MAXI GROUP INC
10-Q, 2001-01-03
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              U.S. Securities and Exchange Commission
                       Washington D.C. 20549

                            Form 10-QSB

          [X]  Quarterly Report Pursuant to Section 13 or
           15(d) of the Securities Exchange Act of 1934.

                 For the Quarter Ended September 30,2000

                                 OR

   [ ]  Transition Report Pursuant to Section 13 or 15(d) of the
                  Securities Exchange Act of 1934

                 Commission file number 33-08070-LA

                          MAXI GROUP, INC.
    (name of small business issuer as specified in its charter)

         Nevada                         87-0420448
  (State of other jurisdiction of   (I.R.S. employer
  incorporation or organization)     identification No.)


          836 Slate Canyon Drive, Provo, UT 84606
          (Address of principal executive offices)

    Registrant's telephone no., including area code: 801-356-3735



               Former name, former address, and former
              fiscal year, if changed since last report.

   Securities registered pursuant to Section 12(b) of the Exchange Act: None

  Securities registered pursuant to Section 12(g) of the Exchange Act:  None


  Check whether the Issuer (1) has filed all reports required to be filed by
  Section 13 or 15(d) of the Exchange Act 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___.

  Common Stock outstanding at December 18, 00 - 24,592,500  shares of $.001 par
  value Common Stock.



  PART I -  FINANCIAL INFORMATION

  Item 1  Financial Statements

          The Consolidated Financial Statements of the Company required to be
  filed with this 10-QSB Quarterly Report were prepared by management and
  reviewed by the Company's independent auditors, Tanner & Co., and commence on
  this page, together with related Notes.  In the opinion of management, the
  Consolidated Financial Statements fairly present the financial condition of
  the Company.


                                  MAXI GROUP, INC.
                          [Development Stage Companies]

                              CONDENSED BALANCE SHEETS
                                     [Unaudited]
  <TABLE>
                                       ASSETS
  <S>                                    <C>                     <C>
                                    September 30, 2000      Dec. 31, 1999
                                         -------------      -------------
  CURRENT ASSETS:
       Cash on Hand                          $     549        $ 4,495
       Notes Receivables                             -              -
                                             ---------        -------
  Total Current Assets                       $     549        $ 4,495
                                             ---------        -------
  TOTAL ASSETS                               $     549        $ 4,495


                  LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)


  CURRENT LIABILITIES:

       Accounts payable                      $      810       $   310
       Payable to related parties                 4,000         4,000
                                             ----------       -------
  Total Current Liabilities                       4,810         4,310


  STOCKHOLDERS' EQUITY (DEFICIT):

      Common stock                               24,593        24,593
      Additional paid-in Capital                 70,374        70,374
      Deficit accumulated during the
       development stage
      Accumulated deficit                       (99,228)      (94,782)
                                               --------       --------
  Total Stockholders' Deficit                    (4,261)          185

  TOTAL LIABILITIES & Stockholders' Deficit   $     549      $  4,495
  </TABLE>

  The accompanying notes are an integral part of these financial statements.
  NOTE: The balance sheet at December 31, 1999 was taken from the audited
          financial statements at that date and condensed.

                                MAXI GROUP, INC.
                        [Development Stage Companies]

                     CONDENSED STATEMENTS OF OPERATIONS
                                   [Unaudited]
  <TABLE>

                                    For the Three        For the Three
                                     Months Ended         Months Ended
                               September 30, 2000   September 30, 1999
                                   ---------------       -------------
  <S>                                       <C>                  <C>
  REVENUE
     Interest Income                      $     0              $    40
                                          -------              -------
  Total Revenue                           $     0              $    40


  EXPENSES
     General and Administrative Expenses  $     -              $    36
     Amortization Expense                       -                    -

     Professional Fees                    $   733              $     -
     Rent Expense                         $     -              $     -
     Travel Expenses                      $     -              $     -

                                          -------              -------
  Total Expenses                          $   733              $    36

  LOSS BEFORE INCOME TAXES                $  (733)             $     4

  INCOME TAX EXPENSE                      $     -              $     -


  NET GAIN (LOSS)                         $  (733)             $     4

  NET LOSS PER SHARE                      $  (.00)            $   (.00)

     - basic and diluted

  Weighted average shares
     - basic and diluted                  19,093,000         19,093,000
  </TABLE>
  The accompanying notes are an integral part of these financial statements.













                                   MAXI GROUP, INC.
                           [Development Stage Companies]

                          CONDENSED STATEMENTS OF OPERATIONS
                                      [Unaudited]
  <TABLE>
                                                                  From
                             For the Nine      For the Nine     Inception to
                             Months Ended      Months Ended     Sept. 30,
                            Sept. 30, 2000     Sept. 30, 1999   2000.
                            -------------     -------------    -------------
  <S>                              <C>                <C>             <C>
  REVENUE
      Interest Income             $     0           $    72        $   7,251
                                 --------          --------       ----------
  Total Revenue                   $     0           $    72        $   7,251


  EXPENSES
   General & Administrative
      Expenses                    $    26           $    36        $  19,605
   Amortization Expense                 -                 -              160
   Professional Fees                4,420             5,455           67,997
   Rent Expense                         -                 -            1,200
   Travel Expense                       -                 -        $  17,517
                                  -------           -------        ---------
   Total Expenses                 $ 4,446           $ 5,491        $ 106,479

  LOSS BEFORE INCOME TAXES        $(4,446)          $(5,491)       $(99,228)

  INCOME TAX EXPENSE              $     -           $     -        $    -

  NET LOSS                        $(4,446)          $(5,419)       $(99,228)

  NET LOSS PER SHARE              $  (.00)          $  (.00)       $   (.00)
      - basic and diluted

  Weighted average shares
       - basic and diluted      19,093,000        19,093,000      19,093,000
  </TABLE>
  The accompanying notes are an integral part of these financial statements.


  <TABLE>
                                        For the Nine        From Inception
                                        Months Ended        On June 17, 1986
                                        September 30,       Through Sept.30,
                                        2000       1999          2000
                                        ____       ____          ____
  <S>                                    <C>         <C>          <C>
  Cash Flows to Operating Activities:
       Net income (loss)                $ (4,446)  $ (5,419)     $(99,228)
                                        _________  _________     _________

       Adjustments to reconcile net
        income to net cash used by
        Operating activities:
         Amortization expense               -           -             160
         Stock Compensation                                         2,000

       Changes in assets and liabilities
         Accounts payable               $     500   $(15,755)     $(3,685)

       Net Cash Flows to
        Operating Activities            $ (3,946)   (21,174)      (100,753)
                                        _________  _________     _________

  Cash Flows to Investing Activities:
       Organization Costs                   -           -            (160)
       Investment in subsidiary             -           -         (30,000)
       Related Party Payable            $      0      4,000         4,000
                                        _________  _________     _________

     Net Cash Flows to Investing
      Activities                        $      0      4,000       (26,160)

  Cash Flows from (to) Financing
     Activities:
      Proceeds from initial issuance
       common stock                         -           -          15,000
      Proceeds from common stock            -        20,000       116,377
      Stock offering Costs                  -           -          (8,410)
                                         ________  __________    _________
      Net cash Flows from (to)
      Financing Activities                     0     20,000       122,967
                                         ________  __________    _________

  Net Increase (Decrease) in Cash         (3,946)     2,826        (3,946)

  Cash at Beginning of Period           $  4,495      1,669         4,495
                                        ________   __________    _________

  Cash at End of Period                 $    549   $  4,495      $    549
                                        ________   __________    _________
  </TABLE>

                                MAXI GROUP, INC.
                        [A Development Stage Company]

          NOTES TO UNAUDITED CONDENSED & CONSOLIDATED FINANCIAL STATEMENTS

  NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

            Condensed Financial Statements - The accompanying financial
  statements have been prepared by the Company without audit.  In the opinion of
  management, all adjustments (which include only normal recurring adjustments)
  necessary to present fairly the financial position, results of operations and
  cash flows at September 30, 2000 and for all periods presented have been made.

            Accounting Estimates - Certain information and footnote disclosures
  normally included in financial statements prepared in accordance with
  generally accepted accounting principles have been condensed or omitted.  It
  is suggested that these condensed financial statements be read in conjunction
  with the financial statements and notes thereto included in the Company's
  December 31, 1999 audited financial statements.  The results of operations for
  the period ended September 30, 2000 are not necessarily indicative of the
  operating results for the full year.

  NOTE 2 - RELATED PARTY TRANSACTIONS

            At December 31, 1998 the company owed an officer $4,000 related cash
  advances made during the year ended December 31, 1998.  The advances are non
  interest bearing and have no specific repayment terms.  The officer has agreed
  to accept unregistered common stock in exchange for the advances at $.001 per
  share.


  NOTE 3 - DISCONTINUED OPERATIONS

       None.

  NOTE 4 - COMMON STOCK

            The initial issuance of the Company's common stock occurred in
  September 1986.  During April 1988, the Company completed the sale of 215,500
  shares of its previously authorized but unissued common stock.  This offering
  was registered with the Securities and Exchange Commission on Form S-18, in
  accordance with the Securities Act of 1933. The stock was sold at an offering
  price of $.50 per share.  Proceeds net of offering costs amounted to $65,480.
  The proceeds were deposited in an interest bearing account.

            In November 1991, the Company issued 200,000 shares at $.50 per
  share to the Company's president.  The Company received $1,000 in cash and
  $9,000 receivable due on demand for such issuance.

            During the year ended December 31, 1993, the Company received back
  and canceled 200,000 shares common stock and the related subscription
  agreement with an officer of the Company.  The amounts previously paid for the
  stock ($2,567) were applied to the purchase of 1,827,000 shares of restricted
  common stock during September 1993 by the same officer.

            In 1997 the Company issued 200,000 shares at $.01 per share to the
  Company's president.  The Company received $2,000 in cash for such issuance.

       On May 11, 1999, the Company issued 22,000,000 shares of common stock to
  Mathew Evans in exchange for $20,000 and $2,000 note receivable. The note
  receivable was exchanged for $2000 salary payment to Mr. Evans for services
  rendered during the fiscal 1999 year as the Company's sole officer and
  director.

  NOTE 5 - GOING CONCERN

            The accompanying financial statements have been prepared in
  conformity with generally accepted accounting principles which contemplate
  continuation of the Company as a going concern.  However, the Company has
  incurred losses since inception and has expended all of its working capital
  and has not yet been successful in establishing profitable operations.  These
  factors raise substantial doubt about the ability of the Company to continue
  as a going concern.  In this regard, management is proposing to raise
  additional funds through loans and/or through additional sales of its common
  stock or through a proposed acquisition of another company by issuing common
  stock.  There is no assurance that the Company will be successful in raising
  this additional capital.  The form the outcome of these uncertainties.

  NOTE 6 - CONTINGENCIES

       None.

  NOTE 7 - SUBSEQUENT EVENTS

       None.

  PART I FINANCIAL INFORMATION

  ITEM 2 Management's Discussion and Analysis of Financial Condition and Results
  of Operations.

  The Company is presently attempting to determine which industries or areas
  where the Company should concentrate its business efforts, and at that
  determination, will formulate its business plan and commence operations.  For
  the next three months the Company's only foreseeable cash requirements will
  relate to maintaining Maxi in good standing or the payment of expenses
  associated with reviewing or investigating any potential business venture,
  which the Company expects to pay from advances from management.

                           Liquidity and Capital Resources

            At September 30, 2000 the Company's assets consist primarily of cash
  from the issuance of common stock.  The Company has no other resources.  The
  Company has incurred losses since inception and has expended all of its
  working capital. Management is proposing to raise additional funds through
  loans and/or through sales of its common stock or through a proposed
  acquisition of another business enterprise by issuing common stock.  There is
  no assurance the Company will be successful in raising this additional
  capital.

                              Results of Operations
     Three-months and nine-months periods ended September 30, 2000 and September
  30, 1999.

        For the three-month period ended September 30, 2000, the Company
  incurred nominal general and administrative expenses totaling $733 for
  transfer fees and accounting expenses compared to $36 for the respective
  period of 1999 which was for professional fees. For the nine-month period
  ended September 30, 2000, the Company incurred nominal general &
  administrative and professional fees totaling $4,446 compared to $5,491 for
  the respective period of 1999.  The Company's only operation to date has been
  the preliminary investigation of
  potential acquisitions.

       The Company's only operation to date has been the preliminary
  investigation of potential acquisitions.

  PART II - OTHER INFORMATION

            ITEM I    Legal Proceedings

                      None.

            ITEM 2    Change in Securities

                      None.

            ITEM 3    Defaults on Senior Securities

                      None.

            ITEM 4    Submission on Matters to a Vote of Security Holders

                      None.

            ITEM 5    Other Information

                      None.

            ITEM 6    Exhibits and Reports on Form 8-K

                 (A)  Exhibits

                      None.

                 (B)  Reports on Form 8-K;

                      None.

                                 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.

  Maxi Group, Inc.

                  Date: 12/18/00                By /s/ Mathew Evans
                                                   -----------------
                                                   Mathew Evans
                                                   Sole Officer and Director





















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