007)  
|                                                                             |            |  |           
|Income tax expense                                                           | --         |  | $512      
|                                                                             |            |  |           
|Net Loss                                                                     | ($719,103) |  | ($44,519) 
|                                                                             |            |  |           
|Loss per share-basic and diluted                                             | ($0.01)    |  | $0.00     
|                                                                             |            |  |           
|Weighted average number of
      common shares outstanding-basic and diluted | 78,523,266 |  | 50,867,435

See accompanying Notes to Financial Statements

(1) The figures for the fiscal
  year ended December 31, 2004 are the same for the cumulative development stage.

EZ2 Companies, Inc.

(a Development Stage Company)

Statements of Changes in Stockholders' Equity for the years ended
  December 31, 2004 and 2003

|                                               | Common Stock | Additional
      Paid-in
      Capital | Common
      Stock
      Subscribed | Deficit Prior to development
        stage | Deficit during development
        stage | Total     
|---------------------------------------------- | ------------ | -------------------------------------- | ----------------------------------- | ------------------------------------------ | ---------------------------------------- | ----------
|                                               | Shares       | Amount                                 |                                     |                                            |                                          |           
|Balance January 1, 2003                        | 54,066,750   | $54,067                                | $124,953                            | ($8,000)                                   | ($181,573)                               |           
|Payment for subscribed shares                  |              |                                        |                                     | 8,000                                      |                                          |           
|Net loss                                       |              |                                        |                                     |                                            | (44,519)                                 |           
|Balance December 31, 2003                      | 54,066,750   | 54,067                                 | 124,953                             | --                                         | (226,092)                                | --        
|Subscribed Shares                              | 5,933,250    | 5,933                                  | 39,067                              | (45,000)                                   | --                                       | --        
|Shares issued for purchase of assets           | 3,266,667    | 3,267                                  | 162,733                             | --                                         | --                                       | --        
|Common stock issued for officer’s compensation | 12,000,000   | 12,000                                 | 48,000                              | --                                         | --                                       | --        
|Options issued to consultants for services     | --           | --                                     | 369.786                             | --                                         | --                                       | --        
|Exercise of consultant’s stock options         | 26,500,000   | 26,500                                 | (21,450)                            | (5,050)                                    | --                                       | --        
|Common stock issued for consulting services    | 2,950,000    | 2,950                                  | 123,800                             | --                                         | --                                       | --        
|Brentwood debt contributed to capital          |              |                                        | 57,825                              | --                                         | --                                       | --        
|Net loss                                       | --           | --                                     | --                                  | --                                         | --                                       | (719,103) 
|Balance December 31, 2004                      | 104,716,667  | $104,717                               | $904,714                            | ($50,050)                                  | ($226,092)                               | ($719,103)



*All prior period references to common shares and per share amounts
  have been retroactively restated to reflect the 6:1 stock split which occurred
  on September 14, 2004.

See accompanying Notes to Financial Statements

EZ2 Companies, Inc.
  (A Development Stage Company)
  STATEMENTS OF CASH FLOWS
  FOR THE YEARS ENDED DECEMBER 31, 2004 AND 2003

|                                                                                  | 2004        |  | 2003     
|--------------------------------------------------------------------------------- | ----------- |  | ---------
|Cash flows from operating activities:                                             |             |  |          
|Net (loss)                                                                        | ($ 719,103) |  | ($44,519)
|Adjustments to reconcile net loss
      to net cash used by operating activities: |             |  |          
|Deferred rent                                                                     | 3,684       |  | --       
|Depreciation & amortization                                                       | 3,717       |  | --       
|Stock and options issued for consulting
        and compensation                  | 251,682     |  | --       
|Changes in assets & liabilities:                                                  |             |  |          
|Accounts payable                                                                  | 30,055      |  | --       
|Accrued expenses                                                                  | 23,832      |  | --       
|Accrued interest                                                                  | 28,618      |  | --       
|Income taxes payable                                                              | (417)       |  | 17       
|                                                                                  |             |  |          
|Net Cash used by Operating Activities                                             | (377,932)   |  | (44,502) 
|                                                                                  |             |  | --       
|Cash flows from Investing activities:                                             |             |  | --       
|Purchase of property & equipment                                                  | (5,486)     |  | --       
|Security deposit                                                                  | (5,459)     |  | --       
|Brentwood Capital loan                                                            | 11,170      |  | 46,502   
|Payment to Brentwood Capital Corp                                                 | (10,000)    |  | --       
|                                                                                  |             |  |          
|Net cash (used in) provided by
        Investing Activities                       | (9,775)     |  | 46,502   
|                                                                                  |             |  |          
|Cash flows from financing activities:                                             |             |  |          
|Overdraft                                                                         | 2,165       |  | --       
|Bridge loan                                                                       | 375,542     |  | --       
|Payment of common stock subscription                                              | --          |  | 8,000    
|Net cash provided by financing
        activities                                 | 377,707     |  | 8,000    
|                                                                                  |             |  |          
|Net increase (decrease) in cash                                                   | (10,000)    |  | 10,000   
|Cash-beginning                                                                    | 10,000      |  | --       
|Cash-ending                                                                       | $ 0         |  | $10,000  
|Cash paid for:                                                                    |             |  |          
|Interest                                                                          | --          |  | --       
|Income taxes                                                                      | 417         |  | --       
|Noncash items:                                                                    |             |  |          
|Net assets acquired for stock                                                     | 166,000     |  |          
|Stock issued for serviced rendered
        (prepaid portion)                      | 304,854     |  |          
|Stock subscriptions                                                               | 50,050      |  |          
|Contribution of debt to capital                                                   | 57,825      |  |          

EZ2 Companies, Inc.
  (A Development Stage Company)
  NOTES TO FINANCIAL STATEMENTS
  December 31, 2004

Note 1 - History and Organization of the Company

Edgar Filing.net, Inc. (the "Company") was incorporated
  in Nevada on May 28, 1999. From inception through May 9, 2002, the Company sought
  to become engaged in providing electronic filing services for clients that need
  to electronically file prospectuses, registration statements, and other documents
  pursuant to federal securities laws with the Securities and Exchange Commission
  (the "SEC") via the SEC's electronic data gathering system entitled
  Electronic Data Gathering Analysis and Retrieval ("EDGAR"). On May
  9, 2002, the Company ceased all business operations and entered into a stock
  purchase agreement (the "Agreement") with Midwest Merger Management,
  LLC, a then non-affiliated privately owned Kentucky limited liability company
  ("Midwest"), whereby Midwest acquired a majority ownership interest
  in the issued and outstanding common stock of the Company. As of the date of
  the Agreement, and for five years prior thereto, Midwest was engaged in the
  business of identifying, acquiring and financing business operations.

On May 25, 2004, The Company and Midwest (the "Selling
  Shareholder"), consummated the terms of a Stock Purchase Agreement with
  EZ2 Companies.com, Inc., a privately owned, Florida corporation (the "Purchaser").
  Pursuant to the terms of the Agreement, the Purchaser acquired an aggregate
  of 45,344,208 shares of the then 64,500,000 issued and outstanding shares of
  the Company's common stock, par value $.001 per share, from the Selling Shareholder
  for the purchase price of $155,560 delivered at the closing by wire transfer.
  Accordingly, EZ2 Companies.com, Inc. became the new parent of the Company, owning
  70% of the issued and outstanding stock.

On September 13, 2004, the Board of Directors and approximately
  80% of the stockholders of the Company approved an amendment to the Company's
  articles of incorporation to change the name of the Company to EZ2 Companies,
  Inc., a stock split that resulted in the issuance of five new shares for each
  share held on the date of record, an increase in the number of authorized shares
  of the common stock of the Company, and creation of preferred stock class with
  5,000,000 authorized shares.

All prior period references to common shares and per share
  amounts have been retroactively restated to reflect the 6:1 stock split which
  occurred on September 13, 2004.

As the Company was looking for a business during 2003, it was
  not considered to be a development stage entity during that year.

The Company's common stock is eligible for trading over the
  counter, on the NASDAQ bulletin board quotation system, under the symbol EZTO.

Note 2 - Summary of Significant Accounting Policies

Going Concern

These financial statements have been prepared in accordance
  with generally accepted accounting principles applicable to a going concern,
  which contemplates the realization of assets and the satisfaction of liabilities
  and commitments in the normal course of business. The company has sustained
  losses since inception and has accumulated losses of approximately $945,000
  as of December 31, 2004 ($719,000 during the development stage). The Company's
  ability to continue as a going concern is dependent upon the successful completion
  of additional financing arrangements and its ability to develop and sell its
  services. Management plans to raise equity capital to finance the operating
  and capital requirements of the Company. While the Company is expending its
  best efforts to achieve the above plans, there is no assurance that such activity
  will generate sufficient funds to accomplish its business purpose, or that the
  Company's business plans will be successful.

The Company has experienced losses since adopting its revised
  business operations in accordance with shareholder approval, and has no shareholder's
  equity or liquidity to continue to fund such losses. The Company currently has
  a bridge loan agreement with a shareholder that is convertible into equity,
  which is not sufficient to provide the Company with operating capital requirements
  through year-end, and furthermore is in default of such convertible loan as
  of April 1, 2005. The Company is seeking additional capital to fund its ongoing
  operations, without which it is unlikely the Company could remain a going concern.

Estimates

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

Fair Value of Financial Instruments

Fair value estimates discussed herein are based upon certain
  market assumptions and pertinent information available to management. The respective
  carrying value of certain on-balance-sheet financial instruments approximated
  their fair values. These financial instruments include cash and accounts payable.
  Fair values were assumed to approximate carrying values for cash and payables
  because they are short term in nature and their carrying amounts approximate
  fair values or they are payable on demand.

Cash and Cash Equivalents

For purposes of financial statement presentation, the Company
  classifies all highly liquid investments purchased with an original maturity
  of three months or less to be cash equivalents.

Property & Equipment

Property and equipment are stated at cost less accumulated
  depreciation. For financial reporting purposes, depreciation is provided using
  the straight-line method, over useful lives ranging from three to seven years.
  Expenditures that significantly increase value or extend useful asset lives
  are capitalized. Expenditures for maintenance, repairs and renewals of a minor
  natures are charged against operations as incurred.

Advertising & Promotion

Advertising and promotion costs are expensed as incurred. For
  the years ended December 31, 2004 and 2003, advertising and promotions costs
  aggregated $176,239 and 0, respectively.

Revenue
  Recognition

The Company will recognize
  revenue for services when those services are delivered, and receives payment
  via credit card settlement for all services currently offered by the Companyís
  web businesses. The prevailing accounting guidance to be applied by the Company
  in its businesses with respect to the presentation of revenue on a gross versus
  a net basis is contained in Staff Accounting Bulletin No. 101, "Revenue
  Recognition in Financial Statements", as later clarified by Emerging Issues
  Task Force No. 99-19, "Reporting Revenue Gross as a Principal versus
  Net as an Agent (EITF 99-19)." The consensus of this literature is that
  the presentation of revenue as "the gross amount billed to a customer because
  it has earned revenue from the sale of goods or services or the net amount retained
  (that is, the amount billed to a customer less the amount paid to a supplier)
  because it has earned a commission or fee" is a matter of judgment that
  depends on the relevant facts and circumstances. The Company has some web businesses
  in which it would act as an agent, such as ez2vacation.com, and others in which
  it would be a principal with credit risk and direct revenues, such as ez2ask.com.

Comprehensive (Loss) Income

The Company has no items of other comprehensive income in any
  period presented. As such, Net (Loss) Income as presented in the statement of
  operations equals comprehensive (loss) income.

Loss Per Share

Net loss per share is provided in accordance with Statement
  of Financial Accounting Standards No. 128 (SFAS #128) "Earnings Per Share".
  Basic loss per share is computed by dividing losses available to common stockholders
  by the weighted average number of common shares outstanding during the period.
  The Company has a convertible note outstanding with a shareholder of the company.
  In the event that this note is converted into shares of common stock of the
  Company in accordance with current provisions, no effect has been shown "as
  it would be" antidilutive.

Intangible
  Assets

Our
  long-lived assets include intangible assets and as of December 31, 2004
  had a net balance of $152,777. We amortize intangible assets over their estimated
  economic useful lives. We must record an impairment charge on these assets when
  we determine that their carrying value may not be recoverable. The carrying
  value is not recoverable if it exceeds the undiscounted future cash flows resulting
  from the use of the asset and its eventual disposition. Based on the existence
  of one or more indicators of impairment, we measure any impairment of intangible
  assets based on a projected discounted cash flow method using a discount rate
  determined by our management to be commensurate with the risk inherent in our
  business model. Our estimates of future cash flows attributable to our other
  intangible assets require significant judgment based on our historical and anticipated
  results and are subject to many factors. Different assumptions and judgments
  could materially affect the calculation of the fair value of the intangible
  assets, which could trigger impairment.  The test for impairment done
  on December 31, 2004 resulted in no impairment of intangible assets. (See-Note
  9-Intangible Assets).

Income Taxes

The Company follows Statement of Financial Accounting Standard
  No. 109, "Accounting for Income Taxes" ("SFAS No. 109")
  for recording the provision for income taxes. Deferred tax assets and liabilities
  are computed based upon the difference between the financial statement and income
  tax basis of assets and liabilities using the enacted marginal tax rate applicable
  when the related asset or liability is expected to be realized or settled. Deferred
  income tax expenses or benefits are based on the changes in the asset or liability
  each period. If available evidence suggests that it is more likely than not
  that some portion or all of the deferred tax assets will not be realized, a
  valuation allowance is required to reduce the deferred tax assets to the amount
  that is more likely than not to be realized. Future changes in such valuation
  allowance are included in the provision for deferred income taxes in the period
  of change.

Deferred income taxes may arise from temporary differences
  resulting from income and expense items reported for financial accounting and
  tax purposes in different periods. Deferred taxes are classified as current
  or non-current, depending on the classification of assets and liabilities to
  which they relate. Deferred taxes arising from temporary differences that are
  not related to an asset or liability are classified as current or non-current
  depending on the periods in which the temporary differences are expected to
  reverse. (See Note 7-Income Taxes)

Stock-Based Compensation

The Company accounts for employee stock-based-option compensation
  in accordance with Accounting Principles Based Opinion No. 25, "Accounting
  for Stock Issued to Employees." Stock options are granted at prices equal
  to the fair market value of the Company's Common Stock on the grant date, therefore
  no compensation expense is recognized in connection with stock options granted
  to employees. Compensation expenses resulting from grants of restricted stock
  is recognized during the period the service is performed.

In 1996, SFAS No. 123 "Accounting for Stock-Based Compensation,"
  prescribed that the recognition of compensation be based on the fair value of
  options on the grant date, and allowed companies to continue applying APB 25,
  if certain pro forma disclosures are made assuming hypothetical fair value method
  application.

Since all options issued in the past year were issued to consultants
  and/or vendors, they have been recorded at fair value, and therefore there would
  be no change to recorded earnings for any options issued.

New
  Accounting Pronouncements Affecting the Company

In
  March 2004, the FASB's Emerging Issues Task Force ("EITF") reached
  a consensus on EITF Issue No. 03-1, "The Meaning of Other-Than-Temporary
  Impairment and Its Application to Certain Investments." The guidance prescribes
  a three-step model for determining whether an investment is other-than-temporarily
  impaired and requires disclosures about unrealized losses on investments. In
  September 2004, the FASB delayed the accounting provisions of EITF 03-1;
  however, the disclosure requirements remain effective for annual periods ending
  after December 15, 2003. The adoption of the disclosure provision of EITF
  03-1 did not have any material effect on our financial position, results of
  operations, or cash flows. We will evaluate the additional effect, if any, the
  remainder of EITF 03-1 will have on our consolidated financial statements once
  final guidance is issued.

In
  April 2004, the EITF issued Statement No. 03-06 "Participating
  Securities and the Two-Class Method Under FASB Statement No. 128, Earnings
  Per Share" ("EITF 03-06"). EITF 03-06 addresses a number of questions
  regarding the computation of earnings per share by companies that have issued
  securities other than common stock that contractually entitle the holder to
  participate in dividends and earnings of the company when, and if, it declares
  dividends on its common stock. The issue also provides further guidance in applying
  the two-class method of calculating earnings per share, clarifying what constitutes
  a participating security and how to apply the two-class method of computing
  earnings per share once it is determined that a security is participating, including
  how to allocate undistributed earnings to such a security. EITF 03-06 became
  effective during the quarter ended June 30, 2004, the adoption of which
  did not have an impact on our calculation of earnings per share.

On
  December 16, 2004, the FASB issued FASB Statement No. 123(R), Share-Based
  Payment, which is a revision of FASB Statement No. 123, "Accounting
  for Stock-Based Compensation". Statement 123(R) supersedes APB Opinion
  No. 25, "Accounting for Stock Issued to Employees", and amends
  FASB Statement No. 95, "Statement of Cash Flows". Generally,
  the approach in Statement 123(R) is similar to the approach described in Statement
  123. However, Statement 123(R) requires all share-based payments to employees,
  including grants of employee stock options, to be recognized in the income statement
  based on their fair values. Pro forma disclosure is no longer an alternative.
  Public entities are required to apply Statement 123(R) as of the first interim
  or annual reporting period that begins after December 15, 2005.

In December 2004, the FASB issued SFAS No. 153, "Exchanges
  of Nonmonetary Assets—An Amendment of APB Opinion No. 29, Accounting
  for Nonmonetary Transactions" ("SFAS 153"). SFAS 153
  eliminates the exception from fair value measurement for nonmonetary exchanges
  of similar productive assets in paragraph 21(b) of APB Opinion No. 29,
  "Accounting for Nonmonetary Transactions," and replaces it with an
  exception for exchanges that do not have commercial substance. SFAS 153
  specifies that a nonmonetary exchange has commercial substance if the future
  cash flows of the entity are expected to change significantly as a result of
  the exchange. SFAS 153 is effective for the fiscal periods beginning after
  June 15, 2005. The adoption of SFAS 153 is not expected to have a material
  impact on the Company's current financial condition or results of operations.

Note 3 - Redirection of the Company's Activities

On May 25, 2004, the Company and it's then majority shareholder
  Midwest Merger Management, LLC, a Kentucky limited liability company (the “Selling
  Shareholder”), consummated the terms of a Stock Purchase Agreement with
  EZ2 Companies.com, Inc., a privately-owned, Florida corporation (the "Purchaser").
  Pursuant to the terms of the Agreement, the Purchaser acquired an aggregate
  of 45,344,208 shares of the then 64,500,0000 issued and outstanding shares of
  the Company's common stock from the Selling Shareholder for the purchase price
  of $155,560 delivered at the closing by wire transfer. Although EZ2 Companies
  has developed technology for Internet portals; its plan of redirection has not
  yet been implemented.

On August 31, 2004, the Company announced that it had adopted
  the business plan of its majority shareholder, EZ2 Companies.com, Inc. ("EZ2").
  EZ2 assigned its interest in its website domains and intellectual property to
  the Company without consideration. EZ2 is a development stage e-commerce service,
  the management of which develops and operates e-commerce applications that allow
  customers to search, contact and transact online. EZ2's current portals consist
  of www.ez2rent.com, ez2mortgage.comTM, www.ez2vacation.com, www.ez2date.com,
  and www.ez2ask.com.

On September 13, 2004, the Board of Directors, approved an
  amendment to the Company's Articles of Incorporation at the direction of a majority
  of the Company's shareholders, which affected a (i) six for one stock split
  of the Company's common stock (ii) change the name of the Company to EZ2 Companies,
  Inc. (iii) increase the number of authorized shares of capital stock to 105,000,000
  Shares of which 100,000,000 shall be common stock and 5,000,000 shares shall
  be blank check preferred stock; and (iv) make other changes needed by Nevada.
  On November 17, 2004, the Company increased its authorized common stock to 500,000,000
  shares.

Note 4 - Bridge Loan
  The operating requirements of the Company have been met by drawing down on a
  revolving credit facility of $500,000 from a shareholder of EZ2 Companies. The
  note is a demand note that bears interest at ten percent per annum, payable
  in common stock of the Company, and is convertible into the Company's common
  stock at a price of $.10 per share, which was, at the time the bridge loan was
  originated, a premium to market price. There is approximately $376,000 due under
  the note as of December 31, 2004.

As of December 31, 2004, the Company was not able to meet its
  obligations under the original bridge loan. The Company entered into a new bridge
  loan on March 21, 2005, subsequent to the balance sheet date, that provided
  for a roll-in provision for outstanding balances accrued under the previous
  bridge loan, in which the shareholder agreed to forbear on any rights to foreclose
  on the original note, in exchange for a term note with an expiration of April
  1, 2005. This new note is convertible into common stock at an exercise price
  of the greater of $.005 or 40% of the closing bid price of the Company's common
  stock at the time of conversion. This note triggered default provisions on April
  1, 2005.

Note 5 - Related Party Transactions

Brentwood Capital, a company related to the Selling shareholder contributed
  $57,825 to paid in capital of the Company and received $10,000 at the close
  of the sale of the 45,344,208 shares to EZ2 Companies.com, Inc. (See Note 1-History
  and Organization of the Company)

During 2004, the Company also received media services from
  Faultline Entertainment Group, consisting of six commercials shot for television,
  for which the Company paid 2,400,000 newly issued shares of its Common Stock,
  valued at $98,400. Faultline is owned by a relative of a Director of the Company.
  That Director abstained on all voting matters pertaining to Faultline Entertainment
  Group.

Note 6- Asset Acquisitions

On September 30, 2004, the Company completed the acquisition
  of intangible assets from Segmentz, Inc., a regional logistics company, consisting
  of code and methods for 1,200,000 newly issued shares of its Common Stock, valued
  at $42,000.

On December 2, 2004, the Company entered into an Asset Purchase
  Agreement with Ron Harsha, Inc. to acquire certain fixed and intangible assets
  of Moviezip.com. The Company acquired these assets for 2,066,667 newly issued
  shares of its Common Stock, valued at $124,000.

Note 7- Income Taxes

The Company accounts for income taxes under Statement of Financial
  Accounting Standards No. 109, "Accounting for Income Taxes" ("SFAS
  No. 109"), which requires use of the liability method. SFAS No. 109 provides
  that deferred tax assets and liabilities are recorded based on the differences
  between the tax bases of assets and liabilities and their carrying amounts for
  financial reporting purposes, referred to as temporary differences. Deferred
  tax assets and liabilities at the end of each period are determined using the
  currently enacted tax rates applied to taxable income in the periods in which
  the deferred tax assets and liabilities are expected to be settled or realized.

No provision for Federal income taxes has been made for the
  years ended December 31, 2004 or 2003, due to the Company's operating losses.
  At December 31, 2004, the Company has unused net operating loss carry forwards,
  aggregating approximately $824,000, which expire at various dates through 2024.
  Most of these losses are subject to annual limitations due to "changes
  in ownership" that occurred at the time of purchase of shares in Edgarfiling.net,
  in which EZ2 Companies.com, Inc purchased 45,344,208 shares of the then 64,500,000
  issued and outstanding shares of the Company's common stock. The Company has
  provided a full valuation allowance against these potential assets since at
  the present time it not more likely than not that these assets will be utilized.

Internal Revenue Code Section 382 establishes a limit on the
  amount of net operating loss carry forwards of the Company that may be used
  to offset income after certain ownership changes, as defined, of over 50%.

The amount of post-change income that may be offset by pre-change
  losses is limited each year by the "Section 382 Limitation." Generally,
  the Section 382 Limitation is an amount equal to the value of the old loss corporation
  multiplied by a rate established monthly by the Internal Revenue Service. The
  Company had ownership changes subject to this provision on both May 9, 2002
  and May 25, 2004.

Note 8-Operating leases

The Company is committed for annual rentals under two non-cancelable
  operating leases for its office space and operating equipment. Future minimum
  rental commitments under these leases for years subsequent to December 31, 2004,
  are as follows:

|Minimum Rental Payments | Year ending December 31,
|----------------------- | ------------------------
|2005                    | $ 81,389                
|2006                    | 78,160                  
|2007                    | 51,566                  
|2008                    | 53,201                  
|2009                    | 31,651                  
|2010                    | 6,467                   
|Total                   | $ 302,434               

Rent expense for office space for the year ended December 31,
  2004 was $36,065.

Note 9-Intangible Assets

The Company acquired Intangible assets during the year ending
  December 31, 2004, which will be amortized over a five-year period. Amortization
  expense for the year ending December 31, 2004 was $3,223.

Intangible assets as of December 31, 2004, consisted of:

|September 30, 2004 | Code and rights to “Trucks” Software platform that provides
        operational support for delivery and tracking of freight services | $42,000  
|------------------ | ------------------------------------------------------------------------------------------------------------------------------------- | ---------
|December 15, 2004  | Intangible assets including Website and database design and support
        contracts and customer lists.                             | 114,000  
|December 31, 2004  |                                                                                                                                       | 156,000  
|Less               | Accumulated amortization                                                                                                              | 3,223    
|Intangible assets  |                                                                                                                                       | $ 152,777

Note 10-Equity issuances

During the year ending December 31, 2004, the Company issued
  approximately 5,900,000 shares in a subscription for shares, 12,000,000 shares
  in exchange for officer’s compensation, 26,500,000 options to consultants
  for various services, all of which were exercised during the year, 2,950,000
  shares to consultants for advertising and other services, and approximately
  3,300,000 shares in exchange for assets purchased. The Company has filed a Registration
  Statement on Form S-8 that provides for conditions under which the Company can
  provide consultants and other vendors with Registered shares of the Company's
  common stock in exchange for services. For shares or options issued during the
  year ended December 31, 2004, the Company recorded the value of such shares
  over the term of the consulting agreements. In the year ending December 31,
  2004, the Company had recognized the costs of approximately $252,000 in expenses
  from these equity issuances. At December 31, 2004, the unamortized portion of
  these expenses was approximately $305,000.

Stock Option Plan

On November 12, 2004, the Company's majority stockholders approved
  the 2004 Stock Compensation Plan ("2004 Plan"). The number of shares
  of common stock, which may be issued under the 2004 Plan, shall be 30,000,000
  shares. The Company may grant options under the 2004 Plan to attract qualified
  individuals to become employees, non-employee directors or consultants, as well
  as to ensure the retention of management of any acquired business operations.
  Under the 2004 Plan, the Company may also grant restricted stock awards. Restricted
  stock represents shares of common stock issued to eligible participants under
  the 2004 Plan subject to the satisfaction by the recipient of certain conditions
  and enumerated in the specific restricted stock grant. The granting of restricted
  stock represents an additional incentive for eligible participants under the
  2004 Plan to promote the Company's development and growth and may be used by
  management as another means of attracting and retaining qualified individuals
  to serve as the Company's employees and directors. All of the outstanding options
  had been exercised at year-end. Therefore, there are no options outstanding
  at year-end.

Note 11- Subsequent Events

Since December 31, 2004, the Company has issued additional
  shares under its S-8 registration statement to various consultants. The total
  number of shares issued since December 31, 2004 is approximately 18,000,000
  shares through April 20, 2005.

On February 14, 2005, the Company announced that it had entered
  into a letter of intent to purchase Jet99.com, a member based travel marketing
  and sales company. The Company announced a May 15, 2005 tentative closing date
  on April 8, 2005 subject to due diligence and other market issues.

On March 16, 2005, the Company announced its intentions to
  spin off its EZ2 Date web business into a separate company.

Item 8. Changes in and Disagreements with Accountants on Accounting
  and Financial Disclosure

On December 31, 2004, the Registrant received notice that Bloom
  & Co., LLP, resigned as the Registrant’s independent auditors. During
  the Registrant’s most recent two (2) fiscal years and during any subsequent
  interim periods preceding the date of resignation, the Registrant has had no
  disagreements with Bloom & Co., LLP on any matter of accounting principles
  or practices, financial statement disclosure or auditing scope or procedure.
  No accountant’s report on the financial statements for the past two years
  contained an adverse opinion or a disclaimer of opinion or was qualified or
  modified as to uncertainty, audit scope or accounting principles. Although,
  audited statements prepared by Bloom & Co., LLP contained a going concern
  qualification, such financial statements did not contain any adjustments for
  uncertainties stated therein.

ITEM 8A. Controls and Procedures

Disclosure Controls and Procedures

Our Chief Executive Officer and Chief Financial Officer have
  evaluated the effectiveness of our disclosure controls and procedures (as defined
  in Exchange Act Rule 13a-15(e)) as of December 31, 2004 and have concluded that,
  as of such date, our disclosure controls and procedures were effective to provide
  reasonable assurance that information required to be disclosed by us in the
  reports that we file or submit under the Exchange Act is recorded, processed,
  summarized and reported with the time periods specified in the Commission’s
  rules and forms.

The Company’s management, including the Chief Executive
  Officer and the Chief Financial Officer, does not expect that the Company’s
  disclosure controls or the Company’s internal controls will prevent all
  errors and all fraud. A control system, no matter how well conceived and operated,
  can provide only reasonable, not absolute, assurance that the objectives of
  the control system are met. Further, the design of a control system must reflect
  the fact that there are constraints, and the benefits of controls must be considered
  relative to their costs. Because of the inherent limitations in all control
  systems, no evaluation of controls can provide absolute assurance that all control
  issues and instances of fraud, if any, have been detected. Because of the inherent
  limitations in a cost effective control system, misstatements due to error or
  fraud may occur and may not be detected. We will conduct periodic evaluations
  of our internal controls to enhance, where necessary, our procedures and controls.

Changes in Internal Controls

There were no significant changes in our internal controls
  over financial reporting that occurred during the fiscal year ended December
  31, 2004, that have materially affected, or are reasonably like to materially
  affect, our internal controls over financial reporting.

Item 9. Directors and Executive Officers of the Company.

The Company's Directors and Executive Officers as of April
  20, 2005 were:

|Name          | Age | Title                      
|------------- | --- | ---------------------------
|Otto Bethlen  | 33  | CEO & Chairman of the Board
|John S. Flynn | 40  | Director                   
|Matt Young    | 42  | Director                   

Otto
  Bethlen.Age 33, was the
  founder of EZ2 Rent, a company that was engaged in the creation of a ìbrandable
  service portal,î a website that provided services for various companies
  in a niche industry. He is the designer and architect of many of the Companyís
  web businesses.

John S. Flynn, age 40, has
  held senior management positions previously in a number of Companies, public
  and private. He was the President and Chief Financial Officer of Segmentz, a
  Tampa, FL based logistics and expedited freight carrier that he helped manage
  from startup to the American Stock Exchange; from 2001-September 2004, chairman
  and co-founder of Remote Lojix, a New York based computer service company, from
  January 1994-November 1998, at which time the company was sold to Avtel Communications,
  he was a consultant for Saliva Diagnostics that worked on a restructuring for
  the Board of Directors that resulted in saving the company $3 million in debt
  based obligations and enabled it to continue operations without interruption,
  he was President of Corporate Computing, Inc., a New York based computer service
  company serving Fortune 100TM companies with onsite service and parts,
  and has always been a managing member of Aspen Rhodes Capital Corporation, an
  eleven year old advisory firm providing merger, financing and strategic consulting
  to small to mid-sized companies in various industries, whose clients included
  Westbury Metals Group, Computerrepair.com, Hugeclick.com, US Automotive, Bio
  Reference Laboratories, Riviera Finance, Segmentz, Inc., Chancellor Leasing
  Corporation, RT Industries and Private Retreats.

Matt Young, age 42 is a senior
  manager for Segmentz, Inc., a Tampa based logistics and expedited freight carrier
  that trades on the American Stock Exchange.

CODE OF ETHICS

The Company's Board of Directors
  has adopted a Code of Ethics applicable to all of the Company's employees, including
  the Company's Chief Executive Officer. A copy of the Company's Code of Ethics
  is attached as an exhibit to this Annual Report on Form 10-KSB.

COMPLIANCE WITH SECTION 16(A) OF
  THE SECURITIES EXCHANGE ACT

Based solely on the Company's review
  of copies of forms filed pursuant to Section 16(a) of the Securities Exchange
  Act of 1934, as amended, and written representations from certain reporting
  persons, the Company believes that during 2004 all reporting persons timely
  complied with all filing requirements applicable to them.

Section 16(a) of the Securities and
  Exchange Act of 1934 (the “Exchange Act”) requires the Company's
  directors and executive officers, and persons who own more than 10% of a registered
  class of the Company's equity securities, to file with the Securities and Exchange
  Commission (“SEC”) and any securities exchanges on which the equities
  of the Company trade, initial reports of ownership and reports of changes in
  ownership of common stock and other equity securities of the Company. Officers,
  directors and greater than 10% shareholders are required by SEC regulation to
  furnish the Company.

Item 10. Executive Compensation.

The following table sets forth a summary of the compensation paid for the three
  fiscal years ended December 31, 2004 to or for the benefit of the Company's
  Chief Executive Officer whose total annual salary and bonus compensation exceeded
  $100,000 (the “"Named Executive Officers").

Summary Compensation Table

|Name         | Title  | Cash Compensation | Stock Compensation | Total   
|------------ | ------ | ----------------- | ------------------ | --------
|Year         |        |                   |                    |         
|             |        |                   |                    |         
|Otto Bethlen | C.E.O. | 73,467            | 60,000             | $133,467
|2004         |        |                   |                    |         

DIRECTOR COMPENSATION

The Company's Board appoints the executive officers to serve
  at the discretion of the Board. Directors who are also employees receive no
  compensation for serving on the Board. The Company's non-employee directors
  will receive options starting in 2005, to purchase shares of common stock at
  the market price on the date they are granted, reimbursement of expenses incurred
  consequential to their service and additional options at each anniversary of
  service. In addition beginning in 2005 all non-employee board members will receive
  $1,500 for attending each meeting and will receive $5,000 for serving as chairman
  of any committee.

EMPLOYMENT AGREEMENTS

The Company currently has at-will agreements with all employees.

EXECUTIVE COMPENSATION

OPTION GRANTS IN LAST FISCAL YEAR

No options were granted to executives or directors in the year
  ending December 31, 2004.

STOCK OPTION PLAN

On November 12, 2004, the Company's majority stockholders approved
  the 2004 Stock Compensation Plan ("2004 Plan"). The number of shares
  of common stock that may be issued under the 2004 Plan shall be 30,000,000 shares.
  The Company may grant options under the 2004 Plan to attract qualified individuals
  to become employees, non-employee directors or consultants, as well as to ensure
  the retention of management of any acquired business operations. Under the 2004
  Plan, the Company may also grant restricted stock awards. Restricted stock represents
  shares of common stock issued to eligible participants under the 2004 Plan subject
  to the satisfaction by the recipient of certain conditions and enumerated in
  the specific restricted stock grant. The granting of restricted stock represents
  an additional incentive for eligible participants under the 2004 Plan to promote
  the Company's development and growth and may be used by management as another
  means of attracting and retaining qualified individuals to serve as the Company's
  employees and directors. All of the outstanding options had been exercised at
  year-end. Therefore, there are no options outstanding at year-end.

Item 11. Security Ownership of Certain Beneficial Owners and
  Management and Related Stockholder Matters

PRINCIPAL SHAREHOLDERS

The following table sets forth information known to us, as
  of the date of this Form 10-KSB filing, relating to the beneficial ownership
  of shares of common stock by:

each person who is known by us to be the beneficial owner of
  more than 5% of the Company's outstanding common stock;

each director;

each executive officer; and

all executive officers and directors as a group

Under securities laws, a person is considered to be the beneficial
  owner of securities owned by him (or certain persons whose ownership is attributed
  to him) and that can be acquired by him within 60 days from the date of this
  Form 10-KSB filing, including upon the exercise of options, warrants or convertible
  securities. The Company determined a beneficial owner's percentage ownership
  by assuming that options, warrants or convertible securities that are held by
  him, but not those held by any other person, and which are exercisable within
  60 days of the date of this Form 10-KSB filing, have been exercised or converted.

Except with respect to beneficial ownership of shares attributed
  to the named person, the following table does not give effect to the issuance
  of shares in the event outstanding common stock purchase warrants are exercised.

The Company believes that all persons named in the table have
  sole voting and investment power with respect to all shares of common stock
  shown as being owned by them. Unless otherwise indicated, the address of each
  beneficial owner in the table set forth below is care of EZ2 Companies, Inc.
  200 SE 1st Street Miami FL 33145.

|Name/Address of Beneficial Owner | Amount and Nature of
        Beneficial Ownership | Percentage
        of Class
|-------------------------------- | ------------------------------------------------- | ---------------------------
|EZ2 Companies.com, Inc.          | 44,828,820                                        | 42.0%*                     
|Otto Bethlen                     | 12,000,000                                        | 11.4%*                     

*all these shares are pledged under the terms of a certain
  loan agreement, which defaulted on April 1, 2005, under which default terms
  Robert Weidenbaum will become the owner of the shares noted by asterisk in this
  table, which would give him 54.2% control of the company, in addition to other
  shares he may have that are not disclosed herein because they do not exceed
  thresholds for such disclosure.

Item 12. Certain Relationships and Related Transactions

Brentwood Capital, a company related to the Selling shareholder
  contributed $57,825 to paid in capital of the Company and received $10,000 at
  the close of the sale of the 45,344,208 shares to EZ2 Companies.com, Inc.

During 2004, the Company also received media services from
  Faultline Entertainment Group, consisting of six commercials shot for television,
  for which the Company paid 2,400,000 newly issued shares of its Common Stock,
  valued at $98,400. Faultline is owned by a relative of a Director of the Company.
  That Director abstained on all voting matters pertaining to Faultline Entertainment
  Group.

PART IV
   
  Item 13. Exhibits List and Reports on Form 8-K

(a) Exhibits filed with this report:

|10   | Software Code Purchase Agreement with Segmentz, Inc.                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|---- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|10.1 | Asset Purchase Agreement with moviezip.com                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|10.2 | Convertible Note with Robert Weidenbaum                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|14   | Executive Management Code of Ethics                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|31.1 | Certification of Chief Executive Officer Pursuant to Section 302 of
        the Sarbanes-Oxley Act of 2002                                                                                                                                                                                                                                                                                                                                                                                                                      
|31.2 | Certification of Chief Financial Officer Pursuant to Section 302 of
        the Sarbanes-Oxley Act of 2002                                                                                                                                                                                                                                                                                                                                                                                                                      
|32.1 | Certification of Chief Executive Officer Pursuant to Section 906 of
        the Sarbanes-Oxley Act of 2002. (This exhibit shall not be deemed “filed”
        for purposes of Section 18 of the Securities Exchange Act of 1934, as
        amended, or otherwise subject to the liability of that section. Further,
        this exhibit shall not be deemed to be incorporated by reference into
        any filing under the Securities Act of 1933, as amended, or the Securities
        Exchange Act of 1934, as amended.)
|32.2 | Certification of Chief Financial Officer Pursuant to Section 906 of
        the Sarbanes-Oxley Act of 2002. (This exhibit shall not be deemed “filed”
        for purposes of Section 18 of the Securities Exchange Act of 1934, as
        amended, or otherwise subject to the liability of that section. Further,
        this exhibit shall not be deemed to be incorporated by reference into
        any filing under the Securities Act of 1933, as amended, or the Securities
        Exchange Act of 1934, as amended.)
|99.1 | Press release dated Thursday June 3, 2004 incorporated by reference
        from Form 8K filed on May 28, 2004                                                                                                                                                                                                                                                                                                                                                                                                                  
|99.2 | Press release dated Thursday January 27, 2005 incorporated by reference
        from Form 8K filed on May 28, 2004                                                                                                                                                                                                                                                                                                                                                                                                              

(b) Reports on Form 8-K

None

Item 14. Principal Accountant Fees and Services

Audit Related Fees

During 2004, we were billed by our accountants, Bloom &
  Company, approximately $6,206 for 2003 audit and review fees, all of these fees
  were pre-approved by the Board of Directors. During 2003, we were billed by
  Bloom & Company, approximately $7,085, for 2002 audit and review fees associated
  with our 10-QSB and 10-KSB filings; all of these fees were pre-approved by the
  Board of Directors.

Tax Fees

During 2004 and 2003 we were billed approximately $0 and $260,
  respectively, by our accountants, Bloom & Company to prepare our federal
  and state tax returns; all fees were pre-approved by the Board of Directors.

All Other Fees

We were billed by our accountants, Bloom & Company, approximately
  $430 in 2004, and $388 in 2003, for other fees related to accounting and financial
  matters.

1. The Board of Directors operates under its charter and policies
  and additionally examines estimates and supporting data provided by auditing
  accounting firms to determine that such work is:

(a) required under the Company's filing status;

(b) necessary to provide shareholder with material information
  as detailed in the Securities regulations, as applicable; and

(c) priced in accordance with scope of work and service levels
  requested.

2. To the Company's knowledge, all work completed by its' audit
  accounting firm was done by full-time employees of the firm.

PART II - OTHER INFORMATION
  ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K -
  --------------------------------------------------------------------------------
  Exhibits: 
  31 - Certification Pursuant to Section 302 of the
  Sarbanes-Oxley Act of 2002.

32 - Certification Pursuant to Section 906 of the
  Sarbanes-Oxley Act of 2002.
  (b) Reports on Form 8-K:
  None
  SIGNATURES

In accordance with the requirements of the Exchange Act, the
  Company
  caused this report to be signed on its behalf by the undersigned, thereunto
  duly
  authorized.
  Date: April 29, 2005 
  EZ2 Companies, Inc.
  /s/Otto Bethlen
  ---------------
  Otto Bethlen
  Chief Executive Officer
  Chief Financial Officer
  and Director

/s/ John S. Flynn

Director

/s/ Matthew Young

Director