SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment No.2
[X] Quarterly Report Under Section 13 or 15(d) of the Securities Exchange
Act of 1934
For Quarter Ended: March 31, 2000
OR
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Commission File No. 000-26731
Pacific WebWorks, Inc.
(Exact name of registrant as specified in its charter)
Nevada 87-0627910
(State of incorporation) (I.R.S. Employer
Identification No.)
180 South 300 West, Suite 400
Salt Lake City, Utah 84101
(801) 578-9020
(Address and telephone number of principal executive offices and
principal place of business)
Indicate by check mark whether the registrant (1) 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. Yes [ X ] No [ ]
As of May 9, 2000, the Registrant had a total of 12,800,342 shares of
common stock issued and outstanding.
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TABLE OF CONTENTS
PART I: FINANCIAL INFORMATION
Item 1: Financial Statements..............................................3
Item 2: Management's Discussion and Analysis or Plan of Operations.......10
PART II: OTHER INFORMATION
Item 2: Changes in Securities and Use of Proceeds.........................13
Item 5: Other Events......................................................13
Item 6: Exhibits and Reports filed on Form 8-K...........................14
Signatures................................................................15
<PAGE> 2
PART I: FINANCIAL INFORMATION
ITEM 1: FINANCIAL STATEMENTS
Accounting Changes
In December 1999, the Securities and Exchange Commission (SEC) issued
Staff Accounting Bulletin (SAB) No. 101, "Revenue Recognition in Financial
Statements." SAB 101 clarifies application of generally accepted accounting
principles to revenue transactions. The Company changed its accounting method
during the third quarter 2000 to conform to the views of the SEC staff as
documented in SAB 101. The change involves that of accounting for up-front
fees and, in accordance with SAB 101, the company is amortizing such fees over
one year, which generally represents the longer of the contractual period or
the expected life of the customer relationship. There is no cumulative effect
adjustment for the change in the first quarter 2000 as there were not
significant up-front fees relating to the change prior to January 1, 2000.
Pursuant to this new accounting policy the company has deferred revenue of
$1,619,060 at March 31, 2000 some of which was reported as revenues in prior
quarters. The Company has also deferred costs paid in connection with the
deferred revenues and has recorded prepaid expenses of $210,224 at March 31,
2000. We have restated our financial statements and amended the discussions
in the Management's Discussion and Analysis to reflect the restated
financials.
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Pacific Webworks, Inc.
And Subsidiaries
Consolidated Financial Statements
March 31, 2000
<PAGE> 4
Pacific Webworks, Inc.
Consolidated Balance Sheets
March 31 December 31
2000 1999
------------- -------------
(Unaudited)
Assets
Current Assets (unaudited)
Cash and Cash Equivalents $ 127,087 $ 153,898
Accounts Receivable (net of allowance of
$12,798 and $3,798, respectively) 433,010 101,429
Employee Receivable 7,474 4,578
Prepaid Expenses 210,224 16,333
Accounts Receivable - Related Party - 6,800
Notes Receivable - Related Party - 166,046
Note Receivable 153,000 -
------------- -------------
Total Current Assets 930,795 449,084
------------- -------------
Property and Equipment 183,127 171,393
------------- -------------
Other Assets
Goodwill, net 237,687 -
Deposits 5,250 5,250
Computer Software Costs 4,333 4,832
------------- -------------
Total Other Assets 247,270 10,082
------------- -------------
Total Assets $ 1,361,192 $ 630,559
============= =============
Liabilities and Stockholders' Equity
Current Liabilities
Accounts Payable $ 415,152 $ 74,550
Accrued Expenses 127,123 70,177
Notes Payable 1,178,730 500,000
Deferred Revenue 1,619,060 -
------------- -------------
Total Current Liabilities 3,340,065 644,727
Minority interest - -
------------- -------------
Stockholders' Equity
Common Stock, authorized 50,000,000 shares of no
par value, issued and outstanding 10,400,342 and
10,395,679 shares 10,400 10,396
Deferred Compensation - (13,216)
Paid in Capital 2,759,080 2,775,404
Retained Deficit (4,748,353) (2,786,752)
------------- -------------
Total Stockholders' Equity (1,978,873) (14,168)
------------- -------------
Total Liabilities and Stockholders' Equity $ 1,361,192 $ 630,559
============= =============
F-3
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Pacific WebWorks, Inc.
Consolidated Statements of Operations
(Unaudited)
For the three
months ended
March 31 March31
2000 1999
------------- -------------
SALES $ 372,972 $ 4,499
COST OF GOODS SOLD 65,691 1,276
------------- -------------
GROSS PROFIT 307,281 3,223
------------- -------------
OPERATING EXPENSES
General And Administrative Expenses 741,157 109,234
Sales 1,431,393 35,086
Research and Development 81,116 35,563
------------- -------------
TOTAL OPERATING EXPENSES 2,253,666 179,883
------------- -------------
OPERATING INCOME (LOSS) (1,946,385) (176,660)
------------- -------------
OTHER INCOME AND (EXPENSES)
Amortization - (1,062,317)
Interest Expense (15,215) -
------------- -------------
Total Other Income and (Expenses) (15,215) (1,062,317)
------------- -------------
NET INCOME (LOSS) $ (1,961,600) $ (l,238,977)
============= =============
NET INCOME (LOSS) PER SHARE $ (0.19) $ (0.15)
============= =============
WEIGHTED AVERAGE NUMBER OF COMMON 10,400,342 8,333,500
SHARES ============= =============
F-4
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Pacific WebWorks, Inc.
Consolidated Statements of Cash Flows
(Unaudited)
For the three months ended
March 31 March 31
2000 1999
------------- -------------
Cash Flows From Operating Activities
Net income (loss) $ (1,961,600) $ (1,238,977)
Adjustments to Reconcile Net Income (Loss) to
Net Cash Used in Operating Activities:
Depreciation & Amortization 32,842 1,067,259
Bad Debt 9,000 -
Minority Interest - -
Loss on Investments (25,000) -
Change in Assets and Liabilities (Net of
effects of acquisition of WCN)
(Increase) Decrease in:
Accounts Receivable (297,373) (7,591)
Other Receivables (2,896) -
Prepaid Expenses (193,891) -
Increase/(decrease) in:
Accounts Payable and Accrued Expenses 380,202 (5,634)
Deferred Expenses - -
Deferred Revenue 1,619,060 -
------------- -------------
Net Cash Provided (Used) by Operating Activities (439,656) (184,943)
------------- -------------
Cash Flows from Investing Activities
Cash paid for Notes Receivable (153,000) -
Purchase of Property and Equipment (18,788) (20,334)
Cash paid for deposits - (4,350)
Cash acquired in acquisition 5,628 750,000
------------- -------------
Net Cash Provided (Used) by Investing Activities (166,160) 725,316
------------- -------------
Cash Flows from Financing Activities
Proceeds from debt financing 579,005 210,000
Principal payments on debt financing - (210,000)
Warrants issued for services - -
------------- -------------
Net Cash Provided (Used) by Financing Activities 579,005 -
------------- -------------
Net increase (Decrease) in Cash and
Cash Equivalents (26,811) 540,373
------------- -------------
Cash and Cash Equivalents
Beginning of Period 153,898 9,306
------------- -------------
Cash and Cash Equivalents
End of Period $ 127,087 $ 549,679
============= =============
F-5
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Pacific Webworks, Inc.
March 31, 2000
NOTES TO FINANCIAL STATEMENTS
Pacific Webworks, Inc. (the "Company") has elected to omit
substantially all footnotes to the financial statements for the three months
ended March 31, 2000, since there have been no material changes (other than
indicated in other footnotes) to the information previously reported by the
Company in their Annual Report filed on Form 10-K for the fiscal year ended
December 31, 1999.
UNAUDITED INFORMATION
The information furnished herein was taken from the books
and records of the Company without audit. However, such information reflects
all adjustments which are, in the opinion of management, necessary to properly
reflect the results of the period presented. The information presented is not
necessarily indicative of the results from operations expected for the full
fiscal year.
ACQUISITION OF WORLD COMMERCE NETWORK, LLC
Effective January 1, 2000, the Company issued 4,663 shares
of its common stock to U.S. Merchant Systems, Inc. for 1% of the outstanding
stock of World Commerce Network, LLC. (WCN) The shares were valued at $9,180.
The issuance increases the Company's ownership in WCN to 51% and WCN therefore
becomes a subsidiary of the Company. The operations of WCN have been
consolidated with the Company's operations effective January 1, 2000. Prior
to the additional 1% purchase, the Company owned 50% of WCN and recorded its
investment using the equity method. The balance at December 31, 1999 was $0.
ACQUISITION OF INTELLIPAY, INC.
On April 4, 2000, the Company completed an Agreement and
Plan of Reorganization between Pacific WebWorks, Inc. a public Nevada
corporation (the Company) and Intellipay, Inc. a private Delaware corporation
(Intellipay). The Company issued 2,400,000 shares of common stock valued at
$4,320,000 for all of the outstanding shares of Intellipay. Thereby
Intellipay became a wholly owned subsidiary of the Company. The transaction
was recorded using the purchase method of accounting.
REVENUE RECOGNITION
F-6
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The company receives revenue from the sales of access to its web-based
applications, the performance of consulting and training and from the
continual hosting of its client's web sites. The initial term of all
agreements into which the company enters with its clientele for its web-based
applications is one year. The revenues related to these contracts are,
therefore, recognized ratably over the initial term of the contract. The
monthly charges related to hosting and gateway access are recognized when
billed in accordance with SOP 97-2. Any additional consulting fees or
training fees, outside of the initial contract, related to any Visual WebTools
products are recognized as the service is delivered.
RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS
In December 1999, the Securities and Exchange Commission (SEC) issued
Staff Accounting Bulletin (SAB) No. 101, "Revenue Recognition in Financial
Statements." SAB 101 clarifies application of generally accepted accounting
principles to revenue transactions. The Company changed its accounting method
during the third quarter 2000 to conform to the views of the SEC staff as
documented in SAB 101. The change involves that of accounting for up-front
fees and, in accordance with SAB 101, the company is amortizing such fees over
one year, which generally represents the longer of the contractual period or
the expected life of the customer relationship. There is no cumulative effect
adjustment for the change in the first quarter 2000 as there were not
significant up-front fees relating to the change prior to January 1, 2000.
Pursuant to this new accounting policy the company has deferred revenue of
$1,619,060 at March 31, 2000, some of which was reported as revenues in prior
quarters. The Company has also deferred commissions paid in connection with
the deferred revenues and has recorded prepaid expenses of $210,224 at March
31, 2000.
F-7
<PAGE> 9
In this report references to "Pacific WebWorks," "we," "us," and "our"
refer to Pacific WebWorks, Inc.
FORWARD LOOKING STATEMENTS
This Form 10-Q contains certain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. For this
purpose any statements contained in this Form 10-Q that are not statements of
historical fact may be deemed to be forward-looking statements. Without
limiting the foregoing, words such as "may," "will," "expect," "believe,"
"anticipate," "estimate," or "continue" or comparable terminology are intended
to identify forward-looking statements. These statements by their nature
involve substantial risks and uncertainties, and actual results may differ
materially depending on a variety of factors, many of which are not within
Pacific WebWork's control. These factors include but are not limited to
economic conditions generally and in the industries in which Pacific WebWorks
may participate; competition within Pacific WebWork's chosen industry,
including competition from much larger competitors; technological advances and
failure by Pacific WebWorks to successfully develop business relationships.
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
Pacific WebWorks develops business software technologies for Internet
merchants. During the first quarter of 2000 we recorded revenues of $372,972,
this was a significant increase compared to the first quarter of 1999 revenues
of $4,499. Our net loss was $1,961,600, or $0.19 per share, for the first
quarter of 2000 compared to $1,238,977, or $0.15 per share, for the first
quarter of 1999.
We have posted net losses from our inception and our independent
auditors, Crouch, Bierwolf & Chisholm report that this history of losses
raises doubt about our ability to continue as a going concern without
financing. However, management believes our current and developing sales
channels will be sufficient to support our existing operations for the short
term.
Acquisitions.
In March of 2000 we acquired an additional 1% interest in World
Commerce Network LLC, which is a marketing company we formed to promote and
sell products from Pacific WebWorks, U.S. Merchant Systems, and IntelliPay
Inc. This additional 1% gave us a 51% total interest in World Commerce
Network. World Commerce Network has recently begun an Internet Business
Opportunity seminar series offering affiliate opportunities to distribute
products of Pacific WebWorks, U.S. Merchant Systems and IntelliPay. World
Commerce Network anticipates it will be able to present Pacific WebWorks
products to over 500 potential purchasers and affiliates each week.
Management believes World Commerce Network will continue to improve our
revenues through the acquisition of new merchants and resale opportunities to
existing merchants.
On April 4., 2000 we signed a reorganization agreement to acquire all of
the outstanding shares of IntelliPay, Inc., a Delaware corporation. We issued
2,400,000 common shares, valued at $8,400,000, in exchange for 1000 shares of
IntelliPay held by 18 shareholders. IntelliPay became our wholly owned
subsidiary. We have been involved in a joint venture with IntelliPay to
establish MainStreetSquare.com, an online shopping portal. Management
believes this acquisition will combine merchant bases of Pacific WebWorks and
IntelliPay, which opens up marketing and revenue opportunities. In addition,
IntelliPay will become a key source of payment technologies for future
products of Pacific WebWorks.
Results of Operations.
The following table summarizes the results of our operations for the
three months ended March 31, 2000 and 1999.
10
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Three Months Ended March 31
2000 1999
------------ -------------
Sales 372,972 4,499
Cost of Goods Sold 65,691 1,276
Gross Profit 307,281 3,223
Operating Expenses
General & Administrative 741,157 109,234
Sales 1,431,393 35,086
Research and Development 81,116 35,563
Total Operating Expense 2,253,666 179,883
Operating Income (Loss) (1,946,385) (176,660)
Net Income (Loss) (1,961,600) (1,238,977)
We receive revenues for sale or access to our software technology sold by
us or by our resellers. We also receive revenues from services provided for
website design. During the first quarter we began seeing significant revenues
from our joint venture in World Commerce Network. The success of the initial
seminars conducted early in the first quarter of 2000 led us to expand our
seminar funding to include a second team. Seminars conducted by our second
team began late in the first quarter of 2000. Revenue is recognized ratably
over the term of the merchant agreement. Only after merchant account approval
and lease approval is a sale recognized.
We generated $372,972 in sales for the 2000 quarter, an increase of
$178,625 or 92% over the fourth quarter of 1999. This completes our fourth
straight quarter of over 90% per quarter growth. This growth is due to our
marketing efforts through World Commerce Network and the continued growth of
our existing sales channels.
Cost of goods sold for the 2000 quarter decreased to 17.6 % of revenues, or
costs of $65,691, in comparison to 28.4% of revenues in the 1999 quarter. The
decrease was primarily due to renegotiated lower prices for merchant accounts.
Accordingly our gross profit was 82.4 % of revenues for the 2000 quarter
compared to 71.6 % of revenues for the 1999 quarter.
Total operating expenses were 604 % of revenues, or $2,253,666, for the
2000 quarter as compared to $179,883, or 3,998 %, of revenues in the 1999
quarter. This includes $557,717 in expenses for Pacific WebWorks and
$1,695,949 in expenses for World Commerce Network. Because of the delay in
revenue recognition as discussed above, these costs appear abnormally high as
a percentage of revenues. Consolidated general and administrative costs
increased to $741,157 in the 2000 quarter from $109,234 in the 1999 quarter.
Growth in general and administrative costs is primarily attributed to the
overhead in World Commerce Network.
Sales expenses, which include both sales and marketing expenses, grew
$1,396,307 compared to the 1999 quarter. This included radio advertising on
the Utah Jazz radio network, and direct mail of approximately 100,000 mail
pieces per week. Sales expenses grew due to investments into World Commerce
Network seminar teams and increased commissions paid to existing Pacific
WebWorks sales channels. Over $300,000 of expenses in World Commerce Network
were dedicated to funding the second team.
Research and development expenses, including all costs for product design,
programming, and quality control, were $45,553 higher for the 2000 quarter
compared to the 1999 quarter. As a percentage of sales, the actual costs
11
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decreased from 790% in 1999 to 22% in the same quarter in 2000.
Our operating loss was 522% of revenues for the 2000 quarter compared to
3,927% of revenues for 1999 quarter. The primary source of our losses
relates to our investment in the growth of our marketing subsidiary, World
Commerce Network. The loss attributable to Pacific WebWorks operations was
$.04 per share, while the loss relating to World Commerce Network was $.15 per
share.
Liquidity and Capital Resources.
For the quarter ended March 31, 2000, we had $127,087 cash on hand and
total current assets of $930,795, compared to $153,898 cash on hand and total
current assets of $449,084 for the year ended December 31, 1999. This
increase in total current assets was primarily due to the increase in accounts
receivable related to the increase in sales in the quarter and in prepaid
expenses relating to the deferral of cost of sales. $433,010 was recorded for
accounts receivable and a $153,000 note receivable was recorded from
IntelliPay, Inc. The IntelliPay note receivable represents our commitments to
their operations during the period we were discussing the potential
acquisition of their operations. The acquisition was completed in the second
quarter of 2000, as discussed above.
Total current liabilities increased to $3,340,065 for the first quarter
compared to $644,727 for the 1999 year end. Of this total, $986,650 related
to notes payable to Capital Communications. An additional $192,080 of the
notes were with the minority partner in World Commerce Network. Trade
accounts payable of $415,152 made up 12.4% of these liabilities. The largest
increase in current liabilities relates to the deferral of revenue of
$1,619,060 at the end of the first quarter 2000. No revenue deferral existed
during the 1999 quarter.
Net cash used by operating activities for the 2000 quarter was $439,656.
Net cash used by investing activities was $166,160, primarily due to cash paid
on the note receivable from IntelliPay, Inc. Net cash provided by financing
activities for the 2000 quarter was $579,005 and proceeds from debt financing.
Based on our revenues for the 2000 quarter, management believes that we
have sufficient resources available to us to continue our product development
efforts and to continue our sales, marketing, and promotional activities for
Visual WebTools . However, we operate in a very competitive industry in which
large amounts of capital are required in order to develop and promote
products. Many of our competitors have significantly greater capital
resources than we do. We believe we will need to continue to raise additional
capital, both internally and externally, in order to successfully compete.
While we may be able to fund our operations through our revenues for the
short term, we currently anticipate using private placements of our common
stock. We intend to issue such stock pursuant to exemptions provided by
federal and state securities laws. The purchasers and manner of issuance will
be determined according to our financial needs and the available exemptions.
We also note that if we issue more shares of our common stock our shareholders
may experience dilution in the value per share of their common stock.
In January 2000, we issued 400,000 warrants to Columbia Financial at a
strike price of $3.50 for investor relations services to be provided for us
during the year 2000. Currently Columbia holds 800,000 warrants to purchase
our common stock.
In February we agreed to sell 400,000 common shares for $1,000,000 with
warrants for the purchase of an additional 600,000 common shares at strike
prices ranging from $5.00 to $7.50 per share. Upon closing of this
transaction we will realize the $1 million and may also receive additional
proceeds from the exercise of the warrants. However, the holders of the
warrants have total discretion whether or not they exercise the warrants. We
cannot assure that all of the warrants will be exercised before their
expiration in 2004 and 2005. If all our outstanding warrants are exercised we
would realize $6,375,000 in proceeds.
12
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Factors Affecting Future Performance
Actual development costs will depend on a number of factors, including our
ability to negotiate favorable licensing agreements with resellers; the number
of our resellers; the software and services for which they subscribe; the
nature and success of our products and services; establishing brand
recognition of our products; regulatory changes; and changes in technology.
In addition, our actual expenses and revenues could vary materially from the
amounts we anticipate or budget, and such variations may affect the additional
financing needed for our operations. Accordingly, there can be no assurance
that we will be able to obtain the capital that we will require.
We currently estimate that we will require between $2,500,000 and
$3,500,000 to further and fully develop our products and services in
accordance with our business plan. To the extent that we acquire the amounts
necessary to fund our business plan through the issuance of equity securities,
our then-current shareholders may experience dilution in the value per share
of their equity securities. The acquisition of funding through the issuance
of debt could result in a substantial portion of our cash flows from
operations being dedicated to the payment of principal and interest on that
indebtedness, and could render us vulnerable to competition or economic
downturns.
PART II: OTHER INFORMATION
ITEM 2: CHANGES IN SECURITIES AND USE OF PROCEEDS
The following discussion describes all securities sold without
registration by Pacific WebWorks from January 1, 2000 through March 31, 2000.
On March 16, 2000 we issued 4,663 common shares valued at $9,180 to U.S.
Merchant Systems, Inc. for an additional 1% interest in World Commerce
Network, L.L.C. We relied on an exemption from registration under the
Securities Act of 1933 by reason of Section 4(2) as a private transaction not
involving a public distribution.
On January 10, 2000 we granted warrants for the purchase of 400,000 common
shares at a $3.50 per share strike price to Columbia Financial Group in
consideration for investor relation services. These warrants expire on
January 10, 2005. We relied on an exemption from registration under the
Securities Act of 1933 by reason of Section 4(2) as a private transaction not
involving a public distribution.
ITEM 5: OTHER INFORMATION
On February 22, 2000, we entered into a Registration Rights Agreement which
required Pacific WebWorks to file a registration statement with the Securities
and Exchange Commission to register for resale an aggregate of 1,800,000
common shares. We agreed to register these shares in connection with separate
agreements between us and the selling stockholders.
In January of 1999 and again in January of 2000 we entered into a
Consultant Agreement with Columbia Financial Group, Inc. Under each agreement
Columbia Financial accepted warrants to purchase 400,000 common shares in
consideration for the services they would provide to Pacific WebWorks as its
investors relations firm. In February of 2000 we agreed to include these
warrants to purchase 800,000 common shares in the Registration Rights
Agreement. The warrants issued to Columbia Financial in consideration for
their services were exercisable on the date of each agreement. None of the
warrants issued have been exercised as of the date of this filing.
In February 2000 we entered into a purchase agreement with two accredited
investors for the purchase by those investors of up to 400,000 units for
$1,000,000. Each unit consisted of one share of our common stock and one "A"
Warrant and one "B" Warrant. The "A" Warrant grants the investor the right to
purchase one additional share at an exercise price of $5.00 and the "B"
Warrant grants the investor the right to purchase one-half of one additional
13
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share at an exercise price of $7.50. Upon closing each investor will acquire
200,000 common shares, one "A" Warrant to purchase an additional 200,000
common shares and a "B" Warrant to purchase an additional 100,000 common
shares.
The registration agreement requires Pacific WebWorks to file a registration
statement by April 15, 2000, however, we have been granted an extension to May
30, 2000. We agreed to use our best efforts to cause the registration
statement to be effective by July 1, 2000. Also, each investor has promised
not to acquire or own more than 4.99% of Pacific WebWorks' outstanding common
stock at any time. The registration agreement will terminate upon the
earliest of the following:
* When all of the registered common shares have been sold by the
investors;
* When the investors obtain an opinion of legal counsel that they may
sell the shares under the provisions of Rule 144; or
* five years from the closing date.
ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K
(a) Part I Exhibits.
Exhibit Description Location
------- ----------- --------
10.1 Consultant Agreement between Columbia
Financial Group and Pacific (1)
WebWorks, dated January 10, 2000.
27 Financial Data Schedule Attached
(1) Incorporated by reference to our Form 10-QSB, filed May 11, 2000.
(b) Reports on Form 8-K.
On March 2, 2000 Pacific WebWorks, Inc. filed a Form 8-K regarding the
signing of a letter of intent between Pacific WebWorks, Inc. and IntelliPay
for the acquisition of IntelliPay as a wholly owned subsidiary. No financial
statements were filed.
On March 10, 2000 Pacific WebWorks filed a Form 8-K regarding the
acquisition of an additional 1% interest in World Commerce Network. No
financial statements were filed.
On April 19, 2000 Pacific WebWorks, Inc. filed a Form 8-K regarding the
signing of an agreement for acquisition of IntelliPay. No financial
statements were filed.
14
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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.
Pacific WebWorks, Inc.
/s/ Christian Larsen
Date: 10/30/00 By:________________________________
Christian Larsen, President, C.E.O.
/s/ Mat Dastrup
Date: 10/30/00 By:________________________________
Mat Dastrup,
Chief Financial Officer
