United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter ended June 30, 2002 Commission File Number: 0-30565 KNOWLEDGE NETWORKS, INC. Nevada 91-2014670 (Jurisdiction of Incorporation) (I.R.S. Employer Identification No.) 24843 Del Prado, Suite 318, Dana Point, CA 92629 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (949) 487-7295 As of June 30, 2002 Post-split Common shares issued and outstanding: 7,167,578 Transitional Small Business Disclosure Format (check one): yes [ ] no [X] PART I: FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS. The financial statements, for the three months and six months ended June 30, 2002, included herein have been prepared by the Company, without audit pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnotes disclosure normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information not misleading. The Remainder of this Page is Intentionally left Blank 1 KNOWLEDGE NETWORKS, INC. (a Development Stage Company) BALANCE SHEETS June 30, December 31, 2002 2001 ASSETS . . . . . . . . . . . . . . . . . . . . . (Unaudited) CURRENT ASSETS Cash . . . . . . . . . . . . . . . . . . . . . . . . . $ 180 $ 8,925 Notes Receivable - Officer Notes Receivable TOTAL CURRENT ASSETS . . . . . . . . . . . . . . . . . 180 8,925 TOTAL ASSETS . . . . . . . . . . . . . . . . . . . . . $ 180 $ 8,925 ============ ========== LIABILITIES & STOCKHOLDERS' EQUITY LIABILITIES Accounts payable . . . . . . . . . . . . . . . . . . . $ 111,529 $ 29,180 Accounts payable - related party . . . . . . . . . . . 5,978 5,978 Notes payable. . . . . . . . . . . . . . . . . . . . . 35,000 35,000 Total Liabilities. . . . . . . . . . . . . . . . . . . 152,507 70,158 STOCKHOLDERS' EQUITY Common Stock, $.001 par value; authorized 100,000,000 shares; issued and outstanding, 7,167,578 shares and 7,167,578 shares respectively . . . . . . . . . 8,168 7,168 Additional Paid-In Capital . . . . . . . . . . . . . . 290,338 241,338 Accumulated Equity (Deficit) . . . . . . . . . . . . . (450,833) (309,739) Total Stockholders' Equity . . . . . . . . . . . . . . (152,327) (61,233) TOTAL LIABILITIES & STOCKHOLDERS' EQUITY . . . . . . . $ 180 $ 8,925 ============ ========== The accompanying notes are an integral part of these financial statements. 2 KNOWLEDGE NETWORKS, INC. (a Development Stage Company) STATEMENTS OF OPERATIONS (UNAUDITED) From Inception on December 16, For the three For the six 1998 through months ended June 30 months ended June 30 June 30, 2002 2001 2002 2001 2002 Revenues . . . . . . . . . . . . . . . $ -0- $ -0- $ -0- $ -0- $ -0- General and Administrative . . . . . . 39,930 -0- 141,094 -0- 141,094 Total Expenses . . . . . . . . . . . . 39,930 -0- 141,094 -0- 141,094 Net Loss from Operations . . . . . . . (39,930) -0- (141,094) -0- (141,094) Discontinued Operations: Income (loss) from discontinued operations. . . . . . 0 (269,721) 0 (269,721) (443,238) Gain (loss) on disposal of operations. 0 -0- 0 -0- 133,499 Income (loss) from Discontinued Operation . . . . . . 0 (269,721) 0 (269,721) (309,739) Net Income (Loss). . . . . . . . . . . $ (39,930) (269,721) $ (141,094) (269,721) $ (450,833) ============ =========== ============ =========== ============ Loss per Share: (Loss) from continuing operations. . (0.00) - (0.00) - (0.00) (Loss) from discontinued operations. (0.00) (0.08) (0.00) (0.08) (0.03) Loss per Share . . . . . . . . . . . . $ (0.00) $ (0.08) $ (0.00) $ (0.08) $ (0.03) ============ =========== ============ =========== ============ Weighted Average Shares Outstanding . . . . . . . . 71,675,780 3,425,777 71,675,780 3,425,777 17,050,003 ============ =========== ============ =========== ============ The accompanying notes are an integral part of these financial statements. 3 KNOWLEDGE NETWORKS, INC. (a Development Stage Company) STATEMENT OF CASH FLOWS (UNAUDITED) From Inception on December 16, For the seven 1998 through months ended July 31, July 31, 2002 2001 2002 Operating Activities Net Income (Loss) . . . . . . . . . . . . . . . $ (141,094) $(269,721) $(450,833) Adjustments to reconcile net loss to net cash provided by operations Issuance of stock for services. . . . . . . 50,000 0 170,342 Forgiveness of debt . . . . . . . . . . . . 0 0 49,984 Bad debt. . . . . . . . . . . . . . . . . . 0 0 11,154 Increase in accounts payable 82,349 262,569 125,538 Increase in accounts payable -related party. 0 0 5,978 Net cash flows used Operations. . . . . . . . . (8,745) (7,152) (87,837) Cash flows used in Investment Activities Cash payments for notes receivable. . . . . . 0 (405,769) (63,993) Net Cash used in Investment Activities. . . . . 0 (405,769) (63,993) Cash Flows from Financing Activities Cash received from notes payable. . . . . . . 0 412,880 35,000 Cash received from subscriptions receivable . 0 0 9,800 Cash received from spin-off . . . . . . . . . 0 0 3,710 Issuance of stock for cash. . . . . . . . . . 0 0 103,500 Net Cash Flows from Financing Activities. . . . 0 412,880 152,010 Net increase (decrease) in cash . . . . . . . . (8,745) (41) 180 Cash, beginning of period . . . . . . . . . . . 8,925 161 0 Cash, end of period . . . . . . . . . . . . . . 180 120 180 ======================================= The accompanying notes are an integral part of these financial statements. 4 KNOWLEDGE NETWORKS, INC. (A Development Stage Company) Notes to the Financial Statements June 30, 2002 NOTES TO FINANCIAL STATEMENTS Knowledge Networks, Inc. ("the Company") has elected to omit substantially all footnotes to the financial statements for the period ended June 30, 2002, since there have been no material changes (other than indicated in other footnotes) to the information previously reported by the Company in their Annual Report filed on Form 10-KSB for the Fiscal year ended December 31, 2001. COMMON STOCK REVERSE SPLIT On February 15, 2002, the Board of Directors and Shareholders of the Company approved a one for ten (1:10) reverse split of its common stock. All presentations of shareholders' equity are presented as if the forward split had been effect since inception. COMMON STOCK ISSUED FOR SERVICES RENDERED In June 2002, the Board of Directors and Shareholders of the Company approved an issuance of 1,000,000 shares of common stock in exchange for services rendered which were valued at $50,000 (or $.05 per share). UNAUDITED INFORMATION The information furnished herein was taken from the books and records of the Company without audit. However, such information reflects all adjustments which are, in the opinion of management, necessary to properly reflect the results of the period presented. The information presented is not necessarily indicative of the results from operations expected for the full fiscal year. 5 ITEM 2. DISCUSSION AND ANALYSIS OR PLAN OF OPERATION. (A) PLAN OF OPERATION FOR THE NEXT TWELVE MONTHS. Our plan of operation is unchanged from our annual report for the year ended December 31, 2001. Conditions are not currently favorable to capital formation or the launch of operations. (B) DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. We have enjoyed no revenues during the periods covered by this report or corresponding periods during the previous fiscal year. PART II: OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS. None. ITEM 2. CHANGES IN SECURITIES. None. ITEM 3. DEFAULTS ON SENIOR SECURITIES. None. ITEM 4. SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS. None ITEM 5. OTHER INFORMATION. None. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. None SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, this Form 10-Q Report for the Quarter ended June 30, 2002, has been signed below by the following person on behalf of the Registrant and in the capacity and on the date indicated. KNOWLEDGE NETWORKS, INC. Dated: August 8, 2002 by /s/ Marlen L. Roepke Marlen L. Roepke Officer/Director 6