UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 14C

Definitive Information Statement Pursuant to Section 14(c) of the Securities
Exchange Act of 1934

Check the appropriate box:

[X] Preliminary information statement
[ ] Confidential, for use of the Commission only (as permitted by Rule
14c-6(d)(2))
[ ] Definitive information statement

Company Name: TECHNOLOGY CONNECTIONS, INC.

Payment of filing fee (check the appropriate box):

[ ] No fee required

[X] Fee computed on table below per Exchange Act Rules 14c-5(g) and 0-11

(1) Title of each class of securities to which transaction applies: Common
Stock, $.001 par value ("Common Stock") and Class A Voting Convertible
Preferred Stock, $.001 par value ("Class A Convertible Preferred"),
convertible into 10 shares of Common Stock.

(2) Aggregate number of securities to which transaction applies: 27,288,732
shares of Common Stock and 1,000,000 shares of Class A Convertible
Preferred, representing a total of 37,288,732 shares of Common Stock
equivalents issued in the Merger.

(3) Per unit price/underlying value pursuant to Exchange Act Rule 0-11: $.39
per share average of the closing bid and asked price on April 20, 2004.

(4) Proposed maximum aggregate value of transaction: $14,542,605

(5) Total fee paid: $2,908.52

[X] Fee paid previously with preliminary materials.

[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a) (2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement
number or the form or schedule and the date of its filing.

(1) Amount previously paid: $2,908.52
(2) Form, schedule or registration statement no.: Schedule 14C
(3) Filing party: Technology Connections, Inc.
(4) Date filed: April 21, 2004

By Order of the Board of Directors

Kevin Kyzer
Chairman

Charlotte, North Carolina

June 25, 2004

MANAGEMENT HOPES THAT STOCKHOLDERS WILL ATTEND THE MEETING. YOUR COOPERATION
WILL BE APPRECIATED. STOCKHOLDERS WHO ATTEND THE MEETING MAY VOTE THEIR STOCK
PERSONALLY, OTHERWISE YOUR VOTE WILL NOT BE COUNTED.

TECHNOLOGY CONNECTIONS, INC.

June 25, 2004

To the Shareholders of
Technology Connections, Inc.

Dear Fellow Shareholders:

Attached please find a notice of special meeting of the shareholders of
Technology Connections, Inc. (hereinafter "TLGY" or the "Company"), that will be
held at the Company's headquarters, 301C Verbena Street, Charlotte, North
Carolina 28217, on July 15, 2004, at 10:00 a.m. Eastern Standard Time. The
purpose of this meeting is to consider, discuss, vote and act upon the
following:

(i) Amending the Company's Articles of Incorporation in order to change
its name from Technology Connections, Inc. to "HouseRaising, Inc."

(ii) Approving an Agreement and Plan of Merger, dated February 19, 2004
(the "Merger Agreement"), pursuant to which HouseRaising, Inc., a
Delaware corporation ("HouseRaising"), will merge with and into (the
"Merger") the Company, a North Carolina corporation, with the Company
being the surviving corporation in the Merger, and 27,288,732 shares
of Common Stock of the Company and 1,000,000 shares of Class A Voting
Convertible Preferred Stock of the Company will be issued in exchange
for all of issued and outstanding shares of HouseRaising.

(iii)Electing a new Board of Directors.

Certain officers, directors, affiliates and five percent holders of the Company
who own in excess of 50.00% of the outstanding voting shares of the Company have
advised the Company that they intend to vote in favor of each item set forth
above. Consequently, the proposals will be approved at the special meeting of
stockholders.

Since shareholders of the Company are entitled to Dissenter's Rights as a result
of the Merger, the Company hereby offers its shareholders the rights provided
for in Article 55-13-01 through 55-13-31 of the North Carolina Business
Corporation Act (the "NCBCA"), as amended. If a Company shareholder elects to
exercise their Dissenter's Rights in accordance with Article 55-13-02, said
shareholder of the Company will be paid the fair value thereof as determined by
the Board of Directors. The Board of Directors has determined the fair value of
each share of Common Stock to be $0.05. The determination of the per share fair
value was computed based on a number of considerations including the following:

(i) the Company has had minimal operations for approximately two years;

(ii) The Company has had negative book value of $(234,692), assets of only
$35,136 and debt of $269,828 for the year ended December 31, 2003;

(iii)the bid price for most of 2002 and 2003 prior to the announcement of
this potential Merger was between $0.01 and $0.25 per share.

(iv) other public shell companies which have no debt have in effect been
sold in the marketplace for cash consideration of $250,000 to
$400,000, which would result in a fully diluted per share value after
repayment of debt of approximately $0.00 to $0.06 per share.

In the event a shareholder elects to exercise Dissenter's Rights, such
shareholder must comply with the applicable procedures set forth in Articles
55-13-01 through 55-13-31 of the NCBCA in order to receive payment of the fair
value of any Common Shares. In compliance with Article 55-13-20 of the NCBCA, a
copy of Article 13 of the NCBCA is set forth at Item 3 of the accompanying
Information Statement filed on Schedule 14C (the "Information Statement"), dated
June 25, 2004.

The Company is also including herewith a copy of its Annual Report on Form
10-KSB, filed as an exhibit to the Information Statement. If there are any
questions or further information is required with respect to the meeting and the
transactions contemplated thereby, please contact me at 704-400-9042 or Harold
H. Martin, Esq., Law Offices of Harold H. Martin, P.A., 17111 Kenton Drive,
Suite 204B, Cornelius, North Carolina 28031, Tel: (704) 894-9760.

Warmest Regards,

/s/ Kevin Kyzer
-----------------
Kevin Kyzer
Chairman

DATED: June 25, 2004

TECHNOLOGY CONNECTIONS, INC.
301C Verbena Street
Charlotte, NC 28217
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NOTICE OF SPECIAL MEETING

Dated as of June 25, 2004
- --------------------------------------------------------------------------------

TECHNOLOGY CONNECTIONS, INC.

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

To the Stockholders of Technology Connections, Inc.:

Pursuant to the provisions of the North Carolina Business Corporation Act, the
Undersigned, being the Secretary of Technology Connections, Inc., provides that:

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

Notice is hereby given that a special meeting (the "Meeting") of the
stockholders of Technology Connections, Inc. (hereinafter referred to as "TLGY"
or the "Company"), a North Carolina corporation, will be held at the Company
headquarters, 301C Verbena Street, Charlotte, North Carolina 28217, on July 15,
2004, at 10:00 a.m., Eastern Standard Time.

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

The purpose of this meeting is to consider, discuss, vote and act upon the
following:

(i) Amending the Company's Articles of Incorporation to change its name
from "Technology Connections, Inc." to "HouseRaising, Inc."

(ii) Approving an Agreement and Plan of Merger, dated February 19, 2004
(the "Merger Agreement"), pursuant to which HouseRaising, Inc., a
Delaware corporation ("HouseRaising"), will merge with and into (the
"Merger") the Company, a North Carolina corporation, with the Company
being the surviving corporation in the Merger, and 27,288,732 shares
of Common Stock of the Company and 1,000,000 shares of Class A Voting
Preferred Stock of the Company will be issued in exchange for all of
issued and outstanding shares of HouseRaising.

(iii)Electing a new Board of Directors.

The Board of Directors has determined the fair value of each share of Common
Stock to be $0.05. The determination of the per share fair value was computed
based on a number of considerations including the following: (i) the Company has
had minimal operations for approximately two years; (ii) the Company has had
negative book value of $(234,692), assets of only $35,136 and debt of $269,828
for the year ended December 31, 2003; (iii) the bid price for most of 2002 and
2003 prior to the announcement of this potential Merger was between $.01 and
$0.25 per share; (iv) other similar public shell companies with no debt have in
effect been sold in the marketplace for cash consideration of $250,000 to
$400,000, which would result in a fully diluted per share value after the
repayment of debt of approximately $0.00 to $.06 per share.

In the event a shareholder elects to exercise Dissenter's Rights, such
shareholder must comply with the applicable procedures set forth in Articles
55-13-01 through 55-13-31 of the NCBCA in order to receive payment of the fair
value of any Common Shares. In compliance with Article 55-13-20 of the NCBCA, a
summary of Article 13 of the NCBCA is set forth at Item 3 of the accompanying
Information Statement and a copy of the entire text of Article 13 is attached as
an exhibit to such Information Statement.

In order to obtain the fair value payment for Company shares, a shareholder must
mail or deliver their intention no later than August 15, 2004, to the following
address:

The Board of Directors
Technology Connections, Inc.
301C Verbena Street
Charlotte, North Carolina 28217

The Board of Directors of the Company believes that the Merger will be in the
best interests of the Company shareholders. However, shareholders are entitled
to assert the above stated Dissenter's Rights (fair value of $0.05 per share) no
later than August 25, 2004, as a result of this transaction as explained in
Article 55-13-22 of the NCBCA. We are not asking you for a proxy in conjunction
with the Meeting, but you are urged to attend the Meeting to vote your shares in
person.

Upon approval of the three proposals, the Company and HouseRaising will
immediately file appropriate Articles of Merger in accordance with North
Carolina law to effect the Merger and file articles of amendment to the Articles
of Incorporation of the Company to effect a change in its name. The Merger will
become effective upon the completion of the filing of the Articles of Merger.
At the completion of the proposed Merger, each Company shareholder will maintain
their current shares of Company common stock. The HouseRaising shareholders
will receive 27,288,732 shares of Company common stock and 1,000,000 shares of
Class A Voting Convertible Preferred Stock in exchange for all of their shares
of common stock. In addition, the new members of the Board of Directors of the
Company will be elected upon approval of that proposal. The Board of Directors
of the Company believes that the three proposals are in the best interests of
the Company shareholders and recommends their adoption.

The Company is also including herewith a copy of its Annual Report on Form
10-KSB, filed as an exhibit to the Information Statement.

If there are any questions or further information is required with respect to
the two proposals, please contact Kevin Kyzer at 301C Verbena Street, Charlotte,
North Carolina 28217, Tel: (704) 400-9042.

By order of the Board of Directors

/s/ Stacey Kyzer
------------------
Stacey Kyzer
Secretary

DATED: June 25, 2004

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

INFORMATION STATEMENT
ON
SCHEDULE 14C

SPECIAL MEETING OF STOCKHOLDERS
To be held July 15, 2004

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

TECHNOLOGY CONNECTIONS, INC.
301C VERBENA STREET
CHARLOTTE, NORTH CAROLINA 28217

June 25, 2004

GENERAL INFORMATION

This Information Statement is furnished in connection with a Special Meeting of
Stockholders called by the Board of Directors (the "Board") of Technology
Connections, Inc. (the "Company"), to be held at 301C Verbena Street, Charlotte,
North Carolina 28217 at 10:00 local time on July 15, 2004, and at any and all
postponements, continuations or adjournments thereof (collectively, the
"Meeting"). This Information Statement and the accompanying Notice of Special
Meeting will be first mailed or given to the Company's stockholders on or about
June 25, 2004.

All shares of the Company's common stock, $.001 par value, represented in person
will be eligible to be voted at the Meeting.

WE ARE NOT ASKING FOR A PROXY AND YOU ARE
REQUESTED NOT TO SEND US A PROXY.

SUMMARY TERM SHEET

The following summary term sheet summarizes certain information contained in
this Information Statement.

THE COMPANIES

The Company is not presently engaged in any active business activities. Prior
to December 31, 2003, the Company sold and integrated audio/visual/security
devices in residential new construction homes. Its business concept was to
provide a homebuyer with the convenience of creating a networked home with
different types of technical equipment. The Company's principal executive
offices are located at 301C Verbena Street, Charlotte, North Carolina 28217.
Its telephone number is (704) 400-9042.

HouseRaising was organized in 1999 as a Delaware corporation. It is engaged in
the business of selling, designing and managing design/build projects and
renovation projects in the residential homebuilding market. The Company's
principal executive offices are located at 4801 East Independence Boulevard,
Suite 201, Charlotte, North Carolina 28212. Its telephone number is (704)
532-2121.

THE SPECIAL MEETING

Purpose: The election of eight directors, the approval of
the Merger of HouseRaising into the Company and
the changing of the Company's name to
"HouseRaising, Inc."

Record Date: April 30, 2004.

Meeting Date: July 15, 2004

Shares outstanding: 2,353,893 as of the Record Date.

Share Ownership of
Management: 818,350 (representing 34.8%)

Interest of Directors
In the Merger: Kevin G. Kyzer, President and Director of the
Company, owns 426,350 shares of Common Stock and
has been nominated to the Board of Directors of
the surviving company in the Merger.

Required Vote for the
Merger: The approval of the Merger requires the
affirmative vote of the holders of at least a
majority of the shares of Common Stock outstanding
on the Record Date. Since insiders of the Company
have expressed their intention to vote for the
Merger, the votes of other shareholders are not
required for the approval of the Merger.

Market for Common Stock: The Common Stock is traded on the OTC Bulletin
Board, although there has been infrequent trading
in recent months.

THE MERGER AND THE MERGER AGREEMENT

Terms of the Merger: At the effective time of the Merger (the
"Effective Time"), each share of Common Stock of
HouseRaising will be converted into one share of
Common Stock of the Company and 0.036645 shares of
Class A Voting Convertible Preferred Stock of the
Company. At the Effective Time, HouseRaising will
merge with and into the Company, and its separate
existence will cease. Shares of the Class A Voting
Convertible Preferred Stock are entitled to vote
with the Common Stock and have ten votes per
share. They also are convertible into ten shares
of Common Stock of the Company after five years
from the date of issuance.

Approval by Directors: On February 18, 2004, the Board of Directors of
the Company approved the Merger by Unanimous
Written Consent, and on February 19, 2004, the
Board of Directors of HouseRaising approved the
Merger by Unanimous Written Consent.

Reasons for the Merger: The Merger is structured as a "reverse merger" of
HouseRaising into the Company, which will enable
the business of HouseRaising to trade on a public
securities market through ownership by the
Company. This will enable HouseRaising to access
the capital markets in order to fund its growth.
However, there can be no assurances that the
Company will have continued access to such capital
markets. Prior to the Merger, the Company was a
shell corporation without any operations.

No Fairness Opinion: Neither the Company nor HouseRaising has obtained
any report, opinion or appraisal from any outside
party relating directly or indirectly to the
Merger. The Board of Directors of the Company did
not believe that a fairness opinion was necessary,
because an operating business was being merged
into a shell corporation with substantial debt.
The value of the merger consideration, consisting
of common and preferred stock, was approximately
$14.5 million as of April 20, 2004.

Tax Consequences: The Company's management believes that the Merger
will constitute a tax free merger of HouseRaising
with and into the Company in a reorganization
pursuant to Internal Revenue Code Section
368(a)(1)(A). However, none of the parties is
seeking tax counsel or legal or accounting
opinions on whether the Merger qualifies for tax
free treatment and tax free treatment of the
Merger is not a condition precedent to the
obligations of the parties to the Agreement. There
can be no assurance that the HouseRaising
Stockholders who receive common stock in the
Company in exchange for their common stock of
HouseRaising will receive tax free treatment.

Dissenter's Rights: Article 13 of the North Carolina Business
Corporation Act gives Shareholders who wish to
object to the Merger the right to receive from the
Company, in cash, the fair value of his or her
shares, under certain circumstances. See "Summary
of Article 13" and Exhibit 1 hereto.

ITEM 1. DATE, TIME AND PLACE INFORMATION

The enclosed information statement is provided by the Board of Directors of the
Company for use at the Special Meeting of Stockholders to be held at the
Company's headquarters at 301C Verbena Street, Charlotte, North Carolina 28217
at 10:00 a.m. on July 15, 2004, and at any and all postponements, continuations,
or adjournments thereof.

Stockholders of record at the close of business on April 30, 2004 (the
"Record Date") will be entitled to vote at the meeting or any adjournment or
continuation thereof. On that date the Company had outstanding 2,352,893 shares
of Common Stock entitled to one (1) vote per share. The affirmative vote of the
holders of a majority of the Company's Common Stock is required to approve each
of the three proposals.

The presence of the holders of a majority of the issued and outstanding shares
of common stock voting as a single class, entitled to vote at the meeting is
necessary to constitute a quorum for the transaction of business at the meeting.

BACKGROUND INFORMATION

A Plan and Agreement of Merger (the "Merger Agreement") was executed on February
19, 2004, by and among the Company, HouseRaising, and the HouseRaising
Stockholders, who joined in the execution of the Agreement for the purpose of
making certain covenants regarding the transaction contemplated therein. The
Company is a corporation duly organized and validly existing under the laws of
the state of North Carolina, with its principal executive office at 301C Verbena
Street, Charlotte, North Carolina 28217 and its phone number is (704) 400-9042.
HouseRaising is a corporation duly organized and validly existing under the laws
of the state of Delaware, with its principal executive office at 4801 East
Independence Blvd., Ste 201, Charlotte, North Carolina 28212. Kevin Kyzer is
the Chairman and President of the Company. Robert V. McLemore is the Chairman
and President of HouseRaising.

The respective boards of directors of the Company and HouseRaising deem it
desirable and in the best interests of their respective corporations, for
HouseRaising to merge with and into the Company in exchange for the issuance of
shares of common stock and class A voting convertible preferred stock of the
Company in exchange for the outstanding capital stock of HouseRaising and have
proposed, declared advisable and approved such merger pursuant to the Merger
Agreement, which agreement has been duly approved by resolutions of the
respective boards of directors of the Company and HouseRaising, and action by
majority written consent of the shareholders of HouseRaising. The Board of
Directors of the Company ordered that a shareholders' meeting be called by the
Company for the purposes of approving the Merger prior to closing.

PROPOSAL ONE
AMENDMENT TO ARTICLES OF INCORPORATION

The Board of Directors has unanimously approved, and recommends for shareholder
approval, the amendment of the Company's Articles of Incorporation in order to
change the Company's name to "HouseRaising, Inc."

PROPOSAL TWO
APPROVAL OF PLAN AND AGREEMENT OF MERGER

The Board of Directors has unanimously approved, and recommends for shareholder
approval, the Merger, whereby HouseRaising will be merged with and into the
Company.

PROPOSAL THREE
ELECTING A NEW BOARD OF DIRECTORS

The Board of Directors unanimously approved, and recommends for shareholder
approval, the election of a new Board of Directors of the Company.

SPECIAL CONSIDERATIONS

There are several special considerations that a shareholder of the Company
should take into account in evaluating whether to vote for or against the Merger
of HouseRaising with and into the Company. These include the following:

1. The independent auditors of HouseRaising have noted that there is
substantial doubt about its ability to continue as a going concern. This is
very important inasmuch as the sole business of the Company after the
Merger will be HouseRaising's business, and its success will determine
whether the Company will be able to continue as a going concern. For
purposes of engaging in their audit, HouseRaising's auditors have prepared
its financial statements assuming that it will continue as a going concern.
At December 31, 2003, HouseRaising had negative working capital of $686,993
and a net loss of approximately $51,002. In addition, accumulated net
losses amounted to $780,626 as of December 31, 2003. This raises
substantial doubt about HouseRaising's ability to continue as a going
concern. Management of HouseRaising believes that it can attain profitable
operations by a strategy of raising equity capital and seeking strategic
relationships and alliances in order to increase sales in an effort to
generate positive cash flow. Management has three home sales in Region 1
(HouseRaising of Greater Charlotte) for the first quarter of 2004, which
are expected to generate revenue. Additionally, HouseRaising must continue
to rely upon equity infusions from investors in order to improve liquidity
and sustain operations. However, there can be no assurances that
management's strategy will be successful.

2. The common stock of the Company will continue to be deemed a penny stock
under applicable law after the Merger, and is considered to be a high risk
investment and is subject to restrictions on marketability. The Company's
stock is considered "penny stock" within the definition of that term as set
forth in the Securities Exchange Act of 1934, which are generally equity
securities with a price of less than $5.00 per share. As a result, the
Company's shares are then subject to rules that impose sales practice and
disclosure requirements on certain broker-dealers who engage in
transactions involving a penny stock. These rules impose restrictions on
the marketability of penny stock and may affect its market value.

3. After the Merger, the principal stockholder of HouseRaising will control
our business affairs in which case current stockholders of the Company will
have little or no participation in the Company's business affairs. After
the Merger, Robert V. McLemore will own approximately 33.7% of our common
stock, and the McLemore family will own approx-imately 87.7% of our common
stock. In addition, Mr. McLemore will own 366,450 shares of our Series A
Voting Convertible Preferred Stock, which is entitled to five (5) votes per
shares together with the Common Stock, and the McLemore family will own
952,770 shares of our Series A Voting Convertible Preferred Stock. This
will give the McLemore family 30,763,850 shares of common voting power,
representing 96.35% of the issued and outstanding shares of common stock.
As a result, they will have significant influence over all matters
requiring approval by our stockholders without the approval of the minority
stockholders. In addition, they will be able to elect all of the members of
our Board of Directors, which will allow them to control our business
affairs and management. Accordingly, present shareholders will be limited
in their ability to affect change in how the Company's business is
conducted.

4. After the Merger, there is a risk that an investor in the Company will
never see a return on investment and the stock may become worthless. The
Company has never paid dividends on its common stock, and after the Merger
stockholders may never see a dividend on their common stock given the
losses that have accumulated at HouseRaising. HouseRaising intends to
retain earnings, if any, to finance the development and expansion of its
business. Future dividend policy will be contingent upon future earnings,
if any, the Company's financial condition, capital requirements, general
business condition and other factors. Therefore, there can be no assurance
that cash dividends of any kind will ever be paid after the Merger.

5. The Company's management believes that the Merger will constitute a tax
free merger of HouseRaising with and into the Company in a reorganization
pursuant to Internal Revenue Code Section 368(a)(1)(A). However, none of
the parties is seeking tax counsel or legal or accounting opinions on
whether the Merger qualifies for tax free treatment and tax free treatment
of the Merger is not a condition precedent to the obligations of the
parties to the Agreement. There can be no assurance that the HouseRaising
Stockholders who receive common stock in the Company in exchange for their
common stock of HouseRaising will receive tax free treatment.

6. HouseRaising had a net loss of $51,002 for the year ended December 31,
2003, compared to net income of $342,039 for the same period in 2002. This
financial reversal is primarily due to the intended shut-down of retail
sales for the year ended 2003. HouseRaising accepted retail projects in
2002 primarily to test the manual version of the automated design/build
system and generated net income. The testing was successful and during 2003
the company concluded to devote 100% of its assets and staff to completing
the design/build system. This change in focus created the decrease in
revenues for 2003. There is a risk that HouseRaising may not complete the
automated design/build system or generate any retail sales in the future.
In either case HouseRaising would not be profitable, and an investor in the
Company could lose his entire investment.

7. HouseRaising's business requires significant operating capital and there is
a risk that HouseRaising will be unable to obtain needed capital, which
would require it to curtail its operations. HouseRaising presently has
limited operating capital. Current revenue from operations is not
sufficient to maintain a presence in its market, and HouseRaising is
dependent upon receipt of additional capital to expand as intended. There
is a risk that HouseRaising will be unable to obtain additional capital
when needed, which would require HouseRaising to curtail its operations.

8. HouseRaising must continue to develop the most advanced software in the
market in order to stay competitive, and we currently do not have the
financing to do this. There is a risk that if we do not develop the needed
software, we will not be able to compete within our industry. This risk is
particularly acute given the prominence of the automated design/build
system in HouseRaising's operations and business plan.

9. HouseRaising has substantial near-term capital needs, and it may be unable
to obtain the additional funding in the capital markets after the Merger
which will be necessary to enable HouseRaising to continue to operate in
the future. 10. HouseRaising does not have sufficient liquid assets to
continue to operate the company without outside sources of financing.
Accordingly, HouseRaising will seek additional outside sources of capital
such as conventional bank financing; however, there can be no assurance
that additional debt or equity capital will be available on favorable
terms. If adequate funds are not available, HouseRaising may be required to
curtail operations. To the extent that additional capital is raised through
the sale of equity and/or convertible debt securities of the Company, the
issuance of such securities could result in dilution to the Company's
shareholders and/or increased debt service commitments.

11. The homebuilding market is extremely competitive and there are no
substantial barriers to entry. HouseRaising expects that competition will
intensify and that new competitors will enter the market in the future. Its
ability to compete depends on a number of factors, the failure of any
number of which could cause HouseRaising to suffer additional losses.

12. The success of HouseRaising is heavily dependent upon the continued active
participation of its president, Mr. Robert V. McLemore. Mr. McLemore has
over 40 years of experience in the design/build industry and business
contacts and relationships across the entire country. He has built or
supervised the building of over 2,000 custom designed homes. The loss of
Mr. McLemore's services in the areas of the design/build system, sales,
marketing and homebuilding could severely harm the business of
HouseRaising. In addition, HouseRaising does not have a written employment
agreement with Mr. McLemore. There can be no assurance that HouseRaising
will be able to recruit or retain other qualified personnel, should it be
necessary to do so.

13. HouseRaising's design/build software is currently under development, but is
not complete and ready for operations. It will be at least six months
before the system is operational. However, there can be no assurances that
the development process will not exceed six months, which may cause
HouseRaising to curtail its operations.

14. HouseRaising must generate enough revenue to fund a national marketing
campaign through the use of television and print media. There can be no
assurance that HouseRaising will have the funds to develop such a national
marketing campaign. If it is not successful in doing so, HouseRaising could
be limited in its operation to Zone 1 in North Carolina and South Carolina,
and its ambitious growth plans will not be realized.

15. HouseRaising must recruit a number of quality homebuilders and sales
personnel in order to meet the goals set forth in its business plan.
Recruitment has been successful to date in the the Carolinas, but there can
be no assurances that HouseRaising will be able to be successful in other
regions of the country. Success will depend on HouseRaising's ability to
fund its planned marketing program, and at this point in time, HouseRaising
does not have the funds to do so. If sales revenue does not increase and
generate additional working capital, HouseRaising may be forced to curtail
its operations.

16. Even though HouseRaising is in the process of filing a patent registration
to protect its intellectual property, the U.S. Patent Office has not issued
a patent pending to date. Until that patent pending has been issued,
HouseRaising's technology and software is at the risk of being copied by
competitors. This would have a negative impact on HouseRaising's business
prospects and future.

17. There are several build-your-own-home companies that market their services
on the internet. These include Cobs Homes, You Build It, Inc. and Building
Sense, all of whom offer the use of homebuilding software to their
home-buying customers. Although HouseRaising's business plan differs from
that of these companies, they do provide competition for the home-buyer's
dollar, and have a negative impact on HouseRaising projections.

The following table sets forth the ages of and positions and offices presently
held by each nominee director of the Company. For information about ownership
of the Company's Voting Securities by each nominee director, see "BENEFICIAL
OWNERSHIP OF VOTING SECURITIES."

Date First
Became Offices Held
Name* Age Director With the Company
- ----------------------- ---- ----------- ---------------------

Robert V. McLemore 61 N/A None

Robert M. Burroughs 67 N/A None

Ludwik F. Zon 49 N/A None

Grant S. Neerings 47 N/A None

Kristy M. Carriker 42 N/A None

Thomas E. Schubert 63 N/A None

James O'Connor 70 N/A None

Kevin Kyzer 32 2001 President & CEO
- --------------------------------------------------------------------------
* Nominees for election at this meeting.
Please see personal biographies at Item. 7

ITEM 2. REVOCABILITY OF PROXY

Not applicable.

ITEM 3. DISSENTERS' RIGHT OF APPRAISAL

Since the Company is a party to a merger, its shareholders have the right to
dissent and receive payment for their shares. As a result, the Company hereby
offers its shareholders Dissenter's Rights as provided for in Section 55-13-01
through 55-13-31 of the NCBCA. If a Company shareholder elects to exercise their
Dissenter's Rights in accordance with Section 55-13-02, said shareholder of the
Company will be paid the fair value thereof as determined by the Board of
Directors.

The Board of Directors has determined the fair value of each share of Common
Stock to be $0.05. The determination of the per-share fair value was computed
based on a number of considerations including the following:

(i) the Company has had minimal operations for approximately two years;

(ii) the Company has had negative book value of $(234,692), assets of only
$35,136 and debt of $269,828 for the year ended December 31, 2003;

(iii)the bid price for most of 2002 and 2003 prior to the announcement of
this potential transaction was between $0.01 and $0.25 per share;

(iv) other similar public shell companies with no debt have in effect been
sold in the marketplace for cash consideration of $250,000 to
$400,000, which would result in a fully diluted per share value after
the repayment of debt of approximately $0.00 to $0.06 per share.

The Board of Directors of the Company believes that the Merger will be in the
best interest of Company shareholders. However, shareholders are entitled to
assert their Dissenter's Rights (fair market value of $.05 per share) no later
than August 25, 2004, as a result of this transaction as explained in Article
55-13-22 of the NCBCA.

In order to obtain the fair market value payment for Company shares, a
shareholder must mail or deliver their intention to the following address:

The Board of Directors
Technology Connections, Inc.
301C Verbena Street
Charlotte, North Carolina 28217

Under Article 55-13-21(a) of the NCBCA, a shareholder who wishes to assert
dissenters' rights must (1) be sure that before the shareholder vote on the
action is taken, the corporation actually receives written notice of the
shareholder's intent to demand payment for his or her shares if the action is
effectuated, and (2) not vote or sign a consent to action without meeting with
respect to the shares in favor of the proposed action. The burden is on the
shareholder to be sure that each of these requirements is met; if either is not
satisfied, the right of dissent will be lost pursuant to Article 55-13-21(b).
Accordingly, a shareholder's failure to vote against the Merger proposal will
not constitute a waiver of his dissenter's rights. In addition, a vote against
the Merger proposal will not be deemed to satisfy, by itself, his obligation to
give notice to the Company with respect to his desire to exercise his
dissenter's rights.

Pursuant to Article 55-13-02 of the NCBCA, each shareholder has the right and is
entitled to dissent from the consummation of the Merger and receive payment of
the fair value of the Common Shares owned by any such shareholder ("Dissenters'
Rights"). In the event a shareholder elects to exercise Dissenters' Rights, such
shareholder must comply with the applicable procedures set forth in Articles
55-13-21 through 55-13-31 of the NCBCA, as summarized below, in order to receive
payment of the fair value of any Common Shares. In compliance with Section
55-13-20 of the NCBCA, a summary of Article 13 of the NCBCA is set forth below
and a copy of Article 13 of the NCBCA in its entirety is attached as an exhibit
to this Information Statement.

Summary of Article 13 of the NCBCA

THE FOLLOWING IS ONLY A SUMMARY OF THE PROCEDURES FOR
DISSENTING SHAREHOLDERS PRESCRIBED BY SECTIONS 55-13-01
THROUGH 55-13-31 OF THE NCBCA AND IS QUALIFIED IN ITS ENTIRETY BY THE FULL
TEXT OF ARTICLE 13 OF THE NCBCA ATTACHED HERETO AS AN EXHIBIT.

Section 55-13-02 of the NCBCA provides that each record or beneficial
shareholder of the Company is entitled to dissent from the Merger and demand
payment of the fair value of the shares of Common Stock owned by such
shareholder. In accordance with Section 55-13-21 of the NCBCA, in order for a
shareholder to exercise Dissenters' Rights, such shareholder must, prior to the
taking of the vote of the shareholders on the Merger, deliver to the Company
written notice of such shareholder's intent to demand payment for shares in the
event the Merger is approved and shall not vote such shareholder's shares in
favor of the Merger.

In accordance with Section 55-13-22 of the NCBCA, within ten days after
the Merger is effected, the Company must deliver a written dissenter's
notice ("Dissenter's Notice") to all shareholders who satisfy the
requirements of Section 55-13-21 of the NCBCA. The Dissenter's Notice must
state that the Merger was authorized and the effective date of the Merger, set
forth the address at which the Company will receive payment demands and where
stock certificates shall be deposited, supply a form for demanding payment, and
set the date by which the Company must receive the payment demand, which date
shall not be less than 30 days nor more than 60 days after the date the
Dissenter's Notice was mailed. Furthermore, the Dissenter's Notice must be
accompanied by a copy of Article 13 of the NCBCA.

Pursuant to Section 55-13-23 of the NCBCA, a shareholder receiving the
Dissenter's Notice must demand payment in writing and deposit such shareholder's
stock certificates in accordance with the terms of the Dissenter's Notice. A
shareholder who does not comply with the foregoing requirements is not entitled
to the fair value of such shareholder's shares under Section 55-13-23 of the
NCBCA.

Upon the later of the effective date of the Merger, or within 30 days after
receipt of a demand for payment by a dissenting shareholder, the Company must
pay each dissenting shareholder who complies with Section 55-13-23 the amount
the Company estimates to be the fair value of such shares, plus accrued interest
to the date of payment in accordance with Section 55-13-25 of the NCBCA. The
payment must be accompanied by (i) the Company's balance sheet as of the fiscal
year ending not more than sixteen months before the date of payment, an income
statement for that year, a statement of cash flows for that year, and the latest
available interim financial statements, if any; (ii) an explanation of how the
Company estimated the fair value of the shares; (iii) an explanation by the
Company of how the interest was calculated; (iv) a statement of the dissenting
shareholder's right to demand payment under Section 55-13-28 of the NCBCA; and
(v) a copy of Article 13 of the NCBCA.

In the event a dissenting shareholder is dissatisfied with the Company's payment
or offer of payment, such dissenting shareholder, pursuant to Section 55-13-28
of the NCBCA, may notify the Company in writing of such shareholder's own
estimate of the fair value of such shares and the amount of interest due,
within 30 days after the Company made payment for his shares or failure to
perform, and demand payment of such shareholder's estimate, less any payment
already made by the Company under Section 55-13-28, or reject the Company's
payment under Section 55-13-25 and demand payment for the fair value of the
shares and interest due. A dissatisfied dissenting shareholder may effect the
foregoing if: (i) the dissenting shareholder believes that the amount paid or
offered is less than the fair value of the shares or that the interest due is
incorrectly calculated; (ii) the Company has failed to make payment under
Section 55-13-25; or (iii) the Company does not return the deposited stock
certificates or release the transfer restrictions imposed on uncertificated
shares within 60 days after the date set for demanding payment as specified by
Section 55-13-28 of the NCBCA. In the event a demand for payment under Section
55-13-28 remains unsettled, the dissenter may commence a court proceeding to
determine the fair value of the shares and accrued interest within 60 days after
the earlier of (i) the date payment is made under Section 55-13-25, or (ii) the
date of the dissenter's payment demand under Section 55-13-28.

ITEM 4. PERSONS MAKING THE SOLICITATION

This Information Statement is distributed by the Board of Directors (the "Board
of Directors") of the Company. The cost of distribution will be borne by the
Company. In addition to the distribution by mail, officers and employees of the
Company may distribute in person. The Company may reimburse brokers or persons
holding stock in their names, or in the names of their nominees, for their
expenses in sending the information statement to the beneficial owners.

ITEM 5. INTEREST OF CERTAIN PERSONS IN MATTERS TO BE ACTED UPON

Not Applicable

ITEM 6. VOTING SECURITIES AND PRINCIPAL HOLDERS THEREOF

BENEFICIAL OWNERSHIP OF VOTING SECURITIES

The following table sets forth certain information regarding beneficial
ownership of Common Stock as of March 31, 2004 by (i) each person known by the
Company to own beneficially more than 5% of the outstanding Common Stock, (ii)
each director, and (iii) all executive officers and directors as a group. Each
person has sole voting and sole investment or dispositive power with respect to
the shares shown except as noted.

COMMON STOCK
- --------------------------------------------------------------------------------
Name and address #of %of Nature of Beneficial
Shares Class Ownership
- --------------------------------------------------------------------------------

Kevin Kyzer (1) 426,350 18.1% Direct
10812 Kenderly Court
Charlotte, NC 28277

Stacey Kyzer (2) 392,000 16.7% Direct
10812 Kenderly Court
Charlotte, NC 28277

Shari Limud (3) 200,000 8.5% Direct
13 Eahal Ct., Unit 101
Monroe, New York 10950

Robert C. Cottone 150,000 6.4% Direct
555 S. Powerline Rd.
Pompano Beach, FL 33069

Michael J. Bongiovanni 230,000 9.8% Direct
17111 Kenton Drive, Ste. 204B
Cornelius, NC 28031

RRInvHoldings, Inc. 140,000 5.9% Direct
3224 N.E. 167th Street
N. Miami Beach, BL 33160

All Executive Officers
and Directors as a
Group (2 persons) 818,350 34.8% Direct

Total Shares
Outstanding 2,352,893 100.0%

(1) Mr. Kyzer owns, as community property, one half of the shares of stock set
forth beside the name of his wife, Ms. Kyzer, and may be deemed the
beneficial owner of such shares.

(2) Ms. Kyzer owns, as community property, one half of the shares of stock set
forth beside the name of her husband, Mr. Kyzer, and may be deemed the
beneficial owner of such shares.

(3) Represents warrants to purchase shares of common stock at $.40 per share.

Management of the Company has advised that they may acquire additional shares of
Company Common Stock from time to time in the open market at prices prevailing
at the time of such purchases.

BENEFICIAL OWNERSHIP OF HOUSERAISING SECURITIES

The following table sets forth certain information regarding beneficial
ownership of HouseRaising Common Stock as of March 31, 2004 by (i) each person
known by HouseRaising to own beneficially more than 5% of the outstanding Common
Stock, (ii) each director, and (iii) all executive officers and directors as a
group. Each person has sole voting and sole investment or dispositive power.

COMMON STOCK
--------------------------------------
Name and address # of %of
of beneficial owner shares Class Options
- --------------------------------------------------------------------------------

Robert V. McLemore 10,000,000 (1) 100.0% (1) -
C/O HouseRaising, Inc.
4801 East Independence Blvd., Ste 201
Charlotte, NC 28212

Kristy M. Carriker 1,549,327 5.7% -
C/O HouseRaising, Inc.
4801 East Independence Blvd., Ste 201
Charlotte, NC 28212

Elizabeth A. McLemore 1,549,327 5.7% -
C/O HouseRaising, Inc.
4801 East Independence Blvd., Ste 201
Charlotte, NC 28212

Linda W. McLemore 6,197,306 22.7% -
C/O HouseRaising, Inc.
4801 East Independence Blvd., Ste 201
Charlotte, NC 28212

McLemore Family Trust 6,704,040 24.6% -
C/O HouseRaising, Inc.
4801 East Independence Blvd., Ste 201
Charlotte, NC 28212

All Executive Officers and
Directors As A Group (5 persons) 19,295,960 70.7% -

Total Shares Outstanding 27,288,732 100.0%

- -----------------------------
(1) Represents 10,000,000 shares of Class B Common Stock, which has a par value
of $.001 per share and has five (5) votes per share on all matters
considered by shareholders. All the remaining shares of common stock of the
corporation listed in the table are designated as Class A Common Stock,
which has a par value of $.001 and has one (1) vote on all matters
considered by shareholders. Mr. McLemore's shares represent 36.6% of the
total Class A Common and Class B Common shares outstanding.

PRICE RANGE OF COMMON STOCK

During the 2002 through 2003 period, the Company's common stock traded on the
Over-the-Counter Bulletin Board. The range of high and low bid quotations for
the Common Stock for the two most recently completed fiscal years and the
current fiscal year are provided below. The volume of trading in the Company's
Common Stock has been limited and the bid prices as reported may not be
indicative of the value of the Common Stock or of the existence of an active
trading market. These over-the-counter market quotations were provided by the
Over-the-Counter Bulletin Board and may not necessarily represent actual
transactions; they reflect inter-dealer prices without retail markup, markdown
or commissions.

High Bid Low Bid
--------- --------

2002 Fiscal Year
- ------------------
First Quarter (1) $ NA $ NA
Second Quarter(1) $ NA $ NA
Third Quarter (1) $ NA $ NA
Fourth Quarter(2) $ 5.00 $ 4.00

High Bid Low Bid
--------- --------

2003 Fiscal Year
- ------------------

First Quarter (2) $ 0.42 $ 0.30
Second Quarter(2) $ 0.66 $ 0.24
Third Quarter (2) $ 0.64 $ 0.16
Fourth Quarter(2) $ 0.80 $ 0.40

High Bid Low Bid
--------- --------

2004 Fiscal Year
- ------------------

First Quarter (2) $ 0.65 $ 0.15

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

(1) Trading on the OTC Bulletin Board was first reported on 12/09/02.
(2) Adjusted to reflect a 1:20 reverse stock split for holders of record as of
12/31/03.

On April 14, 2004, the reported closing price for the Company's Common Stock was
$0.41. The number of record holders of the Company's Common Stock on December
31, 2003 was 46.

The Company has never paid dividends with respect to the Common Stock and
currently does not have any plans to pay cash dividends in the future. There
are no contractual restrictions on the Company's present or future ability to
pay dividends. Future dividend policy is subject to the discretion of the Board
of Directors and is dependent upon a number of factors, including future
earnings, capital requirements and the financial condition of the Company. The
North Carolina Business Corporation Act provides that a corporation may not pay
dividends if the payment would render the corporation unable to pay its debts as
they become due in the usual course of business or the corporation's total
assets would be less than the sum of its total liabilities plus amounts
constituting a liquidation preference to other security holders.

ITEM 7. DIRECTORS AND EXECUTIVE OFFICERS

In 2002 and 2003, the Board of Directors met informally on a number of
occasions, voting on corporate actions by written consent.

THE DIRECTORS AND EXECUTIVE OFFICERS OF THE COMPANY

The directors and executive officers of the Company, their ages and positions
held in the Company are as follows:

Name Age Position with the Company Since
- ----------------------------------------------------------------------------

Stacey Kyzer 31 Secretary and Director 2001

Kevin Kyzer 32 President, Chief Executive 2001
Officer, Chief Financial
Officer, Chairman and Director

The above directors will hold office until the Special Meeting of Shareholders,
which is noticed hereby. Thereafter, only Mr. Kyzer will continue to hold
office as a Director. His term will begin upon election and will end at the
next annual meeting.

The officers of the Company are elected by the Board of Directors at the first
meeting after each annual meeting of the Company's shareholders, and hold office
until their successors are elected and shall have qualified, or until
resignation or removal from office.

Summary of Experience and Responsibilities
- ----------------------------------------------

Kevin G. Kyzer - Mr. Kyzer has been the President and a Director of Technology
Connections, Inc. since its incorporation on May 23, 2001. Mr. Kyzer's
experience as a technical officer working in technical fields over the last five
years consists of the following:

Mr. Kyzer was employed by Lifestyle Technologies as Chief Technical Officer from
February 2000 until February 2001. As Chief Technical Officer, he maintained
and implemented communications systems, including computer and
Telecommunications for all office locations. He advised the Board of Lifestyle
Technologies on all technology aspects of the business. The average staff size
that Mr. Kyzer supervised was three persons.

Mr. Kyzer was employed by Pilot Home Technologies as Chief Technical Officer
from March 1999 until February 2000. As Chief Technical Officer, he designed
and implemented company telecom and data network, advised other members of
management on planning and business strategy, created job cost budgets and
supervised budget performance and performed research and development for new
products and services.

Mr. Kyzer owned and operated a computer consultant corporation from April 1997
until March 1999. During this time he advised businesses on network solutions,
implemented telecom and data networks for small businesses and sold small
business computer hardware products on a retail level.

Mr. Kyzer, individually, and the Company, were the subject of a judgment for
$70,102.74 dated as of June 23, 2003, plus interest at the rate of 8% until paid
in full, against them during the year ended December 31, 2003. This judgment was
for non-payment of a loan and was filed in Superior Court, Mecklenburg County,
North Carolina. The loan in question was made to the Company, and not to Mr.
Kyzer, and so the default judgment against Mr. Kyzer will be challenged at the
appropriate point in time.

Stacey Kyzer - Ms. Kyzer is married to Kevin Kyzer, our President, and has
served the Company as a Vice President, Secretary and Director since the
Company's incorporation on May 23, 2001.

Compliance with Section 16(a) of the Securities Exchange Act of 1934
- ------------------------------------------------------------------------------

Section 16(a) of the Exchange Act, requires the Company's officers, Directors,
and persons who beneficially own more than ten percent of the Common Stock to
file reports of securities ownership and changes in such ownership with the
Securities and Exchange Commission. Officers, directors and greater than ten
percent beneficial owners also are required by rules promulgated by the
Securities and Exchange Commission to furnish the Company with copies of all
Section 16(a) forms they file.

Based solely upon the fact that the Company was not registered under the
Securities Exchange Act of 1934 until April 23, 2004, we are taking the position
that our insiders had no obligation to file Form 3s, 4s or 5s until such date.
Accordingly, Mr. and Mr. Kyzer now intend to file a Form 3 as promptly as
practicable to reflect their shareholding interest in the Company. To the best
knowledge of the Company, there are no ten percent holders who would now have a
Form 3 filing obligation after April 23, 2004.

Committees of the Board
- --------------------------

Historically, the Board of Directors of the Company has not chosen to delegate
certain of its authority to any standing committees. For example, the Company
does not have a separately designated standing audit committee. Pursuant to
Section 3(a)(58)(B) of the Securities Exchange Act, the entire Board of
Directors acts as an audit committee for the purpose of overseeing the
accounting and financial reporting processes, and our audits of the financial
statements. Once the Merger is consummated and a new Board of Directors
consisting of eight members is appointed, the members of that Board anticipate
establishing an audit committee, including the appointment of an "audit
committee financial expert" to serve on such committee. For now, the Company
does not have a director who qualifies as an "audit committee financial expert".
However, Mr. Kyzer, one of the two members of the Board of Directors, has
considerable knowledge of financial statements, finance and accounting, and has
significant employment experience involving financial oversight
responsibilities. Accordingly, we believe that Mr. Kyzer, capably fulfills the
duties and responsibilities of an audit committee in the absence of such an
expert.

Board Attendance
- -----------------

In 2002 and 2003, the Board of Directors met informally on a number of
occasions, voting on corporate actions by written consent. At the Meeting, the
successors to the current Board of Directors will be elected for a term of
office, such term to commence on the effective date of the Merger. The nominee
directors who are chosen to fill vacancies on the Board shall hold office until
the next election for which those nominee directors are chosen, and until their
successors are duly elected by the shareholders.

THE NOMINEE DIRECTORS

The following table sets forth the ages of and positions and offices
presently held by each nominee director of the Company. For information about
ownership of the Company's securities by each nominee director, see "BENEFICIAL
OWNERSHIP OF VOTING SECURITIES."

Date First
Became Positions and Offices
Name Age Director With the Company
- --------------------------------------------------------------------------------

Robert V. McLemore* 61 N/A None
Charlotte, NC

Kristy M. Carriker* 42 N/A None
Indian Trail, NC

Robert M. Burroughs* 67 N/A None
Charlotte, NC

Ludwik F. Zon* 49 N/A None
Charlotte, NC

James O'Connor* 70 N/A None
Palm Springs, CA

Thomas E. Schubert* 63 N/A None
Warren, OH

Grant S. Neerings* 47 N/A None
Charlotte, NC

Kevin Kyzer* 32 2001 Director, President
Charlotte, NC and CEO since
2001
- --------------------------------------------------------------------------------
* Nominees for election at this meeting.

Personal Biographies and Summary of Experience
- ---------------------------------------------------

Robert V. McLemore
Founder, Director and Chief Executive Officer of HouseRaising, Inc.

Mr. McLemore, HouseRaising's Founder, has been President and Chief Executive
Officer of HouseRaising since June of 1999. Mr. McLemore brings nearly 40
years of experience managing regional custom homebuilding operations to
HouseRaising and its affiliated companies. For many years, Mr. McLemore served
as director for two Charlotte banks, trustee for the areas leading private
school and was a national director for the American Morgan Horse Association.
The experiences gained from four decades of selling, designing and building some
2,000 custom homes are now being developed into a computerized management system
that has become the HouseRaising Franchise. Mr. McLemore is currently
developing the HouseRaising Franchise into a patented business methodology and
national support operation capable of managing design/build and renovation
projects in multiple regions around the country. In addition to system
development, Mr. McLemore will monitor HouseRaising's activities as it expands
its Regional Franchising activities.

Kristy M. Carriker
Director, Co-Founder and Senior Vice President, HouseRaising, Inc.

Ms. Carriker is a Co-Founder of HouseRaising and has served since 1999. She is
responsible for all of HouseRaising's Builder Service and Support activities
that include project cost budgeting, new home customer financing, accounting and
administrative services. Prior to participating in the founding of
HouseRaising, for 20 years Ms. Carriker was Vice President of Administration for
a large custom homebuilding company in Charlotte.

Honorable Robert M. Burroughs
Director and VP Public Relations, HouseRaising, Inc.

"Judge" Burroughs has been a Vice President since HouseRaising was organized in
1999. Judge Burroughs directs HouseRaising's public relations efforts
throughout the Carolinas and promotes HouseRaising as a quality product. He
also assists HouseRaising by consulting on various legal matters pertaining to
contracts HouseRaising enters with its Franchisees. Prior to joining
HouseRaising, Judge Burroughs was for many years a Senior Judge for the North
Carolina Superior Court.

Ludwik F. Zon
Director, President and Chief Manager of HouseRaisingUSA, LLC

Mr. Zon brings 25 years of domestic and international broad gauge business and
management consulting experience to his responsibilities of overseeing the
growth of the Company's national franchise network. He has led the development
of the Company's Investor Participation Program in the ownership of Regional
Franchises and will have primary responsibility for developing and managing the
Company's Regional Franchise operations throughout the United States and in
selected countries overseas. Mr. Zon completed his education at the Polytechnic
Institute of Warsaw and the Sloan School of Management at MIT.

James O'Connor
Director

Mr. O'Connor is a Private Investor residing in Palm Springs, CA who joined
HouseRaising's Board of Directors at its inception in 1999. He brings decades
of corporate management experience to HouseRaising, and has organized
independent firms that he subsequently sold to public companies over the years.

Thomas E. Schubert, J.D.
Director

Mr. Schubert is a former Family Court Judge and currently heads a litigation
practice in Warren, Ohio. Prior to becoming a member of HouseRaising's Board,
Mr. Schubert represented the McLemore family and its companies. He has
committed to an active investment and management role in the Company's Northern
Zone.

Grant S. Neerings
Director, President and Chief Manager of HouseRaisingAcademy, LLC

Mr. Neerings has a long and successful career in the training, knowledge
management and information technology fields. He was one of the founders of
Egghead University and designed the Performance-based Training methodology used
in its formal training programs. He is currently CEO of LearnBytes, an
E-Learning program developer and operator that has contracted with the Company
for the development of the Academy's E-Learning program. Earlier, Mr. Neerings
was the Vice President of Information Technology for Muzak where he oversaw the
digitization of over 150,000 music CDs. He has earned a BA in Philosophy from
the University of Utah and an MA from Brigham Young University.

Kevin Kyzer
Director

Mr. Kyzer is the Founder and CEO of Technology Connections, Inc. and has been
since its inception. As part of HouseRaising, Inc., Kevin Kyzer will be Zone
Operations Officer, where he will manage vendor development throughout North
Carolina and South Carolina.

ITEM 8. COMPENSATION OF DIRECTORS AND EXECUTIVE OFFICERS

SUMMARY COMPENSATION TABLE FOR TECHNOLOGY CONNECTIONS, INC.

Long Term Compensation
___________________________________________________________________________
Annual Compensation Awards Payouts
___________________________________________________________________________
(a) (b) (c) (d) (e) (f) (g) (h) (i)

Other Restr. All
Name and Annual Stock LTIP Other
Principal Calend. Comp. Award(s) Opt P/outs
Position Year Salary Bonus($) ($)(1) ($) SARs(#) ($) ($)
___________________________________________________________________________

Kevin
Kyzer 2003 - - - - - - -
Chief 2002 - - - - - - -
Executive 2001 $9,000 - - 31,900 (2) - - -
Officer

Stacey
Kyzer 2003 - - - - - - -
Secty. 2002 - - - - - - -
2001 - - - - - - -

- -----------------
(1) Includes perquisites and other benefits, unless the aggregate amount of
such compensation is the lesser of $50,000 or 10% of the total of annual
salary and bonus reported for the named executive officer.

(2) Represents an award of 290,000 shares of common stock under the Company's
2003 Employee Stock Incentive Plan for Employees and Consultants on January
30, 2003. The shares closed on January 30, 2003 at a price of $0.11 per
share, representing an aggregate fair market value of $31,900.

2003 Employee Stock Incentive Plan for Employees and Consultants
- ------------------------------------------------------------------------

The Company adopted a 2003 Employee Stock Incentive Plan for Employees and
Consultants on January 30, 2003 and filed a Registration Statement on Form S-8
with the Commission to register shares awarded under the Plan on the same date.
The Compensation Committee of the Board of Directors issues common stock and
awards options to employees, directors, officers, consultants, advisors and
other persons associated with our Company. The 2003 Plan was intended to
provide a method whereby our company would be stimulated by the personal
involvement of our employees, directors, officers, consultants, advisors and
other persons in our business and reward such involvement, thereby advancing the
interests of our Company and all of its shareholders. A total of 1,800,000
shares of common stock were authorized and awarded under the 2003 Plan, and of
those shares, 290,000 shares were awarded to management.

2004 Non-Qualified Stock Compensation Plan
- ----------------------------------------------

The Company adopted a 2004 Non-Qualified Stock Compensation Plan on January 27,
2004, and filed a Registration Statement on Form S-8 with the Commission to
register shares awarded under the Plan on the same date. The Compensation
Committee of the Board of Directors issues common stock and awards options to
employees, directors, officers, consultants, advisors and other persons
associated with our Company. The 2004 Plan is intended to provide a method
whereby our company would be stimulated by the personal involvement of our
employees, directors, officers, consultants, advisors and other persons in our
business and reward such involvement, thereby advancing the interests of our
Company and all of its shareholders. A total of 400,000 shares of common stock
were authorized under the 2004 Plan. All 400,000 shares have been awarded and
100,000 of those shares were awarded to management.

No Indemnification and Limitation of Liability
- ---------------------------------------------------

Our By-Laws do not provide for indemnification of each person who is or was a
director, officer, agent, employee or representative of the Company to the
fullest extent permitted or authorized by current or future legislation or
judicial or administrative decision in North Carolina against all fines,
liabilities, costs and expenses, including attorneys' fees, arising out of his
or her status as a director, officer, agent, employee or representative. We may
amend our By-Laws in the future to provide the foregoing right of
indemnification.

No employee of the Company receives any additional compensation for his
services as a director. The Company has no retirement, pension or profit
sharing program for the benefit of its directors, officers or other employees.
The Board of Directors may recommend one or more such programs for adoption in
the future.

SUMMARY COMPENSATION TABLE FOR HOUSERAISING

Long Term Compensation
___________________________________________________________________________
Annual Compensation (1) Awards Payouts
___________________________________________________________________________
(a) (b) (c) (d) (e) (f) (g) (h) (i)

Other Restr.
Name and Annual Stock LTIP All
Principal Calend. Comp. Award(s) Opt P/outs
Position Year Salary Bonus($) ($) ($) SARs(#) ($) ($)
___________________________________________________________________________

McLemore, 2003 $15,000 - - - - - -
Robert 2002 - - - $1,040,975 (2) - - -
Chairman 2001 - - - - - - -

Carriker, 2003 $20,500 - - - - - -
Kristy 2002 $38,005 - - $ 161,276 (3) - - -
Senior VP 2001 $18,050 - - - - - -

(2) Represents the aggregate fair market value of 10,000,000 shares of Class B
Common Stock and 341 shares of Class A Common Stock which were awarded in
fiscal 2002. The fair market value per share was calculated by dividing
stockholders' equity by the total number of shares outstanding at December
31, 2002, and amounted to $.104094. Accordingly, the aggregate fair market
value awarded was equal to $1,040,975.

(3) Represents the aggregate fair market value of 1,549,327 shares Class A
Common Stock which were awarded in fiscal 2002. The fair market value per
share was calculated by dividing stockholders' equity by the total number
of shares outstanding at December 31, 2002, and amounted to $.104094.
Accordingly, the aggregate fair market value awarded was equal to $161,276.

ITEM 9. INDEPENDENT PUBLIC ACCOUNTANTS

The Company hereby incorporates by reference the information required by Item 13
of the Company's Form 10-KSB, filed with the Securities and Exchange Commission
on April 20, 2004, and as amended in June 2004.

ITEM 10. COMPENSATION PLANS

Not applicable.

ITEM 11. AUTHORIZATION OR ISSUANCE OF SECURITIES OTHERWISE THAN FOR EXCHANGE

Action will be taken by the shareholders of the Company with respect to the
issuance pursuant to the Merger of 27,288,732 shares of common stock and
1,000,000 shares of Class A Voting Convertible Preferred Stock, which are
convertible into ten (10) shares of common stock, to the shareholders of
HouseRaising in exchange for all of their shares of common stock of
HouseRaising. Simultaneously with the issuance of the common and preferred
stock HouseRaising will be merged with and into the Company. After the merger
has been consummated, the Company will change its name to HouseRaising, Inc.

As a result of the Merger and the issuance of securities, there will be
29,641,625 shares of common stock and 1,000,000 shares of Class A Voting
Convertible Preferred Stock outstanding. After the Merger, the currently
outstanding 2,352,893 shares of common stock will represent 7.9% of total
outstanding common shares, and will experience 92.1% dilution.

In addition, the terms of the Class A Voting Convertible Preferred Stock entitle
the holder to, among other things, (i) a conversion right after five years into
common shares at the rate of one share of preferred stock to ten shares of
common stock, (ii) ten votes per share, voting upon issuance together with the
common stock as a single class, (iii) a liquidation preference of $1.00 per
share, and (iv) a class vote on mergers, sales of assets, combinations or
reorganization involving the Company or other fundamental corporate transactions
involving the Company. The latter types of provisions may have an anti-takeover
effect on the Company's common stock and could depress the price of the
Company's common shares in the marketplace.

The Class A Voting Convertible Preferred Stock is not convertible into common
stock prior to the fifth anniversary of issuance. In addition, there is no cash
required upon conversion. The holder simply would exchange his or her shares of
preferred stock for ten shares of common stock by tendering them to the transfer
agent. In the exchange, such holder forfeits his shares of preferred stock.
The holders of the Class A Voting Convertible Preferred Stock will be the former
shareholders of HouseRaising.

The names, location and number of shares held by the holders of Common Stock of
HouseRaising, their ownership percentage, the number of shares of Class A Voting
Convertible Preferred Stock to be received in the Merger, and the number of
shares of common stock into which such shares of preferred stock are
convertible, are as follows:

No. HouseRaising Pct. No. Pref. Convertible
Name Shares Owned Outstanding Shares Into Common
- ----------------------- ----------------- ----------- --------- ------------

Linda W. McLemore 6,197,306 22.7% 227,101 2,271,013
Charlotte, NC

Kristy Carriker 1,549,327 5.7% 56,775 567,753
Indian Trail, NC

Elizabeth A. McLemore 1,549,327 5.7% 56,775 567,763
Shelbyville, KY

McLemore Family Trust 6,704,040 24.6% 245,671 2,456,707
Charlotte, NC

Robert V. McLemore 10,000,000 36.7% 366,452 3,664,516
Charlotte, NC

AFF Consulting 980,000 3.6% 35,912 359,123
Charlotte, NC

Deborah W. Diaz 150,375 0.6% 5,511 55,105
Metairie, LA

R. Tillman Ross 27,000 0.1% 989 9,894
Concord, NC

Richard L. Ross 2,857 0.0% 105 1,047
Oxford, MS

Durain Weidman 1,000 0.0% 37 366
Marlette, MI

Shari Limud, Inc. 97,500 0.4% 3,573 35,729
Monroe, NY

Cong. Ohel Yosef 30,000 0.1% 1,099 10,994
Monroe, NY
- ----------------------- ----------------- ----------- --------- ------------
27,288,732 100.0% 1,000,000 10,000,000

Other than as described above, no other action is to be taken by the Company
with respect to the authorization or issuance of any class of securities of the
Company, otherwise than for exchange.

ITEM 12. MODIFICATION OR EXCHANGE OF SECURITIES

No action is to be taken by the Company with respect to the modification of any
class of securities of the Company, or the issuance or authorization for
issuance of securities of the Company in exchange for outstanding securities of
the Company.

ITEM 13. FINANCIAL AND OTHER INFORMATION

The Company and HouseRaising hereby provide the information as required by
paragraph (a) of this Item as follows:

The Company's SEC Filings are set forth as exhibits 5 and 6 to this Information
Statement. These include (i) Exhibit 5 - the Annual Report on Form 10-KSB of
the Company for the year ended December 31, 2003, as amended in June 2004, and
(ii) Exhibit 6 - the Quarterly Report on Form 10-QSB of the Company for the
quarter ended March 31, 2004.

The Combined Unaudited Pro Forma Consolidated Financial Statements of
HouseRaising and the Company are set forth below.

PRO FORMA FINANCIAL STATEMENTS

The following consolidated (unaudited) condensed pro forma statements of income
for the Company for the year ended December 31, 2003 reflects the pro forma
statements of income of the Company as if the transaction had been completed as
of January 1, 2003. The merger will not be completed until an affirmative vote
of a majority of Technology Connections, Inc., shareholders is obtained.
Therefore, the Company's annual Form 10KSB for the year ended December 31, 2004
will include income earned from HouseRaising, Inc. from such date through
December 31, 2004.

These financial statements are presented for informational purposes only and do
not purport to be indicative of the financial position that would have resulted
if the merger had been consummated at each company's year end. The pro forma
financial statements should be read in conjunction with Technology Connection,
Inc.'s financial statements and related notes thereto contained in the Company's
SEC quarterly and annual filings and HouseRaising, Inc.'s financial statements
and related notes thereto contained elsewhere in this Form 14-C.

A final determination of required purchase accounting adjustments, including the
allocation of the purchase price to the assets acquired based on their
respective fair values, has not yet been made. Accordingly, the purchase
accounting adjustments made in connection with the development of the pro forma
financial statements are preliminary and have been made solely for purposes of
developing the pro forma combined financial information.

TECHNOLOGY CONNECTIONS, INC. & HOUSERAISING, INC.
CONSOLIDATED (UNAUDITED) CONDENSED PRO FORMA STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 2003
===========================================================================================================

(Unaudited) (Unaudited)
Technology House ProForma ProForma
Connections Raising Adjustments Total
----------- ----------- ----------- ----------

SALES AND COST OF SALES:
Sales $ 44,665 $ 26,043 $ - $ 70,708
Cost of Sales 16,166 - - 16,166
----------- ----------- ----------- ----------
Gross Profit 28,499 26,043 - 54,542
----------- ----------- ----------- ----------

OPERATING EXPENSES:
Selling, general and administrative 41,267 377,045 - 418,312
Consulting fees 263,456 - - 263,456
----------- ----------- ----------- ----------
304,723 377,045 - 681,768
----------- ----------- ----------- ----------

OPERATING LOSS (276,224) (351,002) - (627,226)

Gain from Sale of 50% Subsidiary - 300,000 - 300,000

OTHER EXPENSE:
Interest Expense 26,220 - - 26,220
----------- ----------- ----------- ----------

NET LOSS $ (302,444) $ (51,002) $ - $ (353,446)
=========== =========== =========== ==========

See accompanying notes to (unaudited) pro forma financial statements.

A = On February 19, 2004, HouseRaising, Inc. signed a Definitive
Agreement to be merged into Technology Connections, Inc. The
HouseRaising stockholders acquired the majority of the outstanding
common stock of Technology Connections, Inc. The transaction is
accounted for as a reverse purchase acquisition/merger wherein
HouseRaising, Inc. is the accounting acquirer and Technology
Connections, Inc. is the legal acquirer. Accordingly, the accounting
acquirer records the assets purchased and liabilities assumed as part
of the merger and entire equity section of the legal acquirer is
eliminated with negative book value acquired offset against the paid
in capital of the accounting acquirer. This is in accordance with SFAS
#141.

B = To record 27,288,273 common shares issued as part of merger which
takes extinguishes Series A and B shares of HouseRaising, Inc. Also,
included 1,000,000 Class A preferred shares issued in the merger.

C = To record fair market value of property and equipment purchased.

PRO FORMA FINANCIAL STATEMENTS

The following consolidated (unaudited) condensed pro forma balance sheet
reflects the financial position of the Company as of March 31, 2004 as if the
merger with HouseRaising, Inc. had been completed as of that date, and the
consolidated (unaudited) condensed pro forma statements of income for the
Company for the three months ended March 31, 2004 as if the transaction had been
completed as of January 1, 2003. The merger will not be completed until an
affirmative vote of a majority of Technology Connections, Inc., shareholders is
obtained. Therefore, the Company's annual Form 10KSB for the year ended December
31, 2004 will include income earned from HouseRaising, Inc. from such date
through December 31, 2004.

TECHNOLOGY CONNECTIONS, INC. & HOUSERAISING, INC.
CONSOLIDATED (UNAUDITED) CONDENSED PRO FORMA BALANCE SHEET
MARCH 31, 2004
===========================================================================================================

(Unaudited) (Unaudited)
Technology House ProForma ProForma
Connections Raising Adjustments Total
----------- ----------- ----------- ----------

ASSETS

CURRENT ASSETS
Cash and Cash Equivalents $ 91 $ 475 $ - $ 566
Inventory 3,000 - - 3,000
Accounts Receivable, net of allowance
for doubtful accounts of $31,564 7,434 59,595 - 67,029
----------- ----------- ----------- ----------
TOTAL CURRENT ASSETS 10,525 60,070 - 70,595
----------- ----------- ----------- ----------

PROPERTY AND EQUIPMENT
Property and Equipment 33,787 116,202 (11,149) 138,840
Accumulated Depreciation (11,149) (60,151) 11,149 (60,151)
----------- ----------- ----------- ----------
Net Property and Equipment 22,638 56,051 - 78,689
----------- ----------- ----------- ----------

OTHER ASSETS
Other Assets - 1,818 - 1,818
Capitalized Software - 7,539,421 - 7,539,421
----------- ----------- ----------- ----------
Net Other Assets - 7,541,239 - 7,541,239
----------- ----------- ----------- ----------

TOTAL ASSETS $ 33,163 $ 7,657,360 $ - $7,690,523
=========== =========== =========== ==========

LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES
Accounts Payable and Accrued Expenses $ 168,219 205,245 - $ 373,464
Notes Payable 67,400 527,712 - 595,112
----------- ----------- ----------- ----------
TOTAL CURRENT LIABILITIES 235,619 732,957 - 968,576
----------- ----------- ----------- ----------

STOCKHOLDERS' EQUITY (DEFICIT)
Preferred Stock ($.001 par value,
5,000,000 authorized:
none issued and outstanding) - - - $ -
Preferred Stock ($.001 par value,
20,000,000 authorized:
none issued and outstanding) - - - -
Preferred Stock Class A Convertible
($.001 par value, 5,000,000
authorized: 1,000,000 issued and
outstanding) - - 1,000 B 1,000
Common Stock ($.001 par value,
100,000,000 shares authorized:
2,152,901 shares issued and outstanding) 2,153 - (2,153) A -
Common Stock ($.001 par value,
100,000,000 shares authorized:
27,288,273 additional shares to be
issued issued in merger) - - 27,289 B 27,289
Common Stock Series A ($.001 par value,
90,000,000 shares authorized:
17,160,574 shares issued and outstanding) - 17,289 (17,289) A,B -
Common Stock Series B ($.001 par value,
10,000,000 shares authorized:
10,000,000 shares issued and outstanding) - 10,000 (10,000) B -
Common Stock Subcribed but not Issued - 1,978,735 - 1,978,735
Additional Paid-in-Capital 981,377 5,719,971 (1,184,833) A,B 5,516,515
Deficit Accumulated During the Dev. Stage (1,185,986) (801,592) 1,185,986 A (801,592)
----------- ----------- ----------- ----------
TOTAL STOCKHOLDERS' EQUITY (DEFICIT) (202,456) 6,924,403 - 6,721,947

TOTAL LIABILITIES AND STOCKHOLDERS'
DEFICIT $ 33,163 $ 7,657,360 - $7,690,523
=========== =========== =========== ==========

See accompanying notes to (unaudited) pro forma financial statements.

B = To record 27,288,273 common shares issued as part of merger which
takes extinguishes Series A and B shares of HouseRaising, Inc. Also,
included 1,000,000 Class A preferred shares in the merger.

C = To record fair market value of property and equipment purchased.

TECHNOLOGY CONNECTIONS, INC. & HOUSERAISING, INC.
CONSOLIDATED (UNAUDITED) CONDENSED PRO FORMA STATEMENT OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2004
===========================================================================================================

(Unaudited) (Unaudited)
Technology House ProForma ProForma
Connections Raising Adjustments Total
----------- ----------- ----------- ----------

SALES AND COST OF SALES:
Sales $ 150 $ 81,817 $ - $ 81,967
Cost of Sales - - - -
----------- ----------- ----------- ----------
Gross Profit 150 81,817 - 81,967
----------- ----------- ----------- ----------

OPERATING EXPENSES:
Selling, general and administrative 2,122 102,783 - 104,905
Consulting fees 153,001 - - 153,001
----------- ----------- ----------- ----------
155,123 102,783 - 257,906
----------- ----------- ----------- ----------

OPERATING LOSS (154,973) (20,966) - (175,939)

OTHER EXPENSE:
Interest Expense 2,793 - - 2,793
----------- ----------- ----------- ----------

NET LOSS $ (157,766) $ (20,966) $ - $ (178,732)
=========== =========== =========== ==========

See accompanying notes to (unaudited) pro forma financial statements.

The Audited Consolidated Financial Statements of HouseRaising for the year ended
December 31, 2003 are set forth below.

The Unaudited Consolidated Financial Statements of HouseRaising for the quarter
ended March 31, 2004 are set forth below.

INDEPENDENT AUDITOR'S REPORT
------------------------------

To the Board of Directors and Stockholders
HouseRaising, Inc. (FKA HouseRaisingUSA, Inc.) and Subsidiaries
4801 East Independence Blvd, Ste. 200
Charlotte, NC 28212

I have audited the accompanying consolidated balance sheet of HouseRaising Inc.,
(FKA HouseRaisingUSA, Inc.) and Subsidiaries (a development stage company) as of
December 31, 2003 and the related consolidated statements of operations,
stockholders' equity, and cash flows for the years ended December 31, 2003 and
2002. These financial statements are the responsibility of the Company's
management. My responsibility is to express an opinion on these financial
statements based on my audits.

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

In my opinion, the consolidated financial statements referred to above present
fairly, in all material respect, the consolidated financial position of
HouseRaising, Inc. (FKA HouseRaisingUSA, Inc.) and Subsidiaries (a development
stage company) as of December 31, 2003, and the consolidated results of its
operations and its cash flows for the years ended December 31, 2003 and 2002 in
conformity with accounting principles generally accepted in the United States of
America.

The accompanying financial statements have been prepared assuming HouseRaising,
Inc. (FKA HouseRaisingUSA, Inc.) will continue as a going concern. HouseRaising,
Inc. (FKA HouseRaisingUSA, Inc.) has suffered recurring losses and has yet to
generate an internal cash flow that raises substantial doubt about its ability
to continue as a going concern. Management's plans in regard to these matters
are described in Note D. The financial statements do not include any adjustments
that might result from the outcome of this uncertainty.

Traci J. Anderson, CPA
Huntersville, NC
March 26, 2004

HOUSERAISING, INC. AND SUBSIDIARIES (FKA HOUSERAISINGUSA, INC.)
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED BALANCE SHEET
AS OF DECEMBER 31, 2003
================================================================================

ASSETS

CURRENT ASSETS
- ---------------
Cash and cash equivalents $ -
Due from builders 59,595
--------------

TOTAL CURRENT ASSETS 59,595

PROPERTY AND EQUIPMENT
- ------------------------
Computer and office equipment 78,196
Furniture and fixtures 37,300
Accumulated Depreciation (59,151)
--------------

NET FIXED ASSETS 56,345

OTHER ASSETS
- -------------
Other Assets 1,818
Capitalized Software 7,529,532
--------------

NET OTHER ASSETS 7,531,350
--------------

TOTAL ASSETS $ 7,647,290
==============

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
- --------------------
Excess of outstanding checks over bank balance $ 16,429
Accounts Payable & credit cards 103,286
Due to Builders 4,097
Buydowns and other accruals 45,078
Interest Payable 74,986
Current portion of notes payable 502,712
--------------

TOTAL CURRENT LIABILITIES 746,588
--------------

TOTAL LIABILITIES 746,588
--------------

STOCKHOLDERS' EQUITY
- ---------------------
Common stock series A (.001 par value, 90,000,000
shares authorized; 17,160,574 issued and
outstanding at December 31, 2003) 17,161
Common stock series B (.001 par value, 10,000,000
shares authorized; 10,000,000 issued and
outstanding at December 31, 2003) 10,000
Preferred stock ($.001 par value; 20,000,000 shared
authorized; none issued and outstanding at
December 31, 2003) -
Common stock subscribed but not yet issued 690,206
Additional paid-in capital 6,963,961
Retained deficit (780,626)
--------------

TOTAL STOCKHOLDERS' EQUITY 6,900,702

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 7,647,290
==============

The accompanying notes are an integral part of these consolidated financial
statements.

HOUSERAISING, INC. AND SUBSIDIARIES (FKA HOUSERAISINGUSA, INC.)
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, 2003 AND 2002
===========================================================================================

2003 2002 Cumulative Since
Inception
---------- ---------- ----------------

SALES:
- ------
Total Project Sales $ 50,536 $3,216,025 $ 4,675,451
Project Costs $ 31,608 $2,985,145 $ 3,745,177

REVENUES:
- ---------
Project Gross Profits $ 18,928 $ 230,880 $ 930,274
Sales and Service Fees $ 4,600 $ 398,467 $ 562,883
Other Income $ 2,515 $ 23,799 $ 26,314
---------- ---------- ----------------
TOTAL REVENUE $ 26,043 $ 653,146 $ 1,519,471
---------- ---------- ----------------

EXPENSES:
- ---------
General and administrative 377,045 311,107 3,495,019
---------- ---------- ----------------
TOTAL EXPENSES 377,045 311,107 3,495,019
---------- ---------- ----------------
OPERATING INCOME (LOSS) (351,002) 342,039 (1,080,626)
---------- ---------- ----------------

Gain from sale of 50%
of subsidiary 300,000 - 300,000
---------- ---------- ----------------

NET INCOME (LOSS) $ (51,002) $ 342,039 $ (780,626)
========== ========== ================

Net (loss) per share-
basic and fully diluted * $ 0.02 $ (0.05)
========== ========== ================
Weighted average shares outstanding 16,995,497 16,522,154 16,000,084
========== ========== ================

* Less than ($.01)

The accompanying notes are an integral part of these consolidated financial
statements.

HOUSERAISING, INC. AND SUBSIDIARIES (FKA HOUSERAISINGUSA, INC.)
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2003 AND 2002
===========================================================================================

2003 2002 Cumulative Since
Inception
---------- ---------- ----------------

CASH FLOWS FROM OPERATING ACTIVITIES:
- -------------------------------------
Net income (loss) $ (51,002) $ 342,039 $ (780,626)
Adjustments to reconcile net
income (loss) to net cash
(used in) operating activities
Depreciation 15,307 15,308 59,151
Gain from sale of 50% of
subsidiary (300,000) - (300,000)
Capital contribution-services - 1,951,173 1,951,173
Common stock issued for
capitalized software - - 3,477,605
Incurrence of notes payable in
exchange for services
rendered 154,329 263,579 417,908
Common stock subscribed for
services but not yet
received 1,233,885 603,867 1,837,752
(Increase) in capitalized
software (1,365,941) (3,759,217) (7,529,532)
(Increase) in other assets - (1,818) (1,818)
(Increase) in due from builders - (59,595) (59,595)
Increase (decrease) in
accounts payable and
accruals (367,807) 516,845 223,350
Increase (decrease) in
outstanding checks in
excess of bank balance 8,410 (7,614) 16,429
Increase (decrease) in due
to builders (130,074) 134,171 4,097
---------- ---------- ----------------
NET CASH (USED IN)
OPERATING ACTIVITIES (802,893) (1,262) (684,106)

CASH FLOWS FROM INVESTING ACTIVITIES:
- -------------------------------------
Expenditures for fixed assets - (7,278) (115,496)
Proceeds from sale of 50% of
subsidiary 300,000 - 300,000
---------- ---------- ----------------
NET CASH PROVIDED BY
INVESTING ACTIVITIES 300,000 (7,278) 184,504

CASH FLOWS FROM FINANCING ACTIVITIES:
- -------------------------------------
Borrowings on notes payable 507,727 507,727
Repayments on notes payable (5,015) (5,015)
Proceeds from capital contribution 60,450 - 60,450
---------- ---------- ----------------
NET CASH PROVIDED BY
FINANCING ACTIVITIES 563,162 - 563,162
---------- ---------- ----------------

NET (DECREASE) IN CASH
AND CASH EQUIVALENTS 60,269 (8,540) 63,560

CASH AND CASH EQUIVALENTS:
BEGINNING OF THE PERIOD - 8,540 -
---------- ---------- ----------------

END OF THE PERIOD $ - $ - $ -
========== ========== ================

Non-cash financing activity:
Issuance of 499,842 common
shares as payment for debts
of $500,169 - 500,169 500,169

The accompanying notes are an integral part of these consolidated financial
statements.

HOUSERAISING, INC. AND SUBSIDIARIES (FKA HOUSERAISINGUSA, INC.)
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE YEARS ENDED DECEMBER 31, 2003 AND 2002

=============================================================================================================================
Deficit
Series A Series A Series B Series B Accumulated
Common Common Common Common Preferred Preferred Additional During the
Shares Stock Shares Stock Shares Stock Paid-in Development
(000's) $ (000's) $ (000's) $ Capital Stage
-------- -------- -------- -------- --------- --------- ---------- ------------

Balances, January 1, 2002 16,480 $ 16,480 - - - - $3,329,555 $ (1,071,663)
Contribution of capital 500 500 10,000 $ 10,000 - - 2,451,342 -
Net Income for the year - - - - - - - 342,039
-------- -------- -------- -------- --------- --------- ---------- ------------
Balances, December 31, 2002 16,980 $ 16,980 10,000 $ 10,000 - - 5,780,897 (729,624)
Issuance of Series B shares - - - - - - - -
Issuance of Series A shares 181 181 - - - - 181 -
Common Stock Subscribed - - - - - - 1,233,885 -
Net income for the year - - - - - - (51,002) (51,002)
-------- -------- -------- -------- --------- --------- ---------- ------------
Balances, December 31, 2003 17,161 $ 17,161 10,000 $ 10,000 - - $6,963,961 $ (780,626)
======== ======== ======== ======== ========= ========= ========== ============

The accompanying notes are an integral part of these consolidated financial statements.

HOUSERAISING, INC. (FKA HOUSERAISINGUSA, INC.)
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2003
================================================================================

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- ----------------------------------------------------------

Business Activity - HouseRaising, Inc. (FKA HouseRaisingUSA, Inc.) and
- ------------------
Subsidiaries (the Company) was organized under the laws of the State of Delaware
in 1999. On May 5, 2003, HouseRaising, Inc. (FKA HouseRaisingUSA, Inc.) and
subsidiaries legally amended its Articles of Incorporation to effect a name
change from HouseRaisingUSA, Inc.

The Company provides a proprietary turnkey home design and build management
system that it markets to regional homebuilders. Its customers are principally
located in the Southeast USA with a current concentration in North and South
Carolina. The Company operates three subsidiaries: MBSI of the Carolinas,
Inc., MBSI Realty, Inc., and MBSI Service Corp. On May 24, 2003, the Company
approved the dissolution on MBSI of the Carolinas, Inc. and its three regional
subsidiaries: MBSIHOMES of Western North Carolina, Inc., MBSIHOMES of Eastern
North Carolina, Inc., and MBSIHOMES of South Carolina, Inc. At that time the
Company decided to replace MBSI of the Carolinas, Inc. and its three regional
subsidiaries with thirteen separately incorporated limited liability companies
to be located in thirteen regions:

* HouseRaising of Greater Charlotte, LLC-50% ownership by the Company-50% was
sold in June 2003 to three unrelated individuals.
* HouseRaising of the Triangle, LLC-100% ownership by the Company
* HouseRaising of the Triad, LLC-100% ownership by the Company
* HouseRaising of Greenville, LLC-100% ownership by the Company
* HouseRaising of Columbia, LLC-100% ownership by the Company
* HouseRaising of Asheville, LLC-100% ownership by the Company
* HouseRaising of Wilmington, LLC-100% ownership by the Company
* HouseRaising of Myrtle Beach, LLC-100% ownership by the Company
* HouseRaising of Charleston, LLC-100% ownership by the Company
* HouseRaising of Blowing Rock, LLC-100% ownership by the Company
* HouseRaising of OBX, LLC-100% ownership by the Company
* HouseRaising of Pinehurst, LLC-100% ownership by the Company
* HouseRaising of Central North Carolina, LLC--100% ownership by the Company

These limited liability companies provide managerial services to the Company's
homebuilding operations. These limited liability companies operate within
specific guidelines and operating procedures established by HouseRaising, Inc.
documents. The Company enters into a fee based management contract with each
homebuilder that is required to be properly licensed. Each custom, design and
built home is financed in the name of the homebuyer.

HOUSERAISING, INC. (FKA HOUSERAISINGUSA, INC.)
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the Year Ended December 31, 2003
================================================================================

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT')
- -----------------------------------------------------------------

In July 2003, the Company formed 2 new subsidiaries, HouseRaisingAcademy, LLC
and HouseRaisingUSA, LLC. HouseRaisingAcademy, LLC develops and manages the
Company's internet based E-Learning and Homebuilder Management System currently
in development. HouseRaisingUSA, LLC is responsible for organizing and owning
the 13 regional franchise limited liability companies.

Cash and Cash Equivalents - For purposes of the Consolidated Statement of Cash
- ---------------------------
Flows, the Company considers liquid investments with an original maturity of
three months or less to be cash equivalents.

Management's Use of Estimates - The preparation of consolidated financial
- --------------------------------
statements in conformity with accounting principles generally accepted in the
United States of America requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosures of
contingent assets and liabilities at the date of consolidated financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.

Revenue Recognition - The Company's revenue is derived from three sources.
- --------------------
First, the Company designs and builds custom homes and renovation projects for a
fixed price whereby the Company is at financial risk as to the project's cost.
Second, HouseRaisingAcademy provides services to outside homebuilders and
homebuyers whereby it is paid a fee. In this line of business the Company does
not bear any financial risk. Third, the Company expects to receive franchise
fees and royalties by selling interests in selected territories to outside
parties. There is no financial risk in this line of business and the Company is
paid a fixed fee for its franchises.

Revenue is recognized for design/build activities when the project is completed.
In HouseRaisingAcademy's activities, revenue is recognized during the fiscal
period during which the fees are paid. In the Company's franchising activities,
revenue is also recognized during the fiscal period in which the fees are paid.

NOTE A-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT')
- ---------------------------------------------------------------

and lien release fees of 1% of the estimated cost of the house, (5) builder
management fees of 1% of the estimated cost of the house and (6) reconciliation,
warranty and review fees of 1% of the estimated cost of the house. The amount
of revenue for the Company's franchising activities currently varies between
$500,000 and $1.0 million per franchise.

Consulting revenues are based on standard hourly rates billed by
HouseRaisingAcademy when earned.

Capitalized Software-Certain capitalized software assets have been contributed
- ---------------------
to the Company from related entities under common ownership and control. The
capitalized software assets include certain external direct costs of materials
and services consumed in developing internal-use software for home plans and
designs, and operating systems and policies for homebuilders. These costs
include payroll and payroll-related costs for employees and contractors who are
directly associated with and who devote time to the internal-use computer
software project (to the extent of the item spent directly on the project)
during the application development stage. Training costs, data conversion
costs, internal costs for upgrades and enhancements, and internal costs incurred
for maintenance are all expensed as incurred. General and administrative costs
and overhead costs are also expensed as incurred. The assets will commence
amortization when the asset is considered to be placed in service (i.e. when the
development of internal use software is completed) which is projected to be
sometime in early 2005. At such time, the capitalized software costs will be
amortized on a straight-line basis over the estimated economic life of the asset
to be determined.

Comprehensive Income (Loss)-The Company adopted Financial Accounting Standards
- -----------------------------
Board Statement of Financial Accounting Standards (SFAS) No. 130, "Reporting
Comprehensive Income", which establishes standards for the reporting and display
of comprehensive income and its components in the consolidated financial
statements. There were no items of comprehensive income (loss) applicable to
the Company during the periods covered in the consolidated financial statements.

Advertising Costs-Advertising costs are expensed as incurred. The Company does
- ------------------
not incur any direct-response advertising costs. Advertising expense totaled
$31,372 and $20,798 for the years ended December 31, 2003 and 2002,
respectively.

NOTE A-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT')
- ---------------------------------------------------------------

earnings per share would assume the conversion, exercise or issuance of all
potential common stock instruments such as options, warrants and convertible
securities, unless the effect is to reduce a loss or increase earnings per
share. Accordingly, this presentation has been adopted for the period presented.
There were no adjustments required to net loss for the period presented in the
computation of diluted earnings per share.

Income Taxes-Income taxes are provided in accordance with Statement of Financial
- ------------
Accounting Standards (SFAS) No. 109, "Accounting for Income Taxes." A deferred
tax asset or liability is recorded for all temporary differences between
financial and tax reporting and net operating loss-carryforwards.

Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management, it is more likely than not that, and some portion or the entire
deferred tax asset will not be realized. Deferred tax assets and liabilities
are adjusted for the effect of changes in tax laws and rates on the date of
enactment.

Fair Value of Financial Instruments-The carrying amounts reported in the
- ---------------------------------------
consolidated balance sheet for cash, accounts receivable and payable approximate
fair value based on the short-term maturity of these instruments.

Accounts Receivable-Accounts deemed uncollectible are written off in the year
- --------------------
they become uncollectible. All accounts receivable at December 31, 2003 are
fully collectible.

Impairment of Long-Lived Assets - The Company evaluates the recoverability of
- ----------------------------------
its fixed assets and other assets in accordance with Statement of Financial
Accounting Standards No.144, "Accounting for the Impairment or Disposal of
Long-Lived Assets" ("SFAS 144"). SFAS 144 requires recognition of impairment of
long-lived assets in the event the net book value of such assets exceeds the
estimated future undiscounted cash flows attributable to such assets or the
business to which such assets relate. SFAS 144 excludes goodwill and intangible
assets. When an asset exceeds its expected cash flows, it is considered to be
impaired and is written down to fair value, which is determined based on either
discounted future cash flows or appraised values. The Company adopted the
statement on January 1, 2002. No impairments of these types of assets were
recognized during the two years ended December 31, 2003 based upon a management
review of such assets.

Property and Equipment-Property and equipment is stated at cost. Depreciation
- ------------------------
is provided by the straight-line method over the estimated economic life of the
property and equipment remaining from five to seven years.

NOTE A-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT')
- ---------------------------------------------------------------

Recent Accounting Pronouncements-In June 2001, the Financial Accounting
- ----------------------------------
Standards Board issued Statement of Financial Accounting Standards (SFAS) No.
143, "Accounting for Asset Retirement Obligations" which addresses the
accounting and reporting for obligations associated with the retirement of
tangible long-lived assets and the associated retirement costs. SFAS No. 143
requires that the fair value of a liability for an asset retirement obligation
be recognized in the period in which it is incurred if a reasonable estimate of
fair value cannot be made. SFAS No. 143 is effective for financial statements
issued for fiscal years beginning after June 15, 2002. The Company does not
expect SFAS No. 143 to have a material effect on its consolidated financial
condition or consolidated cash flows.

Recent Accounting Pronouncements (cont')
- -------------------------------------------

include a component of the entity (rather than a segment of the business). SFAS
No.144 is effective for financial statements issued for fiscal years beginning
after December 15, 2001. The Company does not expect SFAS No. 144 to have a
material effect on its consolidated financial condition and consolidated cash
flows.

In April of 2002, Statement of Financial Accounting Standards (SFAS) No. 145 was
issued which rescinded SFAS Statements 4, 44, and 64, amended No. 13 and
contained technical corrections. As a result of SFAS No. 145, gains and losses
from extinguishments of debt will be classified as extraordinary items only if
they meet the criteria in APB Opinion No. 30, that they are unusual and
infrequent and not part of an entity's recurring operations. The Company does
not expect SFAS No. 145 to have a material effect on its financial condition or
cash flows. The Company will adopt SFAS on January 1, 2004.

NOTE A-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT')
- ---------------------------------------------------------------

Activity (Including Certain Costs Incurred in a Restructuring)". SFAS No. 146
revises the accounting for certain lease termination costs and employee
termination benefits, which are generally recognized in connection with
restructuring charges. The provisions of SFAS 146 are effective for exit or
disposal activities that are initiated after December 31, 2002. The Company does
not expect SFAS No. 146 to have an impact its financial statements once adopted
on January 1, 2004.

In November 2002, the Financial Accounting Standards Board issued Interpretation
No. 45 (FIN 45), "Guarantor's Accounting and Disclosure Requirements for
Guarantee, Including Indirect Guarantees or Indebtedness of Others", which
addresses the disclosures to be made by a guarantor in its interim and annual
financial statements about its obligations under guarantees. FIN 45 also
requires the recognition of a liability by a guarantor at the inception of
certain guarantees that are entered into or modified after December 31, 2002.

In December 2002, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standard (SFAS) No. 148, "Accounting for Stock-Based
Compensation Transition and Disclosure"-an amendment to SFAS No. 123 (SFAS No.
148), which provides alternative methods of transition for companies voluntarily
planning on implementing the fair value recognition provisions of SFAS No. 123.
SFAS No. 148 also revises the disclosure provisions of SFAS No. 123 to require
more prominent disclosure of the method of accounting for stock-based
compensation, and requiring disclosure of pro forma net income and earnings per
share as if the fair value recognition provisions of SFAS No. 123 had been
applied from the original effective date of SFAS No. 123. The Company adopted
the disclosures provisions of SFAS No. 148 for the quarters ending after
December 15, 2002.

In January 2003, Financial Accounting Standards Board issued FIN No. 46,
"Consolidation of Variable Interest Entities". FIN No. 46 requires the
consolidation of entities that cannot finance their activities without the
support of other parties and that lack certain characteristics of a controlling
interest, such as the ability to make decisions about the entity's activities
via voting rights or similar rights. The entity that consolidates the variable
interest entity is the primary beneficiary of the entity's activities. FIN No.
46 applies immediately to variable interest entities created after January 31,
2003, and must be applied in the first period beginning after June 15, 2003 for
entities in which an enterprise holds a variable interest entity that it
acquired before February 1, 2003. The Company plans to adopt this
Interpretation in the first quarter of fiscal 2004.

In January 2003, the EITF released Issue No. 00-21, (EITF 00-21), "Revenue
Arrangements with Multiple Deliveries", which addressed certain aspects of the
accounting by a vendor for

NOTE A-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT')
- ---------------------------------------------------------------

arrangement under which it will perform multiple revenue-generating activities.
Specifically, EITF 00-21 addresses whether an arrangement contains more than one
unit of accounting and the
measurement and allocation to the separate units of accounting in the
arrangement. EITF 00-21 is effective for revenue arrangements entered into in
fiscal periods beginning after June 15, 2003. The adoption of this standard
will not have an impact on the Company's financial statements.

In May 2003, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards (SFAS) No. 149, "Amendment of Statement 133 on
Derivative Instruments and Hedging Activities." SFAS No. 149 amends and
clarifies accounting for derivative instruments, including certain derivative
instruments embedded in other contracts, and for hedging activities under SFAS
No. 133. SFAS No. 149 is effective for contracts entered into or modified after
June 30, 2003 and for hedging relationships designated after June 30, 2003. The
Company does not believe that there will be any impact on its financial
statements.

Recent Accounting Pronouncements (cont')
- -------------------------------------------

In May 2003, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards (SFAS) No. 150, "Accounting for Certain Financial
Instruments with Characteristics of both Liabilities and Equity." SFAS No. 150
establishes standards for how companies classify and measure certain financial
with characteristics of both liabilities and equity. It requires companies to
classify a financial instrument that is within its scope as a liability (or an
asset in some characteristics). SFAS No. 150 is effective for financial
instruments entered into or modified after May 31, 2003. The standard will not
impact the Company's financial statements.

NOTE B-SUPPLEMENTAL CASH FLOW INFORMATION
- ---------------------------------------------

Supplemental disclosures of cash flow information for the years ended December
31, 2003 and 2002 are summarized as follows:

Cash paid during the years for interest and income taxes:

2003 2002
---- ----
Income Taxes $--- $---
Interest $--- $---

NOTE C-INCOME TAXES
- ---------------------

Due to the operating loss and the inability to recognize an income tax benefit
therefrom, there is no provision for current or deferred federal or state income
taxes for the years ended December 31, 2003 and 2002.

Deferred income taxes reflect the net tax effects of temporary differences
between the carrying amounts of assets and liabilities for financial reporting
purposes and the amount used for federal and state income tax purposes.

The Company's total deferred tax asset, calculated using federal and state
effective tax rates, as of December 31, 2003 is as follows:

Total deferred tax assets $297,000
Valuation allowance (297,000)
--------

Net deferred tax asset $ ----
========

The reconciliation of income taxes computed at the federal statutory income tax
rate to total income taxes for the years ended December 31, 2003 and 2002 is as
follows:

2003 2002
---- ----
Income tax computed at the federal statutory rate 34% 34%
State income taxes, net of federal tax benefit 4% 4%
---- ----
Valuation allowance (38%) (38%)
---- ----
Total deferred tax asset 0% 0%
==== ====

Because of the Company's lack of earnings history, the deferred tax asset has
been fully offset by a valuation allowance. The valuation allowance increased
(decreased) by $20,000 and $(130,000) in 2003 and 2002, respectively.

As of December 31, 2003, the Company had federal and state net operating loss
carryforwards in the amount of approximately $781,000, which expire at various
times through the year 2024.

NOTE D-GOING CONCERN
- ----------------------

As shown in the accompanying financial statements, the Company has suffered
recurring losses from operations to date. It experienced a significant decrease
in revenues, a net loss of $51,002

NOTE D-GOING CONCERN (CONT')
- -------------------------------

in 2003, had a net deficiency of $780,626 and a net working capital deficit of
$686,993 as of December 31, 2003. These factors raise substantial doubt about
the Company's ability to continue as a going concern.

Management's plans in regard to this matter are to raise equity capital and seek
strategic relationships and alliances in order to increase sales in an effort to
generate positive cash flow. Management has 3 new home sales in Region I
(HouseRaising of Greater Charlotte, LLC) for the first quarter of 2004 which are
expected to generate revenue. Additionally, the Company must continue to rely
upon equity infusions from investors in order to improve liquidity and sustain
operations. The financial statements do not include any adjustments that
might result from the outcome of this uncertainty.

NOTE E-SALE OF A PORTION OF A SUBSIDIARY
- -----------------------------------------------

In June 2003, the Company sold 50% of its ownership in HouseRaising of Greater
Charlotte, LLC to three unrelated individuals for $300,000. Each individual's
share and contribution is as follows:

Lane Ostrow 1/3 share for $100,000
Jack H. Marks 1/3 share for $100,000
Richard Brasser 1/3 share for $100,000

NOTE F-SEGMENT REPORTING
- --------------------------

In June 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 131, "Disclosures about Segments of an
Enterprise and Related Information." This statement requires companies to
report information about operating segments in interim and annual consolidated
financial statements. It also requires segment disclosures about products and
services, geographic areas and major customers. The Company determined that it
did not have any separately reportable operating segments as of December 31,
2003 and 2002.

NOTE G-EQUITY
- --------------

In November 2003, the Company issued 180,232 Series "A" Common shares to
unrelated parties for $60,450 with a par value of $181. The Company applied the
difference in the par value and

NOTE G-EQUITY (CONT')
- -----------------------

monies received to paid in capital. In 2002, the Company issued 499,842 Series
"A" restricted common shares to related parties as payment for debts occurred in
previous years in an amount of $500,169. During 2002, the Company issued stock
subscription agreements of 1,951,173 shares to 16 vendors and individuals
providing contract labor. The valuation of the shares issued for services was
based on the fair value of services received, which was the most reliable
measurement tool of the services rendered for the shares. The parties provided
labor and materials for database building and other electronic components of the
Company's internal use software program. These were capitalized into the cost of
the software under SOP 98-1. Specifically, these were costs incurred during the
application development stage whereby the following activities were performed:
design of chosen path, software configuration, software interfaces, coding,
testing, etc. During the year ended December 31, 2001, the Company issued
480,000 Series A common shares to a related party for satisfaction of debt in
the amount of $480,156. During the year ended December 31, 2000, the Company
issued 16,000,000 common shares to inventors/related parties in exchange for
contribution of capitalized software in the amount of $2,849,879.

NOTE H-COMMITMENTS
- -------------------

The Company leases its office facilities. The Company also has one vehicle under
leases that has been classified as an operating lease expiring in September
2006. The payment due under the lease is $1,384 per month.

Rent expense was $79,024 and $79,124 in 2003 and 2002, respectively.

Future minimum rental payments as of December 31, 2003 in the aggregate and for
each of the two succeeding years are as follows:

Year Amount
---- ----------

2004 $ 78,574
2005 $ 78,574
----------
Total $ 157,148
==========

NOTE I-NOTES PAYABLE
- ----------------------

Notes payable at December 31, 2003 consist of the following:

Unsecured note payable to an unrelated party.
Bearing 8% interest. Balloon payment of principal
and interest was due April 2002 $ 5,640

Unsecured note payable to an unrelated party.
Bearing 8% interest. Balloon payment of principal
and interest was due May 2002. $ 13,177

Secured note payable to an unrelated party.
Bearing 18% interest. Note matured October 2003. $ 30,000

Secured note payable to an unrelated party.
Bearing 18% interest. Note matured April 2003. $ 50,000

Secured note payable to an unrelated party.
Bearing 5% interest. Note matured May 2003.
Original balance was $15,000. $ 2,600

Secured note payable to an unrelated party.
Bearing 18% interest. Note matured October 2003. $ 50,000

Secured note payable to an unrelated party.
Bearing 8% interest. Note matures May 2004. $ 55,000

Secured note payable to an unrelated party.
Bearing 20% interest. Note matured December 2003. $100,000

Secured note payable to an unrelated party.
Bearing 0% interest. Note matures May 2004. $ 55,000

Unsecured note payable to an unrelated party.
Bearing 0% interest. $ 1,851

Secured note payable to an unrelated party.
Bearing 18% interest. Note matured August 2003. $ 50,000

NOTE I-NOTES PAYABLE (CONT')
- -------------------------------

Secured note payable to an unrelated party.
Bearing 18% interest. Note matured November 2003. $ 37,500

Secured note payable to an unrelated party.
Bearing 18% interest. Note matured August 2003. $ 25,000

Secured demand note payable to an unrelated party.
Bearing 0% interest. $ 21,944

Secured demand note payable to an unrelated party.
Bearing 0% interest. $ 5,000

Total Current Portion $502,712
========

On 0% interest bearing notes, the Company imputed interest on the notes using a
rate of 5%. Three of the four notes are payable on demand and have no maturity
dates. Thus, present value equals future value. Of the remaining one note, the
discount on the note payable, assuming a 5% interest rate, equals $1,375 at the
date of the note in November, 2003, or a present value of $53,625. The effect of
interest expense on the discount in the statement of operations for 2003 is only
$458, which represents two months of amortized interest on the discount.

NOTE J-DEVELOPMENT STAGE COMPANY
- -----------------------------------

The Company is in the development stage as of December 31, 2003 and to date has
had no significant operations. Recovery of the Company's assets is dependent on
future events, the outcome of which is indeterminable. In addition, successful
completion of the Company's development program and its transition, ultimately,
to attaining profitable operations is dependent upon obtaining adequate
financing to fulfill its development activities and achieving a level of sales
adequate to support the Company's cost structure.

The nature of the description of development stage activities in which the
Company is engaged is as follows. The Company has been and is in the process of
raising capital and developing markets.

NOTE J-DEVELOPMENT STAGE COMPANY (CONT')
- --------------------------------------------

The Company has devoted most of its activities to establishing new business in
accordance with paragraph 8 of SFAS #7. Accordingly, planned principal
activities have not commenced, and have not yet produced significant revenues in
the opinion of management.

NOTE K-SUBSEQUENT EVENTS
- --------------------------

On February 19, 2004, the Company signed a Definitive Agreement to be merged
into a publicly traded company, Technology Connections, Inc. (Technology). The
HouseRaising, Inc.'s stockholders acquired the majority of the outstanding
common stock of this publicly held corporation (Technology). The acquisition
resulted in a tax-free exchange for federal and state income tax purposes. The
name of the corporation will be changed to HouseRaising, Inc. as HouseRaising,
Inc. merged into the publicly traded corporation (Technology). The transaction
was accounted for as a reverse merger in accordance with Accounting Principles
Board (APB) Opinion No. 16 wherein the stockholders of HouseRaising, Inc.
retained the majority of the outstanding common stock of the Company after the
merger. The publicly traded corporation did not have a material operating
history over the prior couple of years.

HOUSERAISING, INC. AND SUBSIDIARIES (FKA HOUSERAISINGUSA, INC.)
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED BALANCE SHEET
AS OF MARCH 31, 2004
================================================================================

ASSETS

CURRENT ASSETS
- ---------------
Cash and cash equivalents $ 475
Due from builders 59,595
------------
TOTAL CURRENT ASSETS 60,070

PROPERTY AND EQUIPMENT
- ------------------------
Computer and office equipment 78,902
Furniture and fixtures 37,300
Accumulated Depreciation (60,151)
------------
NET FIXED ASSETS 56,051

OTHER ASSETS
- -------------
Other Assets 1,818
Capitalized Software 7,539,421
------------
NET OTHER ASSETS 7,541,239

TOTAL ASSETS $ 7,657,360
============

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
- --------------------
Excess of outstanding checks over bank balance $ -0-
Accounts Payable & credit cards 125,959
Buydowns and other accruals 4,300
Interest Payable 74,986
Current portion of notes payable 527,712
------------
TOTAL CURRENT LIABILITIES 732,957

TOTAL LIABILITIES 732,957

STOCKHOLDERS' EQUITY
- ---------------------
Common stock series A (.001 par value,
90,000,000 shares authorized;
17,289,074 issued and outstanding) 17,289
Common stock series B (.001 par value, 10,000,000
shares authorized; 10,000,000 issued and outstanding) 10,000
Preferred stock ($.001 par value; 20,000,000 shared
authorized; none issued and outstanding) -
Common stock subscribed but not yet issued 1,978,735
Additional paid-in capital 5,719,971
Deficit accumulated during the development stage (801,592)
------------
TOTAL STOCKHOLDERS' EQUITY 6,924,403

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 7,657,360
============

HOUSERAISING, INC. AND SUBSIDIARIES (FKA HOUSERAISINGUSA, INC.)
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2004
===========================================================================================
March 31, March 31, Cumulative Since
2004 2003 Inception
---------- ---------- ----------------

SALES:
- ------
Total Project Sales $ 39,026 $ 50,536 $ 4,714,477
Project Costs $ 28,471 $ 31,373 $ 3,773,648

REVENUES:
- ---------
Project Profits $ 10,555 $ 19,263 $ 940,829

Sales and Service Fees $ 65,262 - $ 628,145

Other Income $ 6,000 - $ 32,314
---------- ---------- ----------------
TOTAL REVENUE $ 81,817 - $ 1,601,288

EXPENSES:
- ---------
General and administrative 102,783 19,263 3,597,802
---------- ---------- ----------------
TOTAL EXPENSES 102,783 19,263 3,597,802

OPERATING INCOME (LOSS) (20,966) (19,263) (1,101,592)

Gain from sale of 50% of
subsidiary - - 300,000

NET (LOSS) $ (20,966) $ (19,263) $ (801,592)
========== ========== ================

Net (loss) per share-
basic and fully diluted * * (.05)
========== ========== ================
Weighted average shares
outstanding 17,200,002 16,980,490 16,040,078
========== ========== ================

* Less than ($.01)

The accompanying notes are an integral part of these consolidated financial
statements.

HOUSERAISING, INC. AND SUBSIDIARIES (FKA HOUSERAISINGUSA, INC.)
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2004
===========================================================================================
March 31, March 31, Cumulative Since
2004 2003 Inception
---------- ---------- ----------------

CASH FLOWS FROM OPERATING ACTIVITIES:
- -----------------------------------------
Net (loss) $ (20,966) $ (19,263) $ (801,592)
Adjustments to reconcile net (loss) to net cash
(used in) operating activities
Depreciation 1,000 1,000 60,151
Gain from sale of 50% of
subsidiary - - (300,000)
Capital contribution - services - - 1,951,173
Common stock issued for
capitalized software - - 3,496,719
Incurrence of notes payable in
exchange for services rendered - - 417,908
Common stock subscribed for
services but not yet received - - 1,837,752
(Increase) in capitalized software (9,889) - (7,539,421)
(Increase) in other assets - - (1,818)
(Increase) in due from builders - (113,756) (59,595)
(Decrease) in accounts payable
and accruals (21,496) 3,476 182,840
(Decrease) in outstanding checks
in excess of bank balance (16,429) - -
---------- ---------- ----------------
NET CASH (USED IN)
OPERATING ACTIVITIES (67,780) (128,543) (755,883)

CASH FLOWS FROM INVESTING ACTIVITIES:
- -----------------------------------------
Expenditures for fixed assets (706) - (116,202)
Proceeds from sale of 50% of
subsidiary - - 300,000
---------- ---------- ----------------
NET CASH PROVIDED BY
INVESTING ACTIVITIES (706) - 183,798

CASH FLOWS FROM FINANCING ACTIVITIES:
- -----------------------------------------
Proceeds from capital contributions 44,667 - 44,848
Borrowings on notes payable 25,000 - 532,727
Repayments on notes payable - - (5,015)
---------- ---------- ----------------
NET CASH PROVIDED BY
FINANCING ACTIVITIES 68,961 - 572,560

NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS 475 (128,543) 475
========== ========== ================

CASH AND CASH EQUIVALENTS:
BEGINNING OF THE PERIOD 128,543 -
========== ========== ================
END OF THE PERIOD $ 0 $ 475
========== ========== ================

NOTE A-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- ------------------------------------------------------

Cash and Cash Equivalents-For purposes of the Consolidated Statement of Cash
- ----------------------------
Flows, the Company considers liquid investments with an original maturity of
three months or less to be cash equivalents.

Management's Use of Estimates-The preparation of consolidated financial
- --------------------------------
statements in conformity with accounting principles generally accepted in the
United States of America requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosures of
contingent assets and liabilities at the date of consolidated financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.

Revenue Recognition-The Company's revenue is derived from three sources. First,
- -------------------
the Company designs and builds custom homes and renovation projects for a fixed
price whereby the Company is at financial risk as to the project's cost.
Second, HouseRaisingAcademy provides services to outside homebuilders and
homebuyers whereby it is paid a fee. In this line of business the Company does
not bear any financial risk. Third, the Company expects to receive franchise
fees and royalties by selling interests in selected territories to outside
parties. There is no financial risk in this line of business and the Company is
paid a fixed fee for its franchises.

For the Company's design/build activities, the amount of revenue that is
recognized is determined by an estimate of the cost to build a house, to which
is added a varying margin of profit between six and ten percent. The Company's
commitment to build a custom home for a fixed price is made at the time when a
design/build contract is executed. The amount of revenue for
HouseRaisingAcademy's activities is based on a predetermined fee amount for
specific services rendered, such as (1) sales fees of 2% of the estimated cost
of the house, (2) design fees of 2.5% of the estimated cost of the house, (3)
engineering, coordinating and vendor relationship management fees of 2.5%, (4)
cash flow management, accounts payable, distribution of funds, and lien release
fees of 1% of the estimated cost of the house, (5) builder management fees of 1%
of the estimated cost of the house and (6) reconciliation, warranty and review
fees of 1% of the estimated cost of the house. The amount of revenue for the
Company's franchising activities currently varies between $500,000 and $1.0
million per franchise.

Consulting revenues are based on standard hourly rates billed by
HouseRaisingAcademy when earned.

Net Loss per Common Share-Statement of Financial Accounting Standard (SFAS) No.
- --------------------------
128 requires dual presentation of basic and diluted earnings per share (EPS)
with a reconciliation of the numerator and denominator of the EPS computations.
Basic earnings per share amounts are based on the weighted average shares of
common stock outstanding. If applicable, diluted earnings per share would
assume the conversion, exercise or issuance of all potential common stock
instruments such as options, warrants and convertible securities, unless the
effect is to reduce a loss or increase earnings per share. Accordingly, this
presentation has been adopted for the period presented. There were no
adjustments required to net loss for the period presented in the computation of
diluted earnings per share.

Accounts Receivable-Accounts deemed uncollectible are written off in the year
- --------------------
they become uncollectible. All accounts receivable at March 31, 2004 are fully
collectible.

Impairment of Long-Lived Assets - The Company evaluates the recoverability of
- ----------------------------------
its fixed assets and other assets in accordance with Statement of Financial
Accounting Standards No.144, "Accounting for the Impairment or Disposal of
Long-Lived Assets" ("SFAS 144"). SFAS 144 requires recognition of impairment of
long-lived assets in the event the net book value of such assets exceeds the
estimated future undiscounted cash flows attributable to such assets or the
business to which such assets relate. SFAS 144 excludes goodwill and intangible
assets. When an asset exceeds its expected cash flows, it is considered to be
impaired and is written down to fair value, which is determined based on either
discounted future cash flows or appraised values. The Company adopted the
statement during on January 1, 2002. No impairments of these types of assets
were recognized during the two years ended December 31, 2003 based upon a
management review of such assets.

Recent Accounting Pronouncements - In June 2001, the Financial Accounting
- ----------------------------------
Standards Board issued Statement of Financial Accounting Standards (SFAS) No.
143, "Accounting for Asset Retirement Obligations" which addresses the
accounting and reporting for obligations associated with the retirement of
tangible long-lived assets and the associated retirement costs. SFAS No. 143
requires that the fair value of a liability for an asset retirement obligation
be recognized in the period in which it is incurred if a reasonable estimate of
fair value cannot be made. SFAS No. 143 is effective for financial statements
issued for fiscal years beginning after June 15, 2002. The Company does not
expect SFAS No. 143 to have a material effect on its consolidated financial
condition or consolidated cash flows.

In August 2001, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards (SFAS) No. 144, "Accounting for the Impairment or
Disposal of Long-Lived Assets". SFAS No. 144 generally establishes a standard
framework to measure the impairment of long-lived assets and expands the
Accounting Principles Board ("APB") 30, "Reporting the Results of
Operations-Reporting the Effects of Disposal of a Segment of a Business, and
Extraordinary, Unusual and Infrequently Occurring Events and Transactions" to
include a component of the entity (rather than a segment of the business). SFAS
No.144 is effective for financial statements issued for fiscal years beginning
after December 15, 2001. The Company does not expect SFAS No. 144 to have a
material effect on its consolidated financial condition and consolidated cash
flows.

In July of 2002, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standard (SFAS) No. 146, which addresses significant issues
regarding the recognition, measurement, and reporting of costs that are
associated with exit and disposal activities, including restructuring activities
that are currently accounted for pursuant to the guidance that the Emerging
Issues Task Force (EITF) has set forth in EITF Issue No. 94-3, "Liability
Recognition for Certain Employee Termination Benefits and Other Costs to Exit an
Activity (Including Certain Costs Incurred in a Restructuring)". SFAS No. 146
revises the accounting for certain lease termination costs and employee
termination benefits, which are generally recognized in connection with
restructuring charges. The provisions of SFAS 146 are effective for exit or
disposal activities that are initiated after December 31, 2002. The Company
does not expect SFAS No. 146 to have an impact its financial statements once
adopted on January 1, 2004.

In January 2003, the EITF released Issue No. 00-21, (EITF 00-21), "Revenue
Arrangements with Multiple Deliveries", which addressed certain aspects of the
accounting by a vendor for arrangement under which it will perform multiple
revenue-generating activities. Specifically, EITF 00-21 addresses whether an
arrangement contains more than one unit of accounting and the measurement and
allocation to the separate units of accounting in the arrangement. EITF 00-21
is effective for revenue arrangements entered into in fiscal periods beginning
after June 15, 2003. The adoption of this standard will not have an impact on
the Company's financial statements.

NOTE B-SUPPLEMENTAL CASH FLOW INFORMATION
- ---------------------------------------------

Supplemental disclosures of cash flow information for the three months ended
March 31, 2004 and 2003 are summarized as follows:

Cash paid during the years for interest and income taxes:

2004 2003
---- ----
Income Taxes $--- $---
Interest $--- $---

NOTE C-INCOME TAXES
- ---------------------

Due to the operating loss and the inability to recognize an income tax benefit
therefrom, there is no provision for current or deferred federal or state income
taxes for the three months ended March 31, 2004 and 2003.

The Company's total deferred tax asset, calculated using federal and state
effective tax rates, as of March 31, 2004 is as follows:

Total deferred tax assets $ 300,000
Valuation allowance (300,000)
---------

Net deferred tax asset $ ----
=========

The reconciliation of income taxes computed at the federal statutory income tax
rate to total income taxes for the three months ended March 31, 2004 and 2003 is
as follows:

2004 2003
---- ----
Income tax computed at the federal statutory rate 34% 34%
State income taxes, net of federal tax benefit 4% 4%
---- ----
Valuation allowance (38%) (38%)
---- ----
Total deferred tax asset 0% 0%
==== ====

Because of the Company's lack of earnings history, the deferred tax asset has
been fully offset by a valuation allowance. The valuation allowance increased by
$3,000 and $3,000 in 2004 and 2003, respectively.

As of March 31, 2004, the Company had federal and state net operating loss
carryforwards in the amount of approximately $800,000, which expire at various
times through the year 2024.

NOTE D-GOING CONCERN
- ----------------------

As shown in the accompanying financial statements, the Company has suffered
recurring losses from operations to date. It experienced a significant decrease
in revenues, a net loss of $20,966 in the first three months of 2004, had a net
deficiency of $801,592 and a net working capital deficit of $672,887 as of March
31, 2004. These factors raise substantial doubt about the Company's ability to
continue as a going concern.

Management's plans in regard to this matter are to raise equity capital and seek
strategic relationships and alliances in order to increase sales in an effort to
generate positive cash flow. Management has 3 new home sales in Region I
(HouseRaising of Greater Charlotte, LLC) for the first quarter of 2004 which are
expected to generate revenue. Additionally, the Company must continue to rely
upon equity infusions from investors in order to improve liquidity and sustain
operations. The financial statements do not include any adjustments that might
result from the outcome of this uncertainty.

NOTE E-SEGMENT REPORTING
- --------------------------

NOTE F-COMMITMENTS
- -------------------

Rent expense was $8,129 and $19,643 in the first three months of 2004 and 2003,
respectively.

Future minimum rental payments as of March 31, 2004 in the aggregate and for
each of the two succeeding years are as follows:

Year Amount
---- ----------

2004 $ 58,930
2005 $ 78,574
----------
Total $ 137,504
==========

NOTE G-NOTES PAYABLE
- ----------------------

Notes payable at March 31, 2004 consist of the following:

Unsecured note payable to an unrelated party.
Bearing 8% interest. Balloon payment of
principal and interest was due April 2002 $ 5,640

Unsecured note payable to an unrelated party.
Bearing 8% interest. Balloon payment of
principal and interest was due May 2002. $ 13,177

Secured note payable to an unrelated party.
Bearing 18% interest. Note matured October
2003. $ 30,000

Secured note payable to an unrelated party.
Bearing 18% interest. Note matured April
2003. $ 50,000

Secured note payable to an unrelated party.
Bearing 5% interest. Note matured May 2003.
Original balance was $15,000. $ 2,600

Secured note payable to an unrelated party.
Bearing 18% interest. Note matured October
2003. $ 50,000

Secured note payable to an unrelated party.
Bearing 8% interest. Note matures May 2004. $ 55,000

Secured note payable to an unrelated party.
Bearing 20% interest. Note matured December
2003. $100,000

Secured note payable to an unrelated party.
Bearing 0% interest. Note matures May 2004. $ 55,000

Unsecured note payable to an unrelated party.
Bearing 0% interest. $ 1,851

Secured note payable to an unrelated party.
Bearing 18% interest. Note matured August
2003. $ 75,000

Secured note payable to an unrelated party.
Bearing 18% interest. Note matured November
2003. $ 37,500

Secured note payable to an unrelated party.
Bearing 18% interest. Note matured August
2003. $ 25,000

Secured demand note payable to an unrelated
party. Bearing 0% interest. $ 21,944

Secured demand note payable to an unrelated
party. Bearing 0% interest. $ 5,000
--------

Total Current Portion $527,712
========

NOTE H-DEVELOPMENT STAGE COMPANY
- -----------------------------------

The Company is in the development stage as of March 31, 2004 and to date has had
no significant operations. Recovery of the Company's assets is dependent on
future events, the outcome of which is indeterminable. In addition, successful
completion of the Company's development program and its transition, ultimately,
to attaining profitable operations is dependent upon obtaining adequate
financing to fulfill its development activities and achieving a level of sales
adequate to support the Company's cost structure.

The nature of the description of development stage activities in which the
Company is engaged is as follows. The Company has been and is in the process of
raising capital and developing markets.

NOTE I-SUBSEQUENT EVENTS
- --------------------------

HOUSERAISING, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
DECEMBER 31, 2003

The following discussion should be read in conjunction with the Financial
Statements and related notes thereto included elsewhere in this section.

Other than commitments from vendors to develop HouseRaising's software in
exchange for shares of stock, and fee revenues and profits from existing home
and renovation sales, HouseRaising does not currently have any external sources
of working capital. HouseRaising's Management has not entered into any
commitments for significant capital expenditures, except the software
development contract mentioned above whereby the company issues common stock as
work is completed. Furthermore, there are no plans to hire employees unless
Management is successful in securing a substantial capital infusion.

On February 19, 2004, HouseRaising entered into an Agreement to be acquired by
Technology Connections, Inc. This transaction is being structured as a reverse
acquisition whereby the existing shareholders of HouseRaising will obtain
control of Technology Connections. Upon completion of this business combination
transaction, there can be no assurance that the combined companies will have
sufficient funds to undertake any significant development, marketing and
design/build activities.

Accordingly, the combined companies will seek additional debt or equity
financing or obtain funding from third parties, in exchange for which the
combined companies might be required to issue a substantial equity position.
There is no assurance that the combined companies will be able to obtain
additional financing on terms acceptable to the combined companies. If
Management is successful in obtaining additional funding, these funds will be
used primarily to provide working capital needed for repayment of outstanding
notes payable, continued software development, for new home and renovation sales
and marketing expense and to finance research, development and advancement of
intellectual property concerns. A description of the HouseRaising business is
provided in Item 14.

RESULTS OF OPERATIONS

Year Ended December 31, 2003 Compared to Year Ended December 31, 2002:

Revenues and Gross Profits: HouseRaising had a net loss of $51,002 for the year
ended December 31, 2003, compared to net income of $342,039 for the same period
in 2002. This financial reversal is primarily due to the intended shut-down of
retail sales for the year ended 2003. HouseRaising accepted retail projects in
2002 primarily to test the manual version of the automated design/build system
and generated net income. The testing was successful and during 2003 the company
concluded to devote 100% of its assets and staff to completing the design/build
system. This change in focus created the decrease in revenues for 2003.

In June 2003, the company sold a franchise for $300,000 to a regional design/
build company HouseRaising of Greater Charlotte, LLC. HouseRaising of Greater
Charlotte, LLC sold a 50% membership in the LLC to three (3) outside investors
for $300,000.

HouseRaising, Inc. expects to have its system on line during 2004 and complete
in early 2005. Currently, HouseRaising is operating with the system and
expanding home sales in North and South Carolina and will increase this effort
as each phase of software development is available for use online.

Fee Revenues: Sales and service fee revenues from pre-sold projects consist of
sales commissions, architectural design fees, engineering fees, and a series of
project coordinating expenses charged to each design build project. These fees
are built into the projects total price with Homebuyers paying these charges at
the beginning of construction. The fees are a direct cost to the project.

Profits: The Company earns profits as the net difference of project's sales
price and total costs including fees. The company conducts design/build
projects with various affiliated builder relationships. Costs associated with
in-house builder relationships are part of the projects total costs and
HouseRaising's profit is the difference in the sales price and all direct costs
and fees. In a builder partnership relationship the company divides profits
with the builder, which is accounted as a cost to the project. HouseRaising's
profit represents the sales price less all costs, with the builder share of the
profits listed as a cost to the project.

Selling, General and Administrative Expenses: Selling, general and
administrative expenses for the period ending December 31, 2003 increased
$65,938 from $311,107 to $377,045, a 21% increase compared to the twelve months
of 2002. This increase in administrative expenses is primarily associated with
costs related to creating HouseRaising's first regional center and design/build
operation in Charlotte, NC. These costs include advertising, payroll,
payroll-related costs for employees and contractors who are directly associated
with and who devote time to selling, designing and building pre-sold homes and
renovation projects in Region 1.

Consulting Income: The Company earned $2,515 in consulting income for the period
ending December 31, 2003.

Net Loss: Net loss for the year ended December 31, 2003 was $51,002 compared to
a net profit in 2002 of $342,039; this represents a decrease of 115% in net
profits compared to 2002. This decrease is primarily associated with expenses
incurred in establishing Region 1. Typically, the region should have a positive
cash flow during its second year of operation.

LIQUIDITY AND CAPITAL RESOURCES

Net cash used by operating activities increased $801,631 from ($1,262) for the
year ended December 31, 2002 to ($802,893) for the year ended 2003. An increase
in capitalized assets makes up for the difference in net cash used in operating
activities. Without those adjusting entries, the difference between 2002 and
2003 would have been a decrease in $3,194,907 of cash provided by operating
activities. Past due notes receivable from builders and accrued interest
amounted to $59,595 as of the year ended 2003, representing sales and service
fees (including plan design, architectural services, engineering services, and
construction budgets) due to HouseRaising which remain unpaid.

Net cash provided by financing activities for 2003 was $563,162, which
represents an increase of $563,162 from $0 for the year ended December 31, 2002.

Investing activities in 2003 included the sale of 50% of one the company's
regional subsidiaries, which provided a franchise fee of $300,000 from the sale.
Investing activities in 2002 did not include a regional subsidiary sale, but
there were expenditures for fixed assets of $7,278. Net cash provided by
investing activities increased by $307,278 from fiscal 2002 to 2003.

In 2003, HouseRaising completed a debt offering to a select group of accredited
investors, which provided net cash of $507,727 to HouseRaising. Of this amount,
$5,015 of the debt was repaid in 2003. Proceeds from capital contribution were
$60,450 in fiscal 2003, yielding a total increase in cash provided by financing
activities of $563,162 for fiscal 2003 over fiscal 2002.

During 2003, the company experienced a decrease in revenues. During 2003,
revenues were $26,043 as compared to $653,146 in 2002. Management's plan in
regards to this matter are to begin operating Region 1 as a functioning region,
to raise equity capital and seek strategic relationships and alliances in order
to increase sales in an effort to generate positive cash flow.

Over the past two years, all of HouseRaising's debt financing has been through
bridge loans. The loans can only be repaid if combined companies successfully
raise additional equity or debt financing. In addition to the cash requirement
to repay these bridge loans, HouseRaising's design/build operations will be
dependent to raising equity to mount a sizable advertising campaign to generate
sales. Currently, the company does not have commitments for such funds.

HOUSERAISING, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
QUARTER ENDING MARCH 31, 2004

The following discussion should be read in conjunction with the Financial
Statements and related notes thereto included elsewhere in this section.

RESULTS OF OPERATIONS

Three Months Ended March 31, 2004 Compared to Three Months Ended March 31, 2003.

Sales Prices, Revenues and Gross Profits:

HouseRaising is a development stage company with its major focus on completing
management software that will be used to design and build multiple projects
simultaneously. Beginning in 2004, HouseRaising of Greater Charlotte, LLC
commenced sales of new homes and renovation projects utilizing a manual version
of the system. Revenues for the three months ended March 31, 2004 of $81,817
compared to revenues of "0" in the first three months of 2003.

The company reports total project sales based on the contract amount due to
design and build the project, in the quarter in which the sale is approved with
sales and service fees paid. Profits, representing the difference between the
total project sales price less all costs, are recorded during the quarter in
which the home is completed and closed. Sales and management fees represent
approximately 10% of the homes contract price and are received when projects are
approved for construction and recognized as fee revenue. HouseRaising's share
of profits is determined by subtracting all project costs from the project's
sales price, less any portion due builder relationship with HouseRaising's share
ranging from 50% to 80% of the profits created by the design/build or renovation
project.

Profits: The Company earns profits as the net difference of project's sales
price and total costs including fees. The company conducts design/build
projects with various affiliated builder relationships. Costs associated with
in-house builder relationships are part of the projects total costs and
HouseRaising's profit is the difference in the sales price and all direct costs
and fees. In a builder partnership relationship, the company divides profits
with the builder, which is accounted as a cost to the project. HouseRaising's
profit represents the sales price less all costs, with the builder's share of
the profits included as a cost to the project.

Selling, General and Administrative Expenses: Selling expenses, general and
administrative expenses for the three-month period ending March 31, 2004 was
$102,783 compared to $19,263 for the three-month period ending March 31, 2003.

Net Loss: Net loss for the three-month period ending March 31, 2004 is $20,966
compared to a net loss of $19,263 for the three-month period ending March 31,
2003.

Consulting Income: The Company earned $6,000 in Consulting Income for the
three-month period ending March 31, 2004. There was no Consulting Income for
the three-month period ending March 31, 2003.

LIQUIDITY AND CAPITAL RESOURCES

Net cash used in operating activities for the period ending March 31, 2004 were
($67,780), compared to net cash used in operating activities for the period
ending March 31, 2003 of ($128,543). Past due notes receivable from builders and
accrued interest amounted to $59,595 as of the year ended 2003, representing
sales and service fees (including plan design, architectural services,
engineering services, and construction budgets) due to HouseRaising which remain
unpaid.

Net cash provided by financing activities for the period ending March 31, 2004
was $68,961. There were no financing activities for the period ending March 31,
2003.

Investing activities during the year 2003 included the sale of 50% of one the
company's regional subsidiaries which provided a franchise fee of $300,000 from
the sale. Investing activities in the first quarter 2004 did not include any
such subsidiary sale. Financing activities in the first quarter 2004 included
$25,000 in proceeds from notes payable in cash and we received capital
contributions of $44,667 in 2004. In 2003, HouseRaising completed a debt
offering to a select group of accredited investors, which provided net cash of
$507,727 to HouseRaising. Substantially all of the interest expense in first
quarter 2004 is directly associated with these outstanding notes payable. Net
cash provided by financing activities for first quarter 2003 was equal to $0.
Over the past two years, all of HouseRaising's debt financing has been through
bridge loans. The loans can only be repaid if combined companies successfully
raise additional equity or debt financing. In addition to the cash requirement
to repay these bridge loans, HouseRaising's design/build operations will be
dependent to raising equity to mount a sizable advertising campaign to generate
sales. Currently, the company does not have commitments for such funds.

Management's plans are to begin operating Region 1 as a functioning region and
to raise equity capital and seek strategic relationships and alliances in order
to increase sales in an effort to generate positive cash flow. As of March
31st, 2004, Region 1 (HouseRaising of Greater Charlotte, LLC) has one new home
and three renovation sales for the first quarter of 2004.

ITEM 14. MERGERS, CONSOLIDATIONS, ACQUISITIONS AND SIMILAR MATTERS

BACKGROUND OF THE MERGER.

In late November, 2003, a representative of HouseRaising contacted Kevin Kyzer,
President of the Company, to inform him that HouseRaising was going through the
process of preparing a Registration Statement on Form SB-2 to go public. Mr.
Kyzer responded that Robert V. McLemore, President of HouseRaising, might have
an interest in doing a reverse merger with the Company since he felt that
HouseRaising's business plan had more potential value to the stockholders of the
Company than his business plan. Mr. Kyzer informed Mr. McLemore that the 1:20
reverse stock split that was underway had already been approved by the Company's
stockholders, and that an Information Statement on Schedule 14C had already been
filed with the Commission since March of 2003. The reverse stock split did not
enter into the negotiations over the merger of HouseRaising and the Company.

The parties agreed that the reverse merger made financial sense for both
companies, and they entered into a letter of intent dated January 15, 2004,
which set forth some non-binding terms for a possible transaction. Next, both
parties retained counsel and began negotiating a merger agreement. HouseRaising
abandoned its efforts to prepare a Registration Statement on Form SB-2 and
executed a merger agreement dated February 19, 2004.

THE MERGER AGREEMENT

The Company, HouseRaising and the HouseRaising Stockholders signed an Agreement
and Plan of Merger, dated February 19, 2004 (the "Merger Agreement"), pursuant
to which HouseRaising will merge with and into the Company at the Effective Time
(as defined), and all outstanding shares of common stock of HouseRaising will be
converted, in the aggregate, into 27,288,732 shares of common stock and
1,000,000 shares of Class A Voting Convertible Preferred Stock of the Company.
The shares of Class A Voting Convertible Preferred Stock issued in the Merger
are convertible into ten (10) shares of fully paid and non-assessable shares of
common stock, and they have a class vote to approve or disapprove any merger,
sale of assets, combination or reorganization involving the Company, or other
fundamental corporate transaction involving the Company. The terms of the Class
A Voting Convertible Preferred Stock could be considered to have an
anti-takeover or takeover deterrent effect.

The series of Class A Voting Convertible Preferred Stock will be established by
action of the Board of Directors of the Company pursuant to NCBCA Section
55-06-02. The Company intends to file an amendment to its Articles of
Incorporation setting forth the terms of the Class A Voting Convertible
Preferred Stock, which amendment will be effective with the affirmative vote of
the Board of Directors of the Company. As part of the Merger Agreement, the
Company has agreed to change its name to "HouseRaising, Inc.", pursuant to an
amendment to its Articles of Incorporation. A copy of the executed Merger
Agreement and the proposed Amendment to the Company's Articles of Incorporation
to change its name are attached hereto as Exhibits 2 and 3 hereto, respectively.

The Merger will be effective at the "Effective Time", such time being when the
Company and HouseRaising file a Certificate of Merger with the Secretary of
State of North Carolina. The Closing under the Merger Agreement will occur on
the second day after the satisfaction or waiver of all conditions to the
obligations of the parties to consummate the transactions contemplated by the
Merger Agreement. The Merger is conditioned on, among other things, the Company
and HouseRaising obtaining the written consent of a majority of their
shareholders to approve the transactions contemplated by the Merger Agreement.
In addition, the obligation of the Company to consummate the transactions
contemplated by the Merger Agreement is conditioned on the Company's
satisfactory completion of a due diligence investigation of HouseRaising. The
obligation of HouseRaising to consummate the transactions contemplated by the
Merger Agreement is conditioned on the Company's accounts payable and notes
payable to vendors, lessors, subcontractors, governmental entities and other
creditors not exceeding $200,000. In addition, the obligation of the Company to
consummate the transactions contemplated by the Merger Agreement is conditioned
on the new board of directors of the Company having caused the Company to issue
as promptly as practicable 100,000 "free trading" shares of common stock to
Kevin Kyzer, President of the Company, as payment for consulting services, and
agreeing to issue and register such shares pursuant to a Registration Statement
on Form S-8.

The respective boards of directors of the Company and HouseRaising deem it
desirable and in the best interests of their respective corporations, for
HouseRaising to merge with and into the Company in exchange for the issuance of
shares of common stock and Class A Voting Convertible Preferred Stock of the
Company and have proposed, declared advisable and approved the Merger pursuant
to the Merger Agreement, which Agreement has been duly approved by resolutions
of the respective boards of the Company and HouseRaising, and by action by
written consent of the majority shareholders of HouseRaising. The NCBCA
requires that a shareholders' meeting be called by the Company for the purposes
of approving the Merger prior to closing.

The Company has previously reported executing the Merger Agreement in a Current
Report on Form 8-K, filed with the Commission on February 20, 2004.
The Company is a corporation duly organized and validly existing under the laws
of the state of North Carolina, with its principal place of business at 301C
Verbena, Charlotte, North Carolina 28217, and its telephone number is (704)
400-9042. HouseRaising is a corporation duly organized and validly existing
under the laws of the state of Delaware, with its principal place of business at
4801 East Independence Boulevard, Suite 201, Charlotte, North Carolina 28212,
and its telephone number is (704) 531-1781.

The Effect of the Merger

As a result of the Merger, the identity, existence, purposes, powers, objects,
franchises, rights, and immunities of the Company shall continue unaffected and
unimpaired, and the corporate identity, existence, purposes, powers, objects,
franchises, rights, and immunities of HouseRaising shall be wholly merged with
and into the Company, and the Company shall be fully vested therewith.
Accordingly, at the Effective Time, the separate existence of HouseRaising,
except insofar as continued by statute, shall cease.

The laws of the state of North Carolina shall continue to govern the Company.
On and after the Effective Time, the articles of incorporation of the Company
shall remain the articles of incorporation of the Company without any
modification or amendment resulting solely as a result of the Merger, except for
the change of name to "HouseRaising, Inc." On and after the Effective Time, the
By-Laws of the Company shall remain the By-Laws of the Company without any
modification or amendment solely as a result of the Merger.

As mentioned above, pursuant to the Merger, 27,288,732 shares of common stock
and 1,000,000 shares of Class A Voting Convertible Preferred Stock, which are
convertible into ten (10) shares of common stock, shall be issued to the
shareholders of HouseRaising in exchange for all of their shares of common stock
of HouseRaising. Simultaneously with the issuance of the common and preferred
stock HouseRaising will be merged with and into the Company. After the merger
has been consummated, the Company will change its name to HouseRaising, Inc.

Conversion of HouseRaising Securities

At and as of the Effective Time, each share of HouseRaising Class "A" common
stock and each share of HouseRaising Class "B" common stock (each being referred
to herein as a "HouseRaising Common Share"), other than any Dissenting Share,
shall be converted into 1.0 shares of common stock of the Company and .036645
shares of Class A Voting Convertible Preferred Stock ("Class A Convertible
Preferred") of the Company (the ratios of 1.0 common shares and .036645 Class A
Convertible Preferred of the Company to one HouseRaising common share are
referred to herein as the "Conversion Ratios"). The Conversion Ratios shall be
subject to equitable adjustment in the event of any stock split, stock dividend,
reverse stock split, or other change in the number of HouseRaising common shares
outstanding. No HouseRaising common share shall be deemed to be outstanding or
to have any rights other than those set forth above after the Effective Time.

The Relative Rights and Preferences of the Class A Convertible Preferred

Except as otherwise required by law, the holders of Class A Convertible
Preferred shall be entitled to notice of any stockholders' meeting and to vote
as a single class (and not together with the common stockholders as one combined
class) to approve any merger, sale of assets, combination or reorganization
involving the Company, or other fundamental corporate transaction involving the
Company, with the holders of Class A Convertible Preferred having one vote per
share of such stock owned. On all other matters, the Class A Convertible
Preferred shall vote with the common stockholders as one combined class, with
the holders of Class A Convertible Preferred having ten (10) votes per share of
such stock owned. Each share of Class A Convertible Preferred shall be
convertible, at the option of the holder thereof, at any time after five (5)
years from the date of issuance into ten (10) shares of fully paid and
non-assessable shares of Common Stock. The holders of the Class A Convertible
Preferred shall not be entitled to receive any dividend. The Class A
Convertible Preferred shall be senior to the common stock and all other shares
of preferred stock that may be later authorized. Finally, the holders of the
Class A Convertible Preferred shall be entitled to, among other things, receive,
prior to the holders of the other series of preferred stock and prior and in
preference to any distribution of the assets or surplus funds of the Company to
the holders of any other shares of stock of the Company by reason of their
ownership of such stock, an amount equal to $1.00 per share with respect to each
share of Class A Convertible Preferred. The foregoing description of the
relative rights, preferences and terms and conditions of the shares of Series A
Convertible Preferred is qualified in its entirety to text of the Series A
Convertible Preferred provisions, a copy of which is attached as Exhibit 4
hereto.

Federal Income Tax Treatment of the Merger

The Merger is intended to qualify as a tax-free reorganization within the
meaning of Section 368(a)(1)(A) of the Internal Revenue Code of 1986, as amended
(the "Code"). However, none of the parties to the Merger Agreement is seeking
tax counsel or legal or accounting opinions on whether the merger qualifies for
tax-free treatment and tax-free treatment of the merger is not a condition
precedent to the obligations of the parties to consummate the Merger.

In the event that the Merger does not qualify as a tax-free reorganization
within the meaning of Section 368(a)(1)(A) of the Code, the receipt of the
common stock and Class A Voting Convertible Preferred Stock by HouseRaising
Stockholders will be a taxable transaction for federal income tax purposes. In
general, for federal income tax purposes, a shareholder will recognize gain or
loss equal to the difference between the shareholder's adjusted tax basis in the
shares and the fair market value of the shares received therefore. Such gain or
loss will be a capital gain or loss and will be a long-term capital gain or loss
if the holder held the shares for more than one year at the Effective Time.
Long-term capital gain of individuals and other noncorporate taxpayers currently
is taxed at a maximum rate of 20% for federal income tax purposes.

BECAUSE INDIVIDUAL CIRCUMSTANCES MAY DIFFER, EACH SHAREHOLDER SHOULD CONSULT HIS
OR HER OWN TAX ADVISOR TO DETERMINE THE APPLICABILITY OF THE RULES DISCUSSED
ABOVE TO HIM OR HER AND THE PARTICULAR TAX EFFECTS TO SUCH HOLDER OF THE MERGER,
INCLUDING THE APPLICATION AND EFFECT OF STATE, LOCAL AND OTHER INCOME TAX LAWS.

SUBSEQUENT EVENT

On May 25, 2004, Kevin Kyzer, President of the Company, was served with a
summons and complaint in a case styled as "Maxim Advisors, LLC v. Technology
Connections, Inc.", a civil action in the Circuit Court of Lafayette County, MI.
The Plaintiff is demanding judgment for stock of the Company valued at $17,849
for non-payment of services provided in preparing the Company's SEC filings
during 2003. The Company intends to vigorously defend all claims, inasmuch as
the plaintiff's work was allegedly inadequate and resulted in the Company
temporarily becoming de-listed from the OTC Bulletin Board.

HOUSERAISING DESCRIPTION OF BUSINESS.

General

HouseRaising, Inc., ("HRI") is a Delaware corporation formed in April 1999 by
Robert V. McLemore. It is a development stage company and has not implemented
its business plan to date. When this section uses the words "the company,"
"we," "us," and "our," they refer to HouseRaising and its subsidiaries, unless
the context otherwise requires.

HouseRaising's Founder formed the company to develop a design/build business
process capable of turning complicated pre-sold homebuilding projects into
predictable experiences for buyers and builders. Utilizing four decades of
experience in the design/build industry, Mr. McLemore has turned those
experiences into a framework that is now capable of bringing predictability to
pre-sold design/build and renovation projects. Distributed through establishing
regional franchise operations and supported electronically through the Internet,
expectations are Mr. McLemore's proprietary invention will have an important
impact on the way of conducting home projects.

Our Business:

HouseRaising is a development stage company and has revenue of $26,043 and net
income of $(51,003) in fiscal 2003. Its business plan includes the completion
of the company's proprietary business system and management process that will be
utilized in selling, designing and managing of design/build projects and
renovation projects. HouseRaising plans to accomplish this through specific
tasks performed at an exact time and precise manner on each project.
HouseRaising does not own land, nor does the company build speculative homes.
HouseRaising is a design/build company that markets its products and services to
homebuyers and small builders who have customers desiring to build a unique
home. HouseRaising's builder-franchisees utilize an electronic management
process to pre-sell, design and build quality residences on a lot owned by the
homebuyers. HouseRaising is investigating the possibility of pre-arranging
financing for projects that would be secured in the names of the home buyers.
However, there can be no assurances that such a financing program can or will be
implemented.

Management estimates that there is a substantial market for its design/build
services, which will be accessed through affiliated relationships with small,
hands-on builders who commit to conduct the business of building homes the
HouseRaising way. Management believes this market exists based on the size of
the current design/build market and its anticipated growth over the next five
years. HouseRaising's plan is to develop small builder relationships in small
markets and in isolated places where most large builders cannot feasibly develop
operations. HouseRaising will operate on a smaller scale than that of many of
the large regional builders. From this strategy HouseRaising hopes to produce
significant revenues over a five year period of time.

While HouseRaising will establish builders in large cities, our emphasis is in
developing multiple builder relationships in small towns across America.
Thousands of homebuyers each year enter the design/build arena by developing
house plans from their dreams. They take incomplete plans and specs and set out
to obtain bids from small builders, hoping to obtain fair prices and a quality
product. Without realizing it, these homebuyers are creating a nearly impossible
business endeavor, putting their dream homes in a battle with small builders and
vendors. By connecting all parties to the contract and by utilizing
HouseRaising's unique design/build system and management process, HRI allows
homebuyers to develop financially sound and enjoyable homebuilding experiences.
HouseRaising eliminates surprises by establishing quality standards and
management processes utilized by all participants in the project.

HouseRaising's unique process does not reduce builder creativity nor does it
restrict the ability to create "one of a kind" residences demanded by
discriminating buyers. HouseRaising's invention encourages unique homebuilding
by defining the what, when, how and why of creating quality residences in a fun
and financially sound manner. HouseRaising is a tried, tested and proven process
appreciated by builders, vendors, and homebuyers alike.

HouseRaising's Invention:

Through review and analysis of thousands of design/build projects and hundreds
of small hands-on builder relationships, Mr. McLemore identified 1,269 critical
problem points that exist in every custom home project. Based on the analysis,
we realized that each of the critical problem points led to an emotional
component in the construction process. HouseRaising's system and management
process establishes 3,400 precise tasks and business requirements that solve the
1,269 issues, each time and every time.

In addition to the specific tasks defined by the 3,400-part process,
HouseRaising has developed a proprietary "Design/Price Module" that
electronically prices unique homes without investing in house plans. This unique
module assists homebuyers and builders to create and price their dream home
within minutes, reducing the anxieties created by paying for house plans that do
not meet the financial needs of the participants. Historically, this
pricing/designing process predicts costs of unique home projects to within of
1% of actual costs.

Management believes that because the design/build industry consists of thousands
of small builders functioning as independent companies without organization and
structure, they have no viable means to predict outcomes of their projects.
HouseRaising will solve these issues for the small builders. Small builders and
discriminating homebuyers- who seek quality homes at fair prices- come to
HouseRaising for workable solutions to their complex projects. In addition to
developing industry-wide construction standards, homebuyers and builders
creating special homes realize HouseRaising provides them a way to enjoy the
experience.

HouseRaising Operates Though Regional Design/Build Franchises and as an Internet
Based Homebuilder Training and Management Operation:

HouseRaising plans to expand its operation nationally through regional
franchises. The franchise establishes clear and precise procedures and processes
that bring organization and accountability to a fragmented industry. HRI creates
regional franchise relationships in various ownership structures. The company
creates regional operations that are 100% owned by the company; they create
regional franchise relationships owned 50% by HouseRaising and 50% by local
investors; as well as the company sells 100% ownership interest of a franchise
to outside parties. The company structures marketing and personnel in each
regional franchise capable of selling, designing and building 50 home projects
and 50 renovation projects annually.

HouseRaisingUSA, LLC ("HR-USA"):

HouseRaisingUSA, LLC is a wholly-owned subsidiary of the company. HRI issued a
master franchise for the continental United States to HouseRaisingUSA. HR-USA is
the operational arm of the franchise and it is the people side of the business,
connecting the franchise and digital system to homebuyers and local builders,
turning design and build projects into successful endeavors. HR-USA creates
revenues for the company by establishing and managing regional design/build
operations.

HouseRaisingAcademy, LLC ("HRA"):

HouseRaisingAcademy, LLC is a wholly-owned subsidiary of the company. HRA is an
internet-based portal and digital framework for our proprietary design/build
management system named HouseRaising. The system addresses 1,269 issues through
implementation of 3,400 business requirements. The Academy is an online learning
program utilized to teach users the what, when how and why of HouseRaising's
---- ---- --- ----
superior design/build process. HouseRaisingAcademy links homebuyers,
homebuilders and vendors in an organized and focused experience designed to
achieve predictable results. Additionally, by linking classroom and Internet
learning programs, HRA retrains out-of-work individuals to become successful
entrepreneurs in the design/build industry.

HouseRaising has formed 13 Regional Operations in Zone 1, North and South
Carolina:

REGION LEVEL OF OPERATION REGION NAME
========= ================== ==========================================
Region 1 Level I HouseRaising of Greater Charlotte, LLC
- --------- ------------------ ------------------------------------------
Region 2 Level I HouseRaising of Triangle NC, LLC
- --------- ------------------ ------------------------------------------
Region 3 Level I HouseRaising of Triad NC, LLC
- --------- ------------------ ------------------------------------------
Region 4 Level I HouseRaising of Greenville SC, LLC
- --------- ------------------ ------------------------------------------
Region 5 Level I HouseRaising of Asheville, LLC
- --------- ------------------ ------------------------------------------
Region 6 Level I HouseRaising of Wilmington, LLC
- --------- ------------------ ------------------------------------------
Region 7 Level I HouseRaising of Myrtle Beach, LLC
- --------- ------------------ ------------------------------------------
Region 8 Level I HouseRaising of Charleston, LLC
- --------- ------------------ ------------------------------------------
Region 9 Level I HouseRaising of Blowing Rock, LLC
- --------- ------------------ ------------------------------------------
Region 10 Level I HouseRaising of OBX, LLC
- --------- ------------------ ------------------------------------------
Region 11 Level I HouseRaising of Pinehurst, LLC
- --------- ------------------ ------------------------------------------
Region 12 Level I HouseRaising of Central NC, LLC
- --------- ------------------ ------------------------------------------
Region 13 Level I HouseRaising of Columbia SC, LLC
- --------- ------------------ ------------------------------------------

Region 1 - HouseRaising of Greater Charlotte, LLC:

HouseRaising of Greater Charlotte, LLC is the first regional franchise operation
owned 50% by HouseRaisingUSA, LLC and 50% by local investors and is presently
marketing, selling, and designing new home projects and remodeling projects in
the greater Charlotte areas. As of today, Region 1 has approximately $1 million
in new home and remodeling projects under development during 1st Quarter 2004.

Competition:

The homebuilding business is highly competitive and fragmented. However,
HouseRaising's competition is not the large national homebuilders, we compete
with the small craftsman or craftswoman builders that bid against other small
builders for projects provided by customers. Currently, we know of no companies
developing the type affiliations and support structure HouseRaising offers small
builders.

HouseRaising Involves Only the Design/Build Segment of Homebuilding Industry:

Throughout the country, custom homebuyers will continue to purchase lots and
build second homes. They are building in resort areas, on special lots purchased
in the mountains and in coastal areas where they design and build the home of
their dreams. Additionally, families living in urban and suburban areas
throughout America will continue to locate further and further away from large
metropolitan areas. Developers are finding customers to purchase lots in golf
course communities developed in rural areas, which entail drives of close to an
hour from the city. Low interest rates and low inflation have teamed to provide
homebuyers the opportunity to not only build a fine home, they can now afford to
include upgrades, making the home truly a dream home.

Protection for HouseRaising's Intellectual Property

HouseRaising has engaged the law firm of Ostrolenk, Faber, Gerb & Soffen, LLP to
file a patent application on its processes as a new invention. It is hoped that
patent pending status will protect the company's intellectual properties in the
near future.

HouseRaising's Marketing Plan:

HouseRaising, Inc. markets the use of its unique and proprietary design/build
management system directly to builders and buyers and to regional franchises
nationally through HouseRaisingUSA, a master franchise company. We train
professionals and technical advisors through our own educational system called
HouseRaisingAcademy. In addition to profits derived from designing and building
houses through regional design/build franchisees, HouseRaisingAcademy earns fees
from small builders and homebuyers for the use of its system provided on an
individual project basis.

Marketing Option #1- Marketing HouseRaising Through Independent Builders, and
- ---------------------
Their Homebuyers:

A homebuyer and builder can electronically link with HouseRaisingAcademy as a
team to become certified to utilize HouseRaising for developing their unique
home project. They pay to use the system and select other services from a menu
of support available to them through a HouseRaising regional center in their
area.

In areas where a HouseRaising Regional operation is in place, homebuyers and
their selected builder are required to utilize HouseRaising's support teams
throughout the project from A to Z. HouseRaising provides sales staff, design
staff, budgeting and engineering staff, financial management personnel and CPA's
that coordinate cash flow management and oversee the projects through 56
affiliated vendor relationships.

Marketing Option #2- Marketing the Designing and Building of Unique Homes
- ---------------------
Directly to Homebuyers:

Homebuyers deal directly with HouseRaising's regional design/build operations to
have the company design and build them a unique home. In this option,
HouseRaising assumes full responsibility for the projects, recruiting, training,
and certifying builders to function as in-house builders or builder partners,
whereby they manage projects as employees. Buyers receive fixed priced
contracts that lower the cost of their homes with "no surprises."

The 10-Year Outlook for Homebuilding is Positive:

The homebuilding industry is enjoying record sales and has done so for close to
a decade. Low interest rates coupled with population growth, forming millions
of new households each year has created record profits for the nation's largest
builders. HouseRaising's research indicates the current level of homebuilding
throughout America is sustainable as long as interest rates stay between 6% and
7%. Most economists support the theory that the current 5% rates will likely
rise a percentage point during 2004. However, most of these economists believe
it unlikely that rates will rise above the 6-7% target rate in the near future.
Many analysts estimate that - as short-term rates rise with the pick up in the
GDP, long-term rates, used to set mortgage rates, may remain level or even dip
lower. Our forecast of another decade of the continuing homebuilding boom was
supported by comments from the Chairman and CEO of Fannie Mae Corporation on
CNBC carried live on 2/19/04. Whatever the outcome of interest rates and the
economy, it is obvious that homebuilding in general should remain brisk through
2010.

Our Home Products and Services:

HouseRaising's product and services are offered in three (3) divisions: Division
I sells, designs and builds residences priced from $150,000 to $499,000;
Division II designers and builders market to homebuyers in the $500,000 to
$999,000 price range and Division III specializes in estates $1 million and up.

Regulation and Environmental Matters:

Since HouseRaising does not develop subdivisions or communities, the company is
less effected by environmental and regulation matters. We are subject to various
local, state and federal statutes, ordinances, rules and regulations concerning
zoning, building designs, construction and similar matters. In addition, we are
subject to various licensing, registration and filing requirements in connection
with construction, advertising and sale of design/build projects in our regional
operations. We are also subject to a variety of local, state and federal
statutes, ordinances, rules and regulations concerning protection of public
health and the environment. We maintain a policy of engaging engineers and
environmental consultants to evaluate certain sites located in environmental
sensitive areas.

Factors That May Affect Our Future Results, a Cautionary Statement:

As a result of growth in the number of builders and total projects in each of
its Design/Build and Proposed Renovation efforts, HouseRaising expects
significant growth in revenues, total assets and net income over the next five
years. Management bases this growth on the belief that small to medium sized
independent homebuilders will be attracted to HouseRaising as a solution to
their being unable to predict outcomes of projects. Existing homebuilders,
building 3 to 10 homes annually, will merge their existing organizations into
HouseRaising allowing our system and process to increase profits and bring
stability to their personal lives through organizing their companies.

Certain information included in this report, or in other materials we have filed
or will file with the Securities and Exchange Commission, (as well as
information included in oral statements or other written statements made or to
be made by us) contains or may contain forward-looking statements. You can
identify these statements by the fact that they do not relate strictly to
historical or current facts. They contain words such as "anticipate,"
"estimate," "expect," "project," "intend," "plan," "believe," "may," "can,"
"could," "might" and other words or phrases of similar meaning in connection
with any discussion of future operating or financial performance.

Such statements include information relating to anticipated operating results,
financial resources, changes in revenues, changes in profitability, interest
expense, growth and expansion, anticipated income to be realized from our
investments in joint ventures and the ability to acquire land, the ability to
gain approvals and to open new communities, the ability to sell homes and
properties, the ability to deliver homes from backlog, the ability to secure
materials and subcontractors, the ability to produce the liquidity and capital
necessary to expand and take advantage of opportunities in the future, and stock
market valuations.

Any or all of the forward-looking statements included in this business
description and in any other reports or public statements made by us may turn
out to be inaccurate. This can occur as a result of incorrect assumptions or as
a consequence of known or unknown risks and uncertainties. Many factors
mentioned in this business description or in other reports or public statements
made by us such as government regulation and the competitive environment will be
important in determining our future performance. Consequently, actual results
may differ materially from those that might be anticipated from our
forward--looking statements.

We undertake no obligation to publicly update any forward-looking statements,
whether as a result of new information, future events or otherwise. The
following cautionary discussion of risks, uncertainties and possible inaccurate
assumptions relevant to our business includes factors we believe could cause our
actual results to differ materially from expected and historical results. Other
factors beyond those listed below, including factors unknown to us and factors
known to us, which we have not determined to be material, could also adversely
affect us. Despite the fact we pre-sale our projects with financing in the
names of the homebuyers, we operate in a very competitive environment, which is
characterized by competition from a number of other homebuilders in each market
in which we operate. Actions or changes in plans by competitors may negatively
affect us.

Our business can be affected by changes in general economic and market
conditions, as well as local economic and market conditions where our operations
are conducted and where prospective purchasers of our homes live.

The impact and uncertainties created by the September 11, 2001 terrorist attacks
and the consequences of any future terrorist attacks, as well as other events
affecting the national and world economies, may affect our business.

We operate in a very competitive environment, which is characterized by
competition from a number of other homebuilders in each market in which we
operate. Actions or changes in plans by competitors may negatively affect us.

Claims may be brought against us in various legal proceedings which have not
had, and are not expected to have, a material adverse effect on our business or
financial condition; however, additional legal and tax claims may arise from
time to time, and it is possible that our cash flows and results of operations
could be affected from time to time by the resolution of one or more of such
matters.

We are subject to construction defect and home warranty claims arising in the
ordinary course of business. These claims are common in the homebuilding
industry and can be costly. In addition, the costs of insuring against
construction defects and product liability claims are high, the amount of
coverage offered by insurance companies is currently limited, and the amounts of
deductibles and self-insured retentions are high. There can be no assurance that
this coverage will not be further restricted or become more costly. If we are
not able to obtain adequate insurance against these claims, we may experience
losses that could hurt our business.

There is intense competition to attract and retain management and key employees
in the markets where our operations are conducted. Our business could be
adversely affected if we are unable to recruit or retain key personnel in one or
more of the markets in which we conduct our operations.

HouseRaising's Typical Builder Candidate:

The small homebuilder/entrepreneur is the number one candidate for becoming a
HouseRaising Builder. These dedicated homebuilders manage 2 to 4 home projects
annually because they love it, and because building someone's home allows them a
way to express their creative talents. The builders are usually skilled in the
art of building, own a pick up and tools required to build a quality home.
Currently, there are 12,000 licensed homebuilders in North Carolina alone that
bid against each other on complex design/build projects. The majority of
homebuilder/ entrepreneurs fail because they cannot control their projects.
They usually earn less money per year than the subcontractors they employ to
erect the homes they build. HouseRaising recruits these builders into a
well-organized operation, where they can focus on building quality homes at fair
prices.

Builder Relationships:

Builder Relationship, In-House: Functioning in Management Platform #5, In-House
- ------------------------------
Builders manage HouseRaising home projects as employees in the regional
HouseRaising operation. These builders receive a weekly salary or draw and
obtain state licenses, listing themselves on HouseRaising's regional
homebuilding license.

Builder Relationship, Partner: Functioning in Management Platform #5, a Builder
- -----------------------------
Partner is one who has entered into a contract and developed a full-time
business relationship with a HouseRaising Regional franchise to build
HouseRaising homes. Profits created in these relationships divide on a 50%
basis between Builder and HouseRaising regional operation.

Builder Relationship, Associate: Functioning in Management Platform #5, Builder
- -------------------------------
Associates are homebuilders conducting independently owned businesses as
HouseRaising builders. These builders build only HouseRaising projects,
maintaining 100% of profits, paying HouseRaising fees for services on a project
basis.

Builder Relationship, Independent: Builders functioning independently, not 100%
- ---------------------------------
involved with HouseRaising projects. Independent builder relationships pay fees
to HouseRaising on a contract-by-contract basis. These relationships are in
locations whereby HouseRaising does not yet have a regional operation in place.

HouseRaising Creates Profiles of all Accredited Builders Maintained on
HouseRaising's Website:

In areas where HouseRaising does not yet have regional operations, where only
builder associates and independent builder relationships function, contacts go
directly to Homebuilders. In areas where regional staff members are in place,
HouseRaising manages sales through in-house personnel.

In all design/build transactions, regardless of builder relationship or
- -----------------------------------
classification, HouseRaising conducts support and services through six (6)
Management Platforms providing checks and balances for the design/build project.
Sales are introduced to HouseRaising through MP1; Prices are set, plans and
contracts developed in MP2; Working drawings, budgets, loan approvals, etc. are
provided by MP3; Financing, managing accounts payables, job costs and payment
disbursements are managed in MP4; the builder assigned the project functions as
MP5; and HouseRaising personnel provide review and reconciliation services in
MP6.

Builder Certification: A qualification and training process required to build
HouseRaising homes.

Three Builder Classifications:

Builder, Division I: A licensed individual qualified and trained to build homes
- -------------------
and renovation projects designed with specifications and floor plan details that
range in price from the $150,000's to $499,000.

Builder, Division II: A licensed individual qualified and trained to build
- ----------------------
homes and renovation projects designed with specifications and floor plan
details that range in price from $500,000 to $999,000.

Builder, Division III: A licensed individual qualified and trained to build
- -----------------------
estate homes priced from $1 million.

Employees:

HouseRaising currently has 5 employees. They consist of management employees
who have been with HouseRaising since its inception.

ITEM 15. ACQUISITION OR DISPOSITION OF PROPERTY

No action is to be taken by the Company with respect to the acquisition or
disposition of any property.

ITEM 16. RESTATEMENT OF ACCOUNTS

No action is to be taken by the Company with respect to the restatement of any
asset, capital, or surplus account of the Company.

ITEM 17. ACTION WITH RESPECT TO REPORTS

No action is to be taken by the Company with respect to any report of the
Company or of its directors, officers, or committees or any minutes of a
meeting of its security holders.

ITEM 18. MATTERS NOT REQUIRED TO BE SUBMITTED

No action is to be taken by the Company with respect to any matter which is
not required to be submitted to a vote of security holders. Management
does not know of any other matters which may come before this meeting.
However, if any other matters are properly presented at the meeting, it is the
intention of the officers and directors named in the accompanying information
statement to vote, or otherwise act, in accordance with their judgment on such
matters.

ITEM 19. AMENDMENT OF ARTICLES, BYLAWS OR OTHER DOCUMENTS

Action will be taken by the Company with respect to the amendment of articles of
incorporation of the Company, whereby the name of the company will be changed
from "Technology Connections, Inc." to "HouseRaising, Inc." and an amendment
will be made to designate the Class A Voting Convertible Preferred Stock.
Approval of these amendments will not result in any other material amendment or
change to the Company's Articles of Incorporation. The amendments are proposed
in conjunction with the Merger Agreement between the Company, HouseRaising and
the HouseRaising Stockholders. A copy of the proposed Amendments to the
Articles of Incorporation are attached as Exhibit 3 and 4 hereto.

ITEM 20. OTHER PROPOSED ACTION

No action is to be taken by the Company on any matter not specifically
referred to in this Schedule 14C.

ITEM 21. VOTING PROCEDURES

The Board of Directors has fixed April 30, 2004, as the record date for the
determination of shareholders entitled to vote at the meeting. At the close
of business on that date there were outstanding and entitled to vote
2,352,893 shares of Common Stock entitled to one (1) vote per share. The
affirmative vote of the holders of a majority of the Company's Common Stock is
required to approve each of the three proposals.

The directors, officers, affiliates and five percent holders of the Company as a
group own or may be deemed to control 1,538,350 shares of Common Stock,
constituting approximately 65.4% percent of the outstanding shares of Common
Stock. Each of the directors, nominated directors and officers has indicated
his or her intent to vote all shares of Common Stock owned by him or her in
favor of each item set forth herein.

ITEM 22. INFORMATION REQUIRED IN INVESTMENT COMPANY PROXY STATEMENT

Not applicable

ITEM 23. INTEREST OF CERTAIN PERSONS IN OR OPPOSITION TO MATTERS TO BE ACTED
UPON.

Kevin Kyzer, Chairman and President of the Company, owns 426,350 shares,
representing 18.1% of the outstanding shares, of common stock of the Company.
Mr. Kyzer will also receive an additional 100,000 shares, representing 4.3% of
the outstanding shares, of common stock of the Company for consulting services
in connection with the Merger. Finally, Mr. Kyzer is a member nominee to the
Board of Directors that will be elected at the Special Shareholders' Meeting and
he has been appointed Zone Operations Officer of HouseRaising.

Stacey Kyzer, Vice President, Secretary and Director of the Company, owns
392,000 shares, representing 16.7% of the outstanding shares, of common stock of
the Company. She will resign her positions with the Company at closing.

Four of the nominees for election as a director of the Company own shares of
Class A or Class B Common Stock of HouseRaising, as set forth in Item 6 above,
and will receive shares of Common Stock and Class A Voting Convertible Preferred
Stock in the Merger in the ratio of one (1) share of Common Stock of the Company
and 0.036645 shares of Class A Voting Convertible Preferred Stock of the Company
for each HouseRaising common share.

THIS INFORMATION STATEMENT IS PROVIDED TO YOU
FOR INFORMATIONAL PURPOSES ONLY. NO ACTION ON YOUR
PART IS SOUGHT OR REQUIRED.

ITEM 24. PROPOSALS BY SECURITY HOLDERS.

Not applicable.

ITEM 25. DELIVERY OF DOCUMENTS TO SECURITY HOLDERS SHARING AN ADDRESS.

The Company intends to deliver only one copy of this Information Statement to
multiple security holders sharing an address unless we have received contrary
instructions from one or more of the security holders.

We will deliver promptly upon written or oral request a separate copy of this
Information Statement to a security holder at a shared address to which a single
copy of the Information Statement was delivered upon receipt of instructions
from the security holder and we will provide directions to the security holder
as to how he can notify us of his wishes.

Our telephone number is (704) 400-9042 and our mailing address is 301C Verbena
Street, Charlotte, North Carolina 28217 for use in communications about
receiving a separate copy of this Information Statement. In the event that you
are a security holder sharing an address and you would like to receive a single
copy of this Information Statement and you are currently receiving multiple
copies of documents from us, please contact us at the above telephone number or
address to have your wishes followed.

ITEM 26. OTHER AND GENERAL INFORMATION.

Our Annual Report on Form 10-KSB for the year ended December 31, 2003, including
audited financial statements as of that date, and our Quarterly Report on Form
10-QSB, for the quarter ended March 31, 2004, are available from us on request.
They are also included as exhibits to this Information Statement. Further
information is available by request or can be accessed on the Internet. We are
subject to the informational requirements of the Securities Exchange Act of
1934, as amended (the "Exchange Act"), and in accordance therewith file annual
and quarterly reports, proxy statements and other information with the
Securities Exchange Commission (the "SEC"). Reports, proxy statements and
other information filed by TLGY can be accessed electronically by means of the
SEC's home page on the Internet at ttp://www.sec.gov or at other Internet sites
such as http://www.freeedgar.com or http://www.pinksheets.com.

You can read and copy any materials that we file with the SEC at the SEC'S
Public Reference Room at 450 Fifth Street, N.W., Washington, D.C. 20549. A copy
of any public filing is also available, at no charge, from the Company.

TECHNOLOGY CONNECTIONS, INC.

By /s/ Kevin Kyzer
Kevin Kyzer
President

Dated: June 25, 2004

By the order of the Board of Directors

/s/ Kevin Kyzer
Kevin Kyzer
Chairman

EXHIBIT INDEX

Exhibit
Number Description
- ------ -----------

1. Article 13 of the North Carolina Business Corporation Act *
2. Agreement and Plan of Merger, dated February 19, 2004 *
3. Articles of Amendment to Articles of Incorporation to Change
Name *
4. Articles of Amendment for Class A Voting Convertible
Preferred Stock *
5. Annual Report on Form 10-KSB for the year ended December 31,
2003 of Technology Connections, Inc. *
6. Quarterly Report on Form 10-QSB for the quarter ended March
31, 2004 of Technology Connections, Inc. *

__________________
* Filed previously