FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____________ to _________________
Commission File Number 000-25385
PURCHASE POINT MEDIA CORPORATION
(Exact name of registrant as specified in its charter)
MINNESOTA 41-1853993
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
141 FIFTH AVENUE, NEW YORK, NEW YORK 10010
(888) 332-7774
(Address and telephone number, including area code, of
registrant's principal executive office)
(Former name, former address and former fiscal year, if changed
since last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
YES X NO
--- ---
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
At October 31, 2000, there were 11,941,703 shares of Common Stock, no par
value, outstanding.
<PAGE>
PURCHASE POINT MEDIA CORPORATION
INDEX
Page
Part I. Financial Information 1
Item 1. Financial Statements
Balance Sheets as of September 30,
2000 (unaudited) and June 30, 2000 2
Statements of Operations for the
Three Months Ended September 30,
2000 and 1999 (unaudited) and
the Period June 28, 1996 (Date of
Formation) through September 30, 2000 3
Statements of Cash Flows for the Three
Months Ended September 30, 2000 and
1999 (unaudited) and the Period June
28, 1996 (Date of Formation) through
September 30, 2000 4 - 5
Notes to Financial Statements (unaudited) 6 - 7
Item 2. Management's Discussion and Analysis
or Plan of Operations 7 - 12
Part II. Other Information
Item 1. Legal Proceedings 13
Item 6. Exhibits and Reports on Form 8-K 13
Signatures 14
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Certain information and footnote disclosures required under
generally accepted accounting principles have been condensed or omitted
from the following financial statements pursuant to the rules and
regulations of the Securities and Exchange Commission. It is suggested
that the following financial statements be read in conjunction with the
year-end financial statements and notes thereto included in the
Company's Annual Report on Form 10-KSB for the year ended June 30,
2000.
The results of operations for the three months ended September
30, 2000, are not necessarily indicative of the results to be expected
for the entire fiscal year or for any other period.
-1-
<PAGE>
PURCHASE POINT MEDIA CORPORATION
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, June 30,
2000 2000
<S> <C> <C>
(Unaudited)
ASSETS
Current Assets:
Cash $ 396 $ 436
----------- -----------
Equipment-net of accumulated depreciation
of $2,139 and $1,550 9,174 7,694
----------- -----------
Other Assets:
Patents and trademarks-net of accumulated
amortization of $7,334 and $6,864 24,209 25,279
Prepaid expenses 13,316 13,870
----------- -----------
Total Other Assets 37,525 39,149
----------- -----------
TOTAL ASSETS $ 47,095 $ 47,279
=========== ===========
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
Current Liabilities:
Note payable/shareholder $ 46,903 $ 46,903
Accounts payable and accrued expenses 185,314 209,775
Due to officer/shareholder 142,802 128,142
Note payable to related party 538,226 532,412
----------- -----------
Total Current Liabilities 913,245 917,232
----------- -----------
Stockholders' Deficiency:
Preferred stock; no par value-authorized
50,000,000 shares; outstanding 2,000
shares, at redemption value 170 170
Common stock, no par value-authorized
100,000,000 shares; outstanding 11,932,355
and 11,863,312 shares 615,243 546,200
Additional paid-in capital 136,008 106,842
Deficit accumulated during development stage (1,617,571) (1,523,165)
----------- -----------
Total Stockholders' Deficiency (866,150) (869,953)
----------- -----------
TOTAL LIABILITIES AND
STOCKHOLDERS' DEFICIENCY $ 47,095 $ 47,279
=========== ===========
</TABLE>
See notes to financial statements.
2
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PURCHASE POINT MEDIA CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF OPERATIONS
<TABLE>
<CAPTION>
Period
June 28, 1996
Three Months Ended (Date of Formation
September 30, through
2000 1999 September 30, 2000)
------------------ ----------- -------------------
(Unaudited)
<S> <C> <C> <C>
Costs and Expenses:
General and administrative expenses $ 49,225 $ 67,815 $ 1,330,244
Interest expense 44,122 12,969 277,854
Depreciation and amortization 1,059 626 9,473
----------- ----------- -----------
Net loss $ 94,406 $ 81,410 $ 1,617,571
=========== =========== ===========
Loss per common share-basic and diluted $ 0.01 $ 0.01 $ --
=========== =========== ===========
Weighted average number of common shares and
equivalents outstanding-basic and diluted 11,650,006 11,409,571 --
=========== =========== ===========
</TABLE>
See notes to financial statements.
3
<PAGE>
PURCHASE POINT MEDIA CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
Period
Three Months Ended June 28, 1996
September 30, (Date of Formation
---------------------------- through
2000 1999 September 30, 2000)
---------- ---------- -------------------
(Unaudited)
<S> <C> <C> <C>
Cash flows from operating activities:
Net (loss) $ (94,406) $ (81,410) $ (1,617,571)
Adjustments to reconcile net (loss)
to net cash (used in) operating
activities:
Depreciation and amortization 1,059 626 9,473
Forgiveness of debt from related
parties -- -- (25,000)
Non-cash compensation 30,320 -- 25,000
Non-cash interest expense -- 1,154 123,462
Changes in operating assets and
liabilities:
(Increase) in other assets -- -- (5,143)
(Decrease) increase in accounts
payable and accrued expenses (24,461) 1,109 185,314
--------- --------- ------------
Net Cash (Used in) Operating
Activities (87,488) (78,521) (1,304,465)
--------- --------- ------------
Cash flows from investing activities:
Purchase of equipment (2,070) -- (11,314)
--------- --------- ------------
Cash flows from financing activities:
Proceeds from related party 11,975 37,704 835,533
Proceeds from note -- 35,500 46,903
Proceeds from officer/stockholder 27,000 30,684 290,534
Payments to officer/stockholder (12,340) -- (147,732)
Payments to related parties (6,160) (4,840) (315,806)
Proceeds from sale of common stock 69,043 (17,600) 606,743
--------- --------- ------------
Net Cash Provided by Financing
Activities 89,518 81,448 1,316,175
--------- --------- ------------
</TABLE>
See notes to financial statements.
4
<PAGE>
PURCHASE POINT MEDIA CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
Period
Three Months Ended June 28, 1996
September 30, (Date of Formation
---------------------------- through
2000 1999 September 30, 2000)
---------- ---------- -------------------
(Unaudited)
<S> <C> <C> <C>
Net increase (decrease) in cash (40) 2,927 396
Cash - beginning of period 436 97 --
--------- --------- ------------
Cash - end of period $ 396 $ 3,024 $ 396
========= ========= ============
Supplementary Information:
Cash paid during the year for:
Interest $ 110 $ 561 $ 5,915
========= ========= ============
Income taxes $ -- $ -- $ --
========= ========= ============
Non-cash investing activities:
Acquisition of business
Fair value of assets acquired $ -- $ -- $ 8,500
========= ========= ============
Forgiveness of related party loan $ -- $ -- $ 25,000
========= ========= ============
Issuance of warrants in connection
with the sale of common stock $ 29,168 $ -- $ 136,010
========= ========= ============
</TABLE>
See notes to financial statements.
5
<PAGE>
PURCHASE POINT MEDIA CORPORATION
NOTES TO FINANCIAL STATEMENTS
1. ORGANIZATION
The balance sheet as of September 30, 2000, and the statements of
operations and cash flows for the three months ended September 30, 2000
and 1999 have been prepared by Purchase Point Media Corporation ("PPMC"
or the "Company") and are unaudited. In the opinion of management, all
adjustments (consisting of normal recurring adjustments) necessary to
present fairly the financial position, results of operations and cash
flows for all periods presented have been made. The information for June
30, 2000 was derived from audited financial statements.
2. BASIS OF PRESENTATION
The accompanying consolidated financial statements have been prepared
on a going concern basis, which contemplates the realization of assets
and the satisfaction of liabilities in the normal course of business. The
Company's primary planned activities are the development and marketing
needed to create, produce and sell advertising space to national
advertisers to be displayed on grocery cart displays. At September 30,
2000, operations had not yet commenced and no revenue has been derived;
accordingly, the Company is considered a development stage enterprise.
There is no assurance that the selling of advertising space to national
advertisers will be developed or that the Company will achieve a
profitable level of operation.
The development activities of the Company are being financed through
advances by a major shareholder and sale of the Company's common stock.
The Company's continued existence is dependent upon its ability to obtain
needed working capital through additional equity and/or debt financing
and the commencement of its planned principal operations. Management is
actively seeking additional capital to ensure the continuation of its
development activities. However, there is no assurance that additional
capital will be obtained. These uncertainties raise substantial doubt
about the ability of the Company to continue as a going concern.
The financial statements do not include any adjustments relating to the
recoverability and classification of recorded asset amounts or the
amounts and classifications of liabilities that might be necessary should
the Company be unable to continue as a going concern.
3. LOSS PER SHARE
Basic (loss) per common share are computed by dividing net loss by the
weighted average number of common shares outstanding during the period.
Diluted loss per common share are computed using the weighted average
number of common shares and potential common shares outstanding during
the period. During the three months ended September 30, 2000 and 1999,
potential common shares were not used in the computation of diluted loss
per common share, as their effect would be antidilutive.
6
<PAGE>
4. SALE OF COMMON STOCK AND COMMON STOCK WARRANTS
A) On September 1, 1999 the Company entered into an agreement with Vintage
International Corp. ("Vintage"). Vintage subscribed for 500 units of
the Company's common stock, each unit consisting of one thousand shares
of common stock (the fair value at the date of the subscription
agreement) at $.50 per share and one redeemable common stock purchase
warrant. The warrant is exercisable at $.50 per share expiring August
31, 2004. Vintage shall have 180 days from the date above to provide
the Company with the proceeds of the subscription funds unless extended
an additional 180 days by the Company. On September 1, 2000 the Company
extended the agreement to February 28, 2001. As of September 30, 2000
the Company received $168,038 and issued Vintage 336,076 shares of the
Company's common stock.
B) On February 1, 2000 the Company entered into an agreement with Quadrant
Financial Inc. ("Quadrant"). Quadrant subscribed for 500 units of the
Company's common stock, each unit consisting of one thousand shares of
common stock at $1.00 per share (the fair value at the date of the
subscription agreement) and one redeemable common stock purchase
warrant. The warrant is exercisable at $1.00 per share expiring January
31, 2005. Quadrant shall have 180 days from the date above to provide
the Company with the proceeds of the subscription funds unless extended
an additional 180 days by the Company. As of September 30, 2000 the
Company received $186,708 and issued Quadrant 186,708 shares of the
Company's common stock.
The Company has adopted the disclosure-only provision of Statement of
Financial Accounting Standards No. 123 "Accounting for Stock-Based
Compensation" (SFAS No. 123). The Company valued the warrants issued to
non-employees based on the fair value at the grant dates consistent
with the provisions of SFAS No. 123. The Company will expense the value
of the warrants over five years. For the three months ended September
30, 2000 and the period June 28, 1996 (Date of Formation) through
September 30, 2000 the Company expensed interest charges to operations
in the amount of $29,168 and $122,140, respectively.
The fair value of each warrant granted is valued on the date of grant
using the Black-Scholes option-pricing model.
Item 2. Management's Discussion and Analysis or Plan of Operation
The Company's quarterly and annual operating results are affected by a
wide variety of factors that could materially and adversely affect
revenues and profitability, including competition from other suppliers;
changes in the regulatory and trade environment; changes in consumer
preferences and spending habits; the inability to successfully manage
growth; seasonality; the ability to introduce and the timing of the
introduction of new products and the inability to obtain adequate
supplies or materials at acceptable prices. As a result of these and
other factors, the Company may experience material fluctuations in
future operating results on a quarterly or annual basis, which could
materially and adversely affect its business, financial condition,
operating results, and stock price. Furthermore, this document and
other documents filed by the Company with the Securities and Exchange
Commission (the "SEC") contain certain forward-looking statements under
the Private Securities Litigation Reform Act of 1995 with respect to
the business of the Company. These forward-looking statements are
subject to certain risks and uncertainties, including those mentioned
above, and those detailed in the Company's Annual Report on Form 10-KSB
for the year ended June 30, 2000, which may cause actual results to
differ significantly from these forward-looking statements. The Company
7
<PAGE>
undertakes no obligation to publicly release the results of any
revisions to these forward-looking statements, which may be necessary
to reflect events or circumstances after the date hereof or to reflect
the occurrence of unanticipated events. An investment in the Company
involves various risks, including those mentioned above and those,
which are detailed from time to time in the Company's SEC filings.
Results of Operations
The following table sets forth for the periods indicated, the
percentage increase or (decrease) of certain items included in the
Company's consolidated statement of operations:
% Increase (Decrease) from Prior Period
Three Months Ended
September 30, 2000
compared with 1999
------------------
General and administrative
expense (37.77) %
Interest expense 70.61 %
Net (loss) (13.77) %
PPMC's plan to handle certain operations of PPMC has been and is to
contract with companies that have the infrastructure in place to
perform the required functions or ones that can contract with companies
that have the infrastructure in place to carry out operations for PPMC.
To this end PPMC has contracted with Last Word Management Inc. (LWM)
and International Trade Group, LLC (ITG) to handle various stages of
operations for PPMC. Subsequent to this the contract with ITG was
terminated and the contract with LWM was amended to include ITG's
intended responsibilities. The responsibilities of LWM's amended
contract with PPMC are to rent space on shopping carts from grocery
stores, sell the advertising space in the last word(R), change the ad
inserts and the maintenance of the last word(R). The amended contract
at 50% of the sales revenues being paid to LWM will approximate the
combined costs of the separate contracts with ITG and LWM.
In order to become an operating company, PPMC will have to be
successful in securing financing of seven and a half million dollars
($7,500,000). There are two reasons for this, one is that in order to
attract national advertisers PPMC will have to have under contract
grocery stores that have combined sales of five billion dollars or
more. The other reason is that chain stores require that PPMC have
sufficient capital to sustain an ongoing operation thus assuring
performance. As of this time PPMC has not secured this financing nor
can it be assured that PPMC will. Even though PPMC has limited capital
and resources, management believes that because of the merits of the
last word(R) they will be able to secure the required financing.
Currently PPMC is pursuing two avenues of financing, one is by
pre-selling ad space in the last word(R) and the other is private
equity capital. Discussed below are some of the reasons that lead
management to believe they will be successful.
8
<PAGE>
Over the last decade grocery cart advertising has been losing its
appeal as a method of reaching shoppers at the point of purchase. The
reason; the companies that offer advertising on shopping carts only
offer the advertiser a 8.3% coverage on the carts, which cannot compete
with other in-store media that offer 100% coverage. At a lower cost,
PPMC is able to offer 100% coverage on shopping carts. The last word(R)
is a friendly type of advertising that reaches all the shoppers when
they are trying to remember or deciding what to buy, that is when they
are open to the power of suggestion.
Two types of brands that benefit most from the last word(R) are; A) The
mature brand with well developed image and reduced media budget and low
A to S ratio (advertising to sales) and B) The old and new brand early
in a new positioning campaign where top of mind/unaided awareness has
not yet reached targeted levels. In either case, the last word(R) is
just the right push at the right instant to convert new image or old
brand equity into additional dollars.
PPMC has prepared detailed sales tools for approaching the chain stores
to persuade them to rent space on their shopping carts to PPMC. PPMC
has also completed putting together media kits to promote to the
advertisers to purchase, or commit in advance for, four of the 10 ad
spaces in the last word(R) for a period of one year. To make it more
attractive to advertisers to do so, PPMC is offering the spaces at a
substantial discount (50% off PPMC's posted rate of $2.25 cpm). The
sales effort is being conducted by the president of the Company, and
one other salesperson. Sales costs have been kept to a minimum by
offering sales commissions to the salesperson on a successful contract
and keeping traveling costs to a minimum. Should PPMC be successful in
this approach, that is, pre-selling of ads, PPMC will have more than
sufficient capital to start operations. As of October 31, 2000 no spots
were sold and there cannot be any assurance that PPMC will be
successful in doing so.
The following "Comparable Rate Analysis" is submitted as support for
the above statement. "At a lower cost, PPMC is able to offer 100%
coverage on shopping carts". Smart Source(R) Carts is PPMC's primary
competitor, therefore, they were used for the purpose of an example.
Comparable Rate Analysis of Smart Source(R) & the last word(R)
News America Marketing-In-Store, Smart Source(R) Cart Rates. Per store
space rates (cost per store including per store production cost) for
1/12th (8.3%) of advertisers' ads on carts facing the shopper and
1/12th facing away from the shopper. Assuming that each store has 200
carts, they will have 17 carts that have an advertiser's ad facing the
shopper and 17 that will be facing away from the shopper.
Smart Source(R) Cart Rates
Tier I National $47.83
Tier II Full market sales with 50% or more of store base $62.83
Tier III Full market sales with less than 50% of store base $66.83
Tier IV Chain Specific or less than full market $70.83
Last Word Management, the last word(R) Cart Rates
The last word(R) is on 100% of the carts. The Cart Rate starts at $2.25
(including production costs) per 1,000 checkouts (CPM) and increases to
$3.25. For the purpose of comparison the CPM rate has been converted to
a per store rate using 60,000 checkouts as the average checkouts per
month. The 8.3% percent column is the last word(R) rate (ad on all the
carts) converted to a rate as if the last word(R) were on 8.3% of the
carts (as in Smart Source).
9
<PAGE>
The last word(R), Cart Rates
100% 8.3%
---- ----
Tier I National $135.00 $11.20
Tier II 50% to 100% of National base $165.00 $13.70
Tier III Less than 50% of National base $180.00 $14.94
Tier IV Chain Specific or less than full market $195.00 $16.98
Smart Source(R) Cart Rates (SS), adjusted upwards as if all ads were on
all the carts facing the shoppers as in the last word(R) (TLW):
SS 100% TLW 100%
------- --------
Tier I $573.96 $135.00
Tier II $753.96 $165.00
Tier III $801.96 $180.00
Tier IV $849.96 $195.00
Source: News America & ActMedia, media information.
The last word(R) is substantially cheaper compared with the average
cost per 1,000 projections for TV media 1995-96. A 30-second TV ad spot
costs $12.00 with a high-end cost of over $20.00 for a prime time
30-second spot on ABC/CBS/NBC affiliates. Source: www.amic.com.
Upon starting operations and to maintain a successful advertisement
service program, seven areas of the business and infrastructure will
have to be in place, they are: (1) manufacturing "the last word(R)",
(2) stores willing to rent space to PPMC, (3) advertisers willing to
purchase space in the last word(R), (4) installers to install the last
word(R), (5) printer to print advertisement inserts, (6) maintenance
and changing inserts and (7) competent administrators.
Tooling and Manufacturing will be handled by Jack Burnett through his
company, Tynex Consulting Ltd. Mr. Burnett has over 32 years of
experience in all facets of injection molding and extrusion processes.
His responsibilities will include, but not be limited to R&D, tooling
and subcontracting out the manufacturing (by injection molding and
extrusion processes) on a competitive bid basis. As of October 31, 2000
PPMC has had one test injection mold made and manufactured three
thousand copies of the last word(R). The final tools for mass
production will be two double sided molds, one for the front face of
the last word(R) and one for the back face (the back face is attached
to the baby seat section of a shopping cart and the front face snaps
onto and off of the back face for ease of changing the advertisement
inserts). The last word(R) will be warehoused at a distribution center
where the first ad inserts will be inserted into the last word(R) prior
to being sent to the installers. Again, due to the high cost of mold
manufacturing, actual preparation to manufacture the last word(R) will
be dependent on acquiring satisfactory financing.
10
<PAGE>
Marketing will be handled by Chris Culver of Culver and Associates, an
advertising and marketing company. They had Actmedia's (PPMC's
competitor) account when Actmedia was bought out by News Corp. Culver
and Associates' responsibilities will include putting together media
kits (for ad agencies, packaged foods industry and grocery stores) and
advertising PPMC's advantages in the trade journals that reach the
packaged foods industry, ad agencies and grocery retailers. Culver &
Associates was active at the outset of PPMC's program, but PPMC quickly
realized it was premature to commence on that phase of the program due
to costs. This company will be brought on line actively upon
successfully securing financing.
Advertising sales and chain store operations will be handled by Last
Word Management. John Hall, Dal Brickenden and Clete Thill have over 50
years of experience in selling and managing advertising and retail
operations. LWM's responsibilities will include selling the ads that go
into the last word(R), installation and maintenance of the last word(R)
and the changing of the ad inserts. Sales costs have been minimized to
actual travel expenses and sales commissions are only payable on the
receipt of a deposit from a successful sales contract.
Printing will be handled by established printing companies based on
competitive biding.
Administration will be handled in house. On a temporary basis these
duties are being handled by Roger Jung. Mr. Jung obtained his Master in
Business Administration and has been actively involved in the business
world for over thirty years.
PPMC's primary administrative function will be to monitor, evaluate,
supervise and direct the subcontractors. The last word(R) will be
warehoused at a distribution center where the first ad inserts will be
inserted into the last word(R) prior to being sent to the installers.
On September 15, 1998, PPMC entered into an agreement with ITG, LLC, an
Oregon limited liability company. The essence of the agreement was that
ITG, on behalf of PPMC, would rent space on shopping carts from grocery
stores, install and maintain the last word(R) and change the ad
inserts. Subsequently, ITG notified PPMC that they were changing their
method of operations and that they had concerns about being able to
fulfill their end of the agreement. A condition in the agreement for it
to become effective, was for PPMC to make a first payment to ITG. PPMC
notified ITG that PPMC was not going to make the said first payment to
ITG. The President of ITG suggested another party that he believed
could fulfill ITG's responsibilities under the agreement.
Representatives of Last Word Management met with this party, but no
agreement was reached. In March 2000, PPMC amended the contract with
Last Word Management wherein the responsibilities that ITG had
undertaken, were taken over by Last Word Management.
11
<PAGE>
Three Months Ended September 30, 2000 compared to
Three Months Ended September 30, 1999
General and Administrative Expenses
General and administrative expenses decreased from $67,815 for the
three months ended September 30, 1999 to $49,225 for the three months
ended September 30, 2000. The Company attributes this decrease
primarily to a decrease in consulting fees, telephone and advertising
expense.
Interest Expense
Interest expense increased from $12,969 for the three months ended
September 30, 1999 to $44,122 for the three months ended September 30,
2000. The Company attributes the increase primarily to the increase in
borrowings by the Company to meet overhead expenses and the valuation
of common stock warrants in connection with the sale of the Company's
common stock.
12
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Bolton V. Purchase Point Media Corp. et al (San Diego Superior Court
case number 728268). This is a lawsuit filed by an individual who
alleges that pursuant to an agreement with Purchase Point Media Corp.
he is owed 50,000 shares of its stock. Said allegation is denied by
PPMC and the lawsuit is being vigorously defended. Although Purchase
Point Media Corporation fully expects to prevail in this matter, a
judgment in Mr. Bolton's favor would have an insignificant financial
effect on PPMC. On July 17, 2000 Bolton dismissed this action.
PPMC is not a party to any other litigation nor is its property the
subject of any pending legal proceeding.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
Exhibit 27.1 Financial Data Schedule.
(b) There were no Current Reports on Form 8-K filed by the
registrant during the quarter ended September 30, 2000.
13
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SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Dated: November 9, 2000
PURCHASE POINT MEDIA CORPORATION
By: /s/ Albert P. Folsom
--------------------
Albert P. Folsom
President and Chief Executive Officer
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