SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: September 30, 2002
Commission file number 000-29353
ACCESSORY SPECIALISTS INCORPORATED
(Exact name of registrant as specified in its charter)
Nevada 88-0448316
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1850 E. Flamingo Rd #111
Las Vegas, Nevada 89119
(Address of principal executive offices (zip code)
(702) 866-5839
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the last 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
Indicate the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date.
Class Outstanding at September 30, 2002
Common Stock, par value $0.001 6,566,370
ITEM 1. FINANCIAL STATEMENTS
ACCESSORY SPECIALISTS INCORPORATED
(A Development Stage Company)
BALANCE SHEET
(Unaudited)
ASSETS
September 30,
2002 2001
CURRENT ASSETS $ 0 $ 0
------------ ------------
TOTAL CURRENT ASSETS 0 0
------------ ------------
OTHER ASSETS 0 0
------------ ------------
TOTAL OTHER ASSETS 0 0
------------ ------------
$ 0 $ 0
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Officers Advances (Note #7) $ 0 $ 0
------------ ------------
TOTAL CURRENT LIABILITIES 0 0
------------ ------------
STOCKHOLDERS' EQUITY
Preferred stock, $.001 par value
authorized 5,000,000 shares;
None issued and Outstanding 0 0
Common stock, $.001 par value,
authorized 20,000,000 shares;
6,566,370 and 6,502,300 issued and
outstanding at September 30, 2002 and 2001 6,566 6,502
Additional paid-in capital 0 0
(Deficit) accumulated during
development stage (6,566) (6,502)
----------- -----------
TOTAL STOCKHOLDER'S EQUITY 0 0
----------- -----------
$ 0 $ 0
=========== ===========
The accompanying notes are an integral part of these financial statements
ACCESSORY SPECIALISTS INCORPORATED
(A Development Stage Company)
STATEMENT OF OPERATIONS
(Unaudited)
Three Three Nine Nine January 18,
Months Months Months Months 2000
Ended Ended Ended Ended (Inception)
September September September September to September
30, 2002 30, 2001 30, 2002 30, 2001 30, 2002
INCOME
Revenue $ 0 $ 0 $ 0 $ 0 $ 0
--------- --------- --------- --------- -----------
EXPENSE
General and
Administrative 28 13 50 335 6,284
Organization Cost 0 0 0 0 282
--------- --------- --------- --------- -----------
TOTAL EXPENSES 28 13 50 335 6,566
--------- --------- --------- --------- -----------
NET (LOSS) $ (28) $ (13) $ (50) $ (335) $ (6,566)
========= ========= ========= ========= ===========
Net Loss
Per Weighted Share $ (.00) $ (.00) $ (.00) $ (.00) $ (.00)
========= ========= ========= ========= ===========
Weighted average
number of common
shares outstanding 6,566,370 6,502,300 6,566,370 6,502,300 6,566,370
========= ========= ========= ========= ===========
The accompanying notes are an integral part of these financial statements
ACCESSORY SPECIALISTS INCORPORATED
(A Development Stage Company)
STATEMENT OF CASH FLOWS
(Unaudited)
January 18,
Three Three Nine Nine 2000
Months Months Months Months (Inception)
Ended Ended Ended Ended to
September September September September September
30, 2002 30, 2001 30, 2002 30, 2001 30, 2002
Cash Flows from
Operating Activities:
Net (loss) $ (28) $ (13) $ (50) $ (335) $ (6,566)
Amortization 0 0 0 0 282
Stock Issued for 0 0 0 0 5,000
services
Issuance of stock to
Convert debt to
equity 28 13 50 1,502 1,566
Changes in assets and
Liabilities:
Officers Advances 0 0 0 (1,167) 0
------ ------ ------ -------- ----------
Net cash (used) in
operating activities 0 0 0 0 282
Cash Flows from
Investing Activities:
Organization Costs 0 0 0 0 (282)
Cash Flows from
Financing Activities: 0 0 0 0 0
------ ------ ------ -------- ----------
Net increase in cash 0 0 0 0 0
Cash beginning of
period 0 0 0 0 0
------ ------ ------ --------- ----------
Cash end of period $ 0 $ 0 $ 0 $ 0 $ 0
====== ====== ====== ======== ==========
Supplemental
Disclosure
Interest paid $ 0 $ 0 $ 0 $ 0 $ 0
====== ====== ====== ======== ==========
Taxes paid $ 0 $ 0 $ 0 $ 0 $ 0
====== ====== ====== ======== ==========
Non-cash
transactions:
Number of shares
issued
For services 0 0 0 0 5,000,000
====== ====== ====== ======== ==========
Number of shares
issued
To convert debt to
equity 28,130 13,240 50,010 1,502,300 1,566,370
====== ====== ====== ========= ==========
The accompanying notes are an integral part of these financial statements
ACCESSORY SPECIALISTS INCORPORATED
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
September 30, 2002
NOTE 1 - History and organization of the Company
The Company was organized January 18, 2000, under the laws of the State
of Nevada as Accessory Specialists Incorporated. The Company currently has no
operations and, in accordance with SFAS #7, is considered a development stage
company.
NOTE 2 - Accounting Policies and Procedures
The Company has not determined its accounting policies and procedures,
except as follows:
1. The Company uses the accrual method of accounting.
2. Earnings per share is computed using the weighted average number of
shares of common stock outstanding.
3. The Company has not yet adopted any policy regarding payment of
dividends. No dividends have been paid since inception.
4. In April 1998, the American Institute of Certified Public
Accountant's issue Statement of Position 98-5 ("SOP 98-5"), Reporting on the
Costs of Start-Up Activities which provides guidance on the financial
reporting of start-up costs and organization costs. It requires costs of
start-up activities and organization costs to be expensed as incurred. SOP
98-5 is effective for fiscal years beginning after December 15, 1998, with
initial adoption reported as the cumulative effect of a change in accounting
principle.
NOTE 3 - STOCKHOLDERS EQUITY
On January 18, 2000, the Company issued 5,000,000 shares of its $.001
par value common stock for services of $5,000. The shares were deemed to
have been issued pursuant to an exemption provided by Section 4(2) of the
Act, which exempts from registration "transactions by an issuer not involving
any public offering."
On January 1, 2001 the Company issued an officer of the Company
1,467,000 shares of its $.001 par value common stock for conversion of debt
to equity of $1,467. The shares were deemed to have been issued pursuant to
an exemption provided by Section 4(2) of the Act, which exempts from
registration "transactions by an issuer not involving any public offering."
On April 1, 2001 the Company issued an officer of the Company 22,060
shares of its $.001 par value common stock for conversion of debt to equity
of $22.06. The shares were deemed to have been issued pursuant to an
exemption provided by Section 4(2) of the Act, which exempts from
registration "transactions by an issuer not involving any public offering."
ACCESSORY SPECIALISTS INCORPORATED
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
September 30, 2002
NOTE 3 - STOCKHOLDERS EQUITY (CONTINUED)
On July 1, 2001 the Company issued an officer of the Company 13,240
shares of its $.001 par value common stock for conversion of debt to equity
of $13.24. The shares were deemed to have been issued pursuant to an
exemption provided by Section 4(2) of the Act, which exempts from
registration "transactions by an issuer not involving any public offering."
On October 1, 2001 the Company issued an officer of the Company 14,060
shares of its $.001 par value common stock for conversion of debt to equity
of $14.06. The shares were deemed to have been issued pursuant to an
exemption provided by Section 4(2) of the Act, which exempts from
registration "transactions by an issuer not involving any public offering."
On April 1, 2002 the Company issued an officer of the Company 21,880
shares of its $.001 par value common stock for conversion of debt to equity
of $21.88. The shares were deemed to have been issued pursuant to an
exemption provided by Section 4(2) of the Act, which exempts from
registration "transactions by an issuer not involving any public offering."
On September 30, 2002 the Company issued an officer of the Company
28,130 shares of its $.001 par value common stock for conversion of debt to
equity of $28.13. The shares were deemed to have been issued pursuant to an
exemption provided by Section 4(2) of the Act, which exempts from
registration "transactions by an issuer not involving any public offering."
NOTE 4 - GOING CONCERN
The company's financial statements are prepared using the generally
accepted accounting principles applicable to a going concern, which
contemplates the realization of assets and liquidation of liabilities in the
normal course of business. However, the Company has no current source of
revenue. Without realization of additional capital, it would be unlikely for
the Company to continue as a going concern. It is management's plan to seek
additional capital through acquiring or merging with another business entity.
NOTE 5 - RELATED PARTY TRANSACTIONS
The Company neither owns or leases any real or personal property. Office
services are provided without charge by an officer and or director of the
Company. Such costs are immaterial to the financial statements and
accordingly, have not been reflected therein. The officers and directors of
the Company are involved in other business activities and may, in the future,
become involved in other business opportunities. If a specific business
opportunity becomes available, such persons may face a conflict in selecting
between the Company and their other business interests. The Company has not
formulated a policy for the resolution of such conflicts. The Company has
formulated no policy for the resolution of such conflicts.
ACCESSORY SPECIALISTS INCORPORATED
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
September 30, 2002
NOTE 6 - WARRANTS AND OPTIONS
There are no warrants or options outstanding to issue any additional
shares of common stock or preferred stock of the Company.
NOTE 7 - OFFICERS ADVANCES
While the Company is seeking additional capital through a merger with an
existing operating company, an officer of the Company has advanced funds on
behalf of the Company to pay for any costs incurred by it. These advances
have been converted to equity.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The Company has registered its common stock on a Form 10-SB registration
statement filed pursuant to the Securities Exchange Act of 1934 (the
"Exchange Act") and Rule 12(g) thereof. The Company files with the
Securities and Exchange Commission periodic and episodic reports under Rule
13(a) of the Exchange Act, including quarterly reports on Form 10-QSB and
annual reports Form 10-KSB. As a reporting company under the Exchange Act,
the Company may register additional securities on Form S-8 (provided that it
is then in compliance with the reporting requirements of the Exchange Act)
and on Form S-3 (provided that is has during the prior 12 month period timely
filed all reports required under the Exchange Act), and its class of common
stock registered under the Exchange Act may be traded in the United States
securities markets provided that the Company is then in compliance with
applicable laws, rules and regulations, including compliance with its
reporting requirements under the Exchange Act.
We are currently seeking to engage in a merger with or acquisition of an
unidentified foreign or domestic company which desires to become a reporting
("public") company whose securities are qualified for trading in the United
States secondary market. We meet the definition of a "blank check" company
contained in Section (7)(b)(3) of the Securities Act of 1933, as amended. We
have been in the developmental stage since inception and have no operations
to date. Other than issuing shares to our original stockholders, we have not
commenced any operational activities.
We will not acquire or merge with any entity which cannot provide
audited financial statements at or within a reasonable period of time after
closing of the proposed transaction. We are subject to all the reporting
requirements included in the Exchange Act. Included in these requirements is
our duty to file audited financial statements as part of our Form 8-K to be
filed with the Securities and Exchange Commission upon consummation of a
merger or acquisition, as well as our audited financial statements included
in our annual report on Form 10-K (or 10-KSB, as applicable). If such
audited financial statements are not available at closing, or within time
parameters necessary to insure our compliance with the requirements of the
Exchange Act, or if the audited financial statements provided do not conform
to the representations made by the target business, the closing documents may
provide that the proposed transaction will be voidable at the discretion of
our present management.
We will not restrict our search for any specific kind of businesses, but
may acquire a business which is in its preliminary or development stage,
which is already in operation, or in essentially any stage of its business
life. It is impossible to predict at this time the status of any business in
which we may become engaged, in that such business may need to seek
additional capital, may desire to have its shares publicly traded, or may
seek other perceived advantages which we may offer.
A business combination with a target business will normally involve the
transfer to the target business of the majority of our common stock, and the
substitution by the target business of its own management and board of
directors.
We have, and will continue to have, no capital with which to provide the
owners of business opportunities with any cash or other assets. However,
management believes we will be able to offer owners of acquisition candidates
the opportunity to acquire a controlling ownership interest in a publicly
registered company without incurring the cost and time required to conduct an
initial public offering. Our officer and director has not conducted market
research and is not aware of statistical data to support the perceived
benefits of a merger or acquisition transaction for the owners of a business
opportunity.
Our Officer and Director has agreed that he will advance any additional
funds which we need for operating capital and for costs in connection with
searching for or completing an acquisition or merger. Such advances will be
converted to equity. There is no minimum or maximum amount the Officer and
Director will advance to us. We will not borrow any funds for the purpose of
repaying advances made by such Officer and Director, and we will not borrow
any funds to make any payments to our promoters, management or their
affiliates or associates.
The Board of Directors has passed a resolution which contains a policy
that we will not seek an acquisition or merger with any entity in which our
officer, director, stockholder or his affiliates or associates serve as
officer or director or hold more than a 10% ownership interest.
Attestation of President and Chief Financial Officer as to our internal
controls
Our President/Chief Financial Officer, Anthony N. DeMint, has evaluated
the effectiveness of our internal controls and have found that based on these
evaluations and the current status of the Company's operations that our
internal controls are adequate at this time. Further, there have been no
significant changes in our internal controls or in other factors that could
significantly affect internal controls subsequent to the date of his
evaluations.
PART II -- OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
There are no legal proceedings against the Company and the Company is
unaware of any such proceedings contemplated against it.
ITEM 2. CHANGES IN SECURITIES
Not applicable.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable.
ITEM 5. OTHER INFORMATION
Not applicable.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
See Exhibit Table on page E-1
(b) 8-K - 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 by the
undersigned thereunto duly authorized.
ACCESSORY SPECIALISTS INCORPORATED
By:/s/ Anthony DeMint
Anthony N. DeMint
President/Secretary/Treasurer/Director/
Chief Accounting Officer
Dated: October 24, 2002
CERTIFICATION PURSUANT TO
18 USC, SECTION 1350, AS ADOPTED PURSUANT TO
SECTIONS 302 AND 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Accessory Specialists
Incorporated (the "Company") on Form 10-QSB for the period ending September
30, 2002, as filed with the Securities and Exchange Commission on the date
hereof (the "Report"), I, Anthony N. DeMint, President and Chief Financial
Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act of 2002,
that:
(1) I have reviewed the report;
(2) To the best of my knowledge, the Report does not contain any untrue
statement of a material fact or omit to state a material fact necessary in
order to make the statements made, in light of the circumstances under
which such statements were made, not misleading:
(3) To the best of my knowledge, the financial statements, and other
financial information included in the Report, fairly present in all material
respects the financial condition and results of operations of the Company as
of, and for, the periods presented in the Report;
(4) I:
(a) am responsible for establishing internal controls;
(b) have designed such internal controls to ensure that material information
relating to the Company is made known to me, particularly during the period
of July 1, 2002 through September 30, 2002;
(c) have evaluated the effectiveness of the Company's internal controls as
of a date within 90 days prior to the Report; and
(d) have presented in the Report my conclusions about the effectiveness of
my internal controls based on my evaluation of that date;
(5) I have disclosed to the Company's auditors and the board of directors:
(a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the Company's ability to record,
process, summarize, and report financial data and have identified for the
Company's auditors any material weaknesses in internal controls; and
(b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the Company's internal controls;
(6) I have indicated in the Report whether or not there were significant
changes in internal controls or in other factors that could significantly
affect internal controls subsequent to the date of my evaluation, including
any corrective actions with regard to significant deficiencies and material
weaknesses; and
(7) The Report fully complies with the requirements of section 13(a) or
15(d) of the Securities Exchange Act of 1934.
Date: October 24, 2002
/s/ Anthony DeMint /s/ Anthony DeMint
Anthony N. DeMint, President Anthony N. DeMint, Chief Accounting
Officer
EXHIBIT TABLE
Exhibit Description
Number
(1) N/A
(2) N/A
(3)(i)* Articles of Incorporation
(a) Articles of Incorporation
(3)(ii)* Bylaws
(a) Bylaws
(4)* Instruments defining the rights of security holders:
(4)(i) (a) Articles of Incorporation
(b) Bylaws
(c) Stock Certificate Specimen
(5) N/A
(8) N/A
(9) N/A
(10) N/A
(11) Contained in the Notes to the Financial Statements (filed
herewith)
(13) N/A
(15) N/A
(16) N/A
(17) N/A
(18) N/A
(19) N/A
(20) N/A
(21) N/A
(22) N/A
(23) N/A
(24) N/A
(25) N/A
(26) N/A
(99) N/A
*Filed in Form 10SB