FORM 1O-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For Quarter Ended: March 31, 1997
Commission File Number: 0-19505
NATIONAL ADVERTLSING GROUP, INC.
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(exact name of registrant as specified in its charter)
FLORIDA 65-274107
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(State or other jurisdiction of (IRS Employer I.D. No.)
Incorporation of organization)
P.O. BOX 490914. KEY BISCAYNE, FLORIDA 33149
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(Address of principal executive offices)
(305) 373-3322)
(Registrant's telephone number, including area code)
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(former name, address and FORMER fiscal year, if changed from last report)
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 and Exchange Act
of 1934 during the preceding 12 months (or for such short 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
APPLICABLE ONLY TO CORPORATE ISSUERS:
INDICATE THE NUMBER OF SHARES OUTSTANDING OF EACH OF THE ISSUER'S CLASSES OF
COMMON STOCK, AS OF THE LATEST PRACTICABLE DATE.
As of December 31, 1996 there were 10,000,000 shares of Common Stock outstanding
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PART I - FINANCIAL INFORMATLON
ITEM 1. FINANCIAL STATEMENTS.
See financial statements for the three month period ended
September 30, 1996, (unaudited), attached as an exhibit.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS.
The Registrant has not, as of the end of the nine month
period ended March 31, 1997, commenced active business
operations. As of March 31, 1997 the Registrant had total
assets of $0 which consists of Total Stockholders' Equity.
The Registrant has no reasonable basis for comparison with
respect to its quarterly financial results in that the
Company has not yet commenced its business operations.
PART II - OTHER INFORMATION
ITEM 1-5. NOT APPLICABLE
ITEM 6. EXHIBITS.
Financial Statements (unaudited) of National Advertising
Group, Inc. for the nine month period ended March 31, 1997
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NATIONAL ADVERTISING GROUP, INC
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
MARCH 31, 1997 (UNAUDITED) AND DECEMBER 31, 1996 (AUDITED)
UNAUDITED AUDITED
03/31/97 12/31/96
ASSET
Cash $ - 0 - $ - 0 -
Other Asset:
Organizational Costs 70 70
Accumulated Amortization 70 (70)
Total Other Asset
0 0
Total Asset 0 0
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SHAREHOLDERS' EQUITY
Liabilities &
Shareholders' Equity:
Accrued Expenses: $1,000
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Common Stock, par value $0.001 per share;
10,000,000 shares authorized,
issued and outstanding-10,000,000 $ 9,403 $ 9,403
Additional Paid-In Capital 6,690 6,690
Preferred Stock, par value $.10 per
share; 1,000,000 shares authorized,
no shares issued and outstanding - 0 - - 0 -
Deficit accumulated during the
development stage (16,093) (17,090)
Total Shareholders' Equity 0 (1,000)
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See Accompanying Notes to Financial Statements
F-I
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NATIONAL ADVERTISING GROUP, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1997 AND 1996
(UNAUDITED)
1997 1996
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Revenues $1,000 $ - 0 -
Total Revenues $1,000 $ - 0 -
Expenses:
Accounting fees $1,000
Amortization $ 0 $ 3
Total Expenses $1,000 $ 3
Net Income (Loss) $ 0 $ ( 3)
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See Accompanying Notes to Financial Statements
F-2
<PAGE>
NATIONAL ADVERTISING GROUP, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
FOR THE THREE MONTHS ENDED MARCH 31, 1997 AND 1996
(UNAUDITED)
1997 1996
Shareholders' Equity:
Beginning of year $ 0 $ 10
Additions $ 0 $ 0
Deductions
Net loss for the six months
ended December 31, 1996
deficit accumulated during
development stage $ 0 $ (3)
Ending balance as of March 31, 1997 $ 0 $ 7
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See Accompanying Notes to Financial Statements
F-3
<PAGE>
NATIONAL ADVERTISING GROUP, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOW
THREE MONTHS ENDED MARCH 31, 1997 AND 1996
1997 1996
CASH FLOW FROM OPERATING ACTIVITIES
Net loss $ 0 $ 3
Adjustment to reconcile net loss to
Net cash used by operating activities:
Amortization $ 0 $ 3
Net cash used by operating activities $1,000 $ 0
CASH FLOW FROM INVESTING ACTIVITIES $ 0 $ 0
CASH FLOW FROM FINANCING ACTIVITIES $1,000 $ 0
NET INCREASE (DECREASE) IN CASH $ 0 $ 0
Cash - Beginning of Period $ 0 $ 0
Cash - End of Period $ 0 $ 0
See Accompanying Notes to Financial Statements
F-4
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NATIONAL ADVERTISING GROUP, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BUSINESS ACTIVITY
National Advertising Group, Inc. (the Company) was organized under the laws of
the State of Florida on July 25, 1991. The Company is a development stage entity
which has not yet commenced business operations. The Company intends to acquire
an operating entity, however, it has not yet targeted an acquisition.
ORGANIZATIONAL COSTS
Organizational costs consist of expenditures incurred in the formation of the
company. These costs are being amortized ratably over a period of sixty months.
NOTE 2 - In the opinion of management the accompanying unaudited financial
statements contain all adjustments necessary to present fairly National
Advertising Group, Inc.'s financial position as of March 31, 1997 and the
results of its operations, changes in the shareholders' equity and cash flows
for the three months then ended.
NOTE 3 - On March 15, 1995, the Company issued 8,380,000 common shares in
exchange for services rendered to the Company by its President, to Florida
Atlantic Group, Inc. The President of the Company controls Florida Atlantic
Group, Inc. and cash consideration in the amount of $8,380.00.
NOTE 4 - On April 10, 1997, the Company reversed split its outstanding shares of
common stock 1 for 10, thereby reducing the number of shares outstanding to
1,000,000.
NOTE 5 - On April 10, 1997, the Company issued 9,000,000 shares of its common
stock to Florida Atlantic Group, Inc. for services, bringing the number of
shares outstanding to 10,000,000.
F-5
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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.
Registrant:
NATIONAL ADVERTlSING GROUP, INC.
By:/S/ ANGEL L. LORIE, JR.
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Angel L. Lorie, Jr..
President
Date: May 16, 1997
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EXHIBIT INDEX
EXHIBIT DESCRIPTION
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27 Financial Data Schedule
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<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 10,000,000
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
