U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
<P>
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
<P>
For the quarterly period ended September 30, 2000
<P>
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF
THE EXCHANGE ACT
<P>
For the transition period from to
<P>
Commission File No.
<P>
PRECOM TECHNOLOGY, INC.
(Name of Small Business Issuer in Its Charter)
<P>
<TABLE>
<S> <C>
Florida 06-1588136
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
<P>
</TABLE>
2001 West Main Street, Suite 208, Stamford, CT 06902
(Address of Principal Executive Offices) (Zip Code)
<P>
(203) 961-0306
(Issuer's Telephone Number, Including Area Code)
<P>
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.
<P>
Yes No X
<P>
State the number of shares outstanding of each of the
issuer's classes of common equity, as of the latest
practicable date: As of November 15, 2000, the Company had
19,458,522 shares of Common Stock outstanding, $0.001 par
value.
<P>
PRECOM TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
FINANCIAL STATEMENTS
SEPTEMBER 30, 2000 AND 1999
<P>
Part I - FINANCIAL INFORMATION
<P>
<TABLE>
TABLE OF CONTENTS
<S> <C>
Page No.
<P>
INDEPENDENT ACCOUNTANTS' REVIEW REPORT 1
<P>
FINANCIAL STATEMENTS
<P>
Balance Sheets 2
<P>
Statements of Operations 3
<P>
Statement of Changes in Stockholders' Equity (Deficit) 4
<P>
Statements of Cash Flows 5 - 6
<P>
Notes to Financial Statements 7 - 11
<P>
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 11-12
<P>
PART II - OTHER INFORMATION 13
<P>
Item 1. Legal Proceedings 13
<P>
Item 2. Changes in Securities 13
<P>
Item 3. Defaults Upon Senior Securities 14
<P>
Item 4. Submission of Matters to a Vote of Security Holders 14
<P>
Item 5. Other Information 14
<P>
Signatures 14
<P>
</TABLE>
<P>
PART I - FINANCIAL INFORMATION
<P>
Item 1. Financial Statements:
<P>
BASIS OF PRESENTATION
<P>
The accompanying unaudited financial statements are
presented in accordance with generally accepted accounting
principles for interim financial information and the
instructions to Form 10-QSB and item 310 under subpart A of
Regulation S-B. Accordingly, they do not include all of the
information and footnotes required by generally accepted
accounting principles for complete financial statements.
The accompanying statements should be read in conjunction
with the audited financial statements for the year ended
December 31, 1999. In the opinion of management, all
adjustments (consisting only of normal occurring accruals)
considered necessary in order to make the financial
statements not misleading, have been included. Operating
results for the nine months ended September 30, 2000 are not
necessarily indicative of results that may be expected for
the year ending December 31, 2000. The financial statements
are presented on the accrual basis.
<P>
INDEPENDENT ACCOUNTANTS' REVIEW REPORT
<P>
To the Board of Directors and Stockholders
Precom Technology, Inc.
Stamford, Connecticut
<P>
We have reviewed the accompanying balance sheets of Precom
Technology, Inc. as of September 30, 2000 and 1999 and the
related statements of operations, changes in stockholders'
equity (deficit), and cash flows for the three and nine
months then ended, and for the period from September 1, 1996
(date of inception) to September 30, 2000, in accordance
with Statements on Standards for Accounting and Review
Services issued by the American Institute of Certified
Public Accountants. All information included in these
financial statements is the representation of the management
of Precom Technology, Inc.
<P>
A review consists principally of inquiries of company
personnel and analytical procedures applied to financial
data. It is substantially less in scope than an audit in
accordance with generally accepted auditing standards, the
objective of which is the expression of an opinion regarding
the financial statements taken as a whole. Accordingly, we
do not express such an opinion.
<P>
Based on our review, we are not aware of any material
modifications that should be made to the accompanying
financial statements in order for them to be in conformity
with generally accepted accounting principles.
<P>
As discussed in Note 6, certain conditions indicate that the
company may be unable to continue as a going concern. The
accompanying financial statements do not include any
adjustments to the financial statements that might be
necessary should the company be unable to continue as a
going concern.
<P>
Moffitt & Company, P.C.
Scottsdale, Arizona
<P>
October 26, 2000
<P>
<TABLE>
PRECOM TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
SEPTEMBER 30, 2000
(UNAUDITED)
<P>
ASSETS
<S> <C> <C>
2000 1999
----------------------------
TOTAL ASSETS $ 0 $ 0
============================
<P>
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
<P>
CURRENT LIABILITIES
Accounts payable
Stock Transfer Agent $ 15,000 $ 15,000
Greenwich Financial Group 39,200 0
-----------------------------
TOTAL CURRENT LIABILITIES 54,200 15,000
<P>
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock, par value $ 0.001 per share
Authorized 10,000,000 shares
Issued and outstanding - 0 - shares 0
Common stock, par value $ 0.001 per share
Authorized 50,000,000 shares
Issued and outstanding
19,208,522 shares in 1999 0 19,209
19,458,522 shares in 2000 19,459 0
Paid in capital in excess of par
value of stock 345,904 339,184
Deficit accumulated during the
development stage ( 419,563) ( 373,393)
-----------------------------
TOTAL STOCKHOLDERS' EQUITY (DEFICIT) ( 54,200) ( 15,000)
-----------------------------
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY (DEFICIT) $ 0 $ 0
==============================
<P>
See Accompanying Notes and Independent Accountant's Review Report
<P>
-2-
<P>
</TABLE>
<TABLE>
PRECOM TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 AND
FOR THE PERIOD FROM SEPTEMBER 1, 1996 (DATE OF INCEPTION) TO
SEPTEMBER 30, 2000
(UNAUDITED)
<S> <C> <C>
Three Nine
Months Months
Ended Ended
September 30, 2000 September 30, 2000
-------------------------------------------
REVENUE $ 0 $ 0
<P>
DEVELOPMENT COSTS 22,000 46,170
----------------------------------------
NET (LOSS) $ ( 22,000) $ ( 46,170)
========================================
NET (LOSS) PER COMMON SHARE
<P>
BASIC AND DILUTED $ .00 $ .00
========================================
<P>
WEIGHTED AVERAGE NUMBER
OF COMMON SHARES
OUTSTANDING
<P>
BASIC AND DILUTED 19,308,522 19,308,522
========================================
<P>
Continue on next page
<P>
</TABLE>
<TABLE>
PRECOM TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 AND
FOR THE PERIOD FROM SEPTEMBER 1, 1996 (DATE OF INCEPTION) TO
SEPTEMBER 30, 2000
(UNAUDITED)
CONTINUED
---------
<S> <C> <C> <C>
Three Nine June 27, 1998
Months Months (Date of
Ended Ended Inception to
September 30, 1999 September 30, 1999 September 30, 2000
-----------------------------------------------------------
REVENUE $ 0 $ 0 $ 0
<P>
DEVELOPMENT COSTS 0 7,249 419,563
-----------------------------------------------------------
NET (LOSS) $ 0 $ (7,249) $ (419,563)
===========================================================
NET (LOSS) PER COMMON SHARE
<P>
BASIC AND DILUTED $ .00 $ .00
========================================
<P>
WEIGHTED AVERAGE NUMBER
OF COMMON SHARES
OUTSTANDING
<P>
BASIC AND DILUTED 19,208,522 19,208,522
========================================
<P>
See Accompanying Notes and Independent Accountant's Review Report.
<P>
-3-
<P>
</TABLE>
<TABLE>
PRECOM TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
FOR THE PERIOD FROM SEPTEMBER 1, 1996
(DATE OF INCEPTION) TO SEPTEMBER 30, 2000
(UNAUDITED)
<S> <C> <C> <C> <C>
Preferred Stock Common Stock
Shares Amount Shares Amounts
----------------------------------------------------
September 1, 1996
(Date if inception) 0 $ 0 0 $ 0
<P>
September, 1996 - Share issued
for services 0 0 1,000,000 1,000
<P>
October, 1996 - Shares issued
for cash 0 0 1,000,000 1,000
<P>
Net (loss) for the period from
September 1, 1996 to December 31, 1996 0 0 0 0
----------------------------------------------------
BALANCE, DECEMBER 31, 1996 0 0 2,000,000 2,000
<P>
March 1997 - Shares issued for cash 0 0 4,000,000 4,000
<P>
March 1997 - Shares issued for
settlement of
failed mergers 0 0 7,208,522 7,209
<P>
Net (loss) for the year ended
December 31, 1997 0 0 0 0
----------------------------------------------------
BALANCE, DECEMBER 31, 1997 0 0 13,208,522 13,209
<P>
August 1998 - Shares issued for services 0 0 6,000,000 6,000
<P>
Net (loss) for the year ended
December 31, 1998 0 0 0 0
----------------------------------------------------
BALANCE, DECEMBER 31, 1998 0 0 19,208,522 19,209
<P>
Net (loss) for the year ended
December 31, 1999 0 0 0 0
----------------------------------------------------
BALANCE, DECEMBER 31, 1999 0 0 19,208,522 19,209
<P>
August 2000 - issuance of common stock for
Provence Capital Corporation, Inc. 0 0 250,000 250
<P>
Net (loss) for the nine months ended
September 30, 2000 0 0 0 0
----------------------------------------------------
BALANCE, SEPTEMBER 30, 2000 0 $ 0 19,458,522 $ 19,459
====================================================
<P>
Continue on next page
</TABLE>
<TABLE>
PRECOM TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
FOR THE PERIOD FROM SEPTEMBER 1, 1996
(DATE OF INCEPTION) TO SEPTEMBER 30, 2000
(UNAUDITED)
CONTINUED
---------
<S> <C> <C>
Paid in Deficit
Capital in Accumulated
Excess of During the
Par Value Development
of Stock Stage
------------------------------------
September 1, 1996
(Date if inception) $ 0 $ 0
September, 1996 - Share issued
for services 0 0
<P>
October, 1996 - Shares issued
for cash 49,184 0
<P>
Net (loss) for the period from
September 1, 1996 to December 31, 1996 0 (16,703)
-------------------------------------------
BALANCE, DECEMBER 31, 1996 49,184 (16,703)
<P>
March 1997 - Shares issued for cash 196,000 0
<P>
March 1997 - Shares issued for
settlement of
failed mergers 0 0
<P>
Net (loss) for the year ended
December 31, 1997 0 (178,200)
--------------------------------------------
BALANCE, DECEMBER 31, 1997 245,184 (194,903)
<P>
August 1998 - Shares issued for services 94,000 0
<P>
Net (loss) for the year ended
December 31, 1998 0 (171,241)
--------------------------------------------
BALANCE, DECEMBER 31, 1998 339,184 (366,144)
<P>
Net (loss) for the year ended
December 31, 1999 0 (7,249)
--------------------------------------------
BALANCE, DECEMBER 31, 1999 339,184 (373,393)
<P>
August 2000 - issuance of common stock for
Provence Capital Corporation, Inc. 6,720 0
<P>
Net (loss) for the nine months ended
September 30, 2000 0 (46,170)
--------------------------------------------
BALANCE, SEPTEMBER 30, 2000 $ 345,904 $ (419,563)
============================================
See Accompanying Notes and Independent Accountant's Review Report.
<P>
-4-
<P>
</TABLE>
<TABLE>
PRECOM TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 AND
FOR THE PERIOD FROM SEPTEMBER 1, 1996 (DATE OF INCEPTION)
TO SEPTEMBER 30, 2000
(UNAUDITED)
<S> <C> <C> <C>
Nine Months Ended September 1, 1996
September 30, (Date of Inception) to
2000 1999 September 30,2000
-----------------------------------------------------
CASH FLOWS FROM
OPERATING ACTIVITIES:
Net (loss) $ ( 46,170) $ (7,249) $ ( 419,563)
Adjustments to reconcile net (loss)
to net cash (used) by operating
activities:
Stock issued for failed mergers 0 0 7,209
Stock issued by services 0 0 101,000
Stock issued for merger expenses 6,970 7,249 14,219
Changes in operating assets and
liabilities:
Accounts payable 39,200 0 54,200
-----------------------------------------------------
NET CASH (USED) BY
OPERATING ACTIVITIES 0 0 ( 242,935)
----------------------------------------------------
CASH FLOWS FROM INVESTING
ACTIVITIES 0 0 0
----------------------------------------------------
CASH FLOWS FROM FINANCING
ACTIVITIES:
Proceeds from issuance of
common stock 0 0 ( 242,935)
----------------------------------------------------
NET CASH PROVIDED BY
FINANCING ACTIVITIES 0 0 ( 242,935)
----------------------------------------------------
NET INCREASE IN CASH
AND CASH EQUIVALENTS 0 0 0
<P>
CASH AND CASH EQUIVALENTS
AT BEGINNING OF PERIOD 0 0 0
----------------------------------------------------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $ 0 $ 0 $ 0
====================================================
SUPPLEMENTAL DISCLOSURE OF
CASH FLOW INFORMATION
<P>
INTEREST PAID $ 0 $ 0 $ 0
====================================================
TAXES PAID $ 0 $ 0 $ 0
====================================================
<P>
See Accompanying Notes and Independent Accountant's Review Report.
<P>
-5-
<P>
</TABLE>
<TABLE>
PRECOM TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS (CONTINUED)
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 AND
FOR THE PERIOD FROM SEPTEMBER 1, 1996 (DATE OF INCEPTION)
TO SEPTEMBER 30, 2000
(UNAUDITED)
<S> <C> <C> <C>
Nine Months Ended September 1, 1996
September 30, (Date of Inception) to
2000 1999 September 30,2000
------------------------------------------------------
SCHEDULE OF NON CASH
FINANCING ACTIVITIES
<P>
ISSUANCE OF COMMON STOCK
FOR FAILED MERGERS $ 0 $ 0 $ 7,209
======================================================
ISSUANCE OF COMMON STOCK
FOR SERVICES $ 0 $ 0 $ 101,000
======================================================
ISSUANCE OF COMMON STOCK
FOR MERGER EXPENSES $ 6,970 $ 7,249 $ 14,219
======================================================
<P>
See Accompanying Notes and Independent Accountant's Review Report.
<P>
-6-
<P>
</TABLE>
<P>
PRECOM TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2000 AND 1999
(UNAUDITED)
<P>
NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
<P>
Nature of Business
------------------
<P>
Precom Technology, Inc. was organized on September 1, 1996,
under the laws of the State of Florida. The company is in
the development stage and does not have any planned
activities.
<P>
Name Changes
-------------
<P>
The company has changed its name as follows:
At date of incorporation - Fairbanks, Inc.
April 1997 - Jet Vacations, Inc.
May 1998 - Precom Technology, Inc.
<P>
Cash and Cash Equivalents
-------------------------
<P>
For purposes of the statement of cash flows, the
company considers all highly liquid debt instruments
purchased with an original maturity of three months or less
to be cash equivalents.
<P>
Accounting Estimates
--------------------
<P>
Management uses estimates and assumptions in preparing
financial statements in accordance with generally accepted
accounting principles. Those estimates and assumptions
affect the reported amounts of assets and liabilities, the
disclosure of contingent assets and liabilities, and the
reported revenues and expenses. Actual results could vary
from the estimates that were used.
<P>
Income Taxes
------------
<P>
Provisions for income taxes are based on taxes payable
or refundable for the current year and deferred taxes on
temporary differences between the amount of taxable income
and pretax financial income and between the tax basis of
assets and liabilities and their reported amounts in the
financial statements. Deferred tax assets and liabilities
are included in the financial statements at currently
enacted income tax rates applicable to the period in which
the deferred tax assets and liabilities are expected to be
realized or settled as prescribed in FASB Statement No. 109,
Accounting for Income Taxes. As changes in tax laws or
rates are enacted, deferred tax assets and liabilities are
adjusted through the provision for income taxes.
<P>
-7-
<P>
PRECOM TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2000 AND 1999
(UNAUDITED)
<P>
NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(CONTINUED)
<P>
Net (Loss) Per Share
--------------------
<P>
The company adopted Statement of Financial Accounting
Standards No. 128 that requires the reporting of both basic
and diluted earnings (loss) per share. Basic earnings
(loss) per share is computed by dividing net income (loss)
available to common shareowners by the weighted average
number of common shares outstanding for the period. Diluted
earnings (loss) per share reflects the potential dilution
that could occur if securities or other contracts to issue
common stock were exercised or converted into common stock.
In accordance with FASB 128, any anti-dilutive effects on
net loss per share are excluded.
<P>
NOTE 2 DEVELOPMENT STAGE OPERATIONS
<P>
As of September 30, 2000, the company was in the development
stage of operations. According to the Financial Accounting
Standards Board of the Financial Accounting Foundation, a
development stage company is defined as a company that
devotes most of its activities to establishing a new
business activity. In addition, planned principle
activities have not commenced, or have commenced and have
not yet produced significant revenue.
<P>
The company expensed $22,000 of development costs for
the nine months ended September 30, 2000 and $419,563 for
the period from September 1, 1996 (date of inception) to
September 30, 2000.
<P>
NOTE 3 INCOME TAXES
<P>
(Loss) before income taxes $ ( 46,170)
<P>
The provision for income taxes is
estimated as follows:
Currently payable $ 0
-----------------
Deferred $ 0
-----------------
A reconciliation of the provision for income
taxes compared with the amounts at the Federal
Statutory income tax rates is as follows:
<P>
-8-
<P>
PRECOM TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2000 AND 1999
(UNAUDITED)
<P>
NOTE 3 INCOME TAXES (CONTINUED)
<P>
Tax at Federal Statutory
income tax rates $ 0
-----------------
Deferred income tax assets and liabilities
reflect the impact of temporary differences
between amounts of assets and liabilities for
financial reporting purposes and the basis of
such assets and liabilities as measured by tax
laws.
<P>
The net deferred tax asset is: $ 0
-------------------
The net deferred tax liability is: $ 0
-------------------
Temporary differences and carry forwards that
give rise to deferred tax assets and liabilities
include the following:
<P>
Deferred Tax
------------
Assets Liabilities
---------------------------
Net operating losses $ 59,000 $ 0
<P>
Valuation allowance 59,000 0
---------------------------
Total deferred taxes $ 0 $ 0
===========================
<P>
A reconciliation of the valuation allowance
is as follows:
<P>
Balance, January 1, 2000 $ 56,009
<P>
Addition for the nine months
ended September 30, 2000 2,991
------------------
Balance, September 30, 2000 $ 59,000
==================
<P>
-9-
<P>
PRECOM TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2000 AND 1999
(UNAUDITED)
<P>
NOTE 4 NET OPERATING LOSS CARRYFOWARDS
<P>
The company has the following net operation loss
carryforwards at September 30, 2000:
<TABLE>
<S> <C> <C> <C>
Tax Year Amount Expiration date
----------------------------------------------------------
December 31, 1996 $ 16,703 2016
December 31, 1997 178,200 2017
December 31, 1998 171,241 2018
December 31, 1999 7,249 2019
December 31, 2000 46,170 2020
------------------
$ 419,563
==================
</TABLE>
<P>
Future changes in ownership may limit the ability of
the company to utilize its net operating loss carryforwards.
<P>
NOTE 5 PREFERRED STOCK
<P>
No rights or preferences have been assigned to the
preferred stock.
<P>
NOTE 6 GOING CONCERN
<P>
These financial statements are presented on the basis
that the company is a going concern. Going concern
contemplates the realization of assets and the satisfaction
of liabilities in the normal course of business over a
reasonable length of time. The company has incurred
development losses of $419,563 from inception. In addition,
the company has abandoned all development activities, and
has no assets. These factors raise doubt as to the
company's ability to continue as a going concern.
<P>
NOTE 7 UNAUDITED FINANCIAL INFORMATION
<P>
The accompanying financial information as of September
30, 2000 is unaudited. In managements opinion, such
information includes all normal recurring entries necessary
to make the financial information not misleading.
<P>
NOTE 8 BUSINESS COMBINATION
<P>
In August 2000, the company completed a merger with
Provence Capital Corporation, Inc. by exchanging 250,000
shares of common stock for 100% of the outstanding shares of
Provence Capital Corporation, Inc.
<P>
-10-
<P>
PRECOM TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2000 AND 1999
(UNAUDITED)
<P>
NOTE 8 BUSINESS COMBINATION(CONTINUED)
<P>
The merger has been accounted for as a pooling of
interest and the company recorded the merger as follows:
<P>
Increase in common stock $ 250
<P>
Increase in paid in capital in
excess of par value of stock 6,720
<P>
Increase in development costs for
the year 2000 6,970
<P>
The following unaudited information presents certain
income statement data of the separate companies for the
periods preceding the merger:
<P>
<TABLE>
<S> <C> <C>
1999 1998
-----------------------
Net sales
Precom Technology, Inc. $ 0 $ 0
Provence Capital Corporation, Inc. 0 0
<P>
Net (loss)
Precom Technology, Inc. ( 42,170) ( 7,249)
Provence Capital Corporation, Inc. ( 6,970) 0
</TABLE>
<P>
There were no material transactions between Precom
Technology, Inc. and Provence Capital Corporation, Inc.
prior to the merger. The effects of conforming Provence
Capital Corporation, Inc.'s accounting policies to those of
Precom Technology, Inc. were not material.
<P>
-11-
<P>
Item 2. Management's Discussion and Analysis of Financial
Conditions and Results of Operations
<P>
PRECOM TECHNOLOGY, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
<P>
Forward-Looking Statements
--------------------------
<P>
Forward-looking statements, based on management's current
views and assumptions, are made throughout the Management's
Discussion and Analysis and elsewhere in this report to
stockholders. These statements are subject to certain risks
and uncertainties that could cause actual results to differ
materially from historical results and those presently
anticipated or projected. Among the factors that may affect
operating results are the following: success of the
Company's change in focus; competitive environment; and
general economic conditions.
<P>
Results of Operations
---------------------
<P>
<TABLE>
<S> <C> <C> <C> <C>
Quarter Ended Nine Months Ended
September 30, September 30,
2000 1999 2000 1999
---------------------------------------------
Net Sales $ 0 $ 0 $ 0 $ 0
Cost of Sales (Development
Sales) 22 0 46 7
Gross Profit <22> 0 <46> <7>
</TABLE>
<P>
Future Outlook
----------
<P>
Headquartered in Stamford, Connecticut, the Company intends
to merge with another company which features high technology
advanced products and new ventures in distribution areas for
the emerging disc industry (DVD).
<P>
The Company will begin a marketing campaign in the computer
and digital areas, in a direction preparing for the
expansion of DVD technologies. Its goal is to expand
current operations to include extended film libraries in the
DVD markets as well as to create consumer disc and
interactive products currently unparalleled in the
marketplace.
<P>
To develop these markets, the Company intends to merge with
a company that will have licensing, new productions and an
aggressive marketing campaign which will insure greater
market penetration and exploitation into the DVD market.
The Company intends to acquire rights from independent and
major film studios which will develop substantially more
products utilizing an already existent sales base without
the pitfalls of a start-up company.
<P>
PART II - OTHER INFORMATION
<P>
Item 1. Legal Proceedings. None.
<P>
Item 2. Changes in Securities. See Item 4. below.
<P>
Item 3. Defaults Upon Senior Securities. None.
<P>
Item 4. Submission of Matters to a Vote of Security Holders.
<P>
In August 2000; a majority of the shareholders of the
Company approved the Stock Acquisition and Reorganization
Agreement with Provence Capital Corporation, Inc. and the
issuance of 250,000 shares of the Company to Provence
shareholders in accordance therewith. To date, such shares
have not been issued.
<P>
Item 5. Other information. None.
<P>
Item 6. Exhibits and reports on Form 8-K. On September
12, 2000, the Company filed an 8-K12G3 with the Securities
and Exchange Commission. (SEC File No. 000-31507)
<P>
Exhibit 27 - Financial Date Schedule - Electronic Filing
Only
<P>
SIGNATURES
<P>
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Registrant has duly
caused this 10-QSB report to be signed on its behalf by the
undersigned thereunto duly authorized.
<P>
Precom Technology, Inc.,
a Florida corporation
<P>
By: /s/ Nicholas M. Calapa
-------------------------
Nicholas M. Calapa
President
<P>
DATED: November 16, 2000
<P>
<P>
