SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2002. [ ] Transition report under Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to . ------------ -------------- Commission file number: 0-29325 ------- ALEXANDRIA HOLDINGS, INC. ------------------------- (Exact name of small business issuer as specified in its charter) Nevada 87-0643633 ------ ---------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1403 East 900 South, Salt Lake City, Utah 84105 ----------------------------------------------- (Address of principal executive office) (Zip Code) (801) 582-9609 -------------- (Issuer's telephone number) 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 XX No The number of outstanding shares of the issuer's common stock, $0.001 par value (the only class of voting stock), as of July 16, was 6,562,500. TABLE OF CONTENTS PART I ITEM 1. FINANCIAL STATEMENTS.....................................................................................3 Unaudited Balance Sheet as of June 30, 2002.......................................................................4 Unaudited Statement of Operations for the three and six months ended June 30, 2002 and 2001 and the period since Date of Inception to June 30, 2002...........................................................5 Unaudited Statement of Cash Flows for the six months ended June 30, 2002 and 2001 and the period since Date of Inception to June 30, 2002...................................................................7 Notes to Unaudited Financial Statements...........................................................................8 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION................................................9 PART II ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.........................................................................9 SIGNATURES.......................................................................................................10 INDEX TO EXHIBITS................................................................................................11 [THIS SPACE HAS BEEN INTENTIONALLY LEFT BLANK] 2 PART I ITEM 1. FINANCIAL STATEMENTS As used herein, the term "Company" refers to Alexandria Holdings, Inc., a Nevada corporation unless otherwise indicated. Unaudited interim financial statements including a balance sheet for the Company as of June 30, 2002, statement of operations, and statement of cash flows for the interim period up to the date of such balance sheet and comparable periods of the preceding year, and the period since inception are attached hereto as Pages 4 through 7 and are incorporated herein by this reference. [THIS SPACE HAS BEEN LEFT BLANK INTENTIONALLY] 3 Alexandria Holdings, Inc. (A Developmental Stage Company) Unaudited Balance Sheet As of June 30, 2002 June 30, 2002 (unaudited) ----------------------- ASSETS Current Assets - cash $ 66 ----------------------- Total Current Assets 66 ----------------------- LIABILITIES AND STOCK HOLDERS' EQUITY Current Liabilities: Accounts Payable 6,084 Accounts Payable / Related Parties 2,500 ----------------------- Total Current Liabilities 8,584 Stockholders' Deficit Preferred stock ($.001 par value), 5,000,000 shares authorized; no shares issued and outstanding Common stock ($.001 par value) 45,000,000 shares authorized; 6,562,500 shares issued and outstanding June 30, 2002 6,563 Additional paid in capital 2,799 Accumulated Deficit (17,880) ----------------------- Total stockholders' deficit (8,518) ----------------------- TOTAL LIABILITIES AND EQUITY $ 66 ----------------------- ----------------------- The accompanying notes are an integral part of these financial statements 4 Alexandria Holdings, Inc. (A Developmental Stage Company) Unaudited Statements of Operations For The Three Months Ended June 30, 2002 and June 30, 2001 and For the period of Inception (December 7, 1999) to June 30, 2002 Three Three Months Months December 7, 1999 Ended Ended (inception) to June 30, 2002 June 30, 2001 June 30, 2002 --------------------- ----------------- --------------------- Revenues $ - $ - $ - General and Administrative Costs 504 2,581 17,880 --------------------- ----------------- --------------------- (504) (2,581) (17,880) Income Tax Expense - - - --------------------- ----------------- --------------------- Net Loss (504) (2,581) (17,880) --------------------- ----------------- --------------------- Loss per common share-basic and diluted $ - $ - $ - --------------------- ----------------- --------------------- Weighted average common shares basic and diluted 6,562,500 6,563,000 --------------------- ----------------- --------------------- The accompanying notes are an integral part of these financial statements 5 Alexandria Holdings, Inc. (A Developmental Stage Company) Unaudited Statements of Operations For The Six Months Ended June 30, 2002 and 2001 Six Months Six Months Ended Ended June 30, 2002 June 30, 2001 ---------------------- -------------------- Revenues $ - $ - General and Administrative Costs 3,062 (2,848) ---------------------- -------------------- Net Loss (3,062) (2,848) ---------------------- -------------------- Loss per common share-basic and diluted $ - $ - ---------------------- -------------------- Weighted average common shares basic and diluted 6,562,500 6,563,000 ---------------------- -------------------- The accompanying notes are an integral part of these financial statements 6 Alexandria Holdings, Inc. (A Developmental Stage Company) Unaudited Statements of Cash Flows For The Six Months Ended June 30, 2002 and June 30, 2001 and For the period of Inception (December 7, 1999 to June 30, 2002 Six Months Six Months December 7, Ended Ended 1999 June 30, June 30, (inception) to 2002 2001 June 30, 2002 --------------- ---------------- ------------------- CASH FLOW FROM OPERATING ACTIVITIES Net Income $ (3,062) $ (2,848) $ (17,880) Adjustments to reconcile Net Income to Net Cash provided by (used in) operations: Stock compensation expense - - 5,007 Increase (decrease) in accounts payable/accrued expenses 3,032 (570) 6,084 --------------- ---------------- ------------------- Net cash provided by (used in) Operating Activities (30) (3,418) (6,789) CASH FLOWS FROM INVESTING ACTIVITIES - - - --------------- ---------------- ------------------- CASH FLOW FROM FINANCING ACTIVITIES Increase in related party receivable - - 2,500 Decrease in stock subscription receivable - - 445 Issuance of Common Stock - 3,000 3,910 --------------- ---------------- ------------------- Net cash provided by (used in) Financing Activities - 3,000 6,855 NET CASH INCREASE (DECREASE) $ (30) $ (418) $ 66 CASH, BEGINNING OF PERIOD 96 547 CASH, END OF PERIOD $ 66 $ 129 $ 66 --------------- ---------------- ------------------- The accompanying notes are an integral part of these financial statements 7 ALEXANDRIA HOLDINGS, INC NOTES TO CONSOLIDATED UNAUDITED FINANCIAL STATEMENTS June 30, 2002 1. Basis of Presentation The accompanying unaudited condensed financial statements have been prepared by management in accordance with the instructions in Form 10-QSB and, therefore, do not include all information and footnotes required by generally accepted accounting principles and should, therefore, be read in conjunction with the Company's Form 10-KSB for the year ended December 31, 2001, filed with the Securities and Exchange Commission. These statements do include all normal recurring adjustments which the Company believes necessary for a fair presentation of the statements. The interim operations results are not necessarily indicative of the results for the full year ended December 31, 2002. 2. Additional footnotes included by reference Except as indicated in Notes above, there have been no other material changes in the information disclosed in the notes to the financial statements included in the Company's Form 10-KSB for the year ended December 31, 2001, filed with the Securities and Exchange Commission. Therefore, those footnotes are included herein by reference. 8 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION Plan of Operations The Company's plan of operation for the coming year is to identify and acquire a favorable business opportunity. The Company does not plan to limit its options to any particular industry, but will evaluate each opportunity on its merits. The Company anticipates that its owners, affiliates, and consultants will provide it with sufficient capital to continue operations until the end of the current fiscal year, but there can be no assurance that this expectation will be fully realized. The Company does not expect to generate any meaningful revenue or incur operating expenses unless and until it acquires an interest in an operating company. PART II ITEM 2. RECENT SALES OF UNREGISTERED SECURITIES None. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits Exhibits required to be attached by Item 601 of Regulation S-B are listed in the Index to Exhibits on page 10 of this Form 10-QSB, and are incorporated herein by this reference. (b) Reports on Form 8-K. No reports on Form 8-K were filed during the ------------------- period covered by this Form 10-QSB. 9 SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, hereunto duly authorized, this 18th day of July, 2002. ALEXANDRIA HOLDINGS, INC. /s/ Ruairidh Campbell July 18, 2002 - ----------------------------------------------------------------------- Ruairidh Campbell Date President, Chief Financial Officer, and Director 10 INDEX TO EXHIBITS EXHIBIT PAGE NO. NO. DESCRIPTION 3(i) * Articles of Incorporation of the Company (incorporated herein by reference from Exhibit No. 3(i) of the Company's Form 10-SB as filed with the Securities and Exchange Commission on February 3, 2000). 3(ii) * Bylaws of the Company, (incorporated herein by reference from Exhibit 3(ii) of the Company's Form 10-SB as filed with the Securities and Exchange Commission on February 3, 2000). 11