U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
(Mark One)
(X) Quarterly report pursuant to section 13 or 15(d) of the
SECURITIES AND EXCHANGE ACT OF 1934
For the Quarterly period ended September 30, 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. 000-26605
CLARION INTERNET, INC.
- ----------------------------------------------------------------------
(Name of Small Business Issuer in its Charter)
Nevada, U.S.A. 33-0860027
(State or other Jurisdiction (IRS Employer
of Incorporation or Organization) Identification No.)
44489 Town Center Way, Suite D487, Palm Desert, California 92260
(Address of Principal Executive Offices) (Zip Code)
Issuer's Telephone Number (760) 342-8040
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 been subject to such filing
requirements for the past 90 days.
Yes X No
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDING DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports
required to be filed by Section 12, 13, or 15(d) of the Exchange Act
after the distribution of Securities under a plan confirmed by court.
Yes No
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuers
classes of common stock, as of the latest practicable date: 3,000,000
shares as of November 12, 1999.
<PAGE>
TABLE OF CONTENTS AND INFORMATION REQUIRED IN REPORT
Part I. Financial Information
- -------
Item 1. Financial Statements (unaudited):
Balance Sheet as of September 30, 1999
Statement of Operations for the quarter ended
September 30, 1999
Statements of Cash Flows for the quarter ended
September 30, 1999
Item 2. Managements Discussion and Analysis or Plan of Operation
Part II. Other Information
- --------
Item 1. Legal Proceedings
Item 2. Changes in Securities
Item 3. Defaults upon Senior Securities
Item 4. Submission of Matters to a Vote of Security holders
Item 5. Other Information
Item 6. Exhibits and reports on form 8-K
SIGNATURES
<PAGE>
PART I
ITEM 1. FINANCIAL STATEMENTS
DEMIAN & COMPANY
Certified Public Accountants
60 Walnut Avenue Suite 100 Office (732) 382-5888
Clark, New Jersey 07066 Fax No (732) 815-7810
To the Stockholder
Clarion Internet, Inc.
I have compiled the balance sheet of Clarion Internet, Inc., as of
September 30, 1999, and the related statement of income and retained
earnings for the three month ended September 30, 1999, in accordance
with Statement on Standards for Accounting and Review Services issued
by the American Institute of Certified Public Accountants.
A compilation is limited to presenting in the form of financial
statements information that is the representation of management. I
have not audited or reviewed the accompanying financial statements
and, accordingly, do not express an opinion or other form of assurance
on them.
Management has elected to omit substantially all of the disclosures
and the statement of cash flows required by generally accepted
accounting principles. If the omitted disclosures and statement of
cash flows were included in the financial statements, they might
influence the users' conclusions about the Company's financial
position, results of operations and cash flows. Accordingly, these
financial statements are not designed for those who are not informed
about these matters.
/s/ Peter Demain
Peter Demian, CPA
Demian & Company, P.C.
November 4, 1999
<PAGE>
CLARION INTERNET, INC.
Balance Sheet
September 30, 1999
<TABLE>
<S> <C>
ASSETS
September 30
1999
CURRENT ASSETS:
Cash $ 17,887
----------
TOTAL CURRENT ASSETS $ 17,887
----------
OTHER ASSETS: $ 0
----------
TOTAL OTHER ASSETS $ 0
----------
TOTAL ASSETS $ 17,887
==========
</TABLE>
See Accountant's Compilation Report
Page 2
<PAGE>
CLARION INTERNET, INC.
Balance Sheet
September 30, 1999
<TABLE>
<S> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
September
1999
CURRENT LIABILITIES:
Accounts Payable $ 0
Salaries Payable $ 1,000
TOTAL CURRENT LIABILITIES $ 1,000
-------
STOCKHOLDERS' EQUITY
Common stock, $.0001 par value
Authorized 100,000,000 shares
Issued and Outstanding
1,500,000 shares $ 150
Additional Paid-In Capital $24,900
Deficit Accumulated during
Development stage $(8,163)
Total Stockholders' Equity $16,887
-------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $17,887
=======
See Accountant's Compilation Report
Page 2
<PAGE>
CLARION INTERNET, INC.
Statement of Operations
For three months ended September 30, 1999
</TABLE>
<TABLE>
<S> <C>
July 1,1999 to
September 30, 1999
REVENUE:
Revenue from operations $ 0
-------
Total Revenue $ 0
-------
EXPENSES:
Accounting Fees $ 100
Rent 600
Office Expense 65
Telephone 279
-------
Total Expenses $1,044
-------
Net Income (loss) ($1,044)
=======
</TABLE>
See Accountant's Compilation Report
Page 3
<PAGE>
CLARION INTERNET, INC.
Statements of Cash Flows
For three months ended September 30, 1999
<TABLE>
<S> <C>
For Period of
June 30, 1999 to
September 30, 1999
______________
CASH FLOWS FROM
OPERATING ACTIVITIES:
Net Loss $ (1,044)
Adjustments to reconcile
Net loss to net cash
Provided by operating
Activities.
Common stock issued for
Services $ 0
---------
Changes in assets and
Liabilities:
Increase in current
Assets
Increase in current
liabilities $ 0
Net cash used in
Operating activities $ 0
Cash Flows from
Investing Activities $ 0
Cash Flows from
Financing Activities
Issuance of common
Stock for cash $ 0
---------
Net increase (decrease)
in cash $ 0
Cash,
Beginning of period $ 18,931
---------
Cash,
End of period $ 17,887
=========
</TABLE>
See Accountant's Compilation Report
Page 6
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATION.
(a) Plan of Operation.
During the third quarter of 1999, the Company had no revenue from
operations. At the beginning of the period, the Company had cash on
hand of $18,931. At the end of the same period, the Company's cash on
hand was $17,887, reflecting a net loss of $1,044. The Company's net
loss resulted from expenses for accounting fees, rent, office expense
and telephone. As a result, the Company's Deficit Accumulated During
Development Stage increased from $7,119 o $8,163, during the third
quarter of 1999.
Management intends to continue its general operational strategy
by soliciting customers from the greater Coachella Valley area of the
Inland Basin/Palm Springs regions of California, a region currently
under-serviced for purposes of Internet and electronic commerce
applications. This will be accomplished through print media
advertisement and by word-of-mouth through existing contacts of the
two employed personnel.
The Company has already solicited clients for listing on its
DesertYellowPages.com website, and has received tentative commitments
from some of these businesses to list. The commitments are in the
form of agreements to pay the proposed fees charged, with a first
month's fee assessed upon sign-up, in addition to a one-time,
associated charge for preparation and setup of the website listing.
The Company has chosen not to collect these charges until the product
is prepared and delivered to the customer, at which time the
pre-agreed fees are due and payable, and the customer's information
will be displayed on the website. None of these customers have been
asked to pay as of September 30, 1999, because the site had not been
formalized for purposes of displaying actual customer listings. Once
DesertYellowPages.com is completed and prepared for commercial use,
then these customers will constitute the initial listing resource and
will provide immediate income for the Company. This will aid the
Company in meeting its revenue goals, and will establish a cadre of
satisfied customers, who should in turn refer clients to the site.
Based upon the low monthly overhead associated with current
operations, the Company believes that it has sufficient cash on hand
to meet its anticipated needs for working capital, capital
expenditures and business expansion for the next six months of
operations, before any revenues are obtained. Should the business
expand, and if the needs of the clientele require further equipment
support, the Company will need to raise additional capital. Shirley
Bethurum, the Secretary and a director of the Company, has committed
to interest-free (if converted into common stock of the Company)
advances of the Company's operating costs, until such time as the
Company can generate sufficient revenues and/or an alternate source of
funding is secured.
PART II
ITEM 1. LEGAL PROCEEDINGS
To the best knowledge of the officers and directors of the
Company, neither the Company nor any of its officers or directors is a
party to any material legal proceeding or litigation and such persons
know of no other material legal proceeding or litigation contemplated
or threatened. There are no judgments against the Company or its
officers or directors. None of the officers or directors has been
convicted of a felony or misdemeanor relating to securities or
performance in corporate office.
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
On October 25, 1999, the Company filed a Certificate of Amendment
of its Articles of Incorporation with the Secretary of State of Nevada
declaring a two-for-one forward stock split to be effective as of
October 30, 1999. The Certificate of Amendment was filed pursuant to
a Board Resolution adopted on October 20, 1999, whereby a majority of
the directors and shareholders voted in favor of the proposed
Amendment.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
None.
SIGNATURES
In accordance with Section 12 of the Securities Exchange Act of 1934,
the registrant has caused this registration statement to be signed on
its behalf by the undersigned, thereunto duly authorized.
CLARION INTERNET, INC.
Date: November 12, 1999 By: /s/ Matthew Blansett
Matthew Blansett
President, Chairman
Date: November 12, 1999 By: /s/ Shirley Bethurum
Shirley Bethurum
Secretary, Director
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> SEP-30-1999
<CASH> 17887
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 17887
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 17887
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 150
<OTHER-SE> 24900
<TOTAL-LIABILITY-AND-EQUITY> 17887
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1044
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (1044)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1044)
<EPS-BASIC> (0.003)
<EPS-DILUTED> (0.003)
</TABLE>
