SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED September 30, 1999
Commission file number 333-51683
800america.com, INC.
---------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
Nevada 87-0567884
------ ----------
(State or other jurisdiction (I.R.S. Employer
incorporation or organization) Identification No.)
1929 21st Avenue, Nashville, TN 37212
- ------------------------------- -----
(Address of principal executive offices) (Zip Code)
(888) 855-9872
--------------
(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports) and (2) has be
subject to such filing requirements for the past 90 days. Yes X No ___
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date.
There were 12,250,000 shares of common stock outstanding on November 1,
1999.
Transitional Small Business Disclosure Format
(Check one):
Yes ___ No _X_
<PAGE>
800 America . Com Inc.
Table of Contents
Unaudited
Balance Sheet ........................................................ 1
Three Months Income Statement ........................................ 2
Three Months Analysis of Stockholders' Equity ........................ 3
Three Months Cash Flow Statement ..................................... 4
Nine Months Income Statement ......................................... 5
Nine Months Analysis of Stockholders' Equity ......................... 6
Nine Months Cash Flow Statement ...................................... 7
Notes To Financial Stataments ........................................ 8
<PAGE>
800 America . Com Inc.
Condensed Consolidated Balance Sheet (Unaudited)
September 30, 1999
Assets
1999 1998
----------- -----------
Current Assets
Cash and Cash Equivalents $ 385,339 $ 1,109
Accounts Receivable 531,811
(Less) Allowance for Doubtful Accounts (80,000)
Other Current Assets 450 5,006
----------- -----------
Total Current Assets 837,600 6,115
----------- -----------
Property and Equipment
Equipment 178,265
Other Property and Equipment 95,899 18,986
Accumulated Depreciation and Amortization (12,304)
----------- -----------
Total Property and Equipment 261,860 18,986
----------- -----------
Total Assets 1,099,460 25,101
=========== ===========
Liabilities and Stockholders' Equity
Current Liabilities
Accounts Payable and Accrued Liabilities 84,284 25,856
Rebates Shoppers 200,991
Income Tax Payable 139,356
Other Short Term Debt 14,748 155,000
----------- -----------
Total Current Liabilities 439,379 180,856
----------- -----------
Stockholders' Equity
Common Stock, 50,000,000
Shares $0.001 Par Value
Authorized 12,250,000 Shares 12,250
700,000 Shares Issued 700
Preferred Stock,
5,000,000 Shares Common
Stock $0.001 Par Value,
None Issued 0 0
Additional Paid in Capital 702,312 27,300
Retained Earnings (Deficit) (54,481) (183,755)
----------- -----------
Total Stockholders' Equity 660,081 (155,755)
----------- -----------
Total Liabilities and
Stockholders' Equity $ 1,099,460 $ 25,101
=========== ===========
The Accompanying "Notes to Financial Statements"
Are An Integral Part of These Financial Statements
1
<PAGE>
800 America . Com Inc.
Consolidated Condensed Income Statement (Unaudited)
Three Months September 30, 1999
1999 1998
------------ ------------
Revenues $ 736,414 $ 13,310
------------ ------------
Cost and Expense
Customer Rebates 271,847
Bad Debts 71,221 2,500
Salaries 26,920
Consulting Services 65,000
Advertising 34,350
Programing 50,000
General and Administrative 58,436 18,432
------------ ------------
Total 577,774 20,932
------------ ------------
Net Operating Income 158,640 (7,622)
Other Income (Expense)
Interest Income 2,500
Interest Expense (4,521)
------------ ------------
Net Income Before Income Taxes 158,640 (9,643)
Income Tax Expenses 84,326
------------ ------------
Net Income $ 74,314 $ (9,643)
------------ ------------
Basic Earnings Per Share $ 0.00 $ (0.01)
Basic Weighted Common Shares Outstanding 11,127,935 700,000
The Accompanying "Notes to Financial Statements"
Are An Integral Part of These Financial Statements
2
<PAGE>
<TABLE>
<CAPTION>
800 America. Com Inc.
Analysis of Stockholders' Equity (Unaudited)
Three Months Ended September 30, 1999
Common Common Additional Total
Stock Stock Paid In Offering Retained Shareholders
Shares Amount Capital Cost Earnings Equity
------ ------ ------- ---- -------- ------
<S> <C> <C> <C> <C> <C> <C>
Balance June 30, 1999 780,000 $ 780 $ 240,720 $ (26,938) $ (244,996) $ (30,434)
Common Shares Issued
Pursuant to a Merger
At July 9, 1999 11,170,000 11,170 (11,170) 0
Common Shares Sold At
July 9, 1999 300,000 300 499,700 500,000
Merger Adjustment 116,201 116,201
Net Operating Profit 74,314 74,314
-------------------------------------------------------------------------------------------
Balance September 30, 1999 12,250,000 $ 12,250 $ 729,250 $ (26,938) $ (54,481) $ (660,081)
-------------------------------------------------------------------------------------------
Balance June 30, 1998 700,000 $ 700 $ 27,300 $ (174,112) (146,112)
Net Operating Loss (9,643) (9,643)
-------------------------------------------------------------------------------------------
Balance September 30, 1998 700,000 $ 700 $ 27,300 $ (183,755) $ (155,755)
-------------------------------------------------------------------------------------------
The Accompanying "Notes to Financial Statements"
Are An Integral Part of These Financial Statements
3
<PAGE>
800 America . Com Inc.
Condensed Consolidated Cash Flow Statement (Unaudited)
Three Months Ended September 30, 1999
1999 1998
--------- ---------
Cash Flows From Operating Activities
Net Income (Loss) $ 74,314 $ (9,383)
Adjustments to Reconcile Net Income
To Cash From Operating Activities
Depreciation and Amortization 4,521
Accounts Receivable Increase (442,352)
Income Tax Payable Increase 78,119
Customer Rebate Payable Increase 145,661
Allowance for Bad Debts Increase 66,581
Other Payables Increase 17,051 11,091
--------- ---------
Net Cash Flows Provided By Operating Activities (56,105) 1,708
--------- ---------
Cash Flows From Investing Activities
Equipment Purchase (42,760) (356)
Other Property and Equipment Increase (25,000)
--------- ---------
Net Cash (Used) By Operating Activities (67,760) (356)
--------- ---------
Cash Flows From Financing Activities
Common Stock Sold 500,000
Cash Paid for Offering Cost (1,500)
--------- ---------
Net Cash Flows Provided (Used) By
Financing Activities 500,000 (1,500)
--------- ---------
Net Increase (Decrease) In Cash 376,135 (148)
Beginning Cash Balance 9,204 1,257
--------- ---------
Ending Cash Balance $ 385,339 $ 1,109
--------- ---------
The Accompanying "Notes to Financial Statements"
Are An Integral Part of These Financial Statements
4
<PAGE>
800 America . Com Inc.
Condensed Consolidated Income Statement (Unaudited)
Nine Months Ended September 30, 1999
1999 1998
----------- -----------
Revenues $ 1,178,974 $ 23,727
----------- -----------
Cost and Expenses
Customer Rebates 394,016
Bad Debt 87,140 7,500
Salaries 80,150
Consulting Services 65,000
Advertising 64,350
Programing 50,000
Related Party 9,000 13,500
General and Administrative 144,019 47,766
----------- -----------
Total 893,675 68,766
----------- -----------
Operating Income 285,299 (45,039)
Other Income (Expense)
Interest Income 5,000 7,500
Interest Expense (728) (12,981)
----------- -----------
Income Before Income Tax Expense 289,571 (50,520)
Income Tax Expense (139,356) 0
----------- -----------
Net Income $ 150,215 $ (50,520)
=========== ===========
Basic Earnings Per Common Stock $ 0.05 $ (0.07)
Basic Weighted Common Shares Outstanding 3,009,928 700,000
The Accompanying "Notes to Financial Statements"
Are An Integral Part of These Financial Statements
5
<PAGE>
800 America . Com Inc.
Analysis of Stockholders' Equity (Unaudited)
Nine Months Ended September 30, 1999
Common Common Additional Total
Stock Stock Paid In Offering Retained Shareholders
Shares Amount Capital Cost Earnings Equity
December 31, 1998 700,000 $ 700 $ 31,800 $ (25,731) $ (204,696) $ (197,927)
Sale of Common Stock At $2.50
Per Share Pursuant to Initial
Public Offering, Net of Offering
Cost March 31, 1999 80,000 80 199,920 (1,207) 0 198,793
Services and Rent Contributed
By Corporate Officer 9,000 9,000
Common Shares Issued
Pursuant To Merger
At July 9, 1999 11,170,000 11,170 (11,170) 0
Common Shares Sold At
July 9, 1999 300,000 300 499,700 500,000
Net Profit For Nine Months
Ended September 30, 1999 150,215 150,215
-------------------------------------------------------------------------------------
September 30, 1999 12,250,000 $ 12,250 $ 729,250 $ (26,938) $ (54,481) $ 660,081
-------------------------------------------------------------------------------------
December 31, 1997 700,000 $ 700 $ 13,800 $ (133,840) $ (119,340)
Service Contributed By
Shareholder At Fair Value 9,000 9,000
Office Space Contributed
By Shareholder At Fair Value 4,500 4,500
Net Loss For Nine Months (49,915) (49,915)
-------------------------------------------------------------------------------------
Balance September 30, 1998 700,000 $ 700 $ 27,300 $ (183,755) $ (155,755)
------------------------------------------------------------------------------------
The Accompanying "Notes to Financial Statements"
Are An Integral Part of These Financial Statements
6
</TABLE>
<PAGE>
800 America . Com Inc.
Condensed Consolidated Cash Flow Statement (Unaudited)
Nine Months Ended September 30, 1999
1999 1998
--------- ---------
Cash Flows From Operating Activities
Net Income 150,215 $ (25,823)
Adjustments to Reconcile Net Income
To Net Cash From Operating Activities
Depreciation and Amortization 12,304
Accounts Receivable Increase (531,811)
Income Tax Payable Increase 139,356
Customer Rebate Payable Increase 200,991
Allowance for Bad Debts Increase 80,000
Other Payables Increase 39,200
--------- ---------
Net Cash Provided (Used) In Operating Activities 90,255 (25,823)
--------- ---------
Cash Flows From Investing Activities
Furniture and Fixtures Purchase (10,000)
Web Site Purchase (10,000)
Subscribers Base Purchase (37,000)
Equipment Purchase (165,504) (1,321)
Software Purchase (38,899)
--------- ---------
Net Cash (Used) In Investing Activities (261,403) (1,321)
--------- ---------
Cash Flows From Financing Activities
Repayment of Notes Issued (150,000)
Proceeds From Issuance of Notes Payable 5,000 26,250
Stockholder Advances 2,117 130
Proceeds From Sale of Stock 700,000
Cash Paid for Offering Cost (1,208) (5,836)
--------- ---------
Net Cash From Financing Activities 555,909 20,544
--------- ---------
Net Increase (Decrease) In Cash 384,761 (6,600)
Beginning Cash Balance 577 7,709
--------- ---------
Ending Cash Balance $ 385,338 $ 1,109
--------- ---------
The Accompanying "Notes to Financial Statements"
Are An Integral Part of These Financial Statements
7
<PAGE>
800 America . Com Inc.
Notes To Financial Statements
Note 1 - Significant Accounting Policies
Nature of Operations - 800 America Inc. ( A Delaware Corporation), is an online
rebate shopping mall located in Nashville Tennessee. The company consist of
stores from all parts of the country ranging from some of the largest and best
known stores to some of the smaller regional stores and shoppers (subscribers).
Each store in the mall offers a rebate on all purchases ranging from two to ten
percent based on each store's policy. Upon proof of purchase from the
subscriber, the company accrues and pays the rebate expenses and files for a
refund with the selling store. The company has been in full operation for six
months (ending September 30, 1999) with partial operations during a development
period in February and March 1999. The development period was conducted by a
related company (see Note 4 Capitalization of Assets Related Parties).
Principles of Consolidation - The consolidated statement contains the accounts
of 800 America Inc. which was merged with and into World House Entertainment
Inc. which name has been changed to 800 America . Com Inc. (see Note 2 Merger
With 800 America Inc.)
Cash and Cash Equivalents - The company's cash consist of unrestricted checking
and savings accounts. Cash equivalents are defined as short term instruments
with an original maturity date of three months or less. The company does not
have any cash equivalents.
Accounts Receivable - The company in its six months of operations has acquired
accounts receivable balances of $531,811 which consist primarily of discounts
due from stores. A 15% allowance for doubtful accounts has been established on
the existing balance. There were no accounts receivable at September 30, 1998.
Customer Rebates Payable - Verified rebates due to subscribers amount at
$200,991 at September 30, 1999 and zero at September 30, 1998.
Accounts Payable - Consist of normal trade accounts and amount to $84,284 at
September 30, 1999.
Income Taxes - The company accounts for income taxes under Statement of
Financial Accounting Standards No. 109, Accounting for Income Taxes (SFAS 109).
8
<PAGE>
SFAS 109 is an asset and liability approach that requires the recognition of
deferred tax assets and liabilities for the expected future tax consequences of
events that have been recognized in the company's financial statements or tax
returns. In estimating future tax consequences, SFAS 109 generally considers all
expected future events other than enactments of changes in the tax law or rates.
Estimated income tax due at September 30, 1999 is $139,356 and for September 30,
1998 is zero.
Reconciliation of book income and taxable income:
Net Operating Income Before Income Tax $289,571
Provision For Doubtful Accounts 80,000
-------
Taxable Income $369,571
Income before income tax and provision for income tax expense from continuing
operations at September 30, 1999:
Income Before Taxes $289,571
Current Federal Income Tax (139,356)
--------
Income After Taxes $150,215
Statutory and effective tax rates are the same.
Use of Estimates - The preparation of financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results could differ from these estimates.
Other Comprehensive Income - There are no attributes of other comprehensive
income. Comprehensive income and net income are the same.
Property and Equipment/Depreciation - Property and equipment are recorded at
cost (see Note 4 Capitalization of Assets-Related Parties]) and depreciated on
the straight line basis over their estimated useful lives ranging from three to
five years. Depreciation for the period is $12,304.
Operating Lease - The company's lease on its location will expire October 31,
1999. The company pays one thousand dollars ($1,000) per month. Lease expense to
date is five thousand, three hundred, eleven dollars ($5,311) with one thousand
dollars ($1,000) due over the remainder of the lease period.
Note 2 - Merger With 800 America Inc.
The company's merger qualifies as a tax free reorganization and was accounted
for as a pooling of interest. World House Entertainment Inc. is not a
significant component of the merger and will continue the continuing operations
of 800 America Inc. under the new name of 800 America.Com Inc.
9
<PAGE>
Ten Million (10,000,000) shares of common stock were issued to 800 America Inc.
stockholders' and 1,950,000 shares were issued to World House Entertainment Inc.
shareholders. The previously outstanding shares of both corporations were
canceled.
Note 3 - Fair Value of Financial Instruments
Cash and Cash Equivalents - The carrying amount reported in the Balance Sheet
for cash and cash equivalents approximate its fair value.
Accounts Receivable, Accounts Payable and Customer Rebate Payables - The
carrying amount of accounts receivable, accounts payable and customer rebates
due in the Balance Sheet approximate fair value.
Note 4 - Capitalization of Assets
Related Parties
The company underwent a development period during February and March 1999 during
which a related party, Internet Web Guide Inc., developed the web site and
collected income from subscribers and from stores. The company and Internet Web
Guide Inc. agree that Internet Web Guide Inc. cost for developing the web site
was $10,000.
The company entered into an agreement with Internet Web Guide Inc. to purchase
the web site and other assets from Internet Web Guide Inc. for the approximate
amount of income collected in the development period ($127,000). The purchase
price was allocated as follows:
Equipment $ 70,000
Fixtures 10,000
Web Site 10,000
Subscriber Base 37,000
--------
Total $127,000
Note 5 - Revenues Recognition
The company derives income from three sources. Individual subscribers (shoppers)
pay an annual subscription of ten dollars ($10), rental from stores comprising
the shopping mall ranging from one hundred ($100) to two hundred dollars ($200)
per month and the company collections commissions from store sales. Revenues are
accrued when they become due.
Note 6 - Supplemental Cash Flow Information
1999 1998
---- ----
Interest Paid $18,921 $7,500
10
<PAGE>
Item 2. Management's Discussion and Analysis or Plan of Operations.
General
The Company's primary business involves the operation of a shopping mall
web site. The Company derives revenue from two sources: (1) an annual $10.00
membership fee is charged to members that entitles such members to shop on-line
at the Company's web site. The web site allows members access to over one
hundred fifty stores, including many nationally known and recognized retailers,
and offers such members a rebate of from 3% to 10% on purchases made through the
web site; (2) rent and commission fees from the merchants and retailers whose
stores are represented at the Company's web site. Rents vary between one hundred
and two hundred dollars per month per retailer and commissions are based upon
the volume of sales from members. The Company also devotes substantial time and
resources to the publication of an on-line family magazine by the name of
"Internet Web Guide Magazine". The Company currently has approximately 80,000
subscribers worldwide and currently charges an annual subscription fee of $19.95
The Company's assets consist of a web site, equipment, fixtures and a
membership/subscriber base that numbers approximately 70,000.
The following discussion, which compares the operating results, liquidity
and capital resources for the quarter ended September 30, 1999 with the quarter
ended September 30, 1998, reflects the fact that the Company changed its
business in July 1999 from a service providing trademark and copyright
protection for the Nashville music industry to an on line shopping service and
magazine. As such, results of operations for these respective quarters are not
comparable because the businesses in which the Company was engaged were
substantially different. The results of operations for the quarter ended
September 30, 1999 reflect the on line shopping mall and magazine businesses,
while the results of operations for the quarter ended September 30, 1998 reflect
the copyright and trademark service business.
Results of Operations
Quarter Ended September 30, 1999 Compared to Quarter Ended September 30, 1998.
- ------------------------------------------------------------------------------
The Company had revenues of $736,414 for the quarter ended September 30,
1999 compared to revenues of $13,310 for the quarter ended September 30, 1998.
Net income for the quarter ended September 30, 1999 was $74,314 compared to a
net loss of $9,643 for the quarter ended September 30, 1998. The quarterly
results of operations were not comparable because of the completely different
nature of the business in which the Company was engaged in the respective
quarters. Costs and expenses for the quarter ended September 30, 1999 were
$577,774, resulting in operating income for the quarter of $158,640. Customer
rebates totaled $271,847 and represented approximately 47% of total costs and
expenses. Other than customer rebates, the largest categories of costs and
11
<PAGE>
expenses were for general and administrative expenses in the amount of $58,436,
bad debt expenses in the amount of $71,221, salaries in the amount of $26,920,
consulting services in the amount of $65,000, advertising costs and expenses in
the amount of $34,350 and programming expenses of $50,000. Management expects
that advertising expenses will increase in the quarter ended December 30, 1999
as the Company's television advertising campaign accelerates. Because of the
Company's limited operating history in the on line shopping business, management
cannot predict, based upon past performance, whether the above listed cost and
expense categories are relatively stable or subject to a substantial degree of
volatility. In particular, the bad debt expense category may change
substantially as the Company gains experience in managing its accounts
receivable and as the stores who are represented in the Company's on line
shopping mall establish a payment history with the Company.
Nine Months Ended September 30, 1999 Compared to September 30, 1998.
- --------------------------------------------------------------------
The Company had revenues of $1,178,974 for the nine month period ended
September 30, 1999 compared to revenues of $23,727 for the nine month period
ended September 30, 1998. The Company's net income for the nine month period
ended September 30, 1999 was $150,215 compared to a net loss of $50,520 for the
comparable year earlier period. Again, the results of operations the nine month
periods ended September 30, 1999 and 1998 respectively are not comparable
because of the completely different nature of the Company's business in each of
such periods.
Management believes that both revenues and expenses of the Company are
likely to continue to increase during the remainder of the fiscal year ending
December 31, 1999 and into the next fiscal year as the full impact of the
Company's new on-line shopping business takes effect. Management is continuing
to recruit additional merchants to the approximately 150 that are already
represented on the Company's web site. The Company is also in the process of
mounting a major advertising campaign in certain select geographic areas and
expects that these advertising efforts will result in additional on-line members
and a corresponding increase in shopping volume.
LIQUIDITY AND CAPITAL RESOURCES
Net cash produced from operating activities was $90,255 in the nine months
ended September 30, 1999 compared to net cash used in operations of $25,823 for
the nine months ended September 30, 1999. Net cash used in operating activities
was $56,105 in the three-month period ended September 30, 1999. Net cash inflows
from operations are expected to continue during the quarter ending December 30,
1999 and into the ensuing fiscal year ending December 31, 2000.
The Company's cash and cash equivalents as of September 30, 1999 were
$385,339. The Company had working capital (current assets less current
liabilities) of $398,221 at September 30, 1999 and no material long-term
commitments or material commitments for capital or operational expenditures.
12
<PAGE>
The Company believes that its current capital resources and liquidity are
adequate for at least the next twelve months. Other than advertising and
promotional expenses, the Company does not have any plans for significant
capital or operating expenditures above its current level.
YEAR 2000 COMPLIANCE
The Company is aware of the issues associated with the programming code in
existing computer systems as the year 2000 approaches. The "Year 2000" problem
is concerned with whether computer systems will properly recognize date
sensitive information when the year changes to 2000. Systems that do not
properly recognize such information could generate erroneous data or cause a
system to fail. The Year 2000 problem is pervasive and complex since virtually
every company's computer operation will be affected in some way. The Company's
computer programs which process its on- line as well as operation and financing
transactions were designed and developed with a consideration of the impact of
the upcoming change in century. As a result of the Company's analysis of its
computer programs and operations, the Company believes that "Year 2000" problems
will not seriously impact or have a material adverse effect on the Company's
expenses, business, including data gathering and interpretation, or its
operations.
It is possible, however, that "Year 2000" problems incurred by the
merchants who are represented on the Company's on-line shopping mall could have
a negative impact on future operations and financial performance of the Company,
although the Company has not been able to specifically identify any such
problems among such merchants. The Company believes that it will not be
dependent upon any single merchant for its on-line shopping business in the year
2000, and therefore has made a determination not to contact any merchants to
determine if they are developing plans to address processing transactions which
may impact the Company in the year 2000. There can be no assurance that Year
2000 problems will not occur with respect to the Company's computer systems.
Furthermore, the Year 2000 problem may impact other entities with which the
Company transacts business and the Company cannot predict the effect of the Year
2000 problem on such entities or the resulting effect on the Company.
The Company has completed an audit of its internal systems and believes
these systems are Year 2000 compliant. The Company does not rely on any
non-compliant third party software and therefore third party non-compliance will
not materially adversely affect its business operations. The Company has
upgraded its software and hardware to the latest year 2000 compliant platform
and tested its software in the new platform. In case the Company's computerized
information system fails, it will rely on its manual information system, which
is comprised of original hand written or typed records, to process its
transactions such as accounts receivable, accounts payable, delivery schedules
and invoicing. The manual system will be very time consuming and labor
13
<PAGE>
intensive, therefore additional staff might be required if the Company has to
use the manual system in the worst case scenario. The Company believes that
additional staff can be hired and trained within a reasonable time frame to meet
its requirements in case its information system failed.
PART II OTHER INFORMATION
Item 1. Legal proceedings.
The Company is not a party to any pending or threatened legal proceedings.
Item 2. Changes in Securities and use of Proceeds.
None.
Item 3. Defaults upon Senior Securities.
None.
Item 4. Submission of Matters to a Vote of Security Holders
The shareholders of the Company, by consent is accordance with applicable
Nevada law, approved a merger between the Company and 800 America, Inc., a
Delaware corporation, on July 9, 1999.
Item 5. Other information
None.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits.
27.1 Financial Data Schedule
(b) Reports of Form 8-K
(i) On July 19, 1999 the Company filed a report on Form 8-K which
disclosed the merger between the Company and 800 America, Inc. as
well as a change of control of the Company resulting from such
merger.
14
<PAGE>
(ii) On August 12, 1999 the Company filed a report on Form 8-K which
disclosed a change in the Company's certifying accountant from
Cordovano and Harvey, P.C. to Jack F. Burke, Jr.
(iii) On August 18, 1999 the Company filed a report an amended Form
8-K which filed the pro forma financial information which was not
filed at the time the Company filed its Form 8-K as described in
(i) above.
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.
800america.com, Inc.
Date: November 5, 1999 /s/ Elie Rabi
-------------------------------------
Elie Rabi
Chief Executive Officer
Principal Financial Officer
15
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
consolidated balance sheets and consolidated statements of operations found
in the Company's Form 10-QSB for the year to date, and is qualified in its
entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> SEP-30-1999
<CASH> 385,339
<SECURITIES> 0
<RECEIVABLES> 531,811
<ALLOWANCES> 80,000
<INVENTORY> 0
<CURRENT-ASSETS> 837,600
<PP&E> 274,164
<DEPRECIATION> 12,304
<TOTAL-ASSETS> 1,099,460
<CURRENT-LIABILITIES> 439,379
<BONDS> 0
0
0
<COMMON> 12,250
<OTHER-SE> 674,831
<TOTAL-LIABILITY-AND-EQUITY> 1,099,460
<SALES> 736,414
<TOTAL-REVENUES> 736,414
<CGS> 448,117
<TOTAL-COSTS> 577,774
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 71,221
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 156,640
<INCOME-TAX> 84,326
<INCOME-CONTINUING> 74,314
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 74,314
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>