SECURITIES AND EXCHANGE COMMISSION
Washington, D C. 20549
FORM 10K
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1999
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _________ to ____________
Commission File No. 001-14889
HOME.WEB, INC.
--------------
(Exact name of Registrant as specified in its charter)
NEVADA 77-0454933
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
200 Camino Aguajito, #200, Monterey, California 93940
- ----------------------------------------------- -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (831) 375-6209
Securities registered pursuant to Section 12(b) of the Act:
None
----
Securities registered pursuant to Section 12 (g) of the Act:
Common Stock, $.001 par value
-----------------------------
Indicate by check mark whether the registrant (l) 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. [X] Yes [ ] No
lndicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K (Section 229.405 of this chapter) is not contained herein, and
will not be contained, to the best of registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K. [X]
As of March, 1996, there is no aggregate market value of the voting stock held
by non-affiliates of the registrant.
Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date.
Class Outstanding as of December 31, 1999
----- -----------------------------------
$0.001 Par Value, Common Stock 27,157,000 Shares
<PAGE>
PART I
ITEM 1. Description of Business.
Home.Web, Inc. ("Home Web," the "Company") was incorporated in Nevada on
September 15, 1995 with authorized capital of ten million (10,000,000) shares of
common stock, par value $0.001 per share. From incorporation until May 1, 1997,
the Company was inactive, although the current board of directors held meetings
that were necessary in order to pre-plan the organization of the Company and to
establish a definitive business plan prior to commencing operations on May 1,
1997. The Board also commenced forming its plan to proceed into the gourmet food
market prior to the May 1, 1997 commencement date. By the time of its May 1,
1997 commencement of operations the Company had a specific business plan.
From May 1997, the Company has been a development stage company
specializing in a variety of handmade Monterey Jack cheeses. The Company
selected the product line and the method of marketing to use and made many basic
decisions regarding the amount of products to be offered, the colors of the
packaging and other details. Test marketing has also been done on a limited
basis. The Company is satisfied with its test market results on the cheese
products and will now be expanding sales efforts. The Company will also proceed
with a plan to expand its wholesale line, as outlined below, and is seeking
candidates for manufacturing, distribution and promotion of its products. No
retail activities will be entered into by the Company; rather, Home Web will
continue to source products and sell them wholesale.
On May 1, 1997, the Company commenced an offering, pursuant to Regulation D
of the Securities Act of 1933 (the "Act"), Rule 504, of up to 2,400,000 shares
of its common stock at a price of $0.05 per share. This offering was conducted
in order to raise money for working capital and inventory. On September 24,
1998, the offering was completed with all shares being sold and issued for a
total of $120,000, less offering costs of $15,000 being received by the Company.
The funds were used for inventory, working capital, consulting fees and legal
and accounting fees. A closing Form D was filed September 24, 1998. The
consulting fees were paid to Monterey Ventures, Inc. for assistance in
completing the business plan for the Company. The professional assistance
provided was in the areas of corporate structure, finance, management structure,
time-line projections, future funding assistance and marketing.
In June 1997, the Company increased its authorized capital to fifty million
(50,000,000) shares of common stock, par value $0.001 per share.
After further consumer testing, the Company believes that it has developed
an acceptable line of "hand-rolled" cheese products. It has executed an
agreement to supply its line of products to Internet Foods, Inc.
<PAGE>
The Company introduced its own trademarked line of foods in the fourth
quarter of 1999. It decided to postpone introduction of its "Carmel Valley
Farms" and "Salinas Valley Farms" brands of gourmet foods. It introduced both
product lines at its exhibit at the annual Fancy Foods Trade Show in San
Francisco (January 23 - 25, 2000), one of the largest food-specialty shows in
the United States.
The Company has a wholesale sales agreement with California Cheese
Connection. It is in the process of establishing strategic alliances with
several other providers of gourmet food products and accessories. There is an
abundant supply of raw materials (primarily milk).
At present, the Company has two employees and anticipates adding one more
employee during the next twelve months.
All of the Company's revenues since inception have been derived from
customers within the United States.
As of December 31, 1999, there were 27,157,000 shares of $0.001 Par Value
Common Stock outstanding.
ITEM 2. Description of Property
The Company's sales and administrative office is located 603 Mar Vista
Drive, Monterey, CA 93940. It has no other physical facilities.
ITEM 3. Legal Proceedings.
None.
ITEM 4. Submission of Matters to a Vote of Security Holders.
None.
PART II
ITEM 5. Market for Registrant's Common Equity and Related Stockholders Matters.
None.
ITEM 6. Management's Discussion and Analysis of Financial Condition and Results
of Operation.
During the year, the Company's financial condition has minimal changes as a
result of operations. The Company received revenues of $528. This is a decrease
of $6737 from the previous years revenue of $7,265.
At present, the Company's major sources of liquidity and cash consist of
accounts receivable ($1450) and liquidation of inventory ($50,149) which are
internal resources.
No material commitment for capital expenditures were made during the year.
There is no research and development underway. The Company continues to develop
its Carmel Valley Farms brand which will not require significant expenditures.
There was an increase of $2000 on notes payable with a increase of $17655
in accounts payable. The note payable was funded by Monterey Ventures Inc.
The Company has not been affected by unusual events on transactions that
would have any impact on reported income or operations.
The Company increase in sales was a result of its marketing efforts.
Currently, the Company knows of no events that will cause a material change
in cost and revenues.
<PAGE>
The Company plans to increase its market share by soliciting retailers and
is considering development of an Internet web site.
The Company is still in its development stage and has not felt the effects
of inflation. The primary concern would be an increase in milk price that would
have a ripple effect on wholesale cheese prices. Should an increase occur, the
Company would increase its cost of sales.
ITEM 7. Financial Statements and Supplementary Data.
HAWKINS ACCOUNTING 341 MAIN STREET SALINAS, CA 93901
CERTIFIED PUBLIC ACCOUNTANT (831) 758-1694 FAX (831) 758-1699
To the Board of Directors and Shareholders
Home Web, Incorporated
Monterey, California
Independent Auditor's Report
I have audited the balance sheet of Home Web, Incorporated (a development stage
company) as of December 31, 1999 and 1998 and the related statements of
operations, stockholders' equity and cash flows for the years then ended. 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 audit.
I conducted my audit in accordance with generally accepted auditing standards.
Those standards require that I plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. I believe that my audit provides reasonable basis for my
opinion.
In my opinion, the financial statements referred to in the first paragraph
present fairly, in all material respects, the financial position of Home Web,
Incorporated, as of December 31, 1999 and 1998 the results of operations the
cash flows and the cumulative results of operations and cumulative cash flows
for the year then ended in conformity with generally accepted accounting
principles.
The accompanying financial statements have been prepared assuming the Company
will continue as a going concern. As discussed in Note H to the financial
statements, the Company has incurred net losses since inception, which raise
substantial doubt about its ability to continue as a going concern. The
financial statements do not include any adjustment that might result from the
outcome of this uncertainty.
/s/ Hawkins Accounting
- ----------------------
February 8,2000
<PAGE>
HOME WEB, INCORPORATED
(A Development Stage Company)
BALANCE SHEET
December 31, 1999 and 1998
<TABLE>
<CAPTION>
1999 1998
---- ----
<S> <C> <C>
ASSETS
Current assets
Cash in bank $ 7 $ 97
Non-trade receivable 1,450 1,450
Total current assets 1,457 1,547
Equipment
Coolers and equipment 40,308 40,308
Office equipment 9,841 9,841
50,149 50,149
Accumulated depreciation (9,288) (5,285)
Total equipment 40,861 44,864
Other assets
Organizational expenses 3,960
Trade name 11,000 11,000
Total other assets 11,000 14,960
Less accumulated amortization (1,584)
13,376
TOTAL ASSETS $ 53,318 $ 59,787
LIABILITIES AND SHAREHOLDERS'EQUITY
Current liabilities
Accounts payable $ 17,655 $
California Franchise Tax payable 3,116
Loan from affiliate 2,825 800
Total current liabilities 23,596 800
Shareholders' equity
Capital stock 27,507 27,497
Paid in capital 1,347,493 1,347,003
Deficit accumulated during development stage (1,345,278) 1,315,513)
Total shareholders' equity 29,722 58,987
TOTAL LIABILITIES AND SHAREHOLDERS'EQUITY $ 53,318 $ 59,787
</TABLE>
See accompanying notes and accountant's review report
<PAGE>
HOME WEB, INCORPORATED
(A Development Stage Company)
Statement of Operations
For the years ending December 31, 1999 and 1998
<TABLE>
<CAPTION>
Deficit
Accumulated
During
Development
1999 1998 Stage
---- ---- -----
<S> <C> <C> <C>
Revenue
Sales $ 528 $ 7,265 $ 18,887
Cost of sales 523 5,193 15,091
Gross margin 5 2,072 3,796
Expenses
Advertising 7 785 856
Amortization 792 1,584
Consulting fees 5,500 4,496 11,196
Equipment rental 2,339 2,339
Depreciation 4,003 4,263 9,288
License and taxes 145 225 370
Meals and entertaininent 302 848
Office help 1,591 10,841 12,432
Office supplies 588 2,783 3,760
Postage 621 673
Travel 54 1,720 1,831
Telephone and utilities 1,030 1,243
Rent 248 900 2,348
Business start up costs 15,318 10,480 41,674
Compensation due stock issuance 1,254,500
Total expenses 27,454 41,577 1,344,942
(Loss) from operations (27,449) (39,505) (1,341,146)
Other income (expense)
Interest (50) (50)
Nondeductible penalties (716) (166) (882)
State tax expense (1,600) (800) (3,200)
Total other expenses (2,316) (1,016) (4,132)
Net loss $ (29,765) $ (40,521) $ (1,345,278)
Loss per share
of common stock $ (0.0011) $ (0.0021) $ (0.0495)
Weighted average of
shares outstanding 27,157,000 26,563,959 26,563,959
</TABLE>
See accompanying notes and accountant's report
<PAGE>
HOME WEB, INCORPORATED
(A Development Stage Company)
STATEMENT OF SHAREHOLDERS' EQUITY
December 31, 1999
<TABLE>
<CAPTION>
Deficit
Accumulated
Common stock During
Paid in Development
Shares Amount Capital Stage Total
------ ------ ------- ----- -----
<S> <C> <C> <C> <C> <C>
Balance,
December 31, 1998 27,497,000 $ 27,497 $ 1,347,003 $ (1,315,513) $ 58,987
Common stock issued 10,000 10 490 500
Net loss for the period
ended December 31, 1999 (29,765) (29,765)
27,507,000 $ 27,507 $ 1,347,493 $ (1,345,278) $ 29,722
</TABLE>
See accompanying notes and accountant's review report
<PAGE>
HOME WEB, INCORPORATED
(A Development Stage Company)
Statement of Cash Flows-Indirect Method
For the years ending December 31, 1999 and 1998
<TABLE>
<CAPTION>
Deficit
Accumulated
During
Development
1999 1998 Stage
---- ---- -----
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) (29,765) $ (40,521) $ (1,315,513)
Adjustment to reconcile net income to net cash
provided by operating activities
Depreciation and amortization 4,003 5,055 6,869
Stock issued for services 500 1,254,500
Increase in accounts receivable (50) (1,450)
Increase in accrued liaibilities 5,141
Decrease in other assets 2,376
Increase (Decrease) in accounts payable 17,655 (5,500) 800
NET CASH PROVIDED BY OPERATING ACTIVITIES (90) (41,016) (54,794)
INVESTING ACTIVITIES
Increase in other assets 11,000 14,960
Purchase of property, plant and equipment 31,554 50,149
NET CASH USED IN INVESTING ACTIVITIES 42,554 65,109
FINANCING ACTIVITIES
Sale of common stock 83,400 120,000
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (90) (170) 97
Cash and cash equivalents at beginning of the year 97 267 0
CASH AND CASH EQUIVALENTS AT END OF YEAR 7 $ 97 97
</TABLE>
See accompanying notes and accountant's report
<PAGE>
HOME.WEB INCORPORATED
---------------------
(A DEVELOPMENT STAGE COMPANY)
Notes to Financial Statements
December 31, 1999 and 1998
Note A: Summary of Significant Accounting Policies
- ------- ------------------------------------------
Development Stage Company
- -------------------------
Home Web, Inc. (the "Company") is a development stage company as defined in
the Financial Accounting Standards Board No. 7. The Company is devoting
substantially all, of its present efforts in securing and establishing a
new business, and although planned principal operations have commenced,
substantial revenues have yet to be realized.
Use of estimates
- ----------------
The preparation ofthe financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results could differ from these estimates,
Cash equivalents
- ----------------
For the purpose of the statement of cash flows, the company considers all
highly liquid debt instruments purchased with the original maturity of
three months or less to be cash equivalents.
Organization and Business Start Up and Amortization
- ---------------------------------------------------
Organization costs are recordod at cost. Amortization is calculated by the
straight-line metbod over a period of sixty months. Amortization for the
year ending December 31, 1998 was $792.
Income Taxes
- ------------
Income laxes are provided for the tax effects of transactions reported in
the financial statements and consist of taxes currently due plus deferred
taxes related primarily to differences between the recorded book basis and
tax basis of assets and liabilities for financial and income tax reporting.
The deferred tax assets and liabilities represent the future tax return
consequences of those differences, which will either be taxable or
deductible when tho assets and liabilities are recovered or settle.
Deferred taxes are also recognized for operating losses that are available
to offset future federal income taxes.
Common Stock
- ------------
Common stock is at $.001 par value with 50,000,000 shares authorized,
27,507,000 outstanding as of December 31, 1999 and 27,497,000 outstanding
as of December 31, 1998.
<PAGE>
HOME.WEB, INCORPORATED
----------------------
(A DEVELOPMENT STAGE COMPANY)
Notes to Financial Statements
December 31,1999 and 1998
Stock Options
- -------------
Stock that is issued for services rendered are recorded at the fair value
of the stock in the year that the stock is given and recorded as an expense
in the same year.
Note B: Background
- ------------------
The Company was incorporated under the laws of the State of Nevada on
September 15,1995. The principal activities of the Company, from the
beginning of the development stage, have been organizational matters and
the sale of stock. The Company was formed to sell wholesale gourmet and
specialty cheese on the Internet. During the periods ending December 31,
1999 and 1998 the Company had sales and incurred expenses against those
sales, but the activity was immaterial for the purposes of SFAS No. 7.
Note C: Related Party transactions
- ----------------------------------
The Company entered into an agreement with Monterey Ventures, Inc ("MVI"),
an affiliated company and a shareholder, whereby; MVI will provide
investment banking and other consulting services to the Company. The
agreement is for $1000 of which $4,500 was paid in 1999 and $5,500 was paid
for 1998. The company also paid rent to MVI under a rental agreement $900
during the year ending December 31, 1998. Total other reimbursements to MVI
for office expenses, phone services etc. amounted to $5,790 for the year
ending December 31, 1998.
During the year 1998 the Company paid one of its founders $500 for
consulting services to the Company.
Note D: Income taxes
- --------------------
The benefit for income taxes from operations consisted of the following
components: current tax benefit of $9,000 resulting from a net loss before
income taxes, and deferred tax expenses of $9000 from a valuation allowance
recorded against the deferred tax asset resulting from net operating
losses. Net operating loss carryforward will expire in 2014.
The valuation allowance will be evaluated at the end of each year,
considering positive and negative evidence about whether the asset will be
realized. At the time, the allowance will either be increased or reduced;
reduction would result in the complete elimination of the allowance if
positive evidence indicates that the value of the deferred tax asset is no
longer required.
The income tax returns were filed without taking into consideration the
$1,254,500 deduction for the issuance of common stock for compensation of
services in the prior year. Net operating losses that are being carried
forward are
<PAGE>
HOME.WEB, INCORPORATED
----------------------
(A DEVELOPMENT STAGE COMPANY)
Notes to Financial Statements
December 31,1999 and 1998
only the amounts that are represented by cash flows. No deferred tax asset
has been set up to book the tax benefit of the $1,254,500 stock for
services.
Note E: Public stock offering
- -----------------------------
During the period ending December 31,1998. pursuant to an exemption under
Rule 504 of Regulation D of the Securities Act of 1933, as amended (the
Act), the Company sold solely to accredited and/or sopbisticated investors,
its common stock. Each share has a par value of $.001. The stock was sold
during various times during the year to 30 different investors buying a
total 1,515,000 common shares of the Company's stock. Total proceeds, from
the offerings, as of the period ended December 31, 1998 were $83,400. There
were no sales of stock during the period ending December 31, 1999, The only
capital transaction occurring during the year ending December 31, 1999 was
the issuance of 10,000 shares of stock to corporate counsel in exchange
legal services.
Note F: Stock options
- ---------------------
It was voted upon at the organizational meeting during 1997 to grant
options to officers of the corporation and MVI, an affiliafed Company along
with one of the employees of MVI. These options are to be exercised at
$.001 to the officers of the corporation and the employee and $.01 to MVI.
These options have an expiration date of December 31, 1999. As these
options are considered compensatory the expense was recognized in the prior
ycar.
During the year ended December 31, 1998, MVI exercised its stock options as
did one of the shareholders and the employee of MVI. Two of the remaining
founders did not exercise their options during that year. These options
total 350,000 shares.
No options were exercised during 1999.
Note G: Property, equipment and depreciation
- --------------------------------------------
Property and equipment are recorded at cost, Maintenance and repairs are
expensed as incurred; major renewals and betterments are capitalized. When
items of property and equipment are sold or retired, the related costs and
accumulated depreciation are removed from the accounts and any gain or loss
is included in income.
Depreciation expense for the period ending December 31, 1999 was $4,003
December 31, 1998 of $4,263.
Note H: Maior customer
- ----------------------
<PAGE>
HOME.WEB, INCORPORATED
----------------------
(A DEVELOPMENT STAGE COMPANY)
Notes to Financial Statomenis
December 31, 1999 and 1998
The Company had a purchase commitment to purchase the Company's merchandise
from a nonaffiliated company. This customer is also to take physical
possession of the Company's major assets and use those assets in the
ordinary course of its business. Terms are discussed more fully in Note I.
Note I: Going concern
- ---------------------
Since inception, the Company has had net losses from operating activities,
which raise substantial doubt about its ability to continue as a going
concern,
The Company is in the process of raising initial working capital through a
public offering of its common stock, which is expected to provide liquidity
until operations become profitable. The Company has obtained a commitment
for up to $ 150,000 from a significant shareholder, Monterey Ventures, Inc
for funding over the next twelve months. The funds would be paid
distributed in increments per requests from the Company on an "as needed"
basis. Under the agreement, the Company can repay the borrowed funds in
increments as the Company receives payment from its' customers. Also in the
credit agreement is any funds needed for longer than twelve months would be
considered long term debt. This type of funding, if needed, would be
structured for a twenty four or thirty-six month payoff not to exceed $
25,000 in requests in the first year of operations.
The Company has signed an agreement with Internet Food Company to purchase
its' products. Internet Food Company has already penetrated the hotel and
gift basket market and has further developed a web site to market its
goods. The two companies are in the process of identifying specific
products that Home Web. Inc. would supply wholesale.
The Company's ability to continue as a going concern is dependent upon a
successful public offering and ultimately achieving profitable operations.
There is no assurance that the Company will be successful in its efforts to
raise additional proceeds or achieve profitable operations. The financial
statements do not include any adjustments that might result from the
outcome of this uncertainty,
<PAGE>
ITEM 8. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.
None.
PART III
ITEM 9. Directors, Executive Officers, Promotors and Control Persons.
The following information sets forth the names of the officers and
directors of the Company, their present positions with the Company and
biographical information.
Dennis Davis. (Age 48). President, Chief Executive Officer, Director. Mr. Davis
has been involved with the Company since April 1997 as its President, CEO and
Director. From 1994 to the present, he has been self employed as an independent
consultant specializing in financial matters, creating and developing business
plans, strategic planning and assisting privately owned and public companies
with financing, acquisition financing and liquidity options. Mr. Davis also
serves on the Monterey Golf Foundation committee, a non-profit organization that
is responsible for the AT&T Pro-Am Golf Tournament. Before becoming a
consultant, Mr. Davis was in the banking industry for fifteen years and has
management and planning experience. His banking career included, at various
times, the positions of Administrator of the Lending Department, Vice President,
Senior Commercial Loan Officer, Vice President responsible for the Real Estate
and Construction Department, Vice President responsible for the Loan Adjustment
Department and Branch Manager. He is the husband of Cornelia Davis, an officer
and director of the Company.
Cornelia Davis. (Age 34). Secretary, Treasurer, Director. Ms. Davis is the
President of CDIC Financial Services, a financial and business consulting
company and has been since 1995. She has served as a consultant with
Professional Detailing, Inc., a contract pharmaceutical company operating out of
New Jersey from July of 1997 to present. From 1996 to 1997 she worked in
marketing and promotions for CUC International, which produces an annual
publication involving the entertainment industry. From 1992 to 1995, she
consulted for a retail golf company in the position of investor relations
coordinator. Prior to this, Ms. Davis was the Business Development Director of
Chicago Title Company. She also was the founder of Yavapai Land Fund Mutual, an
Arizona real estate investment company. Ms. Davis received a B.A. degree in
Organization and Communication from Arizona State University and has been a
director and the Secretary of the Company since June 1, 1997. She is the wife of
Dennis Davis, the President and a director of the Company.
<PAGE>
Florence G. Roberts. (Age 49). Director. Ms. Roberts is currently a consultant
for Monterey Season's, Inc., a gourmet and specialty foods company and has been
since October 1997. She is assisting this company with its business strategies
and capital formation. Since 1996, Ms. Roberts has been actively involved in the
management of rental properties on the Monterey Peninsula and has sold art work
for local galleries on a free-lance basis. From 1989 to 1996, Ms. Roberts owned
and operated "Lonesome Dove," a retail store in Carmel, California which
specialized in the sale of western wear and Indian artifacts. Ms. Roberts
received her B.A. in English from Illinois State Normal University in 1972 and
attended Anthony School of Real Estate in Pacific Grove, California, in 1974.
She has been a director of the Company since June 1996.
ITEM 10. Executive Compensation.
None.
ITEM 11. Security Ownership of Certain Beneficial Owners and Management.
The following table sets forth, as of December 31, 1999, the beneficial
ownership of the Company's Common Stock by each person known by the Company to
beneficially own more than 5% of the Company's Common Stock, including options,
outstanding as of such date and by the officers and directors of the Company as
a group. Except as otherwise indicated, all shares are owned directly.
<TABLE>
<CAPTION>
(1) (2) (3) (4)
Name and address of Amount and Nature Percent
Title of Class beneficial owner of beneficial owner of class
- -------------- ---------------- ------------------- --------
<S> <C> <C> <C>
Common stock Dennis Davis 15,250,000 56.2%
P.O. Box 653
Pacific Grove, CA 93950
Common stock Cornelia Davis 5,100,000 18.8%
P.O. Box 653
Pacific Grove, CA 93950
Common stock Florence G. Roberts 4,050,000 14.9%
20 Paso Del Rio
Carmel Valley, CA 93924
Common stock Monterey Ventures, Inc. 1,550,000 5.7%
200 Camino Aguajito
Monterey, CA 93940
Common stock Directors and Officers 24,400,000 89.9%
as a group (3 persons)
</TABLE>
<PAGE>
ITEM 12. Certain Relationships and Related Transactions.
None.
ITEM 13. Exhibits, Financial Statement Schedules and Reports on Form 8-K.
None.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
HOME.WEB, INC.
Date: March 28, 2000 By: /s/ Dennis Davis
- -------------------- --------------------
Dennis Davis
