SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-QSB/A (Mark One) [X] Quarterly report under 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 Securities Exchange Act of 1934 for the transition Period From __________ to __________. COMMISSION FILE NUMBER: 2-97360-A --------- LIGHT MANAGEMENT GROUP, INC. ---------------------------- (Exact Name of Small Business Issuer as Specified in its Charter) NEVADA 59-2091510 ------ ---------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 3060 Mainway, Suite 301, Burlington, Ontario L7M 1A3 ---------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (800) 465-9216 -------------- (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 On September 30, 2000, the number of shares outstanding of the issuer's Common Stock, $0.02 par value (the only class of voting stock), was 16,878,279. Table of Contents PART I - FINANCIAL INFORMATION.................................................1 - ITEM 1. FINANCIAL STATEMENTS................................1 - ITEM 2. MANAGEMENT'S DISCUSSION & ANALYSIS OR PLAN OF OPERATION...........................................2 - PART II - OTHER INFORMATION....................................................3 - ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K....................3 - INDEX TO EXHIBITS..............................................................5 - PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS As used herein, the term "Company" refers to Light Management Group, Inc., a Nevada corporation, and its subsidiaries and predecessors unless otherwise indicated. Consolidated, unaudited, condensed interim financial statements including a balance sheet for the Company as of September 30, 2000, statement of operations, statement of shareholders equity and statement of cash flows for the interim period up to the date of such balance sheet and the comparable period of the preceding year are attached hereto as Pages F-1 through F-12 and are incorporated herein by this reference. 1 LIGHT MANAGEMENT GROUP, INC. INTERIM CONSOLIDATED BALANCE SHEET SEPTEMBER 30, 2000 (with comparative figures at December 31, 1999) (Unaudited) ASSETS 2000 1999 US$ US$ CURRENT ASSETS Accounts receivable (Note 3) 2,344,817 1,366,038 Prepaid expenses 35,055 15,506 2,379,872 1,381,544 --------- ---------- CAPITAL ASSETS (Note 4) 1,179,861 656,045 INTANGIBLE ASSETS (Note 5) 3,455,204 - --------- ---------- 7,014,937 2,037,589 ========= ========== LIABILITIES CURRENT LIABILITIES Bank overdraft 9,833 - Accounts payable and accrued 618,522 641,171 Loans payable - 86,401 Due to related parties 160,864 145,093 Current portion of term loan (Note 6) 30,024 - --------- ---------- 819,243 872,665 TERM LOAN PAYABLE (Note 6) 107,196 - --------- ---------- 926,439 872,665 --------- ---------- SHAREHOLDERS' EQUITY SHARE CAPITAL (Note 7) 224,345 210,328 ADDITIONAL PAID-IN CAPITAL 5,185,217 1,500,537 COMMITMENT TO ISSUE PREFERRED SHARES (Note 8) 3,100,000 - DEFICIT (2,421,064) (545,941) --------- ---------- 6,088,498 1,164,924 --------- ---------- 7,014,937 2,037,589 ========= ========== Approved by the Directors , Director , Director F-1 LIGHT MANAGEMENT GROUP, INC. INTERIM CONSOLIDATED STATEMENT OF OPERATIONS THREE AND NINE MONTH PERIOD ENDED SEPTEMBER 30, 2000 (with comparative figures for the year ended December 31, 1999) (Unaudited) Three Month Nine Month 2000 2000 1999 US$ US$ US$ SALES 550,907 1,635,045 1,061,572 COST OF SALES 290,312 886,354 295,205 -------- --------- ---------- GROSS PROFIT 260,595 748,691 766,367 -------- --------- ---------- EXPENSES Advertising and promotion 15,319 66,828 100,151 Amortization 82,163 253,785 54,345 Commissions 25,901 58,631 - Consulting 26,364 270,337 165,054 Exchange 81,859 81,859 - Insurance 11,686 11,686 - Interest (2,011) 27,131 40,942 Investor relations 39,542 71,267 5,451 Management salary 101,011 226,510 145,833 Office and telephone 15,899 64,029 30,721 Professional fees 76,417 175,825 51,751 Rent and utilities 12,066 50,675 59,817 Salaries and benefits 99,393 287,736 171,505 Travel, meals and entertainment 16,808 88,086 38,822 Vehicle 7,179 22,168 6,351 609,596 1,756,553 870,743 ---------- ----------- ------------ LOSS BEFORE OTHER ITEM (349,001) (1,007,862) (104,376) Settlement of lawsuit (Note 9) - (851,159) - ---------- ----------- ------------ LOSS BEFORE INCOME TAXES (349,001) (1,859,021) (104,376) Income taxes 435 435 - ---------- ----------- ------------ LOSS FOR THE PERIOD (349,436) (1,859,456) (104,376) ========== =========== ============ LOSS PER COMMON SHARE ($0.021) ($0.111) ($0.006) ========== =========== ============ Weighted average common shares outstanding 16,878,279 16,688,382 15,568,611 ========== =========== ============ F-2 LIGHT MANAGEMENT GROUP, INC. INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS THREE AND NINE MONTH PERIOD ENDED SEPTEMBER 30, 2000 (with comparative figures for the year ended December 31, 1999) (Unaudited) Three Month Nine Month 2000 2000 1999 US$ US$ US$ CASH FLOWS USED FOR OPERATING ACTIVITIES Loss for the period (349,436) (1,859,456) (104,376) Add back items which do not involve cash Amortization 82,163 253,785 54,345 Issuance of common shares for services - 216,216 - Issuance of common shares for litigation - 695,204 - ----------- ------------ ------------- (267,273) (694,251) (50,031) Changes in non-cash working capital items Accounts receivable (266,785) (978,779) (1,366,038) Prepaid expenses (12,353) (19,549) (15,506) Accounts payable and accrued 223,474 (22,649) 641,171 Loans payable (20,000) (86,401) 86,401 ----------- ------------ ------------- (342,937) (1,801,629) (704,003) ----------- ------------ ------------- CASH FLOWS USED FOR INVESTING ACTIVITIES Additions to capital assets 118,308 (715,101) (710,390) Additions to intangible assets - (746,094) - ----------- ------------ ------------- 118,308 (1,461,195) (710,390) CASH FLOWS FROM FINANCING ACTIVITIES Advances from related party 128,200 3,115,771 145,093 Proceeds of term loan 10,489 137,220 - Proceeds from issuance of share capital - - 1,269,300 ----------- ------------ ------------- 138,689 3,252,991 1,414,393 DECREASE IN CASH (85,940) (9,833) - CASH, BEGINNING OF PERIOD 76,107 - - NET CASH FLOWS BEING BANK OVERDRAFT, END OF PERIOD (9,833) (9,833) - ============ ============ =========== SUPPLEMENTAL DISCLOSURE OF NON-CASH TRANSACTIONS Common shares issued for acquisitions 2,771,610 Common shares issued for services 216,216 Common shares issued for litigation settlement 695,204 Commitment to issue preferred shares 3,100,000 F-3 LIGHT MANAGEMENT GROUP, INC. INTERIM CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY NINE MONTH PERIOD ENDED SEPTEMBER 30, 2000 (Unaudited) Common shares Commitment Par value $0.02 To Issue Additional Number Preferred Paid-in of Share Amount Shares Capital Deficit Total Balances, December 31, 1998 7,950,000 159,000 277,114 (441,565) (5,451) Reverse split (5,300,000) 2,650,000 Issuance of common stock 10,527,424 51,328 51,328 Issuance of common shares for acquisitions 3,000,000 1,223,423 1,223,423 Loss for the year (104,376) (104,376) Balances, December 31, 1999 16,177,424 210,328 - 1,500,537 (545,941) 1,164,924 Issuance of common shares for acquisition 550,000 11,000 2,776,277 (15,667) 2,771,610 Issuance of common shares for litigation settlement 97,600 1,952 693,252 695,204 Issuance of common shares for services 53,255 1,065 215,151 216,216 Comittment to issue preferred shares to settle related party debt 3,100,000 3,100,000 Loss for the period (1,510,020) (1,510,020) Balances, June 30, 2000 16,878,279 224,345 3,100,000 5,185,217 (2,071,628) 6,437,934 Loss for the period (349,436) (349,436) Balances, September 30, 2000 16,878,279 224,345 3,100,000 5,185,217 (2,421,064) 6,088,498 F-4 Page 1 LIGHT MANAGEMENT GROUP, INC. NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2000 (Unaudited) 1. NATURE OF THE COMPANY'S BUSINESS AND FUTURE OPERATIONS On December 28, 1998, the company changed its state of incorporation from Florida to Nevada by means of a merger with Triton Acquisition Corporation, A Nevada corporation. On September 4, 1998, the company incorporated Laser Show Systems (Canada) Ltd. On February 15, 1999, the company acquired 97 percent of the outstanding shares of Laser Shows Systems International Inc. On March 24, 2000 the company acquired all the outstanding shares of Exclusive Advertising Inc. (a company incorporated under the laws of Ontario, Canada). On March 29, 2000 the company acquired all the outstanding shares of Laser Show Systems Investments, Ltd. (a company incorporated in the United Kingdom). During the nine month period ended September 30, 2000 the company incurred a loss of $1,859,456 and used cash for operating activities of $2,496,833. From inception of the business the company has incurred cumulative losses of $2,421,064. These consolidated financial statements have been prepared on the going concern basis under which an entity is considered to be able to realize its assets and satisfy its liabilities in the ordinary course of business. Operations to date have been primarily financed by common share issuances and advances from a related party. The company's future operations are dependent upon continued support of the creditors and the shareholders, the achievement of profitable operations or the sale of company assets. There can be no assurances that the company will be successful in any of these areas. These consolidated financial statements do not include any adjustments relating to the recoverability of assets and classification of assets and liabilities that might be necessary should the company be unable to continue as a going concern. F-5 LIGHT MANAGEMENT GROUP, INC. Page 2 of 8 NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2000 (Unaudited) 2. SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES These financial statements have been prepared in accordance with generally accepted accounting principles in Canada and include the following significant accounting principles. (a) Basis of consolidation These consolidated financial statements include the accounts of the company and its wholly owned subsidiaries, Laser Shows Systems International Inc., (a Canadian corporation), Laser Show Systems (Canada) Ltd., (a Canadian corporation), Exclusive Advertising Inc.(a Canadian corporation), and Laser Shows Systems Investments, Inc. ( a United Kingdom corporation) collectively referred to as "the company". All intercompany balances and transactions have been eliminated. (b) Translation of foreign currency transactions The company maintains its records in United States dollars. Transactions in foreign currencies are translated into United States dollars at exchange rates ruling at the transaction dates. Monetary items in foreign currencies at the period end are translated into United States dollars at rates of exchange at the balance sheet date. All exchange differences are recorded in the statement of operations. (c) Basic earnings per share Basic earnings per share is computed using the weighted average number of shares of common stock outstanding. (d) Use of estimates 'The preparation of financial statements in conformity with generally accepted accounting principles requires that management make estimates and assumptions which affect the reported amounts of assets and liabilities as at the date of the financial statements and revenues and expenses for the period then ended. Actual results may differ from these estimates. F-6 LIGHT MANAGEMENT GROUP, INC. Page 3 of 8 NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2000 (Unaudited) 2. SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES (e) Capital assets Capital assets are stated at historical cost. Amortization is provided for at the following methods and rates which are designed to charge the cost of capital assets to income over their estimated useful lives: Equipment Diminishing balance 20% Equipment under development Diminishing balance 30% Furniture and fixtures Diminishing balance 20% Computer equipment Diminishing balance 30% Leasehold improvements Straight line 20% All costs associated with acquiring, developing and testing the advanced laser projection systems have been capitalized as equipment under development. In the year of acquisition, only one half of the normal amortization is charged to expense. (f) Patents and goodwill arising on consolidation. 'The patents and goodwill representing an amount in excess of the cost of the company's investment in its subsidiaries over the value of net tangible assets acquired is recorded at cost. The cost will be amortized using the straight line method over fifteen years. 3. ACCOUNTS RECEIVABLE AND ECONOMIC DEPENDENCE 'Included in the accounts receivable is the amount of $2,152,434 due from the sole distributor of the company's RGB laser projection system. The distributor has not fully paid the invoice due to manufacturing and installation delays. As the difficulties have been resolved and the company wishes to continue business with the distributor, it has extended credit on these amounts which are to paid in full no later than June 30, 2001. F-7 LIGHT MANAGEMENT GROUP, INC. Page 4 of 8 NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2000 (Unaudited) 4. CAPITAL ASSETS 2000 1999 Accumulated Net Net Cost Amortization Book Value Book Value US$ US$ US$ US$ Equipment 221,608 45,278 176,330 198,355 Equipment under development 1,086,060 194,929 891,131 448,889 Furniture and fixture 13,252 1,742 11,510 2,305 Computer equipment 27,620 5,541 22,079 5,654 Leasehold improveme 85,459 6,648 78,811 842 ---------- ----------- ----------- ----------- 1,433,999 254,138 1,179,861 656,045 ========== =========== =========== ============ 5. INTANGIBLE ASSETS 2000 1999 US$ US$ Goodwill and patents 3,517,704 - Less: accumulated amortization 62,500 - ---------- -------- 3,455,204 - ========== ========= Goodwill of $2,500,000 arises from the consolidation of the accounts of a subsidiary company acquired by issuing 500,000 shares at a deemed price of $5.00 per share. 6. TERM LOAN PAYABLE 2000 1999 US$ US$ The term loan is payable by monthly principal payments of $2,502 (C$3,753) plus interest at prime plus 2.5 137,220 - Less current portion 30,024 - --------- ------- 107,196 - ========= ======= Principal payments due in each of the next five years: 2001 30,024 2002 30,024 2003 30,024 2004 6,634 F-8 LIGHT MANAGEMENT GROUP, INC. Page 5 of 8 NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2000 (Unaudited) 7. SHARE CAPITAL 2000 1999 US$ US$ Authorized - 100,000,000 common shares with $0.02 par value Issued - 16,878,279 common shares 224,345 210,328 ========= ======== Options and rights: see Note 14 - Subsequent Events 8. COMMITMENT TO ISSUE PREFERRED SHARES The company intends to issue 2,766,798 non-redeemable, non-convertible, preferred shares to settle all amounts owed to a corporate shareholder. The preferred shares will carry a cumulative dividend of 6.5 percent, carry voting rights equal to 27,667,980 common shares and shall be non-dilutable. 9. LITIGATION 'Pursuant to a settlement agreement dated March 10, 2000 the company agreed to an amount of $851,159, including related legal costs, which is reported in the statement of operations. 10. RELATED PARTY TRANSACTIONS During the period the company had the following transactions with related parties: 2000 1999 US$ US$ Corporate shareholder: Cash received 3,115,771 145,093 Rent expense 4,044 59,817 Director and Chief Executive Officer of the company: Management salary 226,510 145,833 F-9 LIGHT MANAGEMENT GROUP, INC. Page 6 of 8 NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2000 (Unaudited) 11. COMMITMENTS The company subleases its office and research and development premises from a related company and leases various computer equipment and two automobiles under operating leases. The minimum lease commitment under these operating lease agreements for the next five years are: US$ 2000 6,842 2001 21,665 2002 14,018 2003 10,855 2004 10,855 12. COMPARATIVE FIGURES Certain comparative figures for the year ended December 31, 1999 have been restated to conform with the current period's presentation. 13. FINANCIAL INSTRUMENTS 'The company's financial instruments consist of cash, accounts receivable, accounts payable, loans payable, due to related parties, and a term loan. Unless otherwise noted, it is management's opinion that the company is not exposed to significant interest, currency or credit risk arising from these financial instruments. The fair value of these financial instruments approximate their carrying values, unless otherwise noted. 'The company sells the majority of its equipment through one distributor and in Canadian dollars. The company is exposed to credit and currency risk related to these transactions. 'The company maintains certain bank accounts, and receives advances from a shareholder in Canadian dollars. The company is exposed to currency risk related to these transactions. F-10 LIGHT MANAGEMENT GROUP, INC. Page 7 of 8 NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2000 (Unaudited) 14. SUBSEQUENT EVENTS Subsequent to the period end the company has granted employee incentive options, to its Chief Executive Officer, to purchase common shares of the company, on or before July 5, 2005 as follows: Number of Price per Shares Share 100,000 $0.25 100,000 $0.50 250,000 $1.00 250,000 $1.50 500,000 $2.00 Subsequent to the period end the company has granted common share rights to a related corporation, to purchase common shares of the company, on or before August 1, 2003 as follows: Number of Price per Shares Share 250,000 $2.25 250,000 $2.50 250,000 $2.75 100,000 $3.00 100,000 $3.50 15. UNCERTAINTY DUE TO THE YEAR 2000 ISSUE The Year 2000 Issue arises because many computerized systems use two digits rather than four to identify a year. Date-sensitive systems may recognize the year 2000 as 1900 or some other date, resulting in errors when information using year 2000 dates is processed. In addition, similar problems may arise in some systems which use certain dates in 1999 to represent something other than a date. Although the date has occurred, it is not possible to conclude that all aspects of the Year 2000 Issue that may affect the entity, including those related to customers, suppliers, or other third parties, have been resolved. F-11 LIGHT MANAGEMENT GROUP, INC. Page 8 of 8 NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2000 (Unaudited) 16. DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINC These financial statements have been prepared in accordance with generally accepted accounting principles ("GAAP") in Canada. The principles adopted in these financial statements conform in all material respects to those generally accepted in the United States except as follows: Under Canadian GAAP, new product development costs incurred during each period are capitalized. The accumulated amount is reported on the balance sheet. Under United States GAAP these costs are expensed in each year. F-12 ITEM 2. MANAGEMENT'S DISCUSSION & ANALYSIS OR PLAN OF OPERATION Forward-looking information This quarterly report contains forward-looking statements. For this purpose, any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. These statements relate to future events or to our future financial performance. In some cases, you can identify forward-looking statements by terminology such as "may," "will," "should," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential" or "continue" or the negative of such terms or other comparable terminology. These statements are only predictions. Actual events or results may differ materially. There are a number of factors that could cause the Company's actual results to differ materially from those indicated by such forward-looking statements. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company cannot guarantee future results, levels of activity, performance or achievements. Moreover, the Company does not assume responsibility for the accuracy and completeness of such statements. The Company is under no duty to update any of the forward-looking statements after the date of this report to conform such statements to actual results. General The Company specializes in the development of new applications of optical and light technologies. These technologies use sound waves to focus and direct lasers. For example, one of the Company's proprietary laser projection systems, called the RGB Laser Projection System, produces graphic images in moving three dimensional designs that are utilized to market products on large-scale billboards. This laser system possesses software features which allow images to be manipulated into almost any position, size, or scale in 256 colors. This acousto-optic laser projection system works by a raster imaging process and allows for images to be projected in three dimensional appearance, and to be active and moving across the full screen size. Results of Operations The following discussion sets forth certain financial information regarding the Company's operations. Because the Company first generated revenue from its current operations in September 1999, the Company believes an analysis of results of operations for the quarter ended September 30, 2000 as compared to the quarter ended September 30, 1999, would not provide a meaningful comparison. Therefore, the Company's financial statements, and the following discussion on results of operations set forth financial information as of the three (3) and nine (9) month periods ended September 30, 2000, and as of the year ended December 31, 1999. These figures are based on the consolidated operations of all of the Company's subsidiaries and should be read in conjunction with the audited financial statements and notes thereto included in our annual report on Form 10-KSB for the fiscal year ended December 31, 1999; and should further be read in conjunction with the financial statements included in this report. The Company generated sales of $550,907 and $1,635,045 for the three and nine month periods ended September 30, 2000, respectively. These amounts represent an increase in sales from the $1,061,572 generated for the fiscal year ended September 30, 1999. A corollary to the Company's increased sales is increased expenses, which were $609,596 for the quarter ended September 30, 2000, and $1,756,553 for the nine months ended September 30, 2000. The expenses incurred for the fiscal year ended December 31, 1999, were $870,743. These sales and expenses resulted in the Company's loss for the quarter and nine months ended September 30, 2000, of $349,436 and $1,859,456, respectfully, as compared to the loss for the year ended December 31, 1999, of $104,376. 2 The Company's accounts payable and accrued decreased slightly to $618,522 as of September 30, 2000, as compared to $641,171 as of December 31, 1999. As of September 30, 2000, loans payable had been eliminated from December 31, 1999 balance of $86,401. These decreased balances reflect the Company's goal of reducing debt, especially to its vendors and contractors. Liquidity and Capital Resources The Company's current assets, as of September 30, 2000, totaled $2,379,872, as compared to $1,381,544 as of December 31, 1999. Included in the current assets as of September 30, 2000 are accounts receivable of $2,344,817. The increase is due to the Company's intensified sales efforts. The bulk of this amount, $2,152,434, is due from the sole distributor of the Company's RGB laser projection system, which is to be paid in full on or before June 30, 2001. Capital assets increased to $1,179,861 as of September 30, 2000 compared to $656,045 as of December 31, 1999. This increase is attributable to the Company's increased focus on acquiring and developing equipment for its technologies. The Company's intangible assets increased materially when the Company acquired Exclusive Advertising as a subsidiary. This acquisition brought the Company intangible assets of $3,455,204, whereas as of December 31, 1999, no intangible assets were possessed. These intangible assets include goodwill of $2,500,000, which arose when the Company issued the owners of Exclusive Advertising 500,000 shares of its common stock, valued at $5.00 per share. An additional $955,204 of intangible assets derive from patents owned by the Company's other subsidiary, Laser Show Systems (UK). Total liabilities of $926,439 as of September 30, 2000 remained relatively flat as compared to $872,665 as of December 31, 1999. Shareholder's equity as of September 30, 2000, was $6,088,498, as compared to $6,437,934 as of June 30, 2000, and $1,164,924 as of December 31, 1999. These increases are largely due to issuances of shares in the quarter ended June 30, 2000 related to the Company's settlement of litigation and its acquisitions of Exclusive Advertising and Laser Show Systems (UK). Also in the quarter ended June 30, 2000, the Company agreed to settle a $3.1 million debt to a corporate shareholder in exchange for non-redeemable, non-convertible, preferred shares. PART II - OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K No reports on Form 8-K were filed during the quarter for which this report is filed. The following exhibits are attached hereto. Exhibits marked with an asterisk have been filed previously with the Commission and are incorporated herein by reference. 3.1 * Articles of Incorporation 3.2 * Bylaws. 27 6 Financial Data Schedule for the quarter ended September 30, 2000. 3 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Quarterly Report on Form 10-QSB to be executed on its behalf by the undersigned, hereunto duly authorized. LIGHT MANAGEMENT GROUP, INC. /s/ Donald Iwacha - -------------------- President Dated: November 20, 2000 4 INDEX TO EXHIBITS Exhibits marked with an asterisk have been filed previously with the Commission and are incorporated herein by reference. EXHIBIT PAGE NO. NO. DESCRIPTION - --- --- ----------- 3.1 * Articles of Incorporation 3.2 * Bylaws. 27 6 Financial Data Schedule for the quarter ended September 30, 2000. 5