UNITED STATES 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 June 30, 2001
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _____________ to _______________.
Commission File Number: 0-27256
-------
ONLINE GAMING SYSTEMS, LTD.
(Exact name of small business issuer as specified in its charter)
DELAWARE 65-0512785
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification number)
3225 McLeod Drive 1st Floor, Las Vegas, Nevada 89121
(Address of principal executive offices)
Registrant's telephone no., including area code: (702) 836-3042
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15 (d) of the Securities Exchange Act of 1934 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 [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date.
Class Outstanding as of August 14 , 2001
----------------------------- -----------------------------------
Common Stock, $.001 par value 34,296,268
Page 1 of 15 Pages
TABLE OF CONTENTS
Heading Page
- ------- ----
PART 1. - FINANCIAL INFORMATION
Item 1. Financial Statements.......................................... 3
Consolidated Balance Sheet - June 30, 2001 (Unaudited)........ 4-5
Consolidated Statement of Operations - Six Months Ended
June 30, 2001 (Unaudited)..................................... 6
Consolidated Statement of Cash Flows - Three Months ended
June 30, 2001 (Unaudited) .................................... 7
Consolidated Statement of Cash Flows - Six Months ended
June 30, 2001 (Unaudited)..................................... 8
Notes to Consolidated Financial Statements (Unaudited)........ 9-11
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations..................................... 12-13
PART II. - OTHER INFORMATION
Item 1. Legal Proceedings ............................................ 14
Item 2. Changes In Securities......................................... 15
Item 3. Defaults Upon Senior Securities............................... 15
Item 4. Submission of Matters to a Vote of Securities Holders ........ 15
Item 5. Other Information ............................................ 15
Item 6. Exhibits and Reports on Form 8-K.............................. 15
Signatures.................................................... 15
Page 2 of 15 Pages
PART 1
Item 1. Financial Statements
The following unaudited financial Statements for the period ended June
30, 2001, have been prepared by Online Gaming Systems, Ltd. (the
"Company") and Subsidiaries.
ONLINE GAMING SYSTEMS, LTD. AND SUBSIDIARIES
Financial Statements
June 30, 2001
Page 3 of 15 Pages
ONLINE GAMING SYSTEMS, LTD. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET (UNAUDITED)
AS OF JUNE 30, 2001
Assets:
Current Assets:
Cash $ 5,880
Other Current Assets 20,855
-----------
Total Current Assets 26,735
-----------
Property and Equipment - Net 236,308
Equipment under Capitalized Lease - Net 96,205
Other Assets 272,536
-----------
Total Assets $ 631,784
===========
The Accompanying Notes are an Integral Part of these Consolidated Financial
Statements.
Page 4 of 15 Pages
ONLINE GAMING SYSTEMS, LTD. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET (UNAUDITED)
AS OF JUNE 30, 2001
Liabilities and Stockholders' Equity:
Current Liabilities:
Accounts Payable and Accrued Expenses $ 688,579
Notes Payable - Officers 206,104
Note Payable 151,268
Convertible Notes Payable - Related Party 5,189,907
Current Portion of Capital Lease Obligations 89,785
-------------
Total Current Liabilities 6,325,643
Capital Lease Obligations 1,423
Commitment and Contingencies --
-------------
Total Liabilities 6,327,066
Stockholders' Equity:
Convertible Preferred Stock --Par Value $.001 Per Share;
Authorized 10,000,000 Shares, None Issue or Outstanding --
Common Stock - Par Value $.001 Per Share;
Authorized 100,000,000 Shares, Issued - 34,004,602 Shares 34,004
Additional Paid-in Capital 15,043,706
Treasury Stock, 811,767 Common Shares - At Cost (1,730,485)
Accumulated [Deficit] (19,042,507)
-------------
Total Stockholders' Equity (5,695,282)
-------------
Total Liabilities and Stockholders' Equity $ 631,784
=============
The Accompanying Notes are an Integral Part of these Consolidated Financial
Statements.
Page 5 of 15 Pages
ONLINE GAMING SYSTEMS, LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
Three Months ended Six Months ended
June 30, June 30,
------------------------------ ------------------------------
2001 2000 2001 2000
------------- ------------- ------------- -------------
Revenue $ 272,033 $ 611,596 $ 497,138 $ 1,927,085
Cost of Sales 8,084 36,802 17,141 145,985
------------- ------------- ------------- -------------
Gross Profit 263,949 574,794 479,997 1,781,100
------------- ------------- ------------- -------------
Operating Expenses:
General and Administrative 1,140,288 949,236 1,882,724 2,245,522
Depreciation and Amortization 65,753 58,763 125,735 95,281
------------- ------------- ------------- -------------
Total Operating Expenses 1,206,041 1,007,999 2,008,459 2,340,803
------------- ------------- ------------- -------------
[Loss] from Operations (942,092) (433,205) (1,528,462) (559,703)
------------- ------------- ------------- -------------
Other [Expenses] Income:
Interest Expense (156,187) (12,140) (286,982) (21,491)
Settlement of debt (200,000) (200,000)
Other Income [Expense] (78,500) (1,200,000) (358) (1,200,000)
------------- ------------- ------------- -------------
Other [Expenses] Income - Net (434,687) (1,212,140) (487,340) (1,221,491)
------------- ------------- ------------- -------------
[Loss] from Operations Before
Income Tax [Benefit] Expense (1,376,779) (1,645,345) (2,015,802) (1,781,194)
Income Tax [Benefit] Expense -- -- -- --
------------- ------------- ------------- -------------
[Loss] from Operations (1,376,779) (1,645,345) (2,015,802) (1,781,194)
------------- ------------- ------------- -------------
Net [Loss] (1,376,779) (1,645,345) (2,015,802) (1,781,194)
Comprehensive Gain:
Unrealized Holding [Loss]
arising during period -- (132,500) -- (132,500)
------------- ------------- ------------- -------------
Total Comprehensive [Loss] $ (1,376,779) $ (1,778,845) $ (2,015,802) $ (1,913,694)
============= ============= ============= =============
Net [Loss] $ (1,376,779) $ (1,645,345) $ (2,015,802) $ (1,781,194)
Preferred Stock Dividend in Arrears 11,250 12,500 22,500 25,000
------------- ------------- ------------- -------------
Net [Loss] Available to
Common Stockholders $ (1,388,029) $ (1,657,845) $ (2,038,302) $ (1,806,194)
------------- ------------- ------------- -------------
Basic and Diluted Net [Loss] Income
Per Share of Common Stock $ (0.07) $ (0.12) $ (0.12) $ (0.13)
Weighted Average Shares of Common
Stock Outstanding-Basic and Diluted 18,666,227 14,096,360 16,811,076 14,003,112
The Accompanying Notes are an Integral Part of these Consolidated Financial
Statements.
Page 6 of 15 Pages
ONLINE GAMING SYSTEMS, LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Three Months Ended
June 30,
------------------------------
2001 2000
------------- -------------
Operating Activities:
[Loss] Income from Continuing Operations $ (1,376,779) $ (1,645,345)
Adjustments to Reconcile Net [Loss] Income to
Net Cash [Used for] Operating Activities:
Depreciation and Amortization 65,753 58,763
Issuance of Common Stock in exchange for cancellation of indebtness 200,000 --
Regulated Loss on Carrying Value of Investments 1,200,000
Changes in Assets and Liabilities:
[Increase] Decrease in:
Prepaid Expenses -- (644)
Other Assets (12,500) (12,231)
Increase [Decrease] in:
Accounts Payable and Accrued Expenses (115,825) (43,263)
------------- -------------
Net Cash - Continuing Operations (1,239,351) (442,720)
------------- -------------
Financing Activities - Continued Operations:
Increase in Loan Payable to Officer 18,754 16,000
Proceeds from Note Payable - Related Party 990,000 450,000
Payment of Note Payable (138,000)
Payment of Lease Payable (43,886) (20,118)
------------- -------------
Net Cash - Financing Activities 826,868 445,882
------------- -------------
[Decrease] Increase in Cash and Cash Equivalents (412,483) 3,162
Cash and Cash Equivalents - Beginning of Period 418,363 81,387
------------- -------------
Cash and Cash Equivalents - End of Period $ 5,880 $ 84,549
============= =============
Supplemental Disclosures of Cash Flow Information:
Cash paid during the years for:
Interest $ 12,687 $ 12,141
Supplemental Schedule of Non-Cash Investing and Financing Activities:
Issuance of 225,000 common stock in exchange for cancellation of indebtness
Conversion of preferred stock into common stock $ 18,610 $ --
The Accompanying Notes are an Integral Part of these Consolidated Financial
Statements.
Page 7 of 15 Pages
ONLINE GAMING SYSTEMS, LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Six Months Ended
June 30,
------------------------------
2001 2000
------------- -------------
Operating Activities:
[Loss] Income from Continuing Operations $ (2,015,802) $ (1,781,194)
Adjustments to Reconcile Net [Loss] Income to
Net Cash [Used for] Operating Activities:
Depreciation and Amortization 125,735 95,281
Issuance of common stock in exchange for cancellation of indebtedness 200,000 --
Realized Loss on Carrying Value of Investments -- 1,200,000
Changes in Assets and Liabilities:
[Increase] Decrease in:
Prepaid Expenses -- 5,190
Other Assets (11,846) (18,116)
Increase [Decrease] in:
Accounts Payable and Accrued Expenses (475,627) 14,959
------------- -------------
Net Cash - Continuing Operations (2,177,540) (483,880)
------------- -------------
Investing Activities - Continuing Operations:
Purchase of Property, Equipment, and Capitalized Software -- (22,338)
Purchase of Patents and Licenses (125,000) --
------------- -------------
Net Cash - Investing Activities - Continuing Operations - $ (125,000) $ (22,338)
------------- -------------
Financing Activities - Continuing Operations:
Proceeds from Issuance of Common Stock -- 250,000
Proceeds from sale of Treasury Stock 14,062 --
Increase in Loan Payable to Officer 83,754 112,350
Proceeds from Note Payable - Related Party 2,293,642 --
Proceeds from Note Payable 125,000 --
Payment of Notes Payable (182,500) (5,850)
Payment of Lease Payable (58,467) (41,858)
Proceeds from Short Term Borrowings -- 450,000
------------- -------------
Net Cash - Financing Activities 2,275,491 764,642
------------- -------------
Net Increase [Decrease] in Cash and Cash Equivalents (27,049) 258,424
Cash and Cash Equivalents - Beginning of Period 32,929 (173,875)
------------- -------------
Cash and Cash Equivalents - End of Period $ 5,880 $ 84,549
============= =============
Supplemental Disclosures of Cash Flow Information:
Cash paid during the years for:
Interest $ 17,482 $ 21,491
Supplemental Schedule of Non-Cash Investing and Financing Activities:
Conversion of Preferred Stock into Common Stock $ 19,110 $ 455
Issuance of 225,000 common stock in exchange for cancellation of indebtedness
The Accompanying Notes are an Integral Part of these Consolidated Financial
Statements.
Page 8 of 15 Pages
ONLINE GAMIING SYSTEMS, LTD. AND SUBSIDIARIES
Notes to Consolidated Financial Statements (Unaudited)
June 30, 2001
Note 1 - Basis of Preparation
--------------------
The accompanying unaudited interim financial statements include all
adjustments (consisting only of those of a normal recurring nature)
necessary for a fair statement of the results for the interim periods.
The results of operations for the six-month period ended June 30, 2001,
are not necessarily indicative of the results of operations to be
reported for the full year ending December 31, 2001. These statements
should be read in conjunction with the summary of significant
accounting policies and notes contained in the corporation's annual
report on form 10-K for the year ended December 31, 2000.
Note 2 - Major Customers
---------------
Income fees derived from customers are evenly concentrated amongst
numerous customers.
Note 3 - Convertible Note Payable - Related Party
----------------------------------------
The Company's operating shortfalls have largely been funded via its
largest shareholder, Hosken Consolidated Investment Limited (HCI). HCI
is a South Africa - based investment holding company that focuses its
activities in telecommunications and information technology, media and
broadcasting, interactive gaming and entertainment and financial
services. During 2000, HCI funded the Company $2,335,000 in the form of
convertible notes. These notes bear an interest rate of 12 percent,
have a maturity date of December 31, 2000 and are collateralized by
substantially all of the assets of the Company . At December 31, 2000
the company had not repaid the outstanding principal balance and
interest and was in technical default of the note payable agreement.
HCI has informed the Company that it plans to convert the notes into
equity at a future date, at a price to be determined.
During the first quarter of 2001, HCI advanced the Company $1,303,042
in convertible notes and funds, and has stated its intent on continuing
the funding of the Company through the balance of the year. During the
second quarter of 2001, HCI advanced the company $ 990,000 in
convertible notes.
Subsequent to the second quarter of 2001, HCI has advanced the Company
about $995,000 in convertible notes and funds.
Page 9 of 15 Pages
Note 4 - Capital Stock
-------------
During fiscal 2000, the Company issued 375,000 shares of its common
stock in connection for consulting services rendered in obtaining and
negotiating convertible debt financing. The value of the 375,000 shares
was based on the market value per common share of approximately $2.00
at the date of issuance. Accordingly, the Company recorded an expense
of $750,000 for the year ended December 31, 2000 associated with these
consulting services.
In February 2000, the Company issued 100,000 shares of its common stock
in exchange for a $150,000 investment [fair value of common stock at
date of issuance] from an individual investor.
In March 2000, the Company issued 100,000 shares of its common stock in
connection with a $100,000 borrowing obtained from a customer of the
Company. The fair value of the common stock issued was approximately
$100,000.
In April 2000, the Company issued 25,000 shares of its common stock in
exchange for consulting services which has been recorded as a $ 25,000
expense in fiscal 2000.
In the first quarter 2001 the Company issued 500,000 shares of its
common stock to the Shaar fund to repurchase outstanding preferred
stock.
During the second quarter of 2001, the Company issued 225,000 shares of
common stock in satisfaction of indebtedness to Wayne Newton, who was
previously employed as a promotional consultant by the Company.
During the second quarter of 2001 HCI converted its 9,000 shares of
preferred to common stock, under formula as provided in the Convertible
Preferred Stock Sales Agreement. The preferred stock converted to
18,610,422 of common stock, which was issued to affiliates of HCI. HCI
and its affiliates own 21,799,857 shares, or about 64 percent of the
outstanding stock of the Company. The Company has now retired all of
its preferred stock.
Note 5 - Per Share Data
--------------
Per share basic data are based on the weighted average number of common
shares outstanding during the respective periods. The diluted net
income per share is based upon the common stock outstanding during the
period and the effect of all dilutive potential common shares
outstanding. The computation of diluted earnings per share does not
assume conversion, exercise or contingent issuance of securities that
would have an antidilutive effect on earnings per share.
Page 10 of 15 Pages
Note 6 - Business Agreements
-------------------
On January 2000, the company entered into an exclusive agreement with
Inter Global Fund for the worldwide rights for the sale of its products
to Internet based casinos not attached to a land based casino. This
agreement was terminated during 2000.
On March 30, 2001 the Company executed a formal agreement with
Australian On-Line Casino Ltd. (AOC) and Casino Australia On-Line Pty
Ltd (CAO), its subsidiary for the licensing and distribution of our
products. AOC holds an online casino and bookmaking license from the
Australian Territory of Norfolk Island. AOC is seeking to establish
itself as a global marketer and supplier of Internet gaming services.
Generally, the Company granted to AOC an exclusive license to
distribute our software products in the Asia Pacific region, and
non-exclusive rights to distribute other products. To retain this
exclusivity in this territory, AOC must meet minimum sales thresholds,
at recommended sales prices approved by us. We obtained certain
non-exclusive rights to distribute new products that CAO creates.
The agreement calls for $250,000 in cash, plus ongoing royalties
associated with sales revenue, service revenue and hosting revenue.
Additionally, the Company will receive an option for 5,000,000 shares
of AOC stock. AOC is planning a 50,000,000 share offering to raise
$10,000,000 (Australian).
The transaction is subject to a number of conditions, including the
successful public offering of AOC, and the certification of our ICE
software by the appropriate Australian authority. The transaction is
expected to be completed during the third or fourth quarter of this
year.
During the second quarter of 2001 the Company announced its joint
venture with Station Casinos, Inc., formed to develop the technology
for the remote play "eSlot" product which is licensed to Gamecast Live,
a Station Casinos subsidiary. In exchange for a 22.5 percent interest
in the joint venture, the Company is contributing certain assets,
including intellectual property and services.
Note 7 - Subsequent Events
-----------------
In July 2001, the Company reached agreement with Actrade Capital, Inc.
for an amount of $75,000 in exchange for a remaining loan balance of
$113,000. During the second quarter of 2001, the Company received
notice of a judgement awarded to the plaintiff in the amount of
$139,062.
During the third quarter of 2001, certain executive management
personnel purchased a total of 291,666 shares of common stock from the
Company at a price of $.06 per share.
Page 11 of 15 Pages
ONLINE GAMING SYSTEMS, LTD. AND SUBSIDIARIES
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
-------------
Result of Operations
--------------------
Three Months Ended June 30, 2001 and 2000
-----------------------------------------
Net Revenues. The Company's revenues decreased approximately 55% in
2001 over the same period in 2000. Revenues from operations in the
second quarter 2001 were $272,033 as compared with $611,596 for the
same period in 2000. The decrease in revenues was the result of fewer
sales of its products during the quarter, and the installment nature of
the sales. We believe that the market for our products is evolving to
established land-based gaming operators, many of whom are waiting for
the legal and regulatory environment to become more clear.
Additionally, the moratorium imposed by the government of Australia on
new casino licenses may have also adversely impacted sales of our
products.
Operating Expenses. Operating expenses increased by 20% or $198,042 in
the second quarter 2001 over the same period in 2000. The increase was
largely due to the Company allocating additional resources to product
development, with consideration to the evolving market described above.
Other Expenses. Other expenses decreased by 64 percent, or $777,453 in
the second quarter of 2001 compared to the prior year quarter. Included
in other expense is a settlement of a $200,000 prior debt. 225,000
shares of the company common stock was issued in exchange for
cancellation of the debt. Also included in other expense is a refund of
$78,500 to a customer for a prior sale. In 2000, other expense included
the writeoff of an investment from a sale of a former subsidiary.
Six Months Ended June 30, 2001 and 2000
---------------------------------------
Net Revenues. The Company's revenues decreased approximately 74% in
2001 over the same period in 2000. Revenues from operations for the six
months ended June 30, 2001 were $497,138, as compared with $1,927,085
for the same period in 2000. The decrease in revenues was attributable
to a significant decrease in sales of our software products. Most of
the revenue during the first six months of 2001 emanated from recurring
software royalty fees, and the initial order for our gaming devices.
During the first six months of 2000, most of the revenue emanated from
the sales of our software products. The moratorium imposed on new
Internet casinos in Australia during 2000 partially accounted for the
decrease in sales.
Page 12 of 15 Pages
We believe that future revenue will likely emanate more from
traditional land-based gaming operators who are entering the Internet
Gaming business, as opposed to the Internet gaming companies who have
been the major customers over the past few years. Many of the
land-based operators appear to be taking a cautious approach upon
entering the Internet gaming market, waiting for the legal and
regulatory framework to become apparent. Accordingly, we expect fewer
sales of our software products for the foreseeable future, but to more
significant customers demand robust, managed solutions.
Operating Expenses. Operating expenses decreased by 14% or $332,334 for
the six months ended June 30, 2001 over the same period in 2000. The
decrease was largely due to cost cutting efforts, decreased support
staffing and the Company relocating and consolidating certain of its
operations to Las Vegas during the third quarter of 2000. These
decreases were partially offset by additional resources allocated to
further development of our software products.
Other Income. Included in other income is a final settlement of an
amount owed to a advertising vendor for services rendered. The amount
paid was $112,500 in full and final settlement of a total amount owing
of $190,912. The Company has taken a more aggressive posture in
managing and resolving its accounts payable, and anticipates future
settlements on past outstanding amounts.
Other Expense. Included in other expense is a settlement of a $200,000
prior debt. During the second quarter of 2001, the Company issued
225,000 shares of common stock in exchange for cancellation of the
debt. Also included in other expense is a partial refund of $78,500 to
a customer for a prior sale made in 2000.
Liquidity and Capital Resources
-------------------------------
Cash and cash equivalents totaled $5,880 at June 30, 2001 compared to
$614,459 at June 30, 2000. The decrease in cash and cash equivalents
was due primarily to negative cash flow from operations. Management
believes that cash generated from future operations and continuing
participation of HCI will be sufficient to satisfy the Company's
current anticipated cash requirements.
The matters discussed in Management's Discussion and Analysis and
throughout this report that are forward-looking statements are based on
current management expectations that involve risk and uncertainties.
Potential risks and uncertainties include, without limitation; the
impact of economic conditions generally and in the industry for
Internet gaming products and services; dependence on key customers;
continued competitive and pricing pressures in the industry;
open-sourcing of products; rapid product improvement and technological
change; capital and financing availability; and other risks set forth
herein.
Page 13 of 15 Pages
ONLINE GAMING SYSTEMS, LTD. AND SUBSIDIARIES
PART II
Item 1. Legal Proceedings
During the first quarter of 2001, we reached mutually satisfactory
resolutions involving litigation with Kelley and Kelley Advertising,
Inc. and Olshan Grundman Frome Rosenzweig & Wolosky LLP.
During the second quarter of 2001, we reached mutually satisfactory
resolutions involving litigation with Keane, Inc. and Wayne Newton. To
settle the action with Newton, we issued 225,000 shares of common
stock.
The Company recently received notice of a judgement in favor of Actrade
Capital Inc., in the amount of $139,062. This judgement was handed down
in March of 2000, and relates to a company payable for a trade
acceptance draft. Subsequent to the second quarter of 2001, the Company
reached a mutually satisfactory arrangement with the plaintiff on this
matter.
During the second quarter of 2001, the Company engaged in mediation
proceedings with Home Broadband Network, Inc. During 1998, we acquired
the assets of Axxsys International in exchange for 200,000 shares of
stock. Axxsys and its affiliates filed suit subsequently against
Atlantic International Entertainment seeking injunctive relief based on
numerous allegations, the essence of which was that the 200,000 shares
of Atlantic common stock was not adequate consideration for the
transfer of the Axxsys assets. Axxsys now does business as Home
Broadband Network. The Company was formerly Atlantic International
Entertainment. The mediation effort was not successful, and a non-jury
trial will be scheduled sometime between August 27 and October 5 of
this year.
The Company has sued a former employee (Cobrero) for failure to perform
duties and for inducing the Company to pay him for software he did not
deliver. The employee has countersued, seeking approximately $30,000 in
medical expenses, with the Company failing to provide "COBRA" notice.
This case will be scheduled for a non-jury trial during the first
quarter of 2002.
During the second quarter of 2001 a former employee (Iamunno)
threatened to bring suit against the Company for repayment of loans
totaling about $134,000, as provided for in his termination letter with
the Company. The petitioner also asserts he is owed monies regarding a
previous acquisition made by the Company. The Company has
counter-demanded set-off expenses, and damages related to his conduct
during and after his employment with the Company. The arbitration is
schedule for August 21, 2001.
The Company is involved in various other legal proceedings that arise
in the normal course of business. We could incur significant legal fees
in connection with these matters but based on currently available
Page 14 of 15 Pages
information, the resolutions of these cases is not likely to have a
material adverse effect on our business, financial position or future
results of operations.
Item 2. Changes in Securities
This Item is not applicable to the Company.
Item 3. Defaults upon Senior Securities
This Item is not applicable to the Company.
Item 4. Submission of Matters to a Vote of Security Holders
This Item is not applicable to the Company.
Item 5. Other Information
This Item is not applicable to the Company.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
(b) Form 8-K - July 7, 1999
In accordance with the requirements of the Securities Exchange Act of
1934, the Registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Online Gaming Systems, Ltd.
Date: August 14, 2001 By: /s/ GARY RAMOS
---------------------------------
(Signature)
Gary Ramos
President/Chief Executive Officer
By: /s/ LAWRENCE P. TOMBARI
---------------------------------
(Signature)
Lawrence P. Tombari
Chief Financial Officer
Page 15 of 15 Pages