U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
X Quarterly report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended September 30, 2000
------------------
___ Transition report under Section 13 or 15(d) of the Exchange Act of 1934
For the transition period from __________ to __________
Commission file number 1-9224
CAREERENGINE NETWORK, INC.
(Exact Name of Small Business Issuer as Specified in Its Charter)
DELAWARE 13-2689850
-------- ----------
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
2 World Trade Center, Suite 2112, New York, N.Y. 10048
------------------------------------------------------
(Address of Principal Executive Offices)
212-775-0400
------------
(Issuer's Telephone Number, Including Area Code)
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 __
---
The number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date.
Class Outstanding at October 31, 2000
----- -------------------------------
Common stock - par value $.10 5,444,006 shares
<PAGE>
PART I
FINANCIAL INFORMATION
Item l. Financial Statements.
The following consolidated financial statements of CareerEngine
Network, Inc. and subsidiaries (collectively referred to as the
"Company," unless the context requires otherwise) are prepared in
accordance with the rules and regulations of the Securities and
Exchange Commission for Form 10-QSB and reflect all adjustments
(consisting of normal recurring accruals) and disclosures which, in
the opinion of management, are necessary for a fair statement of
results for the interim periods presented. It is suggested that these
financial statements are read in conjunction with the financial
statements and notes thereto included in the Company's Form 10-KSB for
the year ended December 31, 1999, which was filed with the Securities
and Exchange Commission.
The results of operations for the three and nine months ended
September 30, 2000 are not necessarily indicative of the results to be
expected for the entire fiscal year.
1
<PAGE>
CareerEngine Network, Inc. and Subsidiaries
Consolidated Balance Sheets
<TABLE>
<CAPTION>
September 30,
2000 December 31,
(Unaudited) 1999
---------------- ----------------
ASSETS
<S> <C> <C>
Cash and cash equivalents $ 953,714 $ 1,006,276
Marketable securities 2,533,153 4,888,610
Fixed assets, net 657,906 600,541
Other assets 1,460,068 565,018
---------------- ----------------
$ 5,604,841 $ 7,060,445
================ ================
LIABILITIES
Debentures payable $ 1,756,028
Accrued expenses and other liabilities 1,640,705 $ 1,891,201
---------------- ----------------
Total liabilities 3,396,733 1,891,201
---------------- ----------------
Excess of liabilities over assets of discontinued operations 3,361,269 3,215,344
Commitments
STOCKHOLDERS' EQUITY
Common stock - authorized 20,000,000 shares,
par value $.10; issued 6,749,600 shares 674,960 674,960
Preferred stock - authorized 1,000,000 shares,
par value $.10; none issued
Paid-in surplus 16,096,808 14,984,510
Deficit (14,896,533) (10,657,861)
---------------- ----------------
1,875,235 5,001,609
Less treasury stock, at cost -
1,305,594 shares in 2000 and 1,313,927 in 1999 (3,028,396) (3,047,709)
---------------- ----------------
(1,153,161) 1,953,900
----------------- ----------------
$ 5,604,841 $ 7,060,445
================ ================
</TABLE>
2
<PAGE>
CareerEngine Network, Inc. and Subsidiaries
Consolidated Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
---------------------------------- ---------------------------------
2000 1999 2000 1999
-------------- -------------- -------------- --------------
Revenues
<S> <C> <C> <C> <C>
E-recruiting related services $ 415,160 $ 16,091 $ 929,718 $ 16,091
Income on securities transactions, net 570,157 251,105 1,266,294 1,332,960
Interest income 37,357 93,842 98,412 300,187
Other income 228,190 2,024 228,190
-------------- -------------- -------------- --------------
1,022,674 589,228 2,296,448 1,877,428
-------------- -------------- -------------- --------------
Expenses
Compensation and related costs 972,136 558,557 2,482,190 1,007,069
Advertising 330,920 344,537 1,357,774 412,695
General and administrative 566,254 352,155 1,702,604 808,765
Beneficial conversion feature
of debentures payable 246,875
-------------- -------------- -------------- --------------
1,869,310 1,255,249 5,789,443 2,228,529
-------------- -------------- -------------- --------------
Loss from continuing operations
before income taxes (846,636) (666,021) (3,492,995) (351,101)
Income tax provision 15,340 12,163
-------------- -------------- -------------- --------------
Loss from continuing operations (846,636) (666,021) (3,508,335) (363,264)
--------------- --------------- --------------- ---------------
Discontinued operations:
Income (loss) from operations of discontinued
real estate and consulting activities (295,191) (76,275) 74,349 (1,226,550)
Write-off of unamortized financing costs (804,667) (804,667)
-------------- -------------- -------------- --------------
Loss from discontinued operations (1,099,858) (76,275) (730,318) (1,226,550)
--------------- --------------- --------------- ---------------
Net Loss $ (1,946,494) $ (742,296) $ (4,238,653) $ (1,589,814)
=============== =============== =============== ===============
Per common share - basic and diluted
Loss from continuing operations $ (.16) $ (.13) $ (.65) $ (.06)
Loss from discontinued operations (.20) (.01) (.13) (.23)
------- ------- ------- -------
Net loss $ (.36) $ (.14) $ (.78) $ (.29)
======= ======= ======= =======
Weighted average number of common shares
outstanding - basic and diluted 5,442,183 5,435,673 5,440,090 5,435,964
============== ============== ============== ==============
</TABLE>
3
<PAGE>
CareerEngine Network, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
-------------------------------------
September 30,
2000 1999
--------------- --------------
<S> <C> <C>
Cash flows from operating activities
Loss from continuing operations $(3,508,335) $(363,264)
Adjustments to reconcile loss from continuing operations to
net cash provided by (used in) operating activities:
Depreciation and amortization 232,144 191,651
Beneficial conversion feature of debentures payable 246,875
Sale of marketable securities, net 2,355,457 1,528,540
Issuance of treasury stock for services 18,483
Changes in:
Other assets (688,397) 7,743
Accrued expenses and other liabilities (250,496) 939,478
--------------- --------------
Cash provided by (used in) continuing operations (1,594,269) 2,304,148
Cash provided by (used in) discontinued operations (584,393) 8,462,072
--------------- --------------
Net cash (used in) provided by operating activities (2,178,662) 10,766,220
--------------- --------------
Cash flows from investing activities
Purchase of furniture and equipment (273,900) (557,471)
--------------- ---------------
Cash provided by (used in) continuing operations (273,900) (557,471)
Cash provided by (used in) discontinued operations (10,879,253)
--------------- --------------
Net cash provided by (used in) investing activities (273,900) (11,436,724)
--------------- ---------------
Cash flows from financing activities
Purchase of treasury stock (23,180)
Proceeds from issuance of debentures 1,756,028
Additional paid in capital from sale of debentures 643,972
-------------- --------------
Cash provided by (used in) continuing operations 2,400,000 (23,180)
Cash provided by (used in) discontinued operations 750,000
--------------- --------------
Net cash provided by (used in) financing activities 2,400,000 726,820
--------------- --------------
Increase (decrease) in cash and cash equivalents 52,562 56,316
Cash and cash equivalents at beginning of period 1,006,276 1,040,955
-------------- --------------
Cash and cash equivalents at end of period $953,714 $1,097,271
============== ==============
Supplemental disclosures of Cash Flow Information from continuing operations
Cash paid during the period for:
Interest $45,336 --
Income taxes $30,684 $7,375
Issuance of warrants in connection with debentures payable $222,282 --
</TABLE>
-4-
<PAGE>
CareerEngine Network, Inc. and Subsidiaries
Notes To Condensed Consolidated Financial Statements
(Unaudited)
1. Significant Accounting Policies
The accounting policies followed by the Company are set forth in the
notes to the Company's financial statements included in its Form
10-KSB, for the year ended December 3l, 1999, which was filed with the
Securities and Exchange Commission.
Certain amounts have been reclassified in the financial statements for
the three and nine month periods ended September 30, 1999 to conform to
the presentation of the three and nine month periods ended September
30, 2000. In addition, the financial statements have been restated to
reflect the discontinued operations of the periods presented and to
reclassify the assets and liabilities related thereto (see Note 4).
2. Income (Loss) Per Share
Basic income (loss) per share is based on the weighted average number
of common shares outstanding. Employee stock options did not have an
effect on the computation of diluted earnings per share since they were
anti-dilutive.
3. Excess of Liabilities over Assets of Discontinued Operations
In August 2000, the Company discontinued its merchant banking
operations, which consisted of its real estate project with Carmike
Cinemas, Inc., and its financial consulting operations. Accordingly,
the Company's remaining operations are solely from its e-recruiting
segment.
The Company will recognize a gain in an amount approximately equal to
Excess of Liabilities over Assets of Discontinued Operations
($3,361,269 at September 30, 2000) when title relating to six
properties leased to Carmike is transferred pursuant to the direction
of Wachovia, N. A., as agent to the holders of the non-recourse debt
under the Reimbursement Agreement referred to below. However, due to
various proceedings relating to Carmike's petition under Chapter 11 of
the United States Bankruptcy Code, no such transfer, as yet, has been
made. The Company's exposure related to this real estate project is and
always has been limited solely to the Company's interest in the six
properties.
5
<PAGE>
4. Discontinued Operations
In 1997, the Company entered into a triple net, credit type lease with
Carmike, pursuant to which the Company leased to Carmike six parcels of
land and the improvements thereon. Concurrently, the Company issued
$72,750,000 principal amount of its adjustable rate tender securities
due November 1, 2015 (the "Bonds"). The Bonds were secured by
irrevocable letters of credit issued by a group of banks. In connection
therewith the Company entered into a Reimbursement Agreement with
Wachovia, as agent for the banks, under which the Company was obligated
to remit all rent received under the lease to Wachovia to reimburse the
banks for the Bond payments made by draws on their letters of credit.
On August 8, 2000, Carmike filed a petition under Chapter 11 of the
United States Bankruptcy Code. As a result of that filing and Carmike's
subsequent failure to pay rent to date under the lease, the Company
failed to make required payments to Wachovia under the Reimbursement
Agreement. Accordingly, Wachovia declared a default under the
Reimbursement Agreement and accelerated all amounts due by the Company
thereunder. Wachovia also directed the Trustee under the related
Indenture to redeem the Bonds. Such amounts were paid entirely through
draws on the related letters of credit and were not paid with funds of
the Company. However, as the Bonds are no longer outstanding, all
unamortized financing costs (amounting to $804,667) relating thereto
were expensed. In addition, Carmike has not disaffirmed the lease and
continues to occupy the six theaters.
The financial statements have been restated to reflect the discontinued
operations of the periods presented and to reclassify the assets and
liabilities related thereto.
Excess of Liabilities over Assets of Discontinued Operations at
September 30, 2000 and December 31, 1999 consists of the following:
September 30, 2000 December 31, 1999
------------------ -----------------
Real estate leased, net $ 69,510,631 $ 70,336,022
Other assets 2,643,780 2,284,764
Reimbursement obligations (72,750,000) (72,750,000)
Other liabilities (515,680) (836,130)
Due to preferred member (2,250,000) (2,250,000)
------------------ -----------------
$ (3,361,269) $ (3,215,344)
================== =================
Loss from discontinued operations for the three month periods ended
September 30, 2000 and 1999 and the nine month periods ended September
30, 2000 and 1999 are as follows:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
----------------------------- ----------------------------
2000 1999 2000 1999
-------------- ------------ ------------- -------------
<S> <C> <C> <C> <C>
Revenues $ 1,130,607 $ 425,073 $ 5,804,374 $ 1,768,759
Expenses (1,425,798) (501,348) (5,730,025) (2,995,309)
Write-off of unamortized
financing costs (804,667) (804,667)
-------------- ------------ ------------- -------------
$ (1,099,858) $ (76,275) $ (730,318) $ (1,226,550)
============== ============= ============= =============
</TABLE>
6
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
Certain statements in the "Management's Discussion and Analysis of
Financial Condition and Results of Operations" and elsewhere in this
Form 10-QSB constitute "forward-looking statements" within the meaning
of the Reform Act. See Part II, Other Information - Item 5.
In August 2000, the Company discontinued its merchant banking
operations, which consisted of its real estate project with Carmike
Cinemas, Inc., and its financial consulting operations. Accordingly,
the Company's remaining operations are solely from its e-recruiting
segment. The Company's financial resources as well as the efforts of
its management shall now be focused entirely on this segment.
E-recruiting activities are derived from the operations of the two
divisions of the Company's wholly-owned subsidiary, CareerEngine, Inc.
These divisions, CareerEngine Network and CareerEngine Solutions,
provide on- and off-line companies with a dynamic solution to on-line
recruiting challenges. The two divisions represent an innovative
business model, making CareerEngine, Inc. a unique player in the
on-line recruiting space.
CareerEngine Network is a leading network of approximately 25+ vertical
career sites, organized by function, profession, location and
diversity. These sites allow companies to post job openings for
qualified candidates. Prospective employees can search for jobs,
confidentially post their resumes, receive personalized advice from
on-line career counselors, and a host of other services. These
"vertical" career sites are free to those seeking employment.
CareerEngine Solutions, an Application Service Provider (ASP),
innovatively serves both on- and off-line businesses by building,
hosting and maintaining turnkey career sites. CareerEngine consultants
assist clients' efforts to maximize the potential of their new site by
providing sales and marketing expertise.
A. Three Months Ended September 30, 2000 Compared with Three
Months Ended September 30, 1999
Total revenues increased to $1,022,674 for the three months
ended September 30, 2000 from $589,228 for the three months
ended September 30, 1999 due primarily to increases in
E-recruiting service revenues and income on cash management
activities.
E-recruiting related services increased to $415,160 for the
three months ended September 30, 2000 from 16,091 for the
three months ended September 30, 1999 as the E-recruiting
operations of the Company's subsidiary, CareerEngine, Inc.,
commenced in the quarter ended September 30, 1999.
7
<PAGE>
Income on securities transactions, net increased to $570,157
for the three months ended September 30, 2000 compared to
$251,105 for the three months ended September 30, 1999
principally from the results of the Company's cash management
and investing activities. These activities include
transactions involving futures, puts, calls, equities,
municipal securities, and other securities.
Interest income decreased to $37,357 for the three months
ended September 30, 2000 from $93,842 for the three months
ended September 30, 1999 due to the reduced amount of funds
available for investment.
Other income for the three months ended September 30, 1999
relates primarily to the Company's collection of a reserved
receivable relating to the sale of a former subsidiary.
Total expenses increased to $1,869,310 for the three months
ended September 30, 2000 from $1,255,249 for the three months
ended September 30, 1999 principally due to the costs
associated with the additional employees related to the
E-recruiting operations of the Company.
Compensation and related costs increased to $972,136 for the
three months ended September 30, 2000 from $558,557 for the
three months ended September 30, 1999. The increase is due
principally to the additional employees hired by CareerEngine,
Inc. in connection with its internet-based job E-recruiting
activities. The Company anticipates that compensation costs
will increase very moderately in the last three months of
2000.
Advertising expense decreased moderately to $330,920 for the
three months ended September 30, 2000 from $344,537 for the
three months ended September 30, 1999, as CareerEngine, Inc.
continues its comprehensive communications program that
commenced in 1999.
General and administrative expenses increased to $566,254 for
the three months ended September 30, 2000 from $352,155 for
the three months ended September 30, 1999, due primarily to
the increased operations of CareerEngine, Inc.
The $246,875 non-recurring interest expense for the nine
months ended September 30, 2000 represents the charge required
in connection with the beneficial conversion feature related
to debentures payable and the related warrants.
8
<PAGE>
On a pre-tax basis, the Company had a loss of $846,664 for the
three months ended September 30, 2000 from continuing
operations compared with a loss of $666,021 from continuing
operations for the expenses associated with CareerEngine, Inc.
For Federal income tax purposes, as of December 31, 1999, the
Company had net operating loss carryforwards of approximately
$17,311,000 available to reduce future taxable income. These
carryforwards expire in the years 2005 through 2019.
The Company's net loss for the three months ended September
30, 2000 from continuing operations was $846,636 compared with
a net loss of $666,021 from continuing operations for the
three months ended September 30, 1999. For the three months
ended September 30, 2000, loss per share from continuing
operations (basic and diluted) is $.16 per share. For the
three months ended September 30, 1999, net loss per share from
continuing operations (basic and diluted) was $.13 per share.
The Company's net loss for the three months ended September
30, 2000 from discontinued operations was $1,099,858 compared
with a net loss of $76,275 from discontinued operations for
the three months ended September 30, 1999. For the three
months ended September 30, 2000, loss per share from
discontinued operations (basic and diluted) is $.2o per share.
For the three months ended September 30, 1999, net loss per
share from discontinued operations (basic and diluted) was
$.01 per share.
The Company's net loss for the three months ended September
30, 2000 was $1,946,494, compared with a net loss of $742,296
for the three months ended September 30, 1999. For the three
months ended September 30, 2000, loss per share (basic and
diluted) is $.36 per share. For the three months ended
September 30, 1999, net loss per share from (basic and
diluted) was $.14 per share.
Nine Months Ended September 30, 2000 Compared with Nine Months
Ended September 30, 1999
Total revenues increased to $2,296,448 for the nine months
ended September 30, 2000 from $1,877,428 for the nine months
ended September 30, 1999, due primarily to increases in
E-recruiting service revenues and income on cash management
activities.
E-recruiting related services increased to $929,718 for the
nine months ended September 30, 2000 from 16,031 for the nine
months ended September 30, 1999, as the E-recruiting
operations of the Company's subsidiary, CareerEngine, Inc.,
commenced in the quarter ended September 30, 1999.
9
<PAGE>
Income on securities transactions, net decreased to $1,266,294
for the nine months ended September 30, 2000 compared to
$1,332,960 for the nine months ended September 30, 1999,
principally from the results of the Company's cash management
and investing activities. These activities include
transactions involving futures, puts, calls, equities,
municipal securities, and other securities.
Interest income decreased to $98,412 for the nine months ended
September 30, 2000 from $300,187 for the nine months ended
September 30, 1999, due to the reduced amount of funds
available for investment.
Other income for the nine months ended September 30, 1999
relates primarily to the Company's collection of a reserved
receivable relating to the sale of a former subsidiary.
Total expenses increased to $5,789,443 for the nine months
ended September 30, 2000 from $2,228,529 for the nine months
ended September 30, 1999, principally due to the increased
compensation and selling costs associated with the
e-recruiting operations of CareerEngine, Inc.
Compensation and related costs increased to $2,482,190 for the
nine months ended September 30, 2000 from $1,007,069 for the
nine months ended September 30, 1999. The increase is due
principally to the additional employees hired by CareerEngine,
Inc. in connection with its internet-based E-recruiting
activities. The Company anticipates that compensation costs
will increase very moderately in the last three months of
2000.
Advertising expense increased to $1,357,774 for the nine
months ended September 30, 2000 from $412,695 for the nine
months ended September 30, 1999, as CareerEngine, Inc.
commenced its comprehensive communications program in 1999.
General and administrative expenses increased to $1,702,604
for the nine months ended September 30, 2000 from $808,765 for
the nine months ended September 30, 1999, due primarily to the
increased operations of CareerEngine, Inc.
The $246,875 non-recurring interest expense for the nine
months ended September 30, 2000 represents the charge required
to recognize the beneficial conversion feature related to the
issuance of debentures payable and the related warrants in
June 2000.
10
<PAGE>
On a pre-tax basis, the Company had a loss of $3,492,995 for
the nine months ended September 30, 2000 from continuing
operations, compared with a loss of $351,021 from continuing
operations for the expenses associated with CareerEngine, Inc.
In the nine months ended September 30, 2000, the Company had a
tax expense of $15,340 compared to a tax expense of $12,123
for the nine months ended September, 30 2000. For Federal
income tax purposes, as of December 31, 1999, the Company had
net operating loss carryforwards of approximately $17,311,000
available to reduce future taxable income. These carryforwards
expire in the years 2005 through 2019.
The Company's net loss for the nine months ended September 30,
2000 from continuing operations was $3,508,335 compared with a
net loss of $363,264 from continuing operations for the nine
months ended September 30, 1999. For the nine months ended
September 30, 2000, loss per share from continuing operations
(basic and diluted) is $.65 per share. For the nine months
ended September 30, 1999, net loss per share from continuing
operations (basic and diluted) was $.06 per share.
The Company's net loss for the nine months ended September 30,
2000 from discontinued operations was $730,318 compared with a
net loss of $1,226,550 from discontinued operations for the
nine months ended September 30, 2000. For the nine months
ended September 30, 2000 loss per share from discontinued
operations (basic and diluted) is $.13 per share. For the nine
months ended September 30, 1999, net loss per share from
discontinued operations (basic and diluted) was $.23 per
share.
The Company's net loss for the nine months ended September 30,
2000 was $4,238,653, compared with a net loss of $1,589,814
for the nine months ended September 30, 1999. For the nine
months ended September 30, 2000, loss per share (basic and
diluted) is $.78 per share. For the nine months ended
September 30, 1999, net loss per share from (basic and
diluted) was $.29 per share.
B. Liquidity and Capital Resources
Management of the Company believes that funds generated from
operations, supplemented by its available assets, will provide
it with sufficient resources to meet present and reasonably
foreseeable future capital needs. These available assets
consist primarily of cash, and investments, which are readily
convertible into cash.
The Company invests excess funds in liquid, short-term
financial instruments in order to maximize its current cash
return with minimum interest rate risk. Such investments
include U.S. Government and municipal obligations, futures
contracts and money market funds.
11
<PAGE>
While the Company believes that currently available funds will
provide it with sufficient resources to meet all present and
reasonably foreseeable future operational and capital needs,
the Company continues to actively seek external financing in
order to fund the projected expanded operations of its
e-recruiting activities.
The transaction relating to the Company's six movie theaters
and Carmike Cinema, Inc. is and always has been cash flow
neutral (rent is equal to interest expense, principal
amortization and other related expenses that are the
responsibility of the Company). Carmike's filing of a petition
under Chapter 11 of the United States Bankruptcy Code has not
changed this financial relationship as the Company's exposure
related to this real estate project is and always has been
limited solely to the Company's interest in the theaters.
The Company does not have any material commitments for capital
expenditures as of September 30, 2000.
12
<PAGE>
PART II
OTHER INFORMATION
Item 5. Other Information.
Certain statements under the caption "Management's Discussion and
Analysis of Financial Condition and Results of Operations" and
elsewhere in this Form 10-QSB constitute "forward-looking statements"
relating to CareerEngine Network, Inc. and its subsidiaries (the
"Company") within the meaning of the Private Securities Litigation
Reform Act of 1995. All statements regarding future events, our
financial performance and operating results, our business strategy and
our financing plans are forward-looking statements. In some cases you
can identify forward-looking statements by terminology, such as "may,"
"will," "would," "should," "could," "expect," "intend," "plan,"
"anticipate," "believe," "estimate," "predict," "potential" or
"continue," the negative of such terms or other comparable terminology.
These statements are only predictions. Known and unknown risks,
uncertainties and other factors could cause actual results to differ
materially from those contemplated by the statements. In evaluating
these statements, you should specifically consider various factors that
may cause our actual results to differ materially from any
forward-looking statements. Factors which could cause actual results to
differ from the forward-looking statements include, among others, the
following: general economic and business conditions; competition; the
success of operating initiatives relating to the Company's technology
related subsidiary and the Company's financial consulting services;
development and operating costs; fluctuations in interest rates; the
existence or absence of adverse publicity; changes in business strategy
or development plans; quality of management; availability, terms and
deployment of capital; business abilities and judgment of personnel;
availability of qualified personnel; labor and employee benefit costs;
and changes in or the failure to comply with government regulations.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits -- A statement regarding the computation of per share
earnings is omitted because the computation is described in
Note 2 of the Notes to Consolidated Financial Statements
(Unaudited) in this Form 10-QSB.
Exhibit 27 -- Financial Data Schedule - see below
(b) Reports on Form 8-K:
The Company did not file any reports on Form 8-K
during the three months ended September 30, 2000.
13
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
CAREERENGINE NETWORK, INC.
/s/ George W. Benoit
-----------------------------------------
Date: November 14, 2000 George W. Benoit, Chairman of the Board
of Directors, President, and Chief
Executive Officer
/s/ Anthony S. Conigliaro
-------------------------------------------
Date: November 14, 2000 Anthony S. Conigliaro, Vice President and
Chief Financial Officer
14