[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2002 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from ___________ to __________ Commission file number ______________________________ PREVENTION INSURANCE.COM (Exact name of small business issuer as specified in its charter) NEVADA (State of other jurisdiction of (IRS Employer Identification No.) incorporation or organization) 2770 So. Maryland PKWY. #403A, Las Vegas, NV 89109 (Address of principal executive offices) (702) 732 - 2758 (Issuer's telephone number) (Former name, former address and former fiscal year, if changed since last report) APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Check whether the registrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yes [ ] No [ ] PART II--OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS None ITEM 2. CHANGES IN SECURITIES (a) Not applicable. (b) Not applicable. (c) Not applicable. (d) Not applicable. ITEM 3. DEFAULTS UPON SENIOR SECURITIES (a) Not applicable. (b) Not applicable. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS Not applicable. ITEM 5. OTHER INFORMATION None ITEM 6. EXHIBITS AND REPORTS on Form 8-K (a) Not applicable. (b) Not applicable. MANAGEMENT DISCUSSIONS Period May 1, 2002 - April 30, 2003 We have made good progress in completing our marketing plan. We will utilize this plan to start acquiring agencies. We plan to finalize our first acquisitions in this and the next quarter then we will begin to assemble the sales force on a regional basis. We are going to capitalize the company's marketing efforts for two years through a mezzanine round of financing. We have started trading on the NASDAQ Bulletin Board. Our symbol is PVNC. Management Discussion of Operations: Prevention Insurance's primary focus will be to merger with or acquire or enroll as many insurance agencies as possible. Our goal is to merge or enroll a minimum 14 agencies by the end of our fiscal year which is April 30, 2003. Prevention Insurance's cash needs will be covered by the service fees, however, we still intend to raise working capital of $5,000,000 for sufficient working capital on hand to cover any expansion plans. Our plan is to have one year's total operating expenses on hand and for any acquisitions that may require cash as well as stock. Discussion of Financial Condition & Results of Operations: Our condition is at present under capitalized as we had elected not to finalize mergers or membership contracts or receive fees for services from member agencies until we were publicly traded. We have basically been able to pay off all of our payables as agreed. Revenue to date has been provided by our equipment sales division, Quick Pay Co., that is selling ATM machines to retail outlets around the U.S. We have also received a small amount of seed capital ($27,000) from existing shareholders through stock sales. We will also be seeking out venture capital or strategic partners as possible sources of financing. BALANCE SHEET AS OF APRIL 30, 2002 APR 30, '02 -------------- ASSETS CURRENT ASSETS CHECKING/SAVINGS BUSINESS BANK-QUICK PAY 254.25 BUSINESS BANK 289.32 -------------- TOTAL CHECKING/SAVINGS 543.57 -------------- TOTAL CURRENT ASSETS 543.57 -------------- TOTAL ASSETS 543.57 ============== LIABILITIES & EQUITY LIABILITIES CURRENT LIABILITIES ACCOUNTS PAYABLE ACCOUNTS PAYABLE 14,578.77 -------------- TOTAL ACCOUNTS PAYABLE 14,578.77 -------------- TOTAL CURRENT LIABILITIES 14,578.77 -------------- TOTAL LIABILITIES 14,578.77 EQUITY ADDITIONAL PAID IN CAPITAL 3,417,447.78 COMMON STOCK 64,079.46 RETAINED EARNINGS (3,363,569.45) TREASURY STOCK (52,954.10) NET INCOME (79,038.89) -------------- TOTAL EQUITY (14,035.20) -------------- TOTAL LIABILITIES & EQUITY 543.57 ============== PROFIT & LOSS MAY TROUGH JULY 2002 UNAUDITED MAY - JUL '02 -------------- ORDINARY INCOME/EXPENSE INCOME COMMISSION INCOME 18,716.17 -------------- TOTAL INCOME 18,716.17 COST OF GOODS SOLD COST OF GOODS SOLD 4,285.64 -------------- TOTAL COGS 4,285.64 -------------- GROSS PROFIT 14,430.53 EXPENSE OFFICERS COMPENSATION 11,622.82 INTERNET EXPENSE 114.06 CREDIT CARD EXPENSES 1,283.81 CREDIT CARD CHARGES 1,312.90 PRINTING 128.16 OUTSIDE SERVICES 8,478.15 LICENSINSG AND TAXES 360.00 LEGAL FEES 683.60 ACCOUNTING AND BKPNG SVCS 500.00 FINANCIAL SERVICES 234.00 AUTOMOBILE EXPENSE 4,532.70 ADVERTISING-CO-OP 412.50 UTILITIES 143.04 TAXES AND LICENSES 170.86 RENT 1,700.00 PROFESSIONAL SERVICES 5,856.00 POSTAGE 365.67 OFFICE EXPENSE 585.71 BANK CHARGES 987.31 INSURANCE-GENERAL 894.95 DUES AND SUBSCRIPTIONS 14.43 TELEPHONE 1,554.10 -------------- TOTAL EXPENSE 41,934.77 -------------- NET ORDINARY INCOME (27,504.24) OTHER INCOME/EXPENSE OTHER INCOME MISC INCOME-CLOSE A/P ACCT 14,578.77 -------------- TOTAL OTHER INCOME 14,578.77 -------------- NET OTHER INCOME 14,578.77 -------------- NET INCOME (12,925.47) ============== PROFIT & LOSS MAY THROUGH JULY 2001 UNAUDITED MAY - JUL '01 ------------ ORDINARY INCOME/EXPENSE EXPENSE CREDIT CARD EXPENSES 2,167.62 OUTSIDE SERVICES 40.00 LICENSINSG AND TAXES 100.00 LEGAL FEES 375.00 PROFESSIONAL SERVICES 279.00 BANK CHARGES 26.82 COMMISSIONS-SALES 274.08 ------------ TOTAL EXPENSE 3,262.52 ------------ NET ORDINARY INCOME (3,262.52) ------------ NET INCOME (3,262.52) ============ BALANCE SHEET AS OF JULY 31, 2002 UNAUDITED JUL 31, '02 -------------- ASSETS CURRENT ASSETS CHECKING/SAVINGS BUSINESS BANK-QUICK PAY 643.82 BUSINESS BANK (104.49) -------------- TOTAL CHECKING/SAVINGS 539.33 -------------- TOTAL CURRENT ASSETS 539.33 -------------- TOTAL ASSETS 539.33 ============== LIABILITIES & EQUITY EQUITY ADDITIONAL PAID IN CAPITAL 3,417,447.78 COMMON STOCK 91,579.46 RETAINED EARNINGS (3,442,608.34) TREASURY STOCK (52,954.10) NET INCOME (12,925.47) -------------- TOTAL EQUITY 539.33 -------------- TOTAL LIABILITIES & EQUITY 539.33 ============== BALANCE SHEET AS OF JULY 31, 2001 UNAUDITED JUL 31, '01 -------------- ASSETS CURRENT ASSETS CHECKING/SAVINGS BUSINESS BANK (433.46) -------------- TOTAL CHECKING/SAVINGS (433.46) ACCOUNTS RECEIVABLE ACCOUNTS RECEIVABLE 5,427.46 -------------- TOTAL ACCOUNTS RECEIVABLE 5,427.46 OTHER CURRENT ASSETS INTERCO EXPENSES-QUICK PAY 1,750.00 -------------- TOTAL OTHER CURRENT ASSETS 1,750.00 -------------- TOTAL CURRENT ASSETS 6,744.00 OTHER ASSETS 1900 OFFICER SALARY ADVANCE 2,368.17 -------------- TOTAL OTHER ASSETS 2,368.17 -------------- TOTAL ASSETS 9,112.17 ============== LIABILITIES & EQUITY LIABILITIES CURRENT LIABILITIES ACCOUNTS PAYABLE ACCOUNTS PAYABLE 10,458.00 -------------- TOTAL ACCOUNTS PAYABLE 10,458.00 -------------- TOTAL CURRENT LIABILITIES 10,458.00 -------------- TOTAL LIABILITIES 10,458.00 EQUITY ADDITIONAL PAID IN CAPITAL 3,350,015.78 COMMON STOCK 64,511.46 RETAINED EARNINGS (3,359,656.45) TREASURY STOCK (52,954.10) NET INCOME (3,262.52) -------------- TOTAL EQUITY (1,345.83) -------------- TOTAL LIABILITIES & EQUITY 9,112.17 ============== PREVENTION INSURANCE.COM STATEMENT OF CASH FLOWS Quarter Ending July 31, 2002 Cash Flow from Operating Activity Gain from Operations (12,925.00) Adjustment to Reconcile Net Gain to Cash decrease in current liabilities (14,579.00) Increase in Equity 27,500.00 Net Adjustment to reconcile cash Net Change to Cash 12,921.00 Net Change to Cash (4.00) Cash: Beginning of Year @ May 1, 2002 544.00 Add: Net change to Cash (4.00) Cash: End of Quarter @ July 31, 2002 540.00 PREVENTION INSURANCE.COM STATEMENT OF CHANGES IN STOCKHOLDERS EQUITY Quarter Ending July 31, 2002 TOTAL COMMON STOCK TREASURY ADD'TL PAID IN RETAINED STOCKHOLDERS # OF SHARES PAR VALUE STOCK CAPITAL EARNINGS EQUITY --------------------------------------------------------------------------- BALANCE, April 30, 2002 $6,407,951 $64,079 $(52,954) $3,417,448 $(3,442,608) $(14,035) SHARES ISSUED $2,750,000 $27,500 $ 0 NET GAIN,QTR ENDED 7/31/2002 $ (12,925) $(12,925) --------------------------------------------------------------------------- BALANCE, July 31, 2002 $9,157,951 $91,579 $(52,954) $3,417,448 $(3,455,533) $ 540 SIGNATURE PAGE 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. Prevention Insurance.com Date: September 9, 2002 /s/ Scott Goldsmith - --------------------------------------- Name: Scott Goldsmith Title: President