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 for the quarterly period ended March 31, 2002 [ ] Transition report under Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from ------------ to -------------- Commission file number: 000-32317 AM MARKETING, INC. -------------------------------------- (Exact name of small business issuer as specified in its charter) NEVADA 86-1010394 (State or other jurisdiction of incorporation or organization) I.R.S. Employer Identification No.) 8776 East Shea, Suite B3A323, Scottsdale, AZ 85260 ------------------------------------------ (Address of principal executive office) (Zip Code) (604) 602-9262 --------------------- (Issuer's telephone number) Check whether the issuer: (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 XX No - ----- ----- The number of outstanding shares of the issuer's common stock, $0.001 par value, as of March 31, 2002 was 7,000,000. 1 A M MARKETING, INC. (A DEVELOPMENT STAGE COMPANY) TABLE OF CONTENTS TABLE OF CONTENTS Part I Financial Information Page Item 1. Financial Statements: Condensed Balance Sheets March 31, 2002 (unaudited) and December 31, 2001 .................................................... 3 Unaudited Condensed Statements of Operations for the three months ended March 31, 2002 and 2001, and cummulative from inception on December 31, 1998 through March 31, 2002 ............................. 4 Unaudited Condensed Statements of Cash Flows for the three months ended March 31, 2002 and 2001, and cummulative from inception on December 31, 1998 through March 31, 2002 ............................. 5 Statement of Changes in Stockholders' equity for the period from December 31, 1998 to March 31, 2002 (unaudited)....................... 6 Notes to Financial Statements (unaudited)............................. 7 Item 2 Plan of operation .................................................... 7 Part II Other Information Item 1. Legal Proceedings .................................................... 7 Item 2. Changes in Securities ................................................ 7 Item 6. Exhibits and Reports on Form ......................................... 7 Signatures ................................................................... 7 2 AM MARKETING, INC. (A DEVELOPMENT STAGE COMPANY) CONDENSED BALANCE SHEETS <table> <caption> March, 31, December 31, 2002 2001 (unaudited) ------------- ------------ ASSETS ASSETS $ _ $ - ============= ============ LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) CURRENT LIABILITIES Accounts payable, Officers $ 7,315 $ 5,405 Total Current Liabilities 7,315 5,405 ------------- ------------ COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY (DEFICIT) Common stock, par value $.001, 25,000,000 shares authorized, 7,000,000 issued and outstanding 7,000 7,000 (Deficit) accumulated during the development stage (14,315) (12,405) ------------- ------------ Total Stockholders' Equity (Deficit) (7,315) (5,405) ------------- ------------ $ - $ - ============= ============ </table> SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS The accompanying notes are an integral part of these financial statements 3 A M MARKETING, INC. (A DEVELOPMENT STAGE COMPANY) CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED) <table> <caption> Cummulative from December 31, 1998 Three Months Ended (Inception) March 31, to 2002 2001 March 31, 2002 ---------- ---------- ------------- REVENUES $ - $ - - ---------- ---------- ------------- EXPENSES General and administrative 1,910 960 14,315 ---------- ---------- ------------- Total expenses 1,910 960 14,315 ---------- ---------- ------------- NET (LOSS) $ (1,910)$ (960)$ (14,315) ========== ========== ============= NET (LOSS) PER SHARE * * ========== ========== WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 7,000,000 7,000,000 ========== ========== </table> * less than $.01 per share SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS The accompanying notes are an integral part of these financial statements 4 AM MARKETING, INC. (A DEVELOPMENT STAGE COMPANY) CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) Cummulative Cummulative from December 31, 1998 Three Months Ended (Inception) March 31, to 2002 2001 March 31, 2002 ---------- ---------- ------------- CASH FLOWS FROM OPERATING ACTIVITIES Net ( loss) $ (1,910) $ (960) $ (14,315) Adjustments to reconcile net loss to ---------- ---------- ------------- net cash used by operating activities: Common stock issued for services 7,000 Changes in operating assets and liabilities: Increase (decrease) in accounts payable 1,910 960 7,315 ---------- ---------- ------------- Cash (Used) by Operating Activities - - - ---------- ---------- ------------- NET (DECREASE) IN CASH - - - CASH AT BEGINNING OF PERIOD, - - - ---------- ---------- ------------- CASH AT END OF PERIOD $ - $ - $ - ========== ========== ============= </table> SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS The accompanying notes are an integral part of these financial statements 5 AM MARKETING, INC. (A DEVELOPMENT STAGE COMPANY) STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) (Deficit) Accumulated During the Common Stock Development Shares Amount Stage Total ---------------------- ---------- ---------- ---------------------- ---------- ---------- audited Balances, at inception $ - $ - $ - $ - Issuance of stock at $.001 per share 7,000,000 7,000 7,000 Net (loss) (3,735) (3,735) ----------- ---------- ---------- ---------- Balances, December 31, 1999 7,000,000 7,000 (3,735) 3,265 Net (loss) (4,485) (4,485) ----------- ---------- ---------- ---------- Balances, December 31, 2000 7,000,000 7,000 (8,220) (1,220) Net (loss) (4,185) (4,185) ----------- ---------- ---------- ---------- Balances, December 31, 2001 7,000,000 7,000 (12,405) (5,405) (unaudited) Net (loss) for the quarter (1,910) (1,910) ----------- ---------- ---------- ---------- Balances,March 31, 2002 7,000,000 $ 7,000 $ (14,315)$ (7,315) =========== ========== ========== ========== The accompanying notes are an integral part of these financial statements 6 Notes to Financial Statements (unaudited) Note 1. BASIS OF PRESENTATION In the opinion of management, the accompanying unaudited condensed financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the Company's financial position as of March 31, 2002 and the results of its operations and cash flows for the three months ended March 31, 2002 and 2001 have been made. Operating results for the three months ended March 31, 2001 are not necessarily indicative of the results that may be expected for the year ended December 31, 2002. These condensed financial statements should be read in conjunction with the financial statements and notes thereto contained in the Company's Form 10-KSB for the year ended December 31, 2001. ITEM 2. PLAN OF OPERATION For the near term, the Company continues to seek merger and/or acquisition candidates. It has had no operations since inception and is financially dependent on its shareholders, who have financed its existence to date. Management of the Company believes that its shareholders will continue to provide the finances the Company requires, without the need to raise additional capital. PART II - OTHER INFORMATION Item 1. Legal Proceedings None Item 2. Changes in Securities None Item 6. Exhibits and Reports on Form 8-K (a) Exhibits None (b) Reports on Form 8-K Form 8-K was filed during the quarter covered by this report. SIGNATURE In accordance with Section 12 of the Securities Exchange Act of 1934, the registrant caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized. AM MARKETING, INC. (Registrant) Date: May 14, 2002 By:/s/Kevin Ericksteen - ---------------------- Kevin Ericksteen President and Director 7