SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB Quarterly Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 For the quarterly period ended: February 29, 2000 Commission file number: 0-28465 CIK No. 0001098331 INTERSPACE ENTERPRISES, INC. (Exact name of registrant as specified in this charter) Colorado 84-1283938 ------------------------------- -------------------- (State of other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 7825 Fay Avenue, #200, La Jolla, California 92037 ---------------------------------------------------------- (Address of principal executive offices) (Zip Code) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (858)456-3539 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to the filing requirements for at least the past 90 days. YES X NO ----- ----- As of February 29, 2000, there were 672,000 shares of $0.00001 par value common stock outstanding PART 1. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS INTERSPACE ENTERPRISES, INC. (A DEVELOPMENT STAGE COMPANY) BALANCE SHEET FEBRUARY 29, 2000 (UNAUDITED) ASSETS CURRENT ASSETS Cash $ 5,951 ------------------ Total Assets $ 5,951 ================== LIABILITIES AND STOCKHOLDERS' EQUITY LIABILITIES $ - STOCKHOLDERS' EQUITY: Common stock, $.00001 par value, 200,000,000 shares authorized, 672,000 shares issued and outstanding 7 Additional paid-in capital 6,793 (Deficit) accumulated during the development stage (849) ------------------ Total stockholders' equitY 5,951 ------------------ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 5,951 ================== SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS INTERSPACE ENTERPRISES, INC. (A Development Stage Company) STATEMENT OF OPERATIONS (UNAUDITED) Cumulative from January 1, 1998 (Inception of the For the Three Development Months Ended Stage) to February 29, February 29, 2000 2000 -------------------------------------------------- REVENUES Interest income $ - $ 36 ------------------- ----------------- Total Revenue - 36 ADMINISTRATIVE AND SELLING EXPENSES General and administrative - 8,385 Interest expense, related party - 75 ------------------- ------------------ Total Expenses - 8,460 OTHER INCOME Note Payable Forgiveness (7,575) (7,575) ------------------- ------------------- Net Income $ 7,575 $ (849) =================== =================== SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS INTERSPACE ENTERPRISES, INC. (A Development Stage Company) Statement of Changes in Stockholders' Equity (Unaudited) For the Three Months Ended February 29, 2000 Preferred Stock Common Stock Additional Paid Accumulated Description Shares Dollars Shares Dollars in Capital Deficit Total - --------------------------------------------------------------------------------------------------------------------- Balance November 30, 1999 - - 672,000 $ 7 $ 6,793 $ ( 8,424) $ ( 1,624) Net Income $ 7,575 $ 7,575 - --------------------------------------------------------------------------------------------------------------------- Balance February 29, 2000 - - 672,000 7 6,793 (849) 5,951 ===================================================================================================================== SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS INTERSPACE ENTERPRISES, INC. (A Development Stage Company) NOTES TO FINANCIAL STATEMENTS (Unaudited) NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES HISTORY Marathon Marketing Corp. (the Company), a development stage company, was organized under the laws of the State of Colorado on November 21, 1991. The Company commenced operations in January 1995 and became dormant on December 31, 1997. The Company is now in the development stage as defined in Financial Accounting Standards Board Statement No. 7. The fiscal year end is August 31. GOING CONCERN The Company's financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company is in the development stage and has not earned any revenues from operations to date. The Company is currently devoting its efforts to locating merger candidates. The Company's ability to continue as a going concern is dependent upon its ability to develop additional sources of capital, locate and complete a merger with another company, and ultimately, achieve profitable operations. The accompanying financial statements do not include any adjustments that might result from the outcome of these uncertainties. INCOME TAXES The Company has elected, with the shareholders' consent, to be taxed under provisions of Subchapter S of the Internal Revenue Code. Under those provisions, the Company does not pay federal corporate income taxes on its taxable income and is not allowed a net operating loss carryover or carryback as a deduction. Instead, the stockholders are liable for individual federal income taxes on their respective shares of the Company's taxable income and, subject to certain limitations, include their respective shares of the Company's net operating loss in their individual income tax returns. NOTE 2 - NOTE PAYABLE FORGIVENESS On December 1, 1999, the note payable in the amount of $7,500, plus accrued interest of $75 was forgiven by the note holder. The Compapny has recorded this amount as other income. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS FOR THE THREE MONTH PERIOD ENDED FEBRUARY 29, 2000 COMPARED TO THE SAME PERIOD IN 1999. No operations were conducted by the Company in the quarter period ended February 29, 2000, and no revenues were achieved. The Company incurred no operating expenses for the three month period in 2000 compared to $1,885 in the same period in 1999. The Company recorded a net income of $7,575 for the 2000 period as a result of a forgiveness of debt, compared to a net operating loss of ($1,885) for the same period in fiscal year 1999. The Company expects losses will continue until business can be achieved and profitable operations are achieved. While the Company is seeking capital sources for investment, there is no assurance that capital sources can be found. The net income per share for the 2000 fiscal quarter was less than $0.01 per share as compared to a net loss of less than ($.01) per share in the same fiscal quarter of 1999. LIQUIDITY AND CAPITAL RESOURCES The Company had cash capital of $5,951 at the end of the period. The Company will be forced to make private placements of stock in order to fund operations continuance until a merger candidate is found. No assurance exists as to the ability to make private placements of stock. At February 29, 2000, it had no accounts receivable. The Company currently has no liabilities. PART II OTHER INFORMATION Item 1. Legal Proceedings - None. Item 2. Changes in securities - None. Item 3. Defaults upon senior securities - None. 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) The following are filed as Exhibits to this Quarterly Report. The numbers refer to the Exhibit Table of Item 601 of Regulation S-K: None. (b) Reports on Form 8-K filed during the three months ended February 29, 2000. (incorporated by reference) None. Signatures Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf of the undersigned thereunto duly authorized. Dated: June 28, 2000 INTERSPACE ENTERPRISES, INC. by:/s/Daniel P. Murphy President