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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1999
Commission File Number: 0-24869
MPEG Super Site, Inc.
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(Exact name of small business issuer as specified in its charter)
Colorado 84-1473048
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(State of other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
1358 5th Street, Santa Monica, California 90401
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(Address of principal executive offices including zip code)
(310) 823-8622
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(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 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___
As of July 28, 1999, the Registrant had 12,000,000 shares of common stock, no
par value per share, outstanding.
Transitional Small Business Disclosure Format (check one): Yes__ No X
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INDEX
PAGE
NUMBER
Part I. Financial Information
Item I. Financial Statements
Balance Sheets as of June 30, 1999
and December 31, 1998 3
Statement of Operations, Three Months
Ended June 30, 1999 4
Statement of Operations, Six Months
Ended June 30, 1999 5
Statement of Cash Flows, Six Months
Ended June 30, 1999 6
Notes to Financial Statements 7
Item 2. Management's Discussion and Analysis of
Financial Conditions and Results of
Operations 8
Part II. Other Information 9
2
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MPEG SUPER SITE, INC.
BALANCE SHEETS
(Unaudited)
ASSETS
June 30 December 31
1999 1998
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Current Assets
Cash $ 642 $ 2,227
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Total Current Assets 642 2,227
Organization costs, net of amortization 5,635 6,440
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Total Assets $ 6,277 $ 8,667
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LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable 250 -
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Total Current Liabilities 250 -
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Stockholders' Equity:
Preferred Stock, no par value,
5,000,000 shares authorized
none issued and outstanding - -
Common Stock, no par value,
100,000,000 shares authorized
2,000,000 shares issued and
outstanding 12,050 12,050
Additional paid-in capital 5,400 3,600
Accumulated deficit (11,423) (6,983)
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Total Stockholders' Equity 6,027 8,667
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Total Liabilities and Stockholders' Equity $ 6,277 $ 8,667
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The accompanying notes are an integral part of the financial statements.
3
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MPEG SUPER SITE, INC.
STATEMENT OF OPERATIONS
(Unaudited)
Three Months Ended June 30, 1999
Revenues $ -
-----------
Operating Expenses:
Amortization 402
Professional fees 632
Rent 300
Other 20
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Total Operating Expenses 1,354
-----------
Net Loss $ (1,354)
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Per Share $ nil
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Weighted Average Number of Shares Outstanding 2,000,000
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The accompanying notes are an integral part of the financial statements.
4
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MPEG SUPER SITE, INC.
STATEMENT OF OPERATIONS
(Unaudited)
Six Months Ended June 30, 1999
Revenues $ -
-----------
Operating Expenses:
Amortization 805
Professional fees 2,545
Rent 600
Advertising 457
Other 33
-----------
Total Operating Expenses 4,440
-----------
Net Loss $ (4,440)
-----------
Per Share $ nil
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Weighted Average Number of Shares Outstanding 2,000,000
===========
The accompanying notes are an integral part of the financial statements.
5
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MPEG SUPER SITE, INC.
STATEMENT OF CASH FLOWS
(Unaudited)
Six Months Ended June 30, 1999
Cash Flows from Operating Activities:
Net (loss) $ (4,440)
Amortization 805
Increase in accounts payable 250
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Net Cash (Used in) Operating Activities (3,385)
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Cash Flows from Investing Activities -
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Cash Flows from Financing Activities:
Increase in additional paid-in capital 1,800
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Net Cash Provided by Financing Activities 1,800
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(Decrease) in Cash (1,585)
Cash, Beginning of Period 2,227
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Cash, End of Period $ 642
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Interest Paid $ -
==========
Income Taxes Paid $ -
==========
The accompanying notes are an integral part of the financial statements.
6
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MPEG SUPER SITE, INC.
NOTES TO FINANCIAL STATEMENTS
June 30, 1999 (Unaudited)
(1) Condensed Financial Statements
The financial statements included herein have been prepared by MPEG Super
Site, Inc. without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote
disclosures normally included in the financial statements prepared in
accordance with generally accepted accounting principles have been condensed
or omitted as allowed by such rules and regulations, and MPEG Super Site, Inc.
believes that the disclosures are adequate to make the information presented
not misleading. It is suggested that these financial statements be read in
conjunction with the December 31, 1998 audited financial statements and the
accompanying notes thereto. While management believes the procedures followed
in preparing these financial statements are reasonable, the accuracy of the
amounts are in some respect's dependent upon the facts that will exist, and
procedures that will be accomplished by MPEG Super Site, Inc. later in the
year.
The management of MPEG Super Site, Inc. believes that the accompanying
unaudited condensed financial statements contain all adjustments (including
normal recurring adjustments) necessary to present fairly the operations and
cash flows for the periods presented.
7
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ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
MPEG Super Site, Inc. (the "Company") was organized as a Colorado corporation
under the name of Copper Capital, Inc. on December 5, 1996, in order to
evaluate, structure and complete a merger with, or acquisition of, prospects
consisting of private companies, partnerships or sole proprietorships.
On July 14, 1999, the Company completed the acquisition of 100% of the
outstanding common stock of MPEG Super Site, Inc., a Nevada corporation
("MPEG"), in exchange for 7,000,000 shares of the Company's common stock
(approximately 58.3% of the shares now outstanding).
At June 30, 1999, the Company had no material commitments for capital
expenditures.
8
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PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities
None.
Item 3. Defaults upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
None.
9
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
MPEG SUPER SITE, INC.
Date: July 27, 1999 By:/s/ Bruce M. Tomiyami
Bruce M. Tomiyami, Secretary
11
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EXHIBIT INDEX
EXHIBIT METHOD OF FILING
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27. FINANCIAL DATA SCHEDULE Filed herewith electronically
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
balance sheet and statements of operations found on pages 3 and 4 of the
Company's Form 10-QSB for the year to date, and is qualified in its entirety
by reference to such financial statements.
</LEGEND>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> JUN-30-1999
<CASH> 642
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 642
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 6,277
<CURRENT-LIABILITIES> 250
<BONDS> 0
0
0
<COMMON> 12,050
<OTHER-SE> (6,023)
<TOTAL-LIABILITY-AND-EQUITY> 6,277
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,354
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,354)
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
