--------------------------------------------------------------------------------
Kirt W. James
PRESIDENT
Oasis Entertainment's Fourth Movie Project, Inc.
24843 Del Prado, #318
Dana Point, CA 92629
(Name and Address of Person Authorized to Receive Notices
and Communications on Behalf of the Person Filing Statement)
--------------------------------------------------------------------------------
WITH A COPY TO:
KARL E. RODRIGUEZ, ESQ
34700 Pacific Coast Highway, Suite 303
Capistrano Beach, CA 92624
(949) 248-9561
fax (949) 248-1688
--------------------------------------------------------------------------------
FORM 10-Q SB-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter ended March 31, 2000
Commission File Number: 000-28881
Oasis Entertainment's Fourth Movie Project, Inc.
(Exact name of Registrant as specified in its charter)
Nevada 76-0528600
(Jurisdiction of Incorporation) (I.R.S. Employer Identification No.)
24843 Del Prado, Suite 326 Dana Point, California 92629
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (949) 488-0736
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: 14,810,000
Yes [] No [x] (Indicate by check mark whether the Registrant (1) has filed
all report 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.)
As of March 31, 2000, the number of shares outstanding of the Registrant's
Common Stock was 14,810,000.
PART I: FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS. Attached as Exhibit 00-FQ2 hereto and
incorporated herein by this reference are unaudited financial statements for the
three months and the six months ended March 31, 2000.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(A) CASH REQUIREMENTS AND OF NEED FOR ADDITIONAL FUNDS, TWELVE MONTHS. This
Company has no immediate or forseeable need for additional funding, from sources
outside of its circle of shareholders, and their consultants, during the next
twelve months. The expenses of its audit, legal and professional requirements,
including expenses in connection with this 1934 Act Registration of its common
stock, have been and continue to be advanced by its management and principal
shareholder. Management believes that no significant cash or funds will be
required for its Management to evaluate possible transactions, at such time as
1
<PAGE>
it begins its search. The Registrant enjoys the non-exclusive use of office,
telecommunication and incidental supplies of stationary, provided by its
Officers and Attorneys, who are related to its sole Consultant. These Officers,
Directors, and Attorneys of this issuer are substantially the same as those of
its sole consultant, such that its maintenance expenses are minimal and
manageable during this period and for the foreseeable future.
(B) DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
We produced one full-length movie entitled "The Blood Game" intended for
adult video and cable release. Its subject matter is adventure, and it contains
nudity and violence. It was completed in November of 1999. The movie was
produced for a cost of $174,360. This cost is carried as an investment and has
not been written off. We continue to hope to recover these costs by eventual
marketing of this motion picture. We have as yet been unsuccessful in our
efforts to sell or distribute this movie. While we have not abandoned our
intention to market our production, there are no assurances that we will be able
to sell or distribute this movie. If we are unsuccessful in these efforts, or if
there is only limited distribution of the movie, then all or a part of the
production cost may be lost.
BLOOD GAME. The subject of the movie is an erotic action thriller based upon a
man's struggle to rescue a woman from a gang of weekend warriors and who winds
up having to rescue himself. The movie was completed in November 1999. The
distribution efforts began in late December 1999 when over sixty preview copies
were sent to distributors accepting this type of genre. The distribution
consisted of media packets containing copies of the film and trailer, a "one
sheet" on the movie and stars, and a personalized letter to the individual
distributors. The media packets were received on or around January 10, 2000.
There were two responses that proposed purchasing and/or distributing options,
Troma Films and Victory Multimedia. These negotiations are currently in
progress, however, they have been slow and unassuring of a profitable
distribution and/or purchase agreement.
Due to the distribution problems encountered with the "Blood Game" and due
to recent changes in the entertainment industry regarding the technological
demands of producing, the Officers and Directors of Registrant have reviewed and
analyzed the current business plan of "producing low budget movies." The
business analysis concluded that the current business plan projected diminishing
returns and great margins of risk. The technology in the movie industry was
changing so rapidly that the cost for production may exceed gross revenue for
"made-for-cable and video features." The industry trade publications predicted
that the following two years would see an emergence of the major movie studios
into the smaller markets such as "made-for-cable and video features,"
independent films, and Internet programming due to the changes in market demands
for content, medium and genre. The Registrant also lacks the capital resources
presently to fund multiple productions in one period, which is a growing
necessity to compete in the industry. Accordingly, we may seek additional
funding from our existing shareholders or the public, to attempt further
production, but we have not determined whether such a course is in the best
interests of our shareholders.
INFOMERCIALS. Meanwhile, an opportunity to produce and finance direct response
television programs arose. An emerging "Direct Response" company, Reliant
Interactive Media Corp. ("Reliant") approached the Registrant to finance and
co-produce direct-response television and electronic retailing programs. Reliant
is a full reporting public company trading under the symbol "RIMC" on the OTCBB.
After extensive due diligence, we concluded that the potential for profit and
growth in this new opportunity is attractive. We have accordingly expanded the
scope of our business to include and emphasize direct-response retailing
production. We have begun by entering into a contract with Reliant for financing
and co-producing three (3) direct-response television programs. In the Agreement
between Reliant and Registrant, dated March 24, 1999, we provided $250,000 to
Reliant for production of three infomercials. In consideration of this
financing, we received 250,000 shares of common stock of Reliant and royalties
equal to 2% of the adjusted gross revenues received by Reliant up to a maximum
of $625,000. Thereafter, the royalty will be reduced to 1%. To date, no
royalties have been paid to Registrant under this Agreement. The first one of
2
<PAGE>
the three projects did not test well and was abandoned. The second was not
productive. The remaining project tested more favorably and may yet generate
royalty revenues.
In a separate transaction we made a loan of $300,000 to Reliant of which
the sum of $113,500 is presently unpaid. The note included interest at 10% per
annum. As of March 31, 2000, principal and accrued interest owing to us stood at
$116,906.
As additional consideration for this loan and forbearance as to prompt
repayment, Reliant issued us an additional 5,000 shares of its common stock.
Reliant has notified Registrant that no additional financing is required
from Registrant, at the present time. We continue to communicate with Reliant
with a view to participation in future projects as may become attractive for our
investment.
A comparison of the corresponding six months of 1999 and 2000 reflect only
modest expenses more recently than in the former period. The difference is due
to the fact that the former period involved considerable production expenses,
while the current period does not. Our operations in the current period have
involved legal, professional and audit expenses principally.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
SECOND QUARTER. Inception
April 9
1998
To
Operations Jan 1 to March 31 Sept 30 to March 31 March 31
2000 1999 2000 1999 2000
--------------------------------------------------------------------------------------------------------
Revenues: . . . . . . . . $ 0 $ 0 $ 0 $ 0 $ 0
Total Revenues . . . . . 0 0 0 0 0
General & Administrative. (9,896) (22,309) (25,852) (142,113) (240,248)
Total Expenses . . . . . (9,896) (22,309) (25,852) (142,113) (240,248)
Interest Expense. . . . . 0 0 0 0 (4,628)
Interest Income . . . . . 2,887 0 5,774 1,300 30,659
Net Profit (Other) . . . 2,887 0 5,774 1,300 26,031
Net Loss . . . . . . . . (7,009) (22,309) (20,078) (140,813) (214,217)
</TABLE>
We are engaged in continuing efforts to market our production of "the Blood
Game".
PART II: OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS. None
ITEM 2. CHANGE IN SECURITIES. None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES. None
ITEM 4. SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS. None
ITEM 5. OTHER INFORMATION. Our registration statement was voluntarily filed
pursuant to Section 12(g) of the Securities Exchange Act of 1934, in order to
3
<PAGE>
comply with the requirements of National Association of Securities Dealers for
quotation on the Over-the-Counter Bulletin Board, often called OTCBB . This
Registrant's common stock is not presently quoted on any exchange at the present
time. The requirements of the OTCBB are that the financial statements and
information about the Registrant be reported periodically to the Commission and
be and become information that the public can access easily. This Registrant
wishes to report and provide disclosure voluntarily, and will file periodic
reports in the event that its obligation to file such reports is suspended under
the Exchange Act. If and when this 1934 Act Registration is effective and clear
of comments by the staff, this Registrant will be eligible for consideration for
the OTCBB upon submission of one or more NASD members for permission to publish
quotes for the purchase and sale of the shares of the common stock of the
Registrant.
Our Form 10-SB has become effective by operation of law but has not yet
cleared comments by the Securities and Exchange Commission.
While we have no present intention of doing so, it is possible that we may
become the subject of a Reverse Acquisition at some undetermined future time.
A reverse acquisition is the acquisition of a private ( Target ) company by a
public company, by which the private company's shareholders acquire control of
the public company. We have not determined to pursue a reverse acquisition
transaction, although we disclose that possibility, nor have we identified any
acquisition target. In the event that such a transaction is determined to be
pursued, we cannot project what the intentions of such an unidentified target
might be, for engaging in a reverse acquisition. We can evaluate what we believe
are the general advantages and disadvantages for such a target, in considering a
reverse acquisition. First, a reverse acquisition does not register any shares
of stock for sale or for resale. It is not a substitute for a 1933 Act
Registration of shares for sale or resale. Shares which may be issued by us, in
connection with such an acquisition would be restricted securities and would not
be freely tradeable except in compliance with the holding periods and other
provisions of Rule 144. We believe that the advantage to such a target company,
in choosing a reverse acquisition with a public company would be its
quotability, so that a market price for its shares might be determinable, and so
that when, after such an acquisition, the new resulting company may engage in
capital formation, its prospective investors might obtain market quotes to
assist them in making investment decisions. While no such arrangements or plans
have been adopted or are presently under consideration, it would be expected
that a reverse acquisition of a target company or business, if such a
transaction were determined to be pursued by us, would be associated with some
private placements and/or limited offerings of common stock for cash. Such
placements, or offerings, if and when made or extended, would be made with
disclosure and reliance on the businesses and assets to be acquired, and not
upon our the present condition.
ITEM 6. REPORTS ON FORM 8-K. None
EXHIBIT INDEX
FINANCIAL STATEMENTS AND DOCUMENTS. Exhibit 00-FQ2: unaudited financial
statements for the three months and the six months ended March 31, 2000.
4
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, this
Form 10-Q Report for the Quarter ended March 31, 2000, has been signed below by
the following person on behalf of the Registrant and in the capacity and on the
date indicated.
November 7, 2000
OASIS ENTERTAINMENT'S FOURTH MOVIE PROJECT, INC.
by
/s/Kirt W. James /s/J. Dan Sifford /s/Karl E. Rodriguez
Kirt W. James J. Dan Sifford Karl E. Rodriguez
President/Director Secretary-Treasurer General Counsel
/Director /Director
5
<PAGE>
--------------------------------------------------------------------------------
EXHIBIT 00-FQ2
UN-AUDITED FINANCIAL STATEMENTS
FOR THE THREE MONTHS
AND THE SIX MONTHS ENDED MARCH 31, 2000
--------------------------------------------------------------------------------
6
<PAGE>
OASIS ENTERTAINMENTS FOURTH MOVIE PROJECT, INC.
BALANCE SHEET (UNAUDITED)
For the fiscal year ended September 30, 1998 and 1999
And the six months ended March 31, 2000
<TABLE>
<CAPTION>
<S> <C> <C> <C>
March 31, September 30,
2000 1999 1998
------------------------------------------------------------------------------------------------
ASSETS
CURRENT ASSETS
Cash . . . . . . . . . . . . . . . . . . . . . . . . . . $ 490 $ 3,151 $150,000
---------- -------------- --------
TOTAL CURRENT ASSETS . . . . . . . . . . . . . . . . . . 490 3,151 150,000
OTHER ASSETS
Note receivable. . . . . . . . . . . . . . . . . . . . . 121,256 115,482 0
Investments. . . . . . . . . . . . . . . . . . . . . . . 255,000 255,000 0
---------- -------------- --------
TOTAL OTHER ASSETS . . . . . . . . . . . . . . . . . . . 376,256 370,482 0
TOTAL ASSETS . . . . . . . . . . . . . . . . . . . . . . $ 376,746 $ 373,633 $150,000
========== ============== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Accounts payable . . . . . . . . . . . . . . . . . . . . $ 2,644 $ 2,644 $ 0
Notes payable - related parties. . . . . . . . . . . . . 148,991 125,800 0
---------- -------------- --------
TOTAL LIABILITIES. . . . . . . . . . . . . . . . . . . . 151,635 128,444 0
STOCKHOLDERS' EQUITY
Common Stock, $.001 par value; authorized 100,000,000
shares; issued and outstanding, 11,500,000 shares,
14,810,000 shares and 14,810,000 shares respectively. 14,810 14,810 11,500
Additional Paid-In Capital . . . . . . . . . . . . . . . 470,818 470,818 138,500
Notes receivable - related parties . . . . . . . . . . . (46,300) (46,300) 0
Accumulated Equity (Deficit) . . . . . . . . . . . . . . (214,217) (194,139) 0
---------- -------------- --------
Total Stockholders' Equity . . . . . . . . . . . . . . . 225,111 245,189 150,000
---------- -------------- --------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY . . . . . . . . $ 376,746 $ 373,633 $150,000
========== ============== ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
7
<PAGE>
OASIS ENTERTAINMENTS FOURTH MOVIE PROJECT, INC.
STATEMENTS OF OPERATIONS (UNAUDITED)
March 31, 1999 and 2000
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
From
Inception on
From January From January From September From September April 9,
1, 2000 to. 1, 1999 to 30, 1999 to 30, 1998 to 1998 through
March 31, March 31, March 31, March 31, March 31,
2000 1999 2000 1999 2000
-------------------------------------------------------------------------------------------------------------
Revenues. . . . . . . . . . -0- -0- -0- -0- -0-
-------------------------------------------------------------------------------------------------------------
General and administrative. 9,896 22,309 25,852 142,113 240,248
Net Income (Loss) . . . . . ($9,896) ($22,309) ($25,852) ($142,113) ($240,248)
=============================================================================================================
Other income (expense)
Interest expense. . . . . . 0 0 0 0 (4,628)
Interest income . . . . . . 2,887 0 5,774 1,300 30,659
-------------------------------------------------------------------------------------------------------------
Net (Loss). . . . . . . . . (7,009) (22,309) (20,078) (140,813) (214,217)
Loss per Share. . . . . . . $ (0.00047) $ (0.00191) $ (0.00136) $ (0.01208) $ (0.01619)
=============================================================================================================
Weighted Average
Shares Outstanding. . . 14,810,000 11,655,234 14,810,000 11,655,234 13,232,617
=============================================================================================================
</TABLE>
The accompanying notes are an integral part of these financial statements.
8
<PAGE>
OASIS ENTERTAINMENTS FOURTH MOVIE PROJECT, INC.
STATEMENTS OF CASH FLOW (UNAUDITED)
For the fiscal years ended September 30, 1998 and 1999
And the six months ended March 31, 2000
<TABLE>
<CAPTION>
<S> <C> <C> <C>
From inception on
For the six April 9,1998
months ended through
March 31, March 31,
2000 1999 2000
-----------------------------------------------------------------------------------------------------------
Operating Activities
Net Income (Loss) . . . . . . . . . . . . . . . . . . . . ($20,078) ($140,813) ($214,217)
(Increase) in interest receivable . . . . . . . . . . . . (5,774) 0 (15,482)
Increase in accounts payable. . . . . . . . . . . . . . . 0 25,000 2,644
-----------------------------------------------------------------------------------------------------------
Net Cash from Operations. . . . . . . . . . . . . . . . . (25,852) (115,813) (227,055)
Cash flows from investing activities
Cash paid for investments . . . . . . . . . . . . . . . . 0 (125,000) (255,000)
Net cash (used) by investing activities . . . . . . . . . 0 (125,000) (255,000)
-----------------------------------------------------------------------------------------------------------
Cash flows from financing activities
Proceeds paid on notes receivable - related parties . . . 0 0 (246,300)
Principal received on notes receivable - related parties. 0 221,000 100,000
Proceeds received on notes payable - related parties. . . 23,191 25,000 125,800
Common stock issued for cash. . . . . . . . . . . . . . . 0 0 481,000
Contributed capital . . . . . . . . . . . . . . . . . . . 0 0 4,628
-----------------------------------------------------------------------------------------------------------
Net cash provided by financing activities . . . . . . . . 23,191 246,000 465,128
Net increase (decrease) in Cash . . . . . . . . . . . . . (2,661) 5,187 490
Cash at beginning of period . . . . . . . . . . . . . . . 3,151 0 0
Cash as of Statement Date . . . . . . . . . . . . . . . . $ 490 $ 5,187 $ 490
===========================================================================================================
</TABLE>
The accompanying notes are an integral part of these financial statements.
9
<PAGE>
OASIS ENTERTAINMENTS FOURTH MOVIE PROJECT, INC.
STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)(UNAUDITED)
For the period from inception of the Development Stage
On April 9, 1998, through September 30, 1998, for September 30, 1999
And the six months ended March 31, 2000
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
Additional Accumulated Total Stock-
Common Par Paid-In Equity holders' Equity
Stock Value Capital (Deficit) (Deficit)
--------------------------------------------------------------------------------------------------------------------
Common Stock issued at inception . . . . . 10,000,000 $ 10,000 ($10,000) $ 0 $ 0
Common Stock issued for
cash at $0.10 per share. . . . . . . . 1,500,000 1,500 148,500 0 0
Net loss during period . . . . . . . . . . 0 0 0 0 0
--------------------------------------------------------------------------------------------------------------------
Balances at September 30, 1998 . . . . . . 11,500,000 $ 11,500 $ 138,500 $ 0 $ 150,000
Common Stock issued for
cash at $0.10 per share. . . . . . . . 3,310,000 3,310 327,690 0 0
Accrued interest on notes to related
parties recorded as contributed capital 0 0 4,628 0 0
Net Loss for the period. . . . . . . . . . 0 0 0 (194,139) 0
--------------------------------------------------------------------------------------------------------------------
Balances at September 30, 1999 . . . . . . 14,810,000 $ 14,810 $ 470,818 ($194,139) $ 291,489
Net Loss for the period. . . . . . . . . . 0 0 0 (20,078) 0
--------------------------------------------------------------------------------------------------------------------
Balances at March 31, 2000 . . . . . . . . 14,810,000 $ 14,810 $ 470,818 ($214,217) $ 271,411
</TABLE>
The accompanying notes are an integral part of these financial statements.
10
<PAGE>
OASIS ENTERTAINMENT'S FOURTH MOVIE PROJECT, INC.
(A Development Stage Company)
Notes to the Financial Statements
March 31, 2000
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a. Organization
Oasis Entertainment's Fourth Movie Project, Inc. (the Company) was incorporated
on April 9, 1998 under the laws of the State of Nevada, primarily for the
purpose of producing film and video for theatrical, cable and televised
releases.
The Company has limited operations, assets and liabilities. Accordingly, the
Company is dependent upon management and/or significant shareholders to provide
sufficient working capital to preserve the integrity of the corporate entity
during this phase. It is the intent of management and significant shareholders
to provide sufficient working capital necessary to support and preserve the
integrity of the corporate entity.
b. Accounting Method
The Company's financial statements are prepared using the accrual method of
accounting. The Company has elected a September 30 year end.
c. Cash and Cash Equivalents
Cash equivalents include short-term, highly liquid investments with maturities
of three months or less at the time of acquisition.
d. Basic Loss Per Share
The computation of basic loss per share of common stock is based on the weighted
average number of shares outstanding during the period of financial statements.
e. Provision for Taxes
At March 31, 2000, the Company had net operating loss carryforwards of
approximately $220,000 that may be offset against future taxable income through
2014. No tax benefit has been reported in the financial statements, because the
Company believes there is a 50% or greater chance the carryforwards will expire
unused. Accordingly, the potential tax benefits of the loss carryforwards are
offset by a valuation amount of the same amount.
f. Additional Accounting Policies
Additional accounting policies will be established once planned principal
operations commence.
11
<PAGE>
OASIS ENTERTAINMENT'S FOURTH MOVIE PROJECT, INC.
(A Development Stage Company)
Notes to the Financial Statements
March 31, 2000
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)
g. Estimates
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
NOTE 2 - GOING- CONCERN
The Company's financial statements are prepared using generally accepted
accounting principles applicable to a going concern which contemplates the
realization of assets and liquidation of liabilities in the normal course of
business. However, the Company does not have significant cash or other material
assets, nor does it have an established source of revenues sufficient to cover
its operating costs and to allow it to continue as a going concern. It is the
intent of the Company to produce and earn revenues from the sale of 'B genre'
movies. Until this occurs, shareholders of the Company have committed to
meeting the Company's operating expenses.
NOTE 3 - ROYALTY AGREEMENT - RELATED PARTY
On March 24, 1999, the Company entered into an agreement with Reliant
Interactive Media Corporation ("Reliant"), a shareholder of the Company, under
which the Company committed to provide funding for three "infomercials' Reliant
was to produce. Under the terms of this agreement, the Company provided a total
of $250,000 for this purpose. As consideration for this funding, Reliant was to
issue 250,000 restricted, post-split shares of its common stock to the Company
(see Note 4). Also, Reliant agreed to pay the Company a royalty equal to two
percent of the adjusted gross revenues created by the infomercials until the
Company had received $625,000. The royalty would be reduced to one percent of
the revenues thereafter.
As of March 31, 2000, Reliant had produced only two of the three infomercials.
Both were unprofitable, and produced no royalties for the Company. The third
infomercial is expected to be produced in early 2000.
12
<PAGE>
OASIS ENTERTAINMENT'S FOURTH MOVIE PROJECT, INC.
(A Development Stage Company)
Notes to the Financial Statements
March 31, 2000
NOTE 4 - INVESTMENT
On March 24, 1999, the Company entered into an agreement with Reliant
Interactive Media Corporation ("Reliant") under which the Company provided
funding of $250,000 to Reliant (see Note 3). As consideration for this funding,
Reliant contracted to issue 250,000 restricted, post-split shares of its common
stock to the Company upon completion of the funding. The investment has been
recorded at its cost of $250,000.
On May 25, 1999, the Company entered into another agreement with Reliant under
which the Company loaned $200,000 to Reliant. As part of the consideration for
this loan, Reliant agreed to issue 5,000 shares of its restricted common stock
to the Company. The investment has been recorded at a cost of $1.00 per share,
based on the determination of the previous agreement.
NOTE 5 - NOTES RECEIVABLE - RELATED PARTIES
As of March 31, 2000, the Company had a total of $161,782 in notes receivable
from related parties. All of the notes are unsecured. Three of the four notes
(totaling $46,300) are non-interest bearing and have no specific payback terms.
The fourth note, totaling $115,482 is receivable from Reliant Interactive Media
Corp (see Note 3) and bears a ten percent (10%) interest rate.
NOTE 6 - NOTES PAYABLE - RELATED PARTIES
As of March 31, 2000, the Company had a total of $148,991 in notes payable to
related parties. All of the notes are non-interest bearing, and have no
specific payback terms. All the notes are unsecured. A 10% interest rate has
been imputed for these loans, which has been recorded as contributed capital in
the financial statements.
13
<PAGE>
