U. S. Securities and Exchange Commission
Washington, D. C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 2003
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from to
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Commission File No.
0-31377
COLE, INC.
(Name of Small Business Issuer in its Charter)
UTAH 87-0642556
(State or Other Jurisdiction of (I.R.S. Employer I.D. No.)
incorporation or organization)
4848 South Highland Drive Box #140
Salt Lake City, Utah 84117
(Address of Principal Executive Offices)
Issuer's Telephone Number: (310) 795-0252
(Former Name or Former Address, if changed since last Report)
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
(1) Yes X No (2) Yes X No
---- ---- ---- ----
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS
None, Not Applicable;
APPLICABLE ONLY TO CORPORATE ISSUERS Indicate the number of shares
outstanding of each of the Registrant's classes of common stock, as of the
latest practicable date:
March 31, 2003
1,085,051
PART I - FINANCIAL INFORMATION
Item 1.Financial Statements.
The Financial Statements of the Registrant required to be filed with this 10-QSB
Quarterly Report were prepared by management and commence on the following page,
together with related Notes. In the opinion of management, the Financial
Statements fairly present the financial condition of the Registrant.
COLE, INC.
[A Development Stage Company]
BALANCE SHEETS
As of March 31, 2003 December 31, 2002
03/31/03 12/31/02
------------- ---------
[Unaudited]
ASSETS
Assets
Cash $ 1,519 98
Property, Plant & Equipment 1,410 1,410
Less: Accumulated Depreciation (1,410) (1,410)
------------- ---------
Total Assets $ 1,519 98
============= =========
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities:
Accrued Liabilities $ 250 250
Payable to shareholder 5,100 3,600
Income Taxes Payable 100 100
------------- ---------
Total Current Liabilities 5,450 3,950
Total Liabilities 5,450 3,950
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Stockholders' Deficit:
Common Stock, $.01 par value;
authorized 50,000,000 shares; issued and
outstanding, 1,085,051 shares and
1,085,051 respectively 10,850 10,850
Paid-in Capital 3,155 3,155
Accumulated Deficit (17,936) (17,857)
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Total Stockholders' Equity (3,931) (3,852)
------------- ---------
Total Liabilities and Stockholders' Equity $ 1,519 98
============= =========
COLE, INC.
[A Development Stage Company]
STATEMENTS OF OPERATIONS
For the Three Months Ended March 31, 2003 and 2002
and for the period from inception through March 31, 2003
For the
period from
Inception
[11/3/99]
through
Three Months Three Months 3/31/03
Ended Ended
3/31/03 3/31/02
--------------- --------------- -----------
[Unaudited] [Unaudited]
Revenues $ 0 $ 266 $ 2,311
Cost of Sales $ 0 $ 0 $ 0
--------------- --------------- -----------
Gross Margin 0 266 2,311
General and Administrative Expenses 79 1,466 19,800
--------------- --------------- -----------
Net Income/(Loss) from Operations (79) (1,200) (17,489)
--------------- --------------- -----------
Net Income/(Loss) Before Taxes $ (79) $ (1,200) $ (17,489)
=============== =============== ===========
Income/Franchise taxes 0 0 447
Net Income/ (Loss) (79) (1,200) (17,936)
Income/(Loss) Per Share $ (0.01) $ (0.01) $ (0.02)
=============== =============== ===========
Weighted Average Shares Outstanding 1,085,051 1,085,051 1,079,945
=============== =============== ===========
COLE, INC.
[A Development Stage Company]
STATEMENTS OF CASH FLOWS
For the Three Month Month Periods Ended March 31, 2003 and 2002
and for the period from inception through March 31, 2003
For the
period from
Inception
[11/3/99]
through
Three Months Three Months 3/31/03
Ended Ended
3/31/03 3/31/02
------------- -------------- ------------
[Unaudited] [Unaudited]
Cash Flows Used For Operating Activities
------------------------------------------------
Net Loss $ (79) $ (1,200) $ (17,936)
Adjustments to reconcile net loss to net cash
used in operating activities:
Depreciation 0 117 1,410
Increase/(Decrease) in accounts payable 0 0 0
Shares issued for forgiveness of debt 0 0 0
Increase/(Decrease) in Taxes Payable 0 0 200
Increase/(Decrease) in loan from shareholder 0 0 3,505
Increase in accrued liabilities 0 (257) 250
------------- -------------- ------------
Net Cash Used For Operating Activities 0 (1,340) (12,671)
============= ============== ============
Cash Flows Provided by Investing Activities
----------------------------------------------------
Increase/(Decrease) in Property, Plant & 0 0 (1,410)
Equipment
Net Cash Used for Investing Activities 0 0 (1,410)
============= ============== ============
Cash Flows Provided by Financing Activities
---------------------------------------------------
Issued stock for cash 0 0 10,500
Increase in loans from shareholder 1,500 2,000 5,000
------------- ------------- ------------
Net Cash Provided by Financing Activities 0 0 15,500
Net Increase/(Decrease) In Cash 1,421 660 1,519
Beginning Cash Balance 98 773 0
Ending Cash Balance $ 1,519 $ 1,433 1,519
------------- -------------- ------------
COLE, INC.
Notes to the Interim Financial Statements
NOTE 1- BASIS OF PRESENTATION
The accompanying unaudited interim financial statements of Cole, Inc.
have been prepared in accordance with generally accepted accounting
principles and the rule of the Securities and Exchange Commission
("SEC"), and should be read in conjunction with the audited financial
statements and notes thereto contained in this Registration Statement.
In the opinion of management, all adjustments, consisting of normal
recurring adjustments, necessary for a fair presentation of financial
position and the results of operations for interim are not necessarily
indicative of the results to be expected for the full year.
Item 2.Management's Discussion and Analysis or Plan of Operation.
Plan of Operation.
The Company has created relationships with a limited number of clients.
Furthermore, the Company plans on increasing its client base through
advertisement and by broadening the services in which it currently provides.
Results of Operations
The Company's operations during the quarterly period ended March 31, 2000,
resulted in $0 in revenue and incurred expenses of $79, stemming from costs
related to sales, and also, general and administrative expenses.
Liquidity
At March 31, 2003, the Company had total current assets of $1,519 and total
liabilities of $5,450. Management believes that its cash on hand of $1,519 will
be sufficient to allow it to continue its operations for the next six months.
Item 3.Controls and Procedures
An evaluation was performed under the supervision and with the
participation of the Company's management, including the CEO and CFO, regarding
the effectiveness of the design and operation of the Company's disclosure
controls and procedures within 90 days before the filing date of this quarterly
report. Based on that evaluation, the Company's management, including the CEO
and CFO, concluded that the Company's disclosure controls and procedures were
effective. There have been no significant changes in the Company's internal
controls or in other factors that could significantly affect internal controls
subsequent to their evaluation.
PART II - OTHER INFORMATION
Item 1.Legal Proceedings.
None; not applicable.
Item 2.Changes in Securities.
None; not applicable
Item 3.Defaults Upon Senior Securities.
None; not applicable.
Item 4.Submission of Matters to a Vote of Security Holders.
None; not applicable
Item 5.Other Information.
None; applicable
Item 6.Exhibits and Reports on Form 8-K.
None; not applicable
(b)Reports on Form 8-K.
None; Not Applicable.
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Cole, Inc. (the "Company") on
Form 10-QSB for the quarter ended March 31, 2003, as filed with the Securities
and Exchange Commission on the date hereof (the "Report"), I, James Doolin,
Chief Executive Officer and Chief Financial Officer of the Company, certify,
pursuant to 18 U.S.C. 1350, as adopted pursuant to 906 of the Sarbanes-Oxley Act
of 2002, that:
(1) The Report fully complies with the requirements of section 13(a) or
15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all
material respects, the financial condition and result of operations of the
Company.
Date: 05/13/03 /S/JAMES DOOLIN
James Doolin, Chief Executive Officer and
Chief Financial Officer
CERTIFICATION
I, James Doolin, certify that:
1. I have reviewed this quarterly report on Form 10-QSB of Cole, Inc.;
2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;
3. Based on my knowledge, the financial statements and other financial
information included in this quarterly report fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) Designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others within those entities, particularly during the
period in which this quarterly report is being prepared;
b) Evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and
c) Presented in this quarterly report our conclusions about the effectiveness of
the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation, to the registrant's auditors and the audit committee of
the registrant's board of directors (or persons performing the equivalent
functions):
a) All significant deficiencies in the design or operation of internal controls
which could adversely affect the registrant's ability to record, process,
summarize and report financial data and have identified for the registrant's
auditors any material weaknesses in internal controls; and
b) Any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
Date: 05/13/03 /S/JAMES DOOLIN
--------------------------------------------
James Doolin, Chief Executive Officer and
Chief Financial Officer
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.
COLE, INC.
Date: 05/13/03 /S/ JAMES DOOLIN
James Doolin, President and Director