UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
QUARTERLY REPORT FOR SMALL BUSINESS ISSUERS SUBJECT TO THE 1934
ACT REPORTING REQUIREMENTS
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2001
Commission File No. 000-30057
LANDIS & PARTNERS, INC.
(Exact name of registrant as specified in its charter)
Nevada 88-0386345
(State of organization) (I.R.S. Employer Identification No.)
16810 E. Avenue of the Fountains, #200
Fountain Hills, Arizona 85268
(Address of principal executive offices)
Registrant's telephone number, including area code (602) 837-0017
Check whether the issuer (1) filed all reports required to be
file by Section 13 or 15(d) of the Exchange Act during the past
12 months and (2) has been subject to such filing requirements
for the past 90 days. No X
There are 2,996,000 shares of common stock outstanding as of
August 14, 2001.
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
INDEPENDENT AUDITORS' REPORT
Board of Directors August 6, 2001
Landis and Partners, Inc.
Las Vegas, Nevada
We have compiled the accompanying balance sheets of Landis and
Partners, Inc., as of June 30, 2000 and June 30, 2000, and the
related statements of income, changes in stockholders' equity and
cash flows for the periods ended, in accordance with the Statement of
Standards for Accounting and Review Services issued by the American
Institute of Certified Public Accountants.
A compilation is limited to presenting in the form of financial
statements information that is the representation of management. We
have not audited or reviewed the accompanying financial statements
and supplementary information, and, accordingly, do not express an
opinion or any other form of assurance on them.
As discussed in Note 1, the Company has been in the development
stage since its inception on February 20, 1998. Realization of he
major portion of its assets is dependent upon the Company's ability
to meet its future financing requirements, and the success of future
operations. The accompanying financial statements have been prepared
assuming that the Company will continue as a going concern.
The financial statements for the year ended December 31, 2000
and December 31, 1999, were audited by us and we expressed an
unqualified opinion on the statements in their report dated February
14, 2001. We have not performed any auditing procedures since that
date.
Landis and Partners, Inc.
(A Development Stage Company)
BALANCE SHEET
<Table>
<s> <c> <c>
Unaudited Audited
June 30, June 30, 2000 December 31,
2001 2000
ASSETS
Current Assets
Cash - - -
Property and Equipment - - -
---------- ---------- ----------
- - -
========== ========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Loan payable 900 900 900
STOCKHOLDERS' EQUITY
Common stock $.001 par value,
20,000,000 shares authorized,
2,996,000 shares issued and
outstanding 2,996 2,996 2,996
Preferred stock $.001 par value,
5,000,000 shares authorized, no
shares issued and outstanding - - -
Deficit accumulated during
development stage (3,896) (3,896) (3,896)
---------- ---------- ----------
TOTAL STOCKHOLDERS' EQUITY (900) - (900)
---------- ---------- ----------
$ - $ - $ -
========== ========== ==========
</Table>
See accompanying accountant's report
The accompanying notes are an integral part of these financial
statements.
Landis and Partners, Inc.
(A Development Stage Company)
STATEMENT OF INCOME
For the Three Months Ended June 30, 2001 and June 30, 2000,
the Six Months Ended June30, 2000 and June 30, 2001
and the Period February 20, 1998 (inception) to June 30, 2001
<Table>
<s> <c> <c> <c>
February 20,
Unaudited Unaudited Audited 1998
Three months Ended Six Months Ended Year Ended (inception)
to
June 30, June 30, June 30, June 30, December 31, June 30, 2001
2001 2000 2001 2000 2000
Revenue $ - $ - $ - $ - $ - $ -
Cost of Sales - - - - -
----------- ----------- ----------- ----------- ---------- ----------
Gross Profit - - - - -
Operating
Expenses
Filing Fees - - - - - 300
Professional Fees - - - - 900 2,696
----------- ----------- ----------- ----------- ---------- ----------
- - 900 2,996
----------- ----------- ----------- ----------- ---------- ----------
Net Income
(Loss) Before
Income Taxes - - - - 900 (2,996)
Income Taxes - - - - -
----------- ----------- ----------- ----------- ---------- ----------
Net Income $ - $ - $ - $ - 900 $(2,996)
(Loss)
=========== =========== =========== =========== ========== ==========
Earnings per
share of common $ - $ - $ - $ - $ -
stock
Weighted
average numbers
of shares 2,996,000 2,996,000 2,996,000 2,996,000 2,996
outstanding
</Table>
See accompanying account's report.
The accompanying notes are an integral part of these financial statements.
Landis and Partners, Inc.
(A Development Stage Enterprise)
STATEMENT OF STOCKHOLDERS' EQUITY
June 30, 2001
<Table>
<s> <c> <c> <c> <c> <c>
Preferred Stock Common Stock Deficit
Stock Amount Stock Amount Accumulated
Paid in During
Capital Development
Amount Stage Total
Balance February
20, 1998 - - - - - - $ -
Stock Issued - - 2,996,000 2,996 - - 2,996
Retained Earnings
(Loss) - - - - - (2,996) (2,996)
------- -------- ---------- ------- -------- -------- --------
Balance December
31, 1998 - - 2,996,000 2,996 - (2,996) -
Retained Earnings
(Loss) - - - - - - -
------- -------- ---------- ------- -------- -------- --------
Balance December
31, 1999 - - 2,996,000 2,996 - (2,996) -
Retained Earnings
(Loss) - - - - - (900) (900)
------- -------- ---------- ------- -------- -------- --------
Balance December
31, 2000 - - 2,996,000 $2,996 - $(3,896) (900)
Retained earnings
(loss) - - - - - - -
------- -------- ---------- ------- -------- -------- --------
Balance June 30, 2001 - - 2,996,000 2,996 - (3,896) (900)
======= ======== ========== ======= ======== ======== ========
</Table>
See accompanying accountant's report
The accompanying notes are an integral part of these financial statements.
Landis and Partners, Inc.
(A Development Stage Enterprise)
STATEMENTS OF CASH FLOWS
For the Three Months Ended June 30, 2001 and June 30, 2000
the Six Months Ended June 30, 2000 and June 30, 2001
and the Period February 20, 1998 (inception) to June 30, 2001
<Table>
<s> <c> <c>
February 20,
Unaudited Unaudited 1998
Three Months Ended Six Months Ended (inception) to
June 30, June 30, June 30,2001 June 30, June 30, 2001
2001 2000 2000
Net Income/(Loss) $ - $ - $ - $ - $(3,896)
Adjustments to
reconcile net income
to net cash provided
by operating activities: - - - 900
Loan payable
---------- ---------- ---------- --------- ---------
Cash Used in Operations - - - - (2,996)
---------- ---------- ---------- --------- ---------
Cash Used in Investing - - - - -
Activities
---------- ---------- ---------- --------- ---------
Cash Provided by Financing
Activities
Stock Issued - - - - 2,996
---------- ---------- ---------- --------- ---------
Net Change in Cash - - - - -
Beginning Balance - - - - -
---------- ---------- ---------- --------- ---------
Ending Balance $ - $ - $ - $ - $ -
========== ========== ========== ========= =========
</Table>
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES
Professional fees incurred by the Company were paid by a shareholder of the
Company.
See accompanying account's report.
The accompanying notes are an integral part of these financial statements.
Landis and Partners, Inc.
(A Development Stage Enterprise)
NOTES TO FINANCIAL STATEMENTS
June 30, 2001 and June 30,2000
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Description of Operations
The Company was organized under the laws of the State of Nevada in
1998 and is authorized to do business in the United States. The
Company has no revenue from operations during the period covered
by this financial statement.
Method of Accounting
These financial statements are prepared on the accrual basis of
accounting in accordance with generally accepted accounting
principles. Consequently, revenues are recognized when earned
and expenses are recognized when the obligation is actually
incurred.
Income Taxes and Cash Flows
The Company accounts for income taxes and the statement of cash
flows in accordance with Financial Accounting Standards Board
Statement No. 109 and No. 95.
Cash and Cash Equivalents
Cash and cash equivalents include all highly liquid investments
with a maturity of three months or less when purchased.
NOTE 2: CASH
The Company has no bank accounts at this time.
NOTE 3 - EARNINGS PER SHARE
Earnings per share has been computed by dividing net income/(loss)
by the weighted average number of common shares outstanding for
the period. There are no items which are deemed to be common
stock equivalents during the audit period.
NOTE 4: COMMON STOCK
As of June 30, 2001, December 31, 2000 and June 30, 2000, the
Company had 2,996,000 shares of common stock, par value $.001,
issued and outstanding.
NOTE 5: LEASE COMMITMENTS
The Company currently has no commitments for leases or
contingences.
NOTE 6: USE OF ESTIMATES
The preparation of financial statements in conformity with
Generally Accepted Accounting Principles requires management to
make estimates and assumptions that affect certain reported
amounts and disclosures. Accordingly, actual results could
differ from these estimates.
ITEM 2. MANAGEMENT'S PLAN OF OPERATION
Plan of Operation
The Company's Plan of Operation has not changed since the filing
of its Form 10-SB filed with the SEC on March 22, 2000. The
description of the current plan of operation is incorporated by
reference to Section 2 of its Form 10-SB.
Competition
The Company will remain an insignificant participant among the
firms which engage in the acquisition of business opportunities.
There are many established venture capital and financial concerns
which have significantly greater financial and personnel
resources and technical expertise than the Company. In view of
the Company's combined extremely limited financial resources and
limited management availability, the Company will continue to be
at a significant competitive disadvantage compared to the
Company's competitors.
Employees
The Company has no full time or part-time employees. None of the
officers and directors anticipates devoting more than ten (10%)
percent of his or her time to Company activities. The Company's
President and Secretary have agreed to allocate a portion of said
time to the activities of the Company, without compensation.
These officers anticipate that the business plan of the Company 8
can be implemented by their devoting minimal time per month to
the business affairs of the Company and, consequently, conflicts
of interest may arise with respect to the limited time commitment
by such officers. See "Item 5 - Directors, Executive Officers,
Promoters and Control Persons - Resumes" on the Form 10-SB filed
with the SEC on March 22, 2000.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company is not a party to any material pending legal
proceedings and, to the best of its knowledge, no such action has
been threatened by or against the Company.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
No issues of securities and no changes in the existing securities
took place during the period covered by this report. At the end
of the quarter there were 2,996,000 shares of common stock
outstanding.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No such matters were submitted during the most recent quarter.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
EXHIBITS
a) The exhibit consisting of the Company's Articles of
Incorporation is attached to the Company's Form 10-SB, filed on
March 22, 2000. This exhibit is incorporated by reference to that
Form.
b) The exhibit consisting of the Company's Bylaws is attached
to the Company's Amended Form 10-SB, filed on March 22, 2000.
This exhibit is incorporated by reference to that Form.
Reports on Form 8-K: None
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the Registrant has duly caused this
registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized.
Landis & Partners, Inc.
By: /s/ Mark Nielsen
Mark Nielsen, President
Date: August 14, 2001