SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2000 Commission file number 000-26539 ACCESS NETWORK CORPORATION ________________________________________________________________ (Exact name of small business issuer as specified in its charter) Nevada 88-0409450 ____________________________ ________________________________ (State or other jurisdiction of (IRS Employer Identification Number) incorporation or organization 2995 El Camino Road, Las Vegas, Nevada 89146 ________________________________________________ _____________ (Address of principal executive offices) (Zip Code) (702) 251-3211 ________________________________________________ (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 Securities Exchange Act of 1934 during the past 12 months (or for such shorter period that the registrant was required to file such reports) Yes [XX] No [ ], and (2) has been subject to such filing requirements for the past 90 days. Yes [XX] 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: As of the date hereof, the issuer had outstanding 601,200 shares of its Common Stock, $0.001 par value. 1 PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS. The unaudited financial statements of Access Network Corporation, a Nevada corporation (the "Company"), as of June 30, 2000 were prepared by Management and commence on the following page. In the opinion of Management the financial statements fairly present the financial condition of the Company. ACCESS NETWORK CORPORATION (A DEVELOPMENT STAGE COMPANY) FINANCIAL STATEMENTS JUNE 30, 2000, AND JUNE 30, 1999 2 TABLE OF CONTENTS Page Number Balance Sheets ......................................................F2 Statements of Operations and Deficit Accumulated During the Development Stage.............................F3 Statement of Changes in Stockholders' Equity ........................F4 Statements of Cash Flows.............................................F5 Notes to the Financial Statements....................................F6-7 F1 3 ACCESS NETWORK CORPORATION (A DEVELOPMENT STAGE COMPANY) BALANCE SHEETS June 30, June 30, 2000 1999 ------------- ------------- ASSETS Cash $ 23,854 $ 44,865 Accounts receivable 215 220 Inventory 5,465 201 Prepaid expenses 409 0 Deposits 109 109 ------------- ------------- Total Assets $ 30,052 $ 45,395 ============= ============= LIABILITIES & STOCKHOLDERS' EQUITY Accounts payable $ 0 $ 0 ------------- ------------- Total Liabilities 0 0 Stockholders' Equity Common stock, authorized 25,000,000 shares at $.001 par value, issued and outstanding 601,200 shares and 401,200 shares, respectively 601 401 Additional paid-in capital 46,835 46,835 Income (deficit) accumulated during the development stage (17,384) (1,841) ------------- ------------- Total Stockholders' Equity 30,052 45,395 Total Liabilities and Stockholders' Equity $ 30,052 $ 45,395 ============= ============= The accompanying notes are an integral part of these financial statements. - F2 - 4 ACCESS NETWORK CORPORATION (A DEVELOPMENT STAGE COMPANY) STATEMENTS OF OPERATIONS AND DEFICIT ACCUMULATED DURING THE DEVELOPMENT STAGE Inception For the three For the three For the six For the six Sept. 8, 1998 months ended months ended months ended months ended to June June 30, 2000 June 30, 1999 June 30, 2000 June 30, 1999 30, 2000 -------------- -------------- ------------- ------------- -------------- Sales $ 0 $ 0 $ 0 $ 0 $ 20,445 Cost of sales 0 0 0 0 17,823 Gross margin 0 0 0 0 2,622 -------------- -------------- ------------- ------------- -------------- Expenses Organizational expense 0 0 0 0 185 Advertising 0 0 0 0 351 Consulting 1,500 1,500 3,000 3,000 9,100 Licenses and fees 60 103 68 103 747 Office expenses 0 0 0 0 535 Professional fees 1,727 0 4,179 0 7,579 Rent 245 0 490 0 572 Travel 0 0 0 0 737 Bonus stock 200 0 200 0 200 -------------- -------------- ------------- ------------- -------------- Total expenses 3,732 1,603 7,937 3,103 20,006 Net income (loss) before provision for income taxes (3,732) (1,603) (7,937) (3,103) (17,384) Income taxes 0 220 0 220 -------------- -------------- ------------- ------------- --------------- Net income (loss) (3,732) (1,383) (7,937) (2,883) $ (17,384) ============== Retained earnings (deficit)beginning of period (13,652) (458) (9,447) 1,042 -------------- -------------- ------------- ------------- Deficit accumulated during the development stage $ (17,384) $ (1,841) $ (17,384) $ (1,841) ============== ============== ============= ============= Earnings (loss) per share assuming dilution $ (0.01) $ (0.01) $ (0.02) $ (0.01) $ (0.05) ============== ============== ============= ============= ============== Weighted average shares outstanding 467,867 267,067 434,533 233,533 340,780 ============== ============== ============= ============= ============== The accompanying notes are an integral part of these financial statements. - F3 - 5 ACCESS NETWORK CORPORATION (A DEVELOPMENT STAGE COMPANY) STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY FOR THE PERIOD FROM SEPTEMBER 8, 1998, (Date of Inception) TO JUNE 30, 2000 Additional Common Stock Paid-in Shares Amount Capital Total ------------- ------------- ------------ ------------- Balance, September 8, 1998 - $ - $ - $ - Issuance of common stock for cash, November 19, 1998 200,000 200 9,800 10,000 Retained earnings 0 0 0 1,042 ------------- ------------- ------------ ------------- Balance, December 31, 1998 200,000 200 9,800 11,042 Issuance of common stock for cash, June 11, 1999 201,200 201 50,099 50,300 Less offering costs 0 0 (13,064) (13,064) Less net loss 0 0 0 (10,489) ------------- ------------- ------------ ------------- Balance, December 31, 1999 401,200 401 46,835 37,789 Issuance of stock as bonus, June, 2000 200,000 200 0 200 Less net loss 0 0 0 (7,937) ------------- ------------- ------------ ------------- Balance, June 30, 2000 601,200 $ 601 $ 46,835 $ 30,052 ============== ============= ============ ============= The accompanying notes are an integral part of these financial statements -F4 - 6 ACCESS NETWORK CORPORATION (A DEVELOPMENT STAGE COMPANY) STATEMENTS OF CASH FLOWS For the three For the three For the six For the six Inception months ended months ended months ended months ended Sept.8, 1998 to June 30, 2000 June 30, 1999 June 30, 2000 June 30, 1999 June 30, 2000 -------------- -------------- ------------- ------------- -------------- CASH FLOWS PROVIDED BY OPERATING ACTIVITIES Net income or (loss) $ (3,732) $ (1,383) $ (7,937) $ (2,883) $ (17,384) Adjustments to reconcile net loss to cash used by operating activity Accounts payable (1,500) (2,005) (3,132) (720) 0 Accounts receivable 0 (220) 1,069 867 (215) Inventories 0 0 0 0 (5,465) Prepaid expenses 245 0 490 0 (409) Stock bonus 200 0 200 0 200 Deposits 0 (109) 0 (109) (109) -------------- -------------- ------------- ------------- -------------- NET CASH PROVIDED BY OPERATING ACTIVITIES (4,787) (3,717) (9,310) (2,845) (23,382) CASH FLOWS USED BY INVESTING ACTIVITIES 0 0 0 0 0 -------------- -------------- ------------- ------------- -------------- NET CASH USED BY INVESTING ACTIVITIES 0 0 0 0 0 CASH FLOWS FROM FINANCING ACTIVITIES Sale of common stock 0 201 0 201 401 Paid-in capital 0 43,234 0 43,234 59,899 Less offering costs 0 (2,794) 0 (3,199) (13,064) -------------- -------------- ------------- ------------- -------------- NET CASH PROVIDED BY FINANCING ACTIVITIES 0 40,641 0 40,236 47,236 NET INCREASE IN CASH (4,787) 36,924 (9,310) 37,391 23,854 CASH AT BEGINNING OF PERIOD 28,641 7,941 33,164 7,474 0 -------------- -------------- ------------- ------------- -------------- CASH AT END OF PERIOD $ 23,854 $ 44,865 $ 23,854 $ 44,865 $ 23,854 ============== ============== ============= ============= ============== SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: Issuance of 200,000 shares as bonus $ 200 ============== The accompanying notes are an integral part of these financial statements. - F5 - 7 ACCESS NETWORK CORPORATION (A DEVELOPMENT STAGE COMPANY) NOTES TO THE FINANCIAL STATEMENTS JUNE 30, 2000, AND JUNE 30, 1999 NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Company was incorporated on September 8, 1998, under the laws of the State of Nevada. The business purpose of the Company is to distribute, on a wholesale basis, specialty packaging for small businesses nation wide. The Company will adopt accounting policies and procedures based upon the nature of future transactions. NOTE B - INVENTORY Inventory is stated at the lower of cost or market determined on a first-in, first-out basis. NOTE C - OFFERING COSTS Offering costs are reported as a reduction in the amount of paid-in capital received for sale of the shares. NOTE D - EARNINGS (LOSS) PER SHARE Basic EPS is determined using net income divided by the weighted average shares outstanding during the period. Diluted EPS is computed by dividing net income by the weighted average shares outstanding, assuming all dilutive potential common shares were issued. Since the Company has no common shares that are potentially issuable, such as stock options, convertible securities or warrants, basic and diluted EPS are the same. NOTE E - PUBLIC STOCK OFFERING In June of 1999, the Company sold 201,200 shares of its common stock at $.25 per share for a total of $50,300. The net proceeds were to be used to distribute, on a wholesale basis, specialty packaging for small businesses nation wide. NOTE F - RELATED PARTY TRANSACTIONS The Company has entered into an agreement with a company, - F6- 8 ACCESS NETWORK CORPORATION (A DEVELOPMENT STAGE COMPANY) NOTES TO THE FINANCIAL STATEMENTS JUNE 30, 2000 AND JUNE 30, 1999 (continued) NOTE F - RELATED PARTY TRANSACTIONS (continued) in which one of its shareholders has a controlling interest, for the processing of credit card sales of its products. Under terms of the agreement, the Company will pay 2.5% of all of the sales processed by the Company using credit cards as a method of payment. The credit card processing fees are deducted as processed to arrive at net sales. The agreement was effective December 1, 1998. On June 1, 2000, the Company issued 200,000 shares of its common stock to two of its officers for their dedication and efforts to make the Company a success. The stock was valued at the par value of $.001 per share for a total of $200. NOTE G - STOCK BONUS On June 1, 2000, the Company issued 200,000 shares of its common stock to two of its officers for their dedication and efforts to make the Company a success. The stock was valued at the par value of $.001 per share for a total of $200. The policy of the Company is that, when stock is issued as a bonus, the assigned value is expensed in the Statement of Operations. F7 9 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION The following discussion provides information which Management believes is relevant to an assessment and understanding of the Company's plan of operation. This discussion should be read in conjunction with the Company's financial statements and notes. Forward Looking Statements - -------------------------- This Form 10-QSB includes, without limitation, certain statements containing the words "believes", "anticipates", "estimates", and words of a similar nature, which constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. This Act provides a "safe harbor" for forward-looking statements to encourage companies to provide prospective information about themselves so long as they identify these statements as forward looking and provide meaningful, cautionary statements identifying important factors that could cause actual results to differ from the projected results. All statements other than statements of historical fact made in this Form 10-QSB are forward-looking. In particular, the statements herein regarding the future purchase of equipment, hiring additional personnel, potential contracts with third parties, future cash requirements, and future profitability are forward-looking statements. Forward-looking statements reflect management's current expectations and are inherently uncertain. The Company's actual results may differ significantly from management's expectations. General - ------- The Company currently operates at 2995 El Camino Road, Las Vegas, Nevada 89146. The Company's principal business is providing speciality gift packaging to small businesses, especially independent sale personnel of direct marketing entities. The Company's fiscal year end is December 31 of each year. Results of Operations - --------------------- Revenues and Costs of Revenues The Company achieves revenues from sale of its gift boxes. Cost of revenues include inventory costs, inventory storage and shipping expenses. Total revenues for the the three months ended June 30, 2000 were -0-. The Company attributes this to the fact that (1) its gift box sales are not what the Company had hoped they would be after almost two years of operations, and (2) the majority of the Company's sales typically take place before Christmas during the Company's fourth quarter. The Company had no costs associated with sales in its first quarter of 2000. The Company's total revenues since inception are $20,445 with total costs of sales equaling $17,823. Average net profits since inception are 12%. The Company's costs of sales include mostly the purchase of inventory of its Gable Boxes. Assets The Company's assets consist mainly of approximately $23,854 cash on hand, inventory valued at $5,465, and accounts receivable of $215. The Company has also prepaid approximately $400 in expenses. In the Company's first quarter of 2000, the Company's inventory on hand increased from approximately 1,000 Gable Boxes to approximately 25,000 Gable Boxes; such inventory has remained the same in the second quarter. 10 General and Administrative Expenses General and Administrative expenses consist of advertising, consulting fees, licenses and other fees, office expenses, professional fees, rent and travel. Comparative Periods - Second quarters June 30, 2000 and 1999 The Company total assets decreased approximately $15,000 from $45,395 in the second quarter 1999 to $30,052 in the second quarter 2000. Cash at June 30, 2000 was $23,854 as compared to $ 44,865 as of June 30, 1999. The change was primarily due to the close of the Company's offering on April 6, 1999 with 201,200 shares sold, for gross proceeds of $50,300. The Company at June 30, 1999 had not yet expended a large portion of these offering proceeds. The decrease in cash was partially due to an inventory purchase which reflects as an increase from $201 in June 1999 to $5,465 in June 2000. Net losses for the six months ended June 30, 2000 were $ 7,937 as opposed to a loss of $ 2,883 in the first six months of 1999. The increase in the Company's net losses during the first half of 2000 is mainly due to both an increase in general and administrative expenses reflected in professional fees and the rent of storage space. There are no such expenses in the first half of 1999. Liquidity and Capital Resources - -------------------------------- Cash Flows from Operations The Company received payments on accounts receivable of over $1,000 during the first six months of 2000, although this occurred in the first quarter. Accounts receivable are a result of sales during the last 1999 quarter. It also reduced its accounts payable from $3,132 at December 31, 1999 to $0 at the end of its second quarter, with a $1,500 reduction during the first three months and the balance during the quarter ended June 30, 2000. The Company continues to fund its losses through the cash on hand raised in its offering of common stock conducted during early 1999. The Company's goal in 2000 is to research the manufactures of Gable Boxes in an effort to achieve the same net profit margin as in 1998 (24%) as well as increase its volume of sales. If it is able to achieve and increase of sales at 24% profit margin, its cash flows from operations will be sufficient to funds its business operations so long as the Company did not significantly expand its operations. The Company does not necessarily believe that revenues received during 1999 are indicative of its results of operations in the fiscal year of 2000, nor does it believe that its first half year results are necessarily indicative of what the Company can expect in sales during the 2000 fiscal year. The Company expects that the majority of its revenues, if any, will be generated through Christmas sales. Financing Activities The Company has funded its operations mostly through its contributions by officers and directors through September of 1998, and through an offering of its common stock which closed in April of 1999. The Company has 601,200 shares outstanding, the 201,200 of which were issued in that offering for gross proceeds of $50,300; 200,000 were issued for cash contributions to founders. The balance was issued during the Company's last fiscal quarter as discussed under: 11 Cash Requirements over the Next Twelve Months During the next twelve months, its cash requirements will include the following: (1) $500 per month to its consultant, Progressive Management. Progressive Management takes care of the Company's bookkeeping, audit preparation and SEC filings and is controlled by the husband of Marci Evans, Mr. Dennis Evans.;(2) Lease payments on a 10x15 feet storage unit from West Sahara Mini Storage at 6318 W. Sahara Ave., Las Vegas, NV 89146; the lease is prepaid to October of 2000 and is $96.00 per month;(4) expenses associated with SEC reporting compliance of approximately $850 per month with the highest estimated such expenses occurring during the Company's first quarter when its annual report is due. Marci Evans has agreed to continue to forego her salary of $1,000 and the Company does not intend to rent office space but will continue to use the home of Marci Evans at no charge. The Company, therefore, will require a minimum of $17,500 for the next 12 month for compensation for services and lease payments. The Company believes that its cash on hand of approximately $23,800 will be sufficient to provide for the foregoing cash requirements in the next twelve months, including some extra expenses associated with setting up a web site, advertising, purchasing some additional inventory if warranted as well as other miscellaneous expenses. There is no guarantee, however, that the funds available to the Company will be sufficient to achieve the Company's goal of penetrating the highly competitive market of specialty packaging. The Company will use every effort to minimize its expenses during its next year of operations. It has no plans for additional employees until or unless warranted due to business needs and it will likely not rent office space. The Company will utilize the services of Susan Stankiewicz, if needed, when and if business is such that it requires additional employees especially to take and process orders. The Company attributes all of its sales to personal business contacts of management and believes the sales season during 2000 will also follow the same trend. Management increased the Company's client base to over 100 from referrals from 1998 years sales season to 1999. The Company hopes to rely on that new customer base during 2000, although it is likely the Company will see any significant sales activity until the Christmas season. The Company does not plan to use any advertisement a this point. The Company will continue to pursue its current market aggressively in the year 2000 holiday season. Although the profit margin on sales to date has been minimal, revenues were sufficient to cover costs; the Company intends to purchase products at a better price if possible this year to keep competitive with its competitors. Need for Additional Financing If the Company does experience an increase in volume of sales as well as an improved profit margin in the next twelve months, it may be forced to discontinue operations unless it is able to raise sufficient capital to continue pursuing its business plan. Management is not experienced in developmental companies and may not have estimated its needs for advertising and associated expenses in acquiring a client base accurately. The Company may require additional funds and time to achieve these goals. Even if the Company begins generating revenues, it could require additional funding for expansion. It may be difficult for the Company to succeed in securing additional financing. The Company may be able to attract some private investors, or officers and directors may be willing to make additional cash contributions, advancements or loans. Or, in the alternative, the Company could attempt some form of debt or equity financing. However, there is no guarantee that any of the foregoing methods of financing would be successful. 12 If the Company fails to achieve at least a portion of its business goals in the next twelve months with the funds available to it, there is substantial uncertainty as to whether it will continue operations. Ms Evans intends to aggressively pursue a customer base of independent sales directors for Mary Kay Inc. and other direct marketing companies over the next 12 months. Year 2000 Issues - ----------------- Management has not encountered any problems with the Company's accounting and operational systems. Management believes the operating systems in which the company utilizes be to compliant and fully operational. The Company is not dependent on computers other than for its internal bookkeeping which is done on a Microsoft office 2000 system. The Company has no relationship with any third parties which are dependent on computers other than its bank. Risks, Trends, Uncertainties - ---------------------------- Lack of Operating History -The Company was only recently organized in September of 1998, and has conducted minimal operations since to date. The Company has limited assets of approximately $30,000. The Company conducted operations during the last quarter of 1998 to test its ability to market specialty packaging and met with some limited success with gross revenues for that quarter of approximately $8,600 and net revenues of $2,100. In 1999, The Company realized $11,854 as compared to $8,951 in 1998, respectively, in gross sales from its Gable Boxes and related products. The Company had no revenues in the first six months of 2000, however. Because of its limited capital and its lack of significant operating history, the Company must be considered a development stage company. Development stage companies are inherently more risky than established companies because there is no earnings history and no assurance that future revenues will develop. Competition -The Company plans to develop a niche in a market, that is the specialty packaging business, which is highly competitive with respect to name recognition, volume discounts, and quality of experienced service. There are many well established competitors possessing substantially greater financial, marketing, personnel and other resources than the Company. The Company can expect to face significant competition from a broad range of companies involved in the wholesale distribution and sales of specialty packaging. Many of these competitors are innovators in the area of single-ply paperboard folding cartons in the packing industry and represent years of research in products and services. The Company, therefore, expects intense competition from such companies involved in the paper goods markets which have already achieved success in the industry and also have the resources, technology and marketing know-how to readily address changes in the industry. No Formal Market Feasibility Study - The Company has not conducted a formal market feasibility study or analysis to see if the product/services the Company proposes to offer will be widely accepted locally or nationally. This lack of market analysis poses an additional risk to the Company. The Company has based its decision to continue forward in the specialty packaging business based its operations in the fourth quarter of 1998 and fiscal year 1999, as well as its first quarter of 2000 which was comprised of very limited product line marketed to a limited number of small business users. The Company does not consider its limited success during last year's fourth quarter to be 13 indicative of what it can expect in the future, nor of the feasibility of the Company to be able to succeed with its business purposes. Lack of Market Definition and Plan - Defining and measuring the wholesale distribution of specialty packaging market has been difficult. Wholesale trade is immense and almost all products sold to retail, commercial, institutional and industry markets move through wholesale trade. The industry has evolved into six distinct areas, one of which is wholesale paper goods and services. The Company believes there is a specialty niche within the paper goods market: specialty packaging. Although the Company has established that a market for its goods and services exists, it has had no experience in wholesale marketing nor in packaging and may have a difficult time defining its market and narrowing the scope of its focus in order to best penetrate a highly competitive industry with the limited funds available to it. The Company must be able to identity and recognize industry trends, which change frequently, and be flexible enough to address changes to meet customers' needs. Although Management has formulated certain approaches it has used on a limited basis and intends to continue to use regarding product line and initial marketing approach, the Company has no definitive overall marketing approach which will evolve as the Company conducts operations. Conflicts of Interest and Potential Conflicts of Interest - All of the Company's officers/directors are involved with other business and/or interests which will take a portion of their time. Although these individuals are willing to work full-time for the Company, they may not be able to devote 100% of their time to the Company. Marci Evans, the Company's President, Secretary, and a Director, is an independent Senior Sales Director for Mary Kay Cosmetics and such position will require a portion of her time and efforts; Susan Stankiewicz currently serves as Vice-President and a Director of another corporation, which will require a portion of her time; and, Michael Stankiewicz intends to attend school at the University of Nevada at least part-time. Each of the directors, therefore, has other interests which will demand a certain amount of their time, which, in some instances, could be substantial. There is no assurance, therefore, if a conflict of interest arose, that it would be resolved in favor of the Company. In addition, members of Management may become involved in other business entities which have the same or similar activities as the Company and unforseen conflicts of interest could develop. Inexperience of Management - Although Ms. Evans and Ms. Stankiewicz have a varied background and business experience between them, and both have served in various capacities with other start-up companies in the past, neither have had experience in running a company in the start-up and development stage, nor has either of these individuals had any experience in the marketing, on a wholesale basis, of specialty packaging. Dependence on Management/Key Personnel -The Company is extremely dependent on Management. The loss of any of its officers could have a material adverse effect on the Company's business. Because of the Company's limited resources, no key person insurance has been, or will be purchased on any of its officers. In addition, the future success of the Company is dependent on the performance of Management, especially Marci Evans, and her ability to attract and motivate and retain highly qualified employees, when and if the Company has sufficient funds to do so. In the meantime, the Company's business plan is based almost entirely on Marci Evans' analysis of market trends, her product choices in response to such marketing analysis, her ability to attract and maintain a steady customer base, and her ability to market the product line to such clientele. The Company, as of this date cannot 14 afford to hire additional personnel to perform marketing services and all will be performed by Management, mostly Ms. Evans. The Company is highly dependent, therefore, on Ms. Evans ability to market its products. Because substantially all of the Company's current customers are a result of Ms. Evans business and personal contacts in the Mary Kay network, the loss of Marci Evans' services would have a material adverse effect on the Company. In addition, in the start-up phase, Management will continue to provide the Company, without charge, the usage of a personal computer, copier, miscellaneous office equipment, and a vehicle. Dependence on Suppliers - Management believes that in order to compete in the wholesale marketing and distribution of specialty packaging, it must offer products which are readily available, high in quality and competitively priced. The Company has begun establishing relationships with a number of manufacturer/suppliers which it believes can meet the foregoing criteria. It has not entered into nor plans to enter into any long term purchase contracts with any of these manufacturer/suppliers. In 1999, the Company purchased products from the following, Floral Supply Syndicate, Gift Box Corporation and Costco Wholesalers. The Company must be able to purchase from its suppliers at a price which will allow it to be competitive in the market place or find others. In 1999, a buyout of its existing supplier, cut Company's profit margin when the new owner did not offer the same volume discounts as it's predecessor. Seasonality of Specialty Packaging - Distribution of specialty packaging is extremely seasonable especially in the target market niche the Company is soliciting. In general, traditional holidays spur seasonal consumer buying. The fourth calendar quarter is typically the highest sales volume quarter for sales in the industry as a whole. The Company will have a more difficult type forecasting purchasing and sales patterns, and, as a result, it may be very difficult for the Company to survive the seasonableness of the industry. ANY FORWARD-LOOKING STATEMENTS INCLUDED IN THIS FORM 10-QSB REFLECT MANAGEMENT'S BEST JUDGMENT BASED ON FACTORS CURRENTLY KNOWN AND INVOLVE RISKS AND UNCERTAINTIES. ACTUAL RESULTS MAY VARY MATERIALLY. PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS None ITEM 2. Changes in Securities During the Company's second fiscal quarter, it issued an aggregate of 200,000 unregistered common shares to two of its officers: 150,000 shares to Marci Evans and 50,000 shares to Michael Stankiewicz. The shares were issued as a bonus to the two officers/directors for their efforts and dedication to the Company. Marci Evans has foregone her $1,000 per month salary since inception due to the Company's lack of revenues and will continue to do so although she will continue to provide executive services to the Company as well as provide potential contacts and sales efforts. The shares were issued pursuant to the exemption provided under Section 4(2) as "an isolated transaction, not involving a public offering" and were issued at par value, $0.001. 15 ITEM 3. DEFAULTS UPON SENIOR SECURITIES Not applicable. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS None. ITEM 5. OTHER INFORMATION. None. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. (a) Exhibits filed with this Report Exhibit 27 - Financial Data Schedule (b) Reports on Form 8-K No reports on 8-K were filed during the quarter reported on. 15 SIGNATURES 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. ACCESS NETWORK CORPORATION (Registrant) Date: August 7, 2000 By: /s/ Marci Evans ------------------------ Marci Evans, President and Director