<PAGE>2
SECURTIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
QUARTERLY REPORT UNDER SECTION 13 OR (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FORM 10QSB
FOR THE QUARTER ENDED APRIL 30, 2000
COMMISSION FILE NUMBER 0001084937
GREAT EXPECTATIONS AND ASSOCIATES, INC.
(Exact name of Registrant as specified in its charter)
Colorado 84-1521955
(State or other jurisdiction of (I.R.S. Employer I.D.)
incorporation or organization)
501 S. Cherry Street, Suite 610, Denver, Co. 80246
Registrant's Telephone Number, including area code (303) 320-0066
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 twelve months, and (2) has
been subject to such filing requirements for the past 90 days.
Yes__x___ No______
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the close of the period covered by this
report: 166,120,000 shares.
<PAGE>3
Great Expectations and Associates, Inc.
Index
Part I Financial Information Page Number
Item 1.
Balance Sheet 2
Statements of Loss and Accumulated Deficit 3
Statement of Stockholders' Equity 4
Statements of Cash Flows 5
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 6
Part II None
Signatures 7
<PAGE>4
Great Expectations and Associates, Inc.
(A Development Stage Enterprise)
BALANCE SHEET
April October
30, 2000 31, 1999
(unaudited)
ASSETS
CURRENT ASSETS
Cash $ - $ -
-------- ---------
Total current assets - -
Other Assets
Deferred offering costs (Note 1) 22,099 13,599
-------- --------
Total other assets 22,099 13,599
-------- --------
Total assets 22,099 13,599
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Due to stockholders (Note 4) $ 15,150 $ 4,000
-------- -------
Total current liabilities 15,150 4,000
STOCKHOLDERS' EQUITY
Common stock, no par value,
500,000,000 shares authorized;
166,120,000 shares issued and
outstanding (Note 1) 21,129 21,129
Deficit accumulated during
the development stage (14,180) (11,530)
-------- --------
Total stockholders' equity 6,949 9,599
Total liabilities and stockholders'
Equity $ 22,099 $ 13,599
======== ========
The accompanying notes are an integral part of the financial statements.
<PAGE>5
Great Expectations and Associates, Inc.
(A Development Stage Enterprise)
STATEMENTS OF LOSS AND ACCUMULATED DEFICIT
For the period from inception (June 5, 1987) to April 30, 2000
<TABLE>
<CAPTION>
Cumulative Six Months
During Ended October
Development 30-Apr-00 31, 1999
Stage
<S> <C> <C> <C>
Revenue
Interest Income $ 166 $ - $ -
-------- ------- -------
Total revenue 166 - -
Other expense
Amortization 700 - -
Rent 6,650 - -
Salaries (Note 3) 6,129 - 697
Office supplies and expense 312 2,450 -
Accounting 555 200 -
-------- ------- ------
Total expense 14,346 2,650 697
-------- ------- ------
NET LOSS (14,180) (2,650) (697)
Accumulated deficit
Balance, beginning of period - (11,530) (10,833)
-------- ------- -------
Balance, end of period $ (14,180) (14,180) (11,530)
======== ======== =======
Loss per share $ (Nil) $ (Nil) $ (Nil)
======== ======= =======
Shares outstanding 166,120,000 166,120,000 166,120,000
=========== =========== ===========
</TABLE>
The accompanying notes are an integral part of the financial statements.
<PAGE>6
Great Expectations and Associates, Inc.
(A Development Stage Enterprise)
STATEMENTS OF CASH FLOW
<TABLE>
<CAPTION>
Cumulative
During Six Months
Development Ended October
Stage 30-Apr-00 31, 1999
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss $ (14,180) $ (2,650) $ (697)
Add non-cash items:
Salaries paid with stock (Note 3) 6,129 - 697
Organizational cost amortization 700 - -
Increase in organizational cost (700) - -
--------- --------- -------
Cash used in operations (8,051) (2,650) -
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from loans-stockholders (Note 4) 15,150 11,150 -
Proceeds from issuance of common stock 15,000 - -
Offering costs (Note 1) (22,099) (8,500) -
--------- --------- -------
Cash provided by financing activities 8,051 2,650 -
--------- --------- -------
Net increase (decrease) in cash - - -
Cash, beginning of periods - - -
--------- --------- -------
Cash, end of periods $ - - -
========= ========= =======
</TABLE>
The accompanying notes are an integral part of the financial statements.
<PAGE>7
Great Expectations and Associates, Inc.
(A Development Stage Enterprise)
NOTE TO FINANCIAL STATEMENT
Note 1. In the opinion of management of Great Expectations and
Associates, Inc., the unaudited financial statements of Great
Expectations and Associates, Inc. for the interim period shown,
include all adjustments, necessary for a fair presentation of the
financial position at April 30, 2000, and the results of operations
and cash flows for the period then ended. The results of operations
for the interim periods shown may not be indicative of the results
that may be expected for the fiscal year. These statements should be
read in conjunction with the financial statements and notes thereto
included in the Company's Form 10-K for the year October 31, 1999.
<PAGE>8
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 6
Liquidity and Capital Resources
The Company remains in the development stage and, since inception, has
experienced no significant change in liquidity or capital resources.
The Company's balance sheet as of April 30, 2000, reflects a current
asset value of $0, and a total asset value of $22,099 in the form of
deferred offering costs. The Company will carry out its plan of
business as discussed above. The Company cannot predict to what
extent its liquidity and capital resources will be diminished prior to
the consummation of a business combination or whether its capital will
be further depleted by the operating losses (if any) of the business
entity which the Company may eventually acquire.
Results of Operations
During the period from June 5, 1987 (inception) through April 30,
2000, the Company has engaged in no significant operations other than
organizational activities, acquisition of capital and preparation for
registration of its securities under the Securities Exchange Act of
1934, as amended. No revenues were received by the Company during this
period.
For the current fiscal year, the Company anticipates incurring a loss
as a result of expenses associated with registration under the
Securities Exchange Act of 1934, and expenses associated with locating
and evaluating acquisition candidates. The Company anticipates that
until a business combination is completed with an acquisition
candidate, it will not generate revenues other than interest income,
and may continue to operate at a loss after completing a business
combination, depending upon the performance of the acquired business.
Need for Additional Financing
The Company believes that its existing capital will not be sufficient
to meet the Company's cash needs, including the costs of compliance
with the continuing reporting requirements of the Securities Exchange
Act of 1934, as amended, for a period of approximately one year.
Accordingly, in the event the Company is able to complete a business
combination during this period, it anticipates that its existing
capital will not be sufficient to allow it to accomplish the goal of
completing a business combination. The Company will depend on
additional advances from stockholders. There is no assurance,
however, that the available funds will ultimately prove to be adequate
to allow it to complete a business combination, and once a business
combination is completed, the Company's needs for additional financing
are likely to increase substantially. No commitments to provide
additional funds have been made by management or other stockholders.
Accordingly, there can be no assurance that any additional funds will
be available to the Company to allow it to cover its expenses.
Irrespective of whether the Company's cash assets prove to be
inadequate to meet the Company's operational needs, the Company might
seek to compensate providers of services by issuances of stock in lieu
of cash.
<PAGE>9
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 hereunto duly authorized.
Date: June 15, 2000 /s/ Raphael M. Solot
-------------------------
By: Raphael M. Solot, President
